/raid1/www/Hosts/bankrupt/TCR_Public/151110.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, November 10, 2015, Vol. 19, No. 314
Headlines
100 MONTADITOS: Emerges From Chapter 11 Reorganization
ABIGALE LEE MILLER: Pleads Not Guilty to Bankruptcy Fraud
ALLEGHENY TECHNOLOGIES: Moody's Lowers Corp Family Rating to Ba3
ALLONHILL LLC: Modifies Releases Under Chapter 11 Plan
AMERICAN APPAREL: Asks Bankruptcy Court to Approve Staff Bonuses
ARCH COAL: In Discussions with Creditors
ARCHDIOCESE OF SAINT PAUL: Granted 6 More Months of Exclusivity
ATLANTIC & PACIFIC: Judge Approves $40-Mil. Asset Sale to Wakefern
ATLANTIC & PACIFIC: Judge OK's Assignment of Store Lease to CVS
ATLANTIC & PACIFIC: To Sell Leases to Federal Realty for $6.35M
ATLANTIC CITY, NJ: Rescue Bills Set to Be Law
BAHA MAR: Chinese Financier Forecloses on Troubled Project
BERAU CAPITAL: Singapore Case Granted U.S. Recognition
BERNARD L. MADOFF: Trustee Blasts Former Customers' Bid to Meddle
BIRMINGHAM-SOUTHERN COLLEGE: Moody's Affirms B3 Bonds Rating
BLUE SUN: Gets Final OK to Employ Gallagher & Kennedy as Counsel
BLUE SUN: Stinson Leonard Approved as Creditors' Panel Counsel
BRISTOW GROUP: S&P Lowers Rating on Secured Debt to 'BB+'
CAESARS ENTERTAINMENT: Examiner Can't File Report by Dec. 15
CAJUN ELECTRIC: NRG Suit Against Horton Transferred
CANAL ASPHALT: CohnReznick LLP Approved as Financial Advisor
CANAL ASPHALT: Goetz Fitzpatrick Approved as Bankruptcy Counsel
CANDY INTERMEDIATE: Moody's Raises CFR to B2, Outlook Stable
COMMERCIAL BARGE: Moody's Lowers Rating on New 1st Lien Loan to B3
COMSTOCK RESOURCES: Moody's Lowers CFR to Caa2, Outlook Negative
CONSOLIDATED FREIGHTWAYS: High Court Turns Down Malpractice Suit
CORONA CARE: Court Revokes Dismissal of Ch. 11 Cases
CUMULUS MEDIA: S&P Lowers CCR to 'B-', Outlook Negative
DAYTONA HOLDINGS: Contract Exists Between Liscinski, Colin
DETROIT, MI: Court Issues Indicative Ruling on Water Authority
DOMINION CITRUS LTD: In Default of Interest Obligation to Fund
E.C.J. INVESTMENTS: Objection to Government's Claim 1-1 Overruled
EIG INVESTORS: Moody's Affirms B2 CFR & Changes Outlook to Stable
ENERGY FUTURE: NextEra Circling Oncor
ESSAR STEEL: Chapter 15 Case Summary
ESTERLINA VINEYARDS: Amended List of Largest Unsecured Creditors
FREEDOM COMMS: South Cal. Investors Group to Lead Bid for Assets
FRESH & EASY: Gets Interim OK for $6.25 Million DIP Financing
FRESH & EASY: Has Interim Approval to Continue Store Closing Sales
FRESH & EASY: Hires Epiq as Claims and Noticing Agent
FRESH & EASY: In Chapter 11 to Wind Down Operations
GENERAL MOTORS: Lenders Drop Suit Versus Simpson Thacher, JPMorgan
GRAFTECH INTERNATIONAL: S&P Lowers CCR to 'B', Outlook Stable
HERCULES OFFSHORE: Completes Restructuring, Exits Chapter 11
HIGGINBOTHAM INSURANCE: Moody's Assigns B3 CFR, Outlook Stable
HOLY GUACAMOLE: Files for Chapter 11 Bankruptcy Protection
HOVENSA LLC: Court Designates Chapter 11 Case as Complex Case
KEEN EQUITIES: Proposing Unconfirmable Plan, Says Greene Family
LA UNIFIED: Looming Deficits Could Push District to Bankruptcy
LAGUNA CONSTRUCTION: Tells Court DOD Owes Contractor $3 Million
LEHMAN BROTHERS: JPMorgan Fights to Keep $8.6B Suit in Fed Court
LENNY DYKSTRA: Has Until Nov. 12 to Amend Jail Beating Suit
LONDON CALLING: Files for Chapter 11 Bankruptcy Protection
LORAL SPACE: Shareholder's Suit Dismissed
LSB INDUSTRIES: S&P Lowers Rating to 'B-', Outlook Stable
MED-X TRANS: Case Summary & 20 Largest Unsecured Creditors
MOLYCORP INC: Pursues Two-Pronged Chapter 11 Plan
MORGAN DREXEN: CFPB Wants Payment of $173 Million for Illicit Fees
NN INC: Moody's Affirms B2 CFR After Announced Add-On Term Loan
NRAD MEDICAL: Ruskin Moscou Okayed to Handle Corporate Matters
OAKLAND PORT SERVICE: Case Summary & 8 Top Unsecured Creditors
PARALLEL ENERGY: Case Summary & 20 Largest Unsecured Creditors
PATRIOT COAL: AIG Still Has Issues with Assumption of Agreements
PHOENIX HELIPARTS: TKCA Wins Summary Judgment Against Ex-VP
PLEASE TOUCH: Isdaner LLP Approved as Advisor, Auditor
PLEASE TOUCH: Trustee Balks at Dilworth's Insufficient Disclosure
PSL-NORTH AMERICA: Disclosure Statement Hearing Nov. 30
QGOG ATLANTIC: Moody's Affirms B1 Rating on Secured Notes Due 2018
QORVO INC: Moody's Assigns 'Ba1' Corp. Family Rating
QUIKSILVER INC: Gets Final Approval to Conduct Closing Sales
RELATIVITY MEDIA: Gerald Butler Project in Limbo, Producers Say
REVEL AC: BNY Mellon Asserts $1M Obligation for Electricity
SABINE OIL: Judge Sounds Alarm on Ballooning Bankruptcy Fees
STANDARD REGISTER: Seeks Approval of Wind-Down Settlement
STATION CASINOS: Scuffle with Union Pulls in Deutsche Bank
TAYLOR-WHARTON INT'L: Gets Approval for Quick Chapter 11 Auction
TOLLENAAR HOLSTEINS: Chapter 11 Case Dismissed Effective Nov. 15
TRONOX LIMITED: Moody's Lowers CFR to B2, Outlook Negative
USA DISCOUNTERS: FTI Consulting OK'd as Panel's Financial Advisor
WAYNE COUNTY, MI: Court Dismisses AFSCME's Suit Against Evans
WINSTAR COMMUNICATIONS: SC Won't Hear Appeal Over $42.5M Deal
Z'TEJAS SCOTTSDALE: Seeks Turnover of PACA Trust Assets
ZEV BENTOW: Must Show Cause Why Ch. 11 Should Not Be Dismissed
[*] Ex Maine Chief Bankruptcy Judge Heads to Bernstein Shur
[*] Moody's: Wide Earnings Disparity in NA/EMEA Chemicals Sector
[*] Moodys: 2016 Outlook for Power & Utilities Changed to Negative
[*] U.S. Southeast Region Drives 3Q Health-Care Distress
[*] USTP Has $81.6M Deal with Wells Fargo for Ch. 13 Errors
[^] Large Companies with Insolvent Balance Sheet
*********
100 MONTADITOS: Emerges From Chapter 11 Reorganization
------------------------------------------------------
100 Montaditos has emerged from bankruptcy eight months after the
Florida operator of the Company filed voluntary petitions for
Chapter 11 reorganization. The Company -- able to successfully
establish a new operational structure and consolidate its U.S.
positioning without paralyzing business activity -- plans to now
resume expansions across the U.S.
"We look forward to continue developing the 100 Montaditos brand
and demonstrating our commitment to the U.S. market, our customers
and existing franchisees. It is with great pride that we're able
to share we have emerged from bankruptcy within eight months, an
accomplishment that can only be attributed to our dedicated teams
in the U.S. and Spain," said Managing Director Ignacio Garcia
Nieto. "We look forward to continue developing the 100 Montaditos
brand and demonstrating our commitment to the U.S. market, our
customers and existing franchisees."
The agreement reached between 100 Montaditos and creditors was
approved Wednesday, Nov. 4 by Honorable A. Jay Cristol of the U.S.
Bankruptcy Court for the Southern District of Florida.
The joint plan proposed by the company received the support of the
Creditors Committee and was overwhelmingly approved by all creditor
classes, which included former and operating franchisees.
As part of the Company's restructuring efforts, a new management
team was appointed, led by Garcia Nieto, who previously served as
the Franchise Development Director for 100 Montaditos in the U.S.
and Latin America. As managing director, Garcia Nieto has overseen
the operations of the company as well as supported the restaurants
operated by 100 Montaditos franchisees.
"We are very pleased to have accomplished our client's goal and
successfully obtained confirmation of the joint plan with
overwhelming support of the creditors, which will allow 100
Montaditos to move forward with its business plan in the United
States," said Bankruptcy Counsel Mariaelena Gayo-Guitian, a partner
at Miami-based Genovese, Joblove & Battista, P.A, which is
representing 100M Holding, Inc., along with law partner Paul J.
Battista.
With its Chapter 11 restructuring process completed, the company is
working now to strengthen its U.S. presence. A 100 Montaditos in
Doral, Florida, is slated to open in the next few months.
About 100 Montaditos
The 100 Montaditos chain opened in Huelva, Spain in 2000. The
company specializes in small Spanish
sandwiches—montaditos—which are filled with cured meats and
cheeses and sold for a few dollars each. The restaurants also
serve beer and sangria. The concept spread across Spain with
several hundred locations and was brought to the U.S in 2011. The
brand operates more than 300 franchised restaurants in Spain, the
U.S. Mexico, Colombia, Chile, Portugal and Italy
Francisco Cernuda, the CEO of the Spain-based restaurant's American
locations, filed to reorganize 100 M Operator LLC, which operates
14 restaurants across Florida, where the chain opened the first of
its 17 U.S. outposts. The U.S. entities that sought Chapter 11
bankruptcy protection are:
Debtor Case No.
------ --------
100M Waterford LLC 15-14066
100M Pembroke LLC 15-14067
100M Weston LLC 15-14069
100M Sunset, LLC 15-14070
100M Plantation LLC 15-14072
100M Pinecrest, LLC 15-14074
100M Midtown, LLC 15-14075
100M Kendall, LLC 15-14077
100M Arlington, LLC 15-14078
100M West Kendall LLC 15-14079
100 M Lincoln LLC 15-14080
100 M Operator LLC 15-14083
100 M Franchise LLC 15-14086
100 M Holding Inc. 15-14087
Locations in New York and Washington, D.C., were not affected by
the Florida bankruptcy filing and continue to operate.
The Debtors tapped Paul J. Battista, Esq., at Genovese Joblove &
Battista, P.A., as counsel.
* * *
The bankruptcy court approved a $400,000 financing loan from 100
Montaditos International to fund operating expenses during the
bankruptcy proceedings.
ABIGALE LEE MILLER: Pleads Not Guilty to Bankruptcy Fraud
---------------------------------------------------------
Stewart Bishop at Bankruptcy Law360 reported that a dance studio
owner who stars in the Lifetime reality television series "Dance
Moms" pled not guilty on Nov. 2, 2015, to charges she concealed
$675,000 in income from the show and related pursuits during her
bankruptcy, according to her attorney.
Abigale Lee Miller, the dance trainer and studio owner at the
center of the "Dance Moms" series, was arraigned in federal court
in Pennsylvania on counts of bankruptcy fraud, concealing
bankruptcy assets and making false bankruptcy declarations. She
was released on a $10,000 unsecured bond, said her lawyer.
ALLEGHENY TECHNOLOGIES: Moody's Lowers Corp Family Rating to Ba3
----------------------------------------------------------------
Moody's Investors Service downgraded Allegheny Technologies
Incorporated's (ATI) Corporate Family Rating and Probability of
Default rating to Ba3 from Ba2 and Ba3-PD from Ba2-PD respectively.
The senior unsecured note ratings of ATI and Allegheny Ludlum
Corporation (guaranteed by ATI) were downgraded to B1 from Ba2.
The Speculative Grade Liquidity rating was lowered to SGL-3 from
SGL-2. The ratings were placed on review for further downgrade.
Downgraded and Placed under Review:
Issuer: Allegheny Technologies Incorporated
Corporate Family Rating, Downgraded to Ba3 from Ba2; Placed
Under Review for further Downgrade
Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD;
Placed Under Review for further Downgrade
Speculative Grade Liquidity Rating, lowered to SGL-3 from SGL-2
Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD4)
from Ba2 (LGD4); Placed Under Review for further Downgrade
Outlook Actions:
Issuer: Allegheny Technologies Incorporated
Outlook, Changed To Rating Under Review From Stable
Issuer: Allegheny Ludlum Corporation
Backed Senior Unsecured Regular Bond/Debenture, Downgraded to B1
(LGD4) from Ba2 (LGD4); Placed Under Review for further
Downgrade
Outlook Actions:
Issuer: Allegheny Ludlum Corporation
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE
The downgrade reflects the greater than expected deterioration in
market conditions evidenced in the third quarter of 2015 and
consequent impact on ATI's performance with the company reporting
an operating loss of $91 million (unadjusted) for the quarter. The
Flat Rolled Products segment experienced reduced shipments
(sequentially down 25%) and continued deterioration in prices
realized. The majority of the quarterly loss can be attributed to
the Flat Rolled Products segment, which incurred an operating loss
of $91.8 million, although segment operating profit for High
Performance of $18.8 million was down almost 56% sequentially. Debt
protection metrics such as EBIT/interest weakened to 0.4 x for the
twelve months ended September 30, 2015 while leverage, as measured
by the debt/EBITDA ratio increased to 9 x from 6.6x in fiscal 2014
(including Moody's standard adjustments, principally for pension).
While revenues from the aerospace market in the third quarter
remained relatively flat year-on-year, weakness in a number of
important end markets for the company, such as oil and gas,
electrical energy, and construction/mining equipment and a weaker
contribution from automotive contributed to a material revenue
decline in ATI's quarterly revenues relative to the same period the
prior year (down approximately 22%). The quarter also had some
costs associated with the restart of facilities within the flat
rolled segment following the labor lockout. Nonetheless, Moody's
expects performance over the next several quarters to remain
challenged given fundamental industry conditions. With the low oil
prices and inventory glut, which will take several quarters to
clear, recovery in this sector is not expected for an extended
period, while the overall steel sector is expected to continue to
experience weak performance and face a low price environment, with
risk to the downside. As such, performance, particularly in the
Flat Rolled Products side is expected to experience losses,
although at a lower level than seen in the third quarter. Although
the company has a good aerospace backlog with improving deliveries
expected under the LTA's (long-term agreements), the flow through
to material profit improvement is expected to be modest in 2016.
Moody's expects leverage could approach between 12x and 15x at
year-end 2015. In addition, the duration of the labor lockout and
costs and inefficiencies that might be associated remain
uncertain.
The review will focus on ATI's ability to reduce costs, expected
sales mix, time frame for improvement in value added sales and
delivery times to the aerospace market as well as the ability to
turnaround the loss making flat rolled products segment. The
review will also focus on the end markets to which ATI sells and
the expected demand from such markets as well as the time horizon
over which an improved performance is likely to be realized
particularly given the level of deterioration experienced in 2015.
ATI's Ba3 CFR considers the company's position as a leading
producer of specialty titanium and titanium alloys, nickel-based
alloys and super alloys and its technological capabilities, which
provide the company with the ability to fulfill customers' unique
product requests. ATI's strong LTA position with major aerospace
companies is also a favorable consideration and is expected to
contribute to improving performance as build rates increase both
for aircraft and engines. However, despite the company's favorable
relationship and order book with the aerospace industry, weak
fundamentals in other end markets will delay the level of
improvement that can be achieved in the overall business profile.
The SGL-3 speculative grade liquidity rating reflects expectations
that ATI will evidence a cash burn over the next twelve to fifteen
months, particularly as recent cash receipts from a federal tax
refund and the settlement of certain foreign exchange forward
contracts are unlikely to be repeated. As such, the company is
likely to borrow under its asset base lending (ABL) revolver.
The B1 rating on the senior unsecured instruments under Moody's
loss given default methodology reflects the weaker position of the
notes in the capital structure behind the ABL revolver and priority
payables.
The principal methodology used in these ratings was Global Steel
Industry published in October 2012.
Headquartered in Pittsburgh, Pennsylvania, ATI is a diversified
producer and distributor of components and specialty metals such as
titanium and titanium alloys, nickel-based alloys and stainless and
specialty steel alloys. For the twelve months ended Sept. 30, 2015
the company generated revenues of $4.billion.
ALLONHILL LLC: Modifies Releases Under Chapter 11 Plan
------------------------------------------------------
Allonhill, LLC, filed with the U.S. Bankruptcy Court for the
District of Delaware on Nov. 5, 2015, a third amended Chapter 11
plan of reorganization to amend the provisions on the releases of
causes of action held by the Debtor and the estate against the
principals, and the directors, officers, employees or advisors of
the Debtor.
Under the Plan, "As of the Effective Date, for good and valuable
consideration, and to the extent permitted under Delaware law, the
Debtor and the Estate conclusively, absolutely, unconditionally,
irrevocably and forever release the Debtor's principals, and the
directors, officers, employees or advisors of the Debtor from
Released Claims; and further, provided, however, that nothing in
the Section . . . (i) shall be deemed to prohibit the Reorganized
Debtor from asserting and enforcing any claims, obligations, suits,
judgments, demands, debts, rights, Causes of Action or liabilities
they may have against any employee (including directors and
officers) for alleged breach of confidentiality, or any other
contractual obligations owed to the Debtor or the Reorganized
Debtor, including non-compete and related agreements or
obligations; or (ii) constitutes a waiver of any right of the
Reorganized Debtor to: (x) enforce all rights and claims concerning
any and all intellectual property (including, without limitation,
trademarks, copyrights, patents, customer lists, trade secrets and
confidential or proprietary business information), all of which
rights are expressly reserved and not released and (y) assert any
defense based on whether or not applicable standards have been
met."
A blacklined version of the Disclosure Statement dated Nov. 5,
2015, is available at http://bankrupt.com/misc/ALLONds1105.pdf
About Allonhill
Allonhill LLC, a professional services firm based in Denver,
Colorado, that previously provided loan due diligence and credit
risk management services for institutions that invest in, sell,
securitize or service mortgage loans, sought protection under
Chapter 11 of the Bankruptcy Code on March 26, 2014. The case is
In re Allonhill, LLC, Case No. 14-bk-10663 (Bankr. D. Del.).
The Debtor's general counsel is Hogan Lovells US LLP. The Debtor's
local counsel is Neil B. Glassman, Esq., Justin R. Alberto, Esq.,
and Evan T. Miller, Esq., at Bayard, P.A., in Wilmington, Delaware.
Upshot Services LLC serves as the Debtor's claims and noticing
agent.
The Debtor disclosed $19,205,062 in assets and $32,918,294 in
liabilities as of the Chapter 11 filing.
Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the
Bankruptcy Court that she was unable to appoint an official
committee of unsecured creditors.
Allonhill filed a Chapter 11 Plan of Reorganization and
accompanying disclosure statement following the sale of
substantially all of its assets to Stewart Lender Services, Inc.
AMERICAN APPAREL: Asks Bankruptcy Court to Approve Staff Bonuses
----------------------------------------------------------------
American Apparel is asking the Delaware bankruptcy court on Oct.
30, 2015, to approve retention bonuses for staff members it says
are critical to the company's operations and reorganization.
Emily Field at Bankruptcy Law360 reported that the clothing
retailer also asked the court for approval to collect funds from
its insurer to cover defense costs for lawsuits including one filed
by former CEO Dov Charney. Since its Chapter 11 filing Oct. 5,
American Apparel said it has lost 30 members.
BankruptcyData reported that American Apparel filed a motion for
the entry of an order authorizing and approving the Debtors' key
employee plan (KERP), pursuant to sections 363(b) and 503(c)(3) of
Title 11 of the United States Bankruptcy Code.
According to BankruptcyData, the motion explains, "The KERP is
structured to encourage the retention of Key Employees throughout
the chapter 11 cases and until at least 90 days from the Debtors'
emergence from bankruptcy. To this end, only those participants
who both remain employed with the Debtors through the 90 day post
Emergence period (or, as detailed below, the 180 day post-Emergence
period for certain payments) and achieve personal goals as
determined by their superiors, will receive a cash award.
Cash awards will range from 10% to 40% of the Key Employee's base
salary, depending on the Key Employee's tier, with the average
award comprising 20.7% of base salary, or approximately $22,220.
Additionally, the Debtors propose a $500,000 discretionary poo1 to
go towards future allocations to certain non-senior management
employees deemed critical to the reorganization, but who were not
originally included in the KERP.....FTI found that the KERP's cost
of approximately $2.3 million was well within the range of
reasonableness and within the market range of comparable plans, and
that the average payments per Key Employee of approximately $22,220
were below the market median by approximately $6,000."
The Court scheduled a Nov. 19, 2015 hearing, with objections due by
Nov. 12.
DIP Financing Approved
Matt Chiappardi at Bankruptcy Law360 said that a Delaware
bankruptcy judge gave the Debtor the final thumbs-up on Nov. 2,
2015, on its $90 million postpetition financing package after the
reorganizing clothing retailer came to terms with its newly minted
unsecured creditors committee and said it is hoping to begin a
Chapter 11 exit bid in January.
During a hearing in Wilmington, U.S. Bankruptcy Judge Brendan L.
Shannon agreed to approve the $90 million debtor-in-possession
financing package from a group of prepetition asset-based lenders
administered by Wilmington Trust NA.
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015. The petition was signed by Hassan
Natha as chief financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
ARCH COAL: In Discussions with Creditors
----------------------------------------
Ezequiel Minaya, writing for The Wall Street Journal, reported that
Arch Coal Inc., reeling from the extended rout in the coal market,
posted a loss of $2 billion in the latest quarter, but the
company's adjusted loss and revenue came in better than expected,
and it said it was in discussions with creditors to restructure its
balance sheet as its cash thins.
According to the Journal, shares climbed 9% in early trading --
though they've still dropped 58% in the past month, even factoring
in Nov. 9 gains.
Arch Chief Executive John W. Eaves said the company is seeking a
"significant restructuring" of its balance sheet, as cash flow "is
not sufficient to service our debt sustainably in this operating
environment," the Journal related. He noted the company was in
discussions with creditors, the Journal further related.
About Arch Coal
Arch Coal, Inc.'s primary business is the production of thermal and
metallurgical coal from surface and underground mines located
throughout the United States, for sale to utility, industrial and
steel producers both in the United States and around the world.
The Company currently operates mining complexes in West Virginia,
Maryland, Virginia, Illinois, Wyoming and Colorado.
Arch Coal reported a net loss of $558 million in 2014, a net loss
of $642 million in 2013 and a net loss of $684 million in 2012. As
of June 30, 2015, the Company had $8 billion in total assets, $6.6
billion in total liabilities and $1.4 billion in total
stockholders' equity.
* * *
The Troubled Company Reporter, on Oct. 29, 2015, reported that
Fitch Ratings has taken the following rating actions on Arch Coal,
Inc. (Arch Coal; NYSE: ACI) in connection with the expiration of
the company's debt exchange offers:
-- Issuer Default Rating (IDR) affirmed at 'C';
-- Senior secured revolving credit facility downgraded to
'CCC-/RR2' from 'B-/RR2';
-- Senior secured term loan downgraded 'CCC-/RR2' from 'B-/RR2';
-- Second lien secured notes affirmed at 'C/RR6';
-- Senior unsecured notes affirmed at 'C/RR6'.
Roughly $5.4 billion in principal amount of debt and commitments
are affected by this action.
The Troubled Company Reporter, on July 8, 2015, reported that
Fitch Ratings has downgraded the Issuer Default Rating of Arch
Coal, Inc. to 'C' from 'CCC'. The downgrade follows Arch Coal's
announcements of exchange offers which Fitch considers Distressed
Debt Exchanges in accordance with Fitch's Distressed Debt Exchange
criteria.
The TCR, on May 6, 2015, reported that Moody's Investors Service
downgraded the corporate family rating of Arch Coal to 'Caa3' from
'Caa1' and the probability default rating to 'Caa3-PD' from
'Caa1-PD'. The downgrade follows the continued stress on the coal
sector, and the resulting deterioration in the company's credit
metrics. At the same time, Moody's downgraded the ratings on the
senior secured term loan and bank revolving facility to 'Caa1' from
'B2', the second lien notes to Caa3 from Caa1, and all unsecured
notes to 'Ca', from 'Caa2'. Moody's also affirmed the Speculative
Grade Liquidity rating of SGL-3. The outlook is negative.
As reported by the TCR on July 9, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Arch Coal
to 'CC' from 'CCC+'. Standard & Poor's Ratings Services said it
lowered its corporate credit rating on Arch Coal to 'CC' from
'CCC+'. The rating action reflects Arch Coal's July 3, 2015,
announcement of a private debt exchange offer for its senior
unsecured debt.
ARCHDIOCESE OF SAINT PAUL: Granted 6 More Months of Exclusivity
---------------------------------------------------------------
ABI.org reported Bankruptcy Judge Robert Kressel on Oct. 31, 2015,
granted the Archdiocese of Minneapolis and St. Paul the extra six
months it wanted on exclusive rights to file its reorganization
plan.
About the Archdiocese of St. Paul
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000
Catholic individuals in the region. These individuals and
parishes are served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
U.S. Trustee for Region 12 appointed five creditors to serve on the
official committee of unsecured creditors.
The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors. Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.
* * *
The Debtor's exclusive period for filing a Chapter 11 plan and
disclosure statement ends on Nov. 30, 2015.
ATLANTIC & PACIFIC: Judge Approves $40-Mil. Asset Sale to Wakefern
------------------------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. received court approval
to sell the assets of its two affiliates to Wakefern Food Corp.
The order, issued by U.S. Bankruptcy Judge Robert Drain, allowed
the company to sell the assets used in operating 12 retail stores
run by A&P Live Better and A&P Real Property.
Under the deal, the company will receive $40 million for the
assets, which include leases on the retail stores located in
Connecticut, New York and Pennsylvania.
Great Atlantic previously scheduled an auction for the assets with
Wakefern as stalking horse bidder. The company canceled the
auction on Oct. 7, court filings show.
New York Community Bank, which operates a branch in two Great
Atlantic stores, previously opposed the rejection of its license
agreements with the company. Great Atlantic resolved the objection
by withdrawing their request to reject the agreements.
The sale has also drawn objection from South-Whit Shopping Center
Associates, which opposed the proposed "cure amount" under a lease
agreement with A&P.
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.
ATLANTIC & PACIFIC: Judge OK's Assignment of Store Lease to CVS
---------------------------------------------------------------
A&P Real Property LLC received court approval for a deal that would
allow the company to assign a lease agreement to CVS Pharmacy Inc.
and CVS Albany LLC.
The order, issued by U.S. Bankruptcy Judge Robert Drain, allowed
the company to assign its lease agreement with 251 East 51st Street
Corp. in exchange for $7.9 million.
The company leases space from 251 East where it operates a retail
store under the Waldbaums name. The store is located at 969 Second
Avenue & East 51st Street, in New York.
A&P and the buyers signed the deal following a two-day auction held
last month where the latter emerged as the winning bidder, court
filings show.
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.
ATLANTIC & PACIFIC: To Sell Leases to Federal Realty for $6.35M
---------------------------------------------------------------
An affiliate of Great Atlantic & Pacific Tea Company Inc. received
court approval to sell its right, title and interest under three
lease agreements to Federal Realty Investment Trust.
A&P Real Property will receive $6.35 million from the buyer in
exchange for the sale of its right, title and interest as tenant
under the leases. The leases will be terminated following the
sale.
The sale was approved by U.S. Bankruptcy Judge Robert Drain who
oversees A&P's Chapter 11 case.
A&P previously scheduled an auction for the leases with Federal
Realty as stalking horse bidder. The company canceled the auction
on Oct. 7, according to court filings.
The company leases space from Federal Realty where it operates
three retail stores, two of which are located in Bricktown and
Parsippany, New Jersey. The third store, which is operated under
the Waldbaums name, is in Melville, New York.
UFCW Local 342, the labor union that represents A&P's employees at
its Waldbaums store, had criticized the sale, saying it violates
the company's collective bargaining agreement with the union.
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.
ATLANTIC CITY, NJ: Rescue Bills Set to Be Law
---------------------------------------------
Romy Varghese, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that New Jersey Governor Chris Christie must act on five
bills intended to stabilize the finances of Atlantic City or they
will
become law Nov. 9 without his signature.
According to the report, the legislation would have casinos make
fixed payments instead of property
taxes, divert gambling-tax revenue that's used for redevelopment
projects to debt service, shift marketing funds to the city,
provide more aid to schools and protect benefits for casino
workers. By establishing a revenue stream from the casinos, city
officials would avoid battling them over property-tax appeals
that Moody's Investors Service said in a July report could
"significantly strain city finances, conceivably driving the city
into bankruptcy," the Bloomberg report further related.
BAHA MAR: Chinese Financier Forecloses on Troubled Project
----------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that the
Export-Import Bank of China, financier for the troubled Bahamanian
resort Baha Mar, has decided to foreclose on the $3.5 billion
project and appoint a receiver, a decision that Baha Mar's
developer on
Nov. 2, 2015, said would harm the project's long-term prospects.
The move comes weeks after a Delaware bankruptcy judge dismissed
the developer Sarkis Izmirlian's highly contentious Chapter 11
case, a ruling that paved the way for liquidation proceedings to
commence in the Bahamas.
About Baha Mar
Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar
Enterprises Ltd., and their affiliates sought protection under
Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del.,
Case No. 15-11402). Baha Mar owns, and is in the final stages of
developing, a 3.3 million square foot resort complex located in
Cable Beach, Nassau, The Bahamas.
The bankruptcy cases are assigned to Judge Kevin J. Carey. The
Debtors are represented by Paul S. Aronzon, Esq., and Mark
Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los
Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz,
Esq.,and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley &
McCloy LLP, in New York. The Debtors' Delaware counsel are Laura
Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson,
Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones
LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is
Glinton Sweeting O'Brien. The Debtors' special litigation counsel
is Kobre & Kim LLP. The Debtors' construction counsel is Glaser
Weil Fink Howard Avchen & Shapiro LLP.
The Debtors' investment banker and financial advisor is Moelis
Company LLC. The Debtors' claims and noticing agent is Prime
Clerk LLC.
* * *
In September 2015, Judge Carey dismissed the Chapter 11
Proceedings filed in the Delaware court by Baha Mar chief
executive officer Sarkis Izmirlian, ruling in favor of the
contractor on the project, China Construction America (CCA), and
its financier, the China Export-Import Bank (CEXIM); but denied
the motion to dismiss Northshore Mainland Services, Inc.'s
bankruptcy case.
BERAU CAPITAL: Singapore Case Granted U.S. Recognition
------------------------------------------------------
The Hon. Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York granted recognition of Berau Capital Resources
Pte Ltd.'s Chapter 15 case as foreign main proceeding pursuant to
Section 1517 of the Bankruptcy Code.
The U.S. Court also ordered that all relief afforded foreign main
proceedings pursuant to Section 1520 of the Bankruptcy Code is
granted to the Singapore Proceeding.
Kin Chan, the duly authorized foreign representative will file a
status report regarding the Singapore Proceeding by Dec. 28, 2015
at 5:00 p.m.
As reported by the Troubled Company Reporter on Sept. 11, 2015,
according to the foreign representative, the rights of the Foreign
Debtor under the Indenture and the Indenture related documents
constitute property within the meaning of the Bankruptcy Code,
including under section 109(a), and the Foreign Debtor's property
rights in such agreements are located in the United States, thus
satisfying -- independent of its other property in the United
States (its interest in its attorney's retainer account located in
Manhattan, NY) -- any requirement that the Foreign Debtor have
property in the United States at the time of the filing of its
petition under chapter 15 of the Bankruptcy Code.
About Berau Capital
Berau Capital Resources Pte Ltd., is incorporated under the laws
of the Republic of Singapore and is a wholly-owned subsidiary of
PT Berau Coal Energy Tbk ("BCE"), a public company incorporated
under the laws of the Republic of Indonesia. Berau Capital was
incorporated in 2010, by BCE as a special purpose vehicle to raise
funds for and on behalf of the BCE Group.
In order to prevent recovery or enforcement efforts by creditors
that would jeopardize the BCE Group's and BCR's restructuring, on
July 4, 2015, BCR initiated proceedings in the High Court of the
Republic of Singapore (the "Singapore Court").
Berau Capital filed a Chapter 15 petition (Bankr. S.D.N.Y. Case
No. 15-11804) in Manhattan in the United States on July 10, 2015,
to seek recognition of its restructuring proceedings in Singapore.
Kin Chan, the chairman of the board of ARMs, signed the Chapter 15
petition and is serving as foreign representative.
The U.S. case is assigned to Judge Martin Glenn.
The Debtor tapped Edward J. LoBello, Esq., at Meyer, Suozzi,
English & Klein, P.C., in Garden City, New York, as counsel.
BERNARD L. MADOFF: Trustee Blasts Former Customers' Bid to Meddle
-----------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that the liquidating
trustee for Bernie Madoff's investment fund on Oct. 29, 2015, told
a New York bankruptcy judge that former customers of the Ponzi
schemer can't intervene in a clawback trial against a former
trader, saying that they've already had their day in court.
Irving Picard, the trustee dismantling Bernard L. Madoff Investment
Securities LLC, on Oct. 29, told U.S. Bankruptcy Judge Stuart
Bernstein that the former customers shouldn't be allowed to join a
suit against Andrew Cohen, a former BLMIS trader.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970. The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland,
J.). Mr. Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later
transferred to Manhattan. In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy
case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims. As of the end
of May 2015, the SIPA Trustee has recovered more than $10.699
billion and has distributed approximately $7.576 billion. When
additional settlements awaiting distribution are taken into
account, the recovery in the Madoff liquidation proceeding totals
$10.734 billion.
BIRMINGHAM-SOUTHERN COLLEGE: Moody's Affirms B3 Bonds Rating
------------------------------------------------------------
Moody's Investors Service affirms its B3 rating on the Tuition
Revenue Bonds of Birmingham-Southern College, AL. The bonds were
issued through the Birmingham Private Educational Building
Authority. The outlook is revised to negative.
SUMMARY RATING RATIONALE
The outlook revision to negative incorporates a move to weaker
operating performance in FY 2015 as well as unproven ability to
meaningful increase net tuition revenue per student. Following
three fiscal years of solid operating cash flow performance,
performance declined in 2015 as gifts for current operations
softened. While the college attracted a larger entering class in
fall 2015 as overall enrollment increased 13%, the discount rate
continues to move upward, limiting net revenue growth.
The B3 rating reflects some evidenced progress of
Birmingham-Southern's ability to stabilize its market demand.
Enrollment increased to 1,340 full-time equivalent students in fall
2015 as the college recovers from the sustained impact of several
years of smaller entering classes. Ongoing enhancement of student
marketing remains focused on enrollment recovery.
Despite this momentum, serious challenges remain including high
reliance on ongoing donor support to maintain balanced operations,
sluggish prospects for material earned revenue growth, thin
flexible reserves and high financial leverage. In addition,
reduced capital investment, if continued, will create lasting
challenges as deferred maintenance builds and the campus become
less attractive to potential students relative to competitors.
OUTLOOK
The negative outlook reflects recent softening of philanthropic
support and growth in discounting which, if not reversed, will
challenge the college's financial recovery.
WHAT COULD MAKE THE RATING GO UP
-- Sustained annual revenue growth outpacing expenses
-- Increase in unrestricted liquidity
-- Demonstrated ability to invest in capital facilities without
increasing financial leverage
WHAT COULD MAKE THE RATING GO DOWN
-- Inability to cover debt service from operations
-- Diminished prospects for revenue growth or disruption in
student demand
-- Erosion of unrestricted liquidity
-- Decline in donor support
OBLIGOR PROFILE
Birmingham-Southern College is a private liberal arts college with
under 1,500 students. Founded in 1856, the college is affiliated
with the United Methodist Church. The campus is comprised of 192
acres on the west side of Birmingham.
LEGAL SECURITY
Security on the Tuition Revenue Bonds is provided by a pledge on
the college's gross tuition revenues. There is an additional bonds
test requiring that recent pledged tuition revenue be at least 300%
of prospective Maximum Annual Debt Service. There is no debt
service reserve fund requirement.
USE OF PROCEEDS
Not applicable.
METHODOLOGY
The principal methodology used in this rating was U.S.
Not-for-Profit Private and Public Higher Education published in
August 2011.
BLUE SUN: Gets Final OK to Employ Gallagher & Kennedy as Counsel
----------------------------------------------------------------
The Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri authorized, on a final basis, Blue St.
Joe Refining, LLC, et al., to employ Gallagher & Kennedy, P.A., as
general bankruptcy and restructuring counsel.
G&K disclosed that it currently represents the Debtors' financial
advisor, MCA Financial Group, Ltd., in matters unrelated to the
Debtors and their chapter 11 cases. To resolve a potential
objection to the employment of G&K by the U.S. Trustee, G&K and the
Debtors have agreed, that in the unlikely event that a dispute
arises between the Debtors and MCA, G&K will not represent the
Debtors or MCA in any such dispute.
About Blue Sun St. Joe
Blue Sun St. Joe Refining, LLC, and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code on July 31, 2015
(Bankr. W.D. Mo., Case No. 15-42231). The case is assigned to
Judge Arthur B. Federman.
The Debtors have engaged as bankruptcy counsel Jeffrey A. Deines,
Esq., at Lentz Clark Deines PA, in Overland Park, Kansas; and Todd
A. Burgess, Esq., John R. Clemency, Esq., and Lindsi M. Weber,
Esq., at Gallagher & Kennedy, P.A., in Phoenix, Arizona. MCA
Financial Group, Ltd. serves as their financial advisors.
The Official Committee of Unsecured Creditors retained Stinson
Leonard Street LLP as its counsel.
BLUE SUN: Stinson Leonard Approved as Creditors' Panel Counsel
--------------------------------------------------------------
The Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Blue St. Joe
Refining, LLC, et al., to retain Stinson Leonard Street LLP as its
counsel.
About Blue Sun St. Joe
Blue Sun St. Joe Refining, LLC, and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code on July 31, 2015
(Bankr. W.D. Mo., Case No. 15-42231). The case is assigned to
Judge Arthur B. Federman.
The Debtors have engaged as bankruptcy counsel Jeffrey A. Deines,
Esq., at Lentz Clark Deines PA, in Overland Park, Kansas; and Todd
A. Burgess, Esq., John R. Clemency, Esq., and Lindsi M. Weber,
Esq., at Gallagher & Kennedy, P.A., in Phoenix, Arizona. MCA
Financial Group, Ltd. serves as their financial advisors.
The Official Committee of Unsecured Creditors retained Stinson
Leonard Street LLP as its counsel.
BRISTOW GROUP: S&P Lowers Rating on Secured Debt to 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its issue--level
ratings on Houston–based Bristow Group Inc.'s secured debt to
'BB+' from 'BBB-' and revised the recovery ratings to '2' (70% to
90% recovery; lower half of the range) from '1'. This reflects the
higher amount of total secured debt and resulting lower recovery
prospects following the issuance of a $200 million term loan due
2017.
In addition, S&P assigned a 'BB+' issue-level rating (one notch
above the corporate credit rating) and '2' recovery rating to the
new $200 million senior secured term loan due 2017. The '2'
recovery rating indicates S&P's expectation of "substantial" (70%
to 90%; lower half of the range) recovery if a default occurs. The
company initially used proceeds to pay outstanding borrowings on
the company's revolving credit facility and for working capital
purposes.
S&P's updated recovery analysis on Bristow includes the following
assumptions:
S&P's simulated default scenario for Bristow assumes an extended
period of weak commodity prices worldwide that lead to a major
cutback in exploration and production spending, long delays in the
start-up of offshore projects, and a corresponding reduced demand
for helicopter services, exacerbated by excess equipment capacity
in the market. S&P has valued Bristow on a discrete asset value
basis.
S&P's recovery analysis for Bristow also incorporates the company's
$400 million senior secured credit facility, which S&P assumes will
be 85% drawn at default. It also assumes the company's new $200
million term loan due 2017, its existing
$350 million senior secured term loan due 2019 (of which about $340
million is outstanding), and its $450 million of unsecured notes
due 2022 (of which about $400 million is outstanding as of Sept.
30, 2015).
The simulated year of default is 2018. S&P's simplified waterfall
is:
-- Net enterprise value (after 5% administrative costs): $820
million
-- Collateral available to secured and priority claims (prior
to deficiency claims): $580 million
-- Senior secured debt claims: $860 million
-- Recovery expectations: 70% to 90% (low end of the range)
-- Collateral available to unsecured debt and deficiency
claims: $135 million
-- Unsecured claims (including secured deficiency claims):
$690 million
-- Recovery expectation: 10% to 30% (low end of the range)
Note: All debt amounts include six months of prepetition interest.
The ratings on Bristow reflect the company's participation in the
highly cyclical and volatile oil and gas industry and its exposure
to weather and seasonal fluctuations, which could limit flight
hours inherent in the aviation industry. The ratings also reflect
the company's solid market position in helicopter services and good
geographic diversity of revenue. In addition, S&P expects the
company will further diversify its revenue streams over time
through growth in its search and rescue business (as demonstrated
by its long-term contract with the U.K. government).
The ratings also reflect operating cash flow generation that tends
to be more stable than many of its oilfield services peers due to
the company's contract structure and its mostly production-oriented
work for exploration and production companies.
RATINGS LIST
Bristow Group Inc.
Corp credit rating BB/Stable/--
Ratings Lowered; Recovery Rating Revised
To From
Senior secured BB+ BBB-
Recovery rating 2L 1
New Ratings
$200 mil sr secd term loan due 2017 BB+
Recovery rating 2L
CAESARS ENTERTAINMENT: Examiner Can't File Report by Dec. 15
------------------------------------------------------------
Steven Church, writing for Bloomberg Brief - Distress & Bankruptcy,
reported hat Richard Davis, the examiner investigating Caesars
Entertainment Operating Co.'s restructuring efforts said his report
won't be ready by the Dec. 15 deadline the company's facing under a
deal with senior lenders.
According to the report, the examiner says he has been unable to
interview about 20 witnesses involved in asset transfers and other
actions that the casino company took before seeking bankruptcy
protection in January. The report noted that the examiner is not
bound by the Dec. 15 deadline but had been trying to meet it so
Caesars wouldn't be in violation of the agreement with senior
lenders.
That agreement requires Las Vegas-based Caesars to win court
approval of an outline of its reorganization plan by Feb. 15, or 60
days after the examiner's report is filed, whichever is sooner, the
Bloomberg report pointed out. Should the report come in after Dec.
15, Caesars would be at risk of defaulting on its lender deal,
Bloomberg said.
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.
On February 5, 2015, U.S. Trustee Patrick Layng appointed nine
creditors to the Debtors' official committee of unsecured
creditors. Two of these creditors -- the Board of Levee
Commissioners for the Yazoo Mississippi Delta and MeehanCombs
Global Credit Opportunities Master Fund LP -- resigned from the
committee following their appointment. They were replaced by the
National Retirement Fund and Relative Value-Long/Short Debt, a
Series of Underlying Funds Trust.
CAJUN ELECTRIC: NRG Suit Against Horton Transferred
---------------------------------------------------
Judge James J. Brady of the United States District Court for the
Middle District of Louisiana granted the Motion to Withdraw
Reference and Transfer Proceedings Regarding Certain Defendants to
District Court in the cases NRG NEW ROADS HOLDINGS LLC v. ALDEN H.
HORTON, ET AL., Consolidated with NRG NEW ROADS HOLDINGS LLC v.
ANTOINETTE STEPHENS MCVEA, ET AL. Consolidated with NRG NEW ROADS
HOLDINGS LLC v. PHILLIPS ENERGY PARTNERS, LLC, ET AL. NRG NEW ROADS
HOLDINGS LLC v. FITE OIL & GAS, CIVIL ACTION NOS. 15-421-JJB-RLB,
15-423-JJB-RLB, 15-424-JJB-RLB, 15-425-JJB-RLB (M.D. La.).
The dispute involves rights in property located in Red River
Parish, Louisiana. Cajun Electric Power Cooperative, Inc., under
authority vested to it under Louisiana law, expropriated surface
rights around the Property in 1980 and 1981.
A full-text copy of the Ruling dated October 18, 2015 is available
at http://is.gd/qvPDpxfrom Leagle.com.
NRG New Roads Holdings LLC, Plaintiff is represented by H. Kent
Aguillard, Esq. -- Young, Hoychick & Aguillard
Defendants are represented by Leland G. Horton, Esq. --
lhorton@bradleyfirm.com -- Bradley Murchison Kelly & Shea LLC,
James Davis Powell, Esq. -- davis@jdpattorney.com -- Law Office of
James Davis Powell, L.L.C., & Jody Todd Benson, Esq. --
toddbenson@awsw-law.com -- Ayres, Shelton, Williams, Benson &
Paine, LLC.
CANAL ASPHALT: CohnReznick LLP Approved as Financial Advisor
------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized Canal Asphalt, Inc., to
employ CohnReznick LLP as financial advisor.
Chad J. Shandler, in a declaration in support of the application,
siad that CohnReznick is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
About Canal Asphalt
Canal Asphalt Inc. filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 15-23094) on July 31, 2015. The petition was
signed by August Nigro III as president. The Debtor disclosed
total assets of $20.3 million and total liabilities of $23 million.
Goetz Fitzpatrick LLP serves as the Debtor's counsel. CohnReznick
LLP serves as financial advisor. Hon. Robert D. Drain presides
over the case.
CANAL ASPHALT: Goetz Fitzpatrick Approved as Bankruptcy Counsel
---------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized Canal Asphalt, Inc., to
employ Goetz Fitzpatrick LLP as counsel under a general retainer
effective as of July 31, 2015.
Gary M. Kushner, Esq., in a declaration in support of the
application disclosed that GFLLP is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.
About Canal Asphalt
Canal Asphalt Inc. filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 15-23094) on July 31, 2015. The petition was
signed by August Nigro III as president. The Debtor disclosed
total assets of $20.3 million and total liabilities of $23 million.
Goetz Fitzpatrick LLP serves as the Debtor's counsel. CohnReznick
LLP serves as financial advisor. Hon. Robert D. Drain presides
over the case.
CANDY INTERMEDIATE: Moody's Raises CFR to B2, Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
Probability of Default Rating (PDR) of Candy Intermediate Holdings,
Inc. (a wholly owned subsidiary of Ferrara Candy Company Holdings,
Inc.) to B2 from B3 and to B2-PD from B3-PD, respectively. The
outlook is maintained at stable. The upgrade is largely based on a
significant improvement in the company's financial leverage to 4.4
times over the twelve month period ended Sept. 30, 2015, as
measured by Moody's adjusted debt-to-EBITDA. The decline in
leverage was primarily the result of margin strengthening from
process improvements and restructuring efforts. Moody's expects
that Ferrara will continue to grow its profitability and cash flow
generation and that the company's quality of earnings will continue
to improve owing to an ongoing reduction in non-recurring charges.
According to Moody's Analyst Brian Silver, "We expect Ferrara
Candy's credit metrics to continue to strengthen as the company
grows its higher margin branded everyday business and cost-saving
initiatives undertaken over the last few years gain traction."
These ratings have been upgraded for Candy Intermediate Holdings,
Inc.:
Corporate Family Rating to B2 from B3;
Probability of Default Rating to B2-PD from B3-PD; and
$465 million principal senior secured term loan B due June 2018
to B3 (LGD4) from Caa1 (LGD4).
The rating outlook is maintained at stable.
RATINGS RATIONALE
The B2 Corporate Family Rating reflects Ferrara's moderate size
relative to the rated packaged goods universe, elevated though
improving leverage profile and moderate interest coverage. However,
it also reflects the favorable trend in credit metrics as a result
of cost saving and restructuring initiatives undertaken over the
last few years. Also, the quality of the company's earnings
continues to improve as non-recurring restructuring-related charges
ease. Ferrara's business is characterized by a high degree of
seasonality in its earnings and cash flow generation, and the
company competes against both private label and larger players with
greater financial resources and brand recognition in a challenging
consumer spending environment. Accordingly, we continue to view
Ferrara as a price follower in the category. The rating also
considers the company's private equity ownership and possible event
risk in the form of future dividend payments. At the same time,
the rating recognizes the company's good scale and market position
in the US non-chocolate confectionary category. Ferrara maintains
a solid product portfolio with a number of well-recognized brands
while maintaining good channel diversification and a moderate
degree of customer concentration. Liquidity is expected to be
adequate over the next twelve months, supported by the expectation
of positive free cash flow generation and availability on its ABL.
The stable outlook reflects Moody's expectation that profitability
and cash flow generation will continue to improve modestly over the
next twelve to eighteen months.
The ratings could be upgraded if Moody's adjusted debt-to-EBITDA
improves such that it is sustained below 4.0 times for several
quarters and EBIT-to-interest improves and is sustained above 2.0
times. Also, the company would be expected to increase its size
and scale while reducing its ABL reliance prior to any upward
rating movement. Alternatively, the ratings could be downgraded if
Moody's adjusted debt-to-EBITDA exceeds 5.5 times and if
EBIT-to-interest approaches 1.0 time. Also, if ABL reliance
increases and cash flow generation does not materialize as
anticipated, the ratings could be downgraded.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.
Ferrara Candy Company, parent holding company of Candy Intermediate
Holdings, Inc., is primarily a manufacturer of branded
non-chocolate products, private label confectionary products as
well as a participant in various co-manufacturing programs.
Ferrara was formed in May 2012 through the merger of Farley's and
Sathers Inc. (F&S) and Ferrara Pan Candy Co, Inc. (Ferrara Pan).
The company is understood to be the third largest US based
non-chocolate confectionary company with one of the broadest
product portfolios in the category. Ferrara's brands include
Brach's, Bob's, Black Forest, Trolli, Lemonheads, Jujyfruits,
Atomic Fireballs, Boston Baked Beans, Chuckles, and Now and Later.
The company is majority owned by Catterton Partners. Net sales for
the twelve months ended Sept. 30, 2015, were approximately $873
million.
COMMERCIAL BARGE: Moody's Lowers Rating on New 1st Lien Loan to B3
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating on Commercial
Barge Line Company's proposed senior secured first lien term loan
to B3 from B2, one notch below the company's B2 Corporate Family
Rating, based on a revised capital structure. Concurrently,
Moody's affirmed the B2 CFR, B2-PD PDR and the ratings on CBLC's
other existing debt instruments, which will be withdrawn upon close
of the proposed transaction. The Stable rating outlook remains
unchanged.
RATINGS RATIONALE
The one notch ratings downgrade to B3 on the senior secured first
lien term loan is an outcome of the company's revised capital
structure, which now proposes an all first lien bank debt
structure. The aggregate proceeds of the proposed first lien debt
(increased to $1,150 million from $1,100 million) plus a now
proposed increase in the draw on the company's unrated $550 million
ABL revolver will be used to fund the AEP River acquisition and
retire existing debt. The previous capital structure had featured
a second lien debt instrument that would have provided a loss
absorption cushion under a default scenario, better positioning
first lien creditors. As a result, there is potential for a higher
risk of loss to be absorbed by first lien creditors should the
company experience a default scenario, since there is less debt
ranked beneath the senior secured debt. The total debt amount
following the revision of the previously proposed capital structure
remains unchanged.
Moody's took these rating actions on Commercial Barge Line
Company:
Ratings Downgraded:
Proposed Senior Secured First Lien Term Loan, to B3 (LGD4) from
B2 (LGD4).
Ratings Withdrawn:
Previously Proposed Senior Secured Second Lien Term Loan, Caa1
(LGD5).
Ratings Affirmed:
Corporate Family Rating, B2;
Probability of Default Rating, B2-PD;
Senior Secured First Lien Term Loan, TL-B due 2019, B3 (LGD4),
(to be withdrawn);
Senior Secured Second Lien Term Loan due 2020, Caa1 (LGD5) (to
be withdrawn).
The stable outlook is unchanged.
The principal methodology used in this rating was Global Shipping
Industry published in February 2014.
Commercial Barge Line Company, headquartered in Jeffersonville,
Indiana, is the sole first tier subsidiary of American Commercial
Lines Inc. also headquartered in Jeffersonville, Indiana. ACL is
one of the largest integrated marine transportation and services
companies in the United States, providing barge transportation and
related services, and construction of barges, towboats and other
vessels.
ACL I Corporation, headquartered in Beverly Hills, California, is
the direct parent of ACL and is ultimately controlled by certain
private investment funds controlled by Platinum Equity.
COMSTOCK RESOURCES: Moody's Lowers CFR to Caa2, Outlook Negative
----------------------------------------------------------------
Moody's Investors Service downgraded Comstock Resources, Inc.'s
Corporate Family Rating to Caa2 from Caa1, its Probability of
Default Rating to Caa2-PD/LD from Caa1-PD, its senior secured
rating to B3 from B2, and its senior unsecured rating to Caa3 from
Caa2. Moody's also affirmed the company's SGL-3 Speculative Grade
Liquidity Rating. The ratings outlook is negative.
The Probability of Default Rating downgrade stems from Comstock's
disclosure that it has repurchased $101 million of existing senior
unsecured notes for $37.8 million in cash at an average price of
37% of par. Moody's considers Comstock's repurchase of unsecured
debt at a deep discount to par as a distressed exchange for its
senior unsecured debt, which we view as a default. As noted above,
Moody's appended the Caa2-PD PDR with an "/LD" designation
indicating limited default, which will be removed three business
days thereafter.
"The downgrade of Comstock's CFR and issue ratings reflects the
company's weak cash flow metrics and potentially unsustainable
capital structure," noted John Thieroff, Moody's Vice President. "A
prolonged period of weak commodity prices has compounded the effect
of the company's high interest burden and steep production decline
rate, heightening the risk of further debt restructuring."
Downgraded:
Corporate Family Rating, Downgraded to Caa2 from Caa1
Probability of Default Rating, Downgraded to Caa2-PD/LD from
Caa1-PD
Senior Secured Rating, Downgraded to B3 from B2
Senior Unsecured Rating, Downgraded to Caa3 from Caa2
Outlook: Negative
Affirmed:
Speculative Grade Liquidity Rating, affirmed at SGL-3
RATINGS RATIONALE
The Caa2 CFR reflects Comstock's high leverage, limited scale, and
the risks of further degradation in credit metrics in a low oil and
natural gas price environment. Given Moody's expectation for
continued weakness in natural gas prices through 2016 and the lack
of meaningful commodity price hedging, the company will generate
weak cash flows and need to fund significant operating cash flow
shortfalls with cash from the balance sheet. Because of its heavy
interest burden and the steep decline rates associated with its
Haynesville Shale production, we view Comstock as having limited
ability to further reduce capital spending on a sustainable basis
given its need to continue to grow production following several
years of decline. The rating is also a function of Comstock's
late-2014 strategic reversal to an exclusively natural gas-targeted
drilling program, after shifting to an oil-focused plan in 2011.
Although Comstock's drilling results thus far in 2015 from its
Haynesville acreage have been favorable, natural gas typically
generates significantly lower margins than oil -- further
inhibiting the company's ability to reduce relative leverage. The
Caa2 rating is supported by Comstock's adequate liquidity.
The B3 senior secured rating reflects the priority payment status
of lenders to the company's revolving credit facility relative to
the secured notes.
The SGL-3 Speculative Grade Liquidity Rating reflects Moody's view
of adequate liquidity through 2016. Cash on hand was $164 million
at Sept. 30, 2015. Comstock had full availability under its $50
million revolving credit facility at March 31. Moody's expects
Comstock to utilize balance sheet cash to fund negative free cash
flow through 2016.
The revolving credit facility is not subject to a borrowing base
but does have two financial covenants - a minimum current ratio of
1.0x and a minimum PV-9 value of proved reserves to outstanding
revolver borrowings of 2.5x, both of which the company was
comfortably within compliance at June 30. Substantially all of the
company's assets are pledged as collateral for the revolving credit
facility and the secured notes. Comstock's next debt maturities
are the revolver on March 4, 2019, and its $388 million 7.75%
senior notes on April 1, 2019.
The negative outlook reflects the risk that Comstock's potentially
untenable capital structure and weak cash flow generation will lead
to additional debt restructuring in the near term. This risk is
heightened by the company's steep production decline curves and a
prolonged slump in natural gas prices that we expect to continue
through 2016. Moody's will likely downgrade the CFR if liquidity
(cash plus availability under the revolver) drops below $100
million. Although an upgrade is unlikely in 2016, if the company
can demonstrate consistent production growth and sustained
EBITDA/Interest coverage above 1.5x while maintaining adequate
liquidity, an upgrade could be considered.
The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011.
Comstock Resources, Inc. is an independent E&P company
headquartered in Frisco, Texas.
CONSOLIDATED FREIGHTWAYS: High Court Turns Down Malpractice Suit
----------------------------------------------------------------
Dani Meyer at Bankruptcy Law360 reported that the U.S. Supreme
Court declined on Nov. 2, 2015, to hear a malpractice suit against
Goldman & Rosen Ltd. over claims it limited how much of an $800,000
discrimination verdict a former Consolidated Freightways employee
could recover in the company's bankruptcy, despite arguments the
case could hinder clients' malpractice claims.
The high court shot down James W. Hall's August petition for writ
of certiorari in which he argued that review of his suit against
Goldman & Rosen and attorney Marc P. Gertz is necessary.
About Consolidated Freightways
Headquartered in Vancouver, Washington, Consolidated Freightways
Corporation was comprised of national less-than-truckload carrier
Consolidated Freightways, third party logistics provider Redwood
Systems, Canadian Freightways LTD, Grupo Consolidated Freightways
in Mexico and CF AirFreight, an air freight forwarder.
Consolidated Freightways was a transportation company primarily
providing LTL freight transportation throughout North America using
its system of 300 terminals and over 18,000 employees.
The Company and its debtor-affiliates filed for chapter 11
protection on September 3, 2002 (Bankr. C.D. Cal. Case No.
02-24284). Michael S. Lurey, Esq., at Latham & Watkins LLP,
represented the Debtors. When the Debtors filed for bankruptcy,
they listed $783,573,000 in total assets and $791,559,000 in total
debts.
The Bankruptcy Court confirmed the Debtors' Amended Consolidated
Plan of Liquidation on Nov. 18, 2004.
CORONA CARE: Court Revokes Dismissal of Ch. 11 Cases
----------------------------------------------------
Judge Robert Kwan of the United States Bankruptcy Court for the
Central District of California, Los Angeles Division, determined
that the revocation of the dismissal of the bankruptcy cases of
Pasadena Adult Residential Care Center, Inc., Castle View Senior
Retirement Estate, Inc., Garfield Senior Care Center, Inc., and
Pasadena Health Care Management, Inc., and the appointment of a
Chapter 11 trustee are both warranted and appropriate.
The Chapter 11 bankruptcy cases of Corona Care Convalescent Corp.
and Corona Care Retirement, Inc., and the Pasadena Debtors, were
jointly administered by the bankruptcy court. Felicidad Ferrer and
Renato Ferrer are the 50% owners of all of the Jointly Administered
Debtors, and are thus "Insiders."
On August 28, 2014, the bankruptcy court entered an order granting
the motion of the Pasadena Debtors for an order dismissing their
Chapter 11 cases pursuant to 11 U.S.C Sections 305(a) and 1112(b)
as modified by a stipulation executed and filed by the Jointly
Administered Debtors, the Insiders, the Committee appointed in the
jointly administered cases, and HCF Insurance Agency, Inc.
On August 27, 2015, the Committee filed a motion to revoke and/or
vacate the dismissals. Chapter 7 Trustee of the Corona Debtors,
Richard K. Diamond, later filed a notice of joinder and a request
to substitute as movant for the revoke motion, which was approved
by the court. Venable LLP, former counsel and creditor of the
Pasadena Debtors, and Howard Ehrenberg, the Chapter 11 Trustee of
Garfield 1415 LLC, Garfield 1425 LLC and Garfield 1435 LLC (the
"Garfield Debtors"), also filed joinders in the revoke motion. The
Garfield Debtors owned the real properties on which the Pasadena
Debtors operated their licensed assisted living facilities (the
"Pasadena Real Properties").
Judge Kwan concluded that the Trustee has proven by clear and
convincing evidence that the dismissals of the Pasadena cases were
obtained through fraud, misrepresentation or other misconduct
pursuant to Rule 60(b)(3) of the Federal Rules of Civil Procedure.
Judge Kwan found that the Pasadena Debtors and the Insiders made
material misrepresentations that induced the creditors, including
the Committee and the estate professionals, to enter into the
stipulation and not oppose the Motion to Dismiss the Pasadena
cases. Judge Kwan found that the Pasadena Debtors and the Insiders
misrepresented to the creditors, including the Committee and the
estate professionals, that they had received approval for the
refinancing of the Pasadena Real Properties sufficient to fund the
Pasadena and Corona Debtors' exit from bankruptcy in accordance
with the terms of a settlement, and that the financing was
"imminent" but required the dismissal of the Pasadena cases before
the loan could fund. However, the judge found that this was a sham
and such funding had not been authorized or obtained by the
Pasadena Debtors or Mrs. Ferrer. Judge Kwan also found that the
Pasadena Debtors and the Insiders were really seeking financing
undisclosed to the creditors and the court, which encumbered the
Pasadena Real Properties, for their own purposes.
Judge Kwan also concluded that the appointment of a Chapter 11
Trustee to serve in the reinstated Pasadena cases is warranted
pursuant to 11 U.S.C. Sections 1104(a)(1) and (2). The judge
determined that a trustee should be appointed to best effectuate a
combined and orderly sale of the assets to realize value of the
bankruptcy estates of the Pasadena Debtors as well as the Garfield
Debtors, as well as to protect the safety and welfare of the
patients in residence at the facilities operated by the Pasadena
Debtors.
Accordingly, Judge Kwan issued an order revoking the dismissals of
the bankruptcy cases of the Pasadena Adult Residential Care Center,
Inc., Castle View Senior Retirement Estate, Inc., Garfield Senior
Care Center, Inc., and Pasadena Health Care Management, Inc. The
judge also ordered the Office of the United States Trustee to
appoint a chapter 11 trustee in the Pasadena Debtors' respective
bankruptcy cases.
The case is In re: CORONA CARE CONVALESCENT CORPORATION, CORONA
CARE RETIREMENT, INC., Chapter 11 Proceedings, Debtors and
Debtors-in-Possession, CASE NO. 2:13-BK-28484-RK, JOINTLY
ADMINISTERED WITH CASE NOS. 2:13-BK-28497-RK, 2:13-BK-28519-RK,
2:13-BK-28532-RK, 2:13-BK-28538-RK, 2:13-BK-28545-RK (Bankr. C.D.
Cal.).
A full-text copy of Judge Kwan's October 22, 2015 findings of fact
and conclusions of law is available at http://is.gd/4dShJgfrom
Leagle.com.
In an October 23, 2015 corrected findings of fact and conclusions
of law, available at http://is.gd/KVkcSbfrom Leagle.com, Judge
Kwan issued an amended decision to correct formatting errors in his
original findings of fact and conclusions of law which was
previously entered on October 22, 2015. The substance of the
corrected document was, however, the same as the original.
A full-text copy of Judge Kwan's October 22, 2015 order is
available at http://is.gd/bftLE1from Leagle.com.
Pasadena Adult Residential Care, Inc. is represented by:
Hamid R Rafatjoo, Esq.
VENABLE LLP
2049 Century Park East Suite 2100
Los Angeles, CA 90067
Tel: (310) 229-9900
Fax: (310) 229-9901
Email: hrrafatjoo@venable.com
-- and --
Joyce H Vega, Esq.
JOYCE H VEGA & ASSOCIATES
645 W 9th St Ste 110
Los Angeles, CA 90015
Tel: (888) 616-5762
Fax: (888) 616-5762
Email: vegaattorneys2@gmail.com
United States Trustee (LA) is represented by:
Alvin Mar, Esq.
Jill Sturtevant, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
915 Wilshire Blvd., Suite 1850
Los Angeles, CA 90017
Tel: (213) 894-6811
Official Committee of Unsecured Creditors is represented by:
Diane C Stanfield, Esq.
ALSTON & BIRD LLP
333 South Hope Street 16th Floor
Los Angeles, CA 90071-3004
Tel: (213) 576-1000
Fax: (213) 576-1100
Email: diane.stanfield@alston.com
Pasadena Adult Residential Care Center, Inc., dba Pasadena
Residential Care Center, sought protection under Chapter 11 of the
Bankruptcy Code on July 22, 2013 (Bankr. C.D. Calif., Case No.
13-28484). The case is assigned to Judge Robert N. Kwan.
CUMULUS MEDIA: S&P Lowers CCR to 'B-', Outlook Negative
-------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Atlanta-based radio broadcaster Cumulus
Media Inc. to 'B-' from 'B'. The rating outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's senior secured credit facility to 'B-' from 'B+' and
revised the recovery rating to '3' from '2'. The '3' recovery
rating indicates S&P's expectation for meaningful recovery
(50%-70%; upper half of the range) of principal in the event of a
payment default.
S&P also lowered its issue-level rating on the company's senior
unsecured notes to 'CCC' from 'CCC+'. The '6' recovery rating is
unchanged, indicating S&P's expectation for negligible (0%-10%)
recovery of principal for debtholders in the event of a payment
default.
"The downgrades reflect Cumulus' weak operating performance and
underperformance compared to the industry, which has resulted in
lease-adjusted leverage approaching 9x--well above the 5x threshold
we associate with a 'highly leveraged' financial risk profile,"
said Standard & Poor's credit analyst Jawad Hussain. In
conjunction with its weak operating performance and elevated
leverage, the company recently replaced its CEO, introducing an
element of increased uncertainty regarding its strategy to improve
operating performance and its ability to execute on that strategy.
These factors increase the uncertainty regarding the viability of
the company's capital structure over the next two to three years.
The negative rating outlook on Cumulus reflects the company's
sustained underperformance compared with its radio industry peers,
and the significant decline in its advertising revenue and EBITDA
over the past several quarters, which has resulted in leverage
increasing above 9x and uncertainty regarding management's ability
to reverse the trend.
S&P could lower the rating if Cumulus is not able to substantially
reduce its lease-adjusted leverage toward the mid-7x area by the
end of 2016, which would cause increased uncertainty about the
viability of the company's capital structure. This would imply
that the company is not able to meaningfully improve its operating
performance and generate positive revenue and EBITDA growth in 2016
or that it is unable to close on either of its two pending land
sales, which S&P expects will raise more than $200 million in
proceeds.
S&P could revise the outlook to stable if Cumulus demonstrates
significantly improved operating performance. More specifically,
the company would need to demonstrate that it can outperform the
radio industry and show positive revenue and EBITDA growth for a
sustained period, resulting in leverage falling towards the 7x area
by the end of 2016.
DAYTONA HOLDINGS: Contract Exists Between Liscinski, Colin
----------------------------------------------------------
Judge Anne E. Thompson of the United States District Court for the
District of New Jersey affirmed the February 13, 2015 Order of the
bankruptcy court which denied appellee Ted Liscinski's motion to
compel appellant Jon Colin to close on the purchase of the assets
of debtor Daytona Holdings, Inc.
The bankruptcy court found that a contract between Colin and
Liscinski existed and that the Statute of Frauds was satisfied.
In June 2013, Liscinski, as Daytona's trustee, obtained a default
judgment against State Shuttle Worldwide, Inc. for its failure to
make the scheduled payments on the sale of Daytona's assets. A few
months later, Colin began negotiations with Liscinski regarding
Colin's purchase of Daytona's assets, including the assets in the
possession of State Shuttle.
In response to a February 17, 2014 email from Colin's counsel,
Liscinski filed a motion seeking "approval of the sale of any
assets or property rights of the Estate, and the State Shuttle
Judgment" for $200,000 to Colin, contingent upon a 45-day due
diligence period. Liscinski also published a Notice of Private
Sale. On April 17, 2014, the bankruptcy court authorized Liscinski
to "consummate the transaction proposed in the Sale Motion." After
the 45-day due diligence period elapsed, Liscinski attempted to
schedule a closing, but Colin refused to close.
On October 29, 2014, Liscinski filed a motion to compel Colin's
compliance with the order approving the sale of assets. On
February 17, 2014, the bankruptcy court issued a Letter Decision
holding that summary judgment for specific performance was not
warranted due to disputed issues of material fact. However, Colin
appealed the bankruptcy court's findings that a valid and
enforceable contract between the parties existed and that the
Statute of Frauds was satisfied.
Judge Thompson found that the parties had a meeting of the minds,
as clearly expressed in the plain language of the February 17, 2014
email, the Sale Motion, and the Notice of Private Sale wherein the
Liscinski agreed to sell to Colin all of Daytona's assets,
including the State Shuttle Judgment, for $200,000. Judge Thompson
also found that the parties had a meeting of the minds on the
inclusion of the 45-day due diligence period.
Judge Thompson also agreed with the bankruptcy court that if the
Statute of Frauds does apply, the parties' writings satisfy its
demands. Although the Colin, through his agent, signed only the
email communications, the signed email references the Sale Motion
and the Notice of Private Sale. Taken together, the judge
concluded that the parties' documents satisfy the Statute of
Frauds.
The case is In re DAYTONA HOLDINGS, INC., Debtor. JON COLIN,
Appellant, v. TED LISCINSKI, Appellee, CIV. NO. 15-2874 (D.N.J.).
A full-text copy of Judge Thompson's October 21, 2015 opinion is
available at http://is.gd/cbLLBLfrom Leagle.com.
Jon Colin is represented by:
Brian W. Hofmeister, Esq.
LAW FIRM OF BRIAN W. HOFMEISTER, LLC
691 State Highway 33
Trenton, NJ 08619
Tel: (609) 890-1500
Email: bwh@hofmeisterfirm.com
Ted Liscinski is represented by:
Jeffrey S. Posta, Esq.
STARK & STARK, PC
993 Lenox Dr Building 2
Lawrenceville, NJ 08648
Tel: (609) 896-9060
Fax: (609) 896-0629
Email: jposta@stark-stark.com
DETROIT, MI: Court Issues Indicative Ruling on Water Authority
--------------------------------------------------------------
In September of 2014, the City of Detroit and the counties of
Macomb, Oakland, Wayne, along with the State of Michigan, executed
a Memorandum of Understanding to establish a regional water and
sewer/storm water authority to be called the Great Lakes Water
Authority.
The GLWA has since been established and it has entered into a lease
agreement with the City pertaining to the regional assets of the
DWSD system. The lease agreement has been executed, but will not
be effective until certain conditions have been met, by no later
than January 1, 2016.
Pursuant to the MOU, the GLWA will operate all regional water and
sewer systems and make lease payments to the City, to be applied to
either the City's local infrastructure improvements or the City's
share of DWSD debt service. Thus, the GLWA will operate the main
assets of the system, such as water-treatment plants and the
wastewater treatment plant. The City will only manage and operate
the local water and sewer infrastructure in Detroit. The parties
anticipate that by January 1, 2016, the GLWA will be fully
operational, operating and managing the main assets of the system,
and that a new, scaled-down version of the DWSD will be operating
only the local infrastructure in Detroit.
Given these changed circumstances, the City and the DWSD are now
asking the United States District Court for the Eastern District of
Michigan, Southern Division, to entertain a Motion for Relief from
Judgment, pursuant to Fed. R. Civ. P. 60(b)(6), so that the Court
can clarify the applicability of its previous Orders in this case
to the City's new local retail water and sewer operation.
Because the Court currently lacks jurisdiction to grant the relief
due to the City's pending appeal in the United States Court of
Appeals for the Sixth Circuit, the City and the DWSD have asked the
Court to make an indicative ruling under Fed. R. Civ. P. 62.1.
Judge Sean F. Cox of the United States District Court for the
Eastern District of Michigan, Southern Division, ruled that at
least a portion of the requested relief in connection with the Rule
60(b) Motion should be granted, and that it should be granted
without delay, and that issues concerning certain other relief in
the proposed order requested by the City and the DWSD must be fully
briefed by all interested parties and then considered by the Court
before rulings can be made. Judge Cox also ruled that the motion
clearly raises a substantial issue, so that remand to the Court is
appropriate and necessary at this time.
The case is United States of America, Plaintiff, v. City of
Detroit, et al., Defendants, CASE NO. 77-71100 (E.D. Mich.).
A full-text copy of the Ruling dated October 14, 2015 is available
at http://is.gd/PyzoxKfrom Leagle.com.
Defendants are represented by R. Craig Hupp, Esq. --
chupp@bodmanlaw.com -- Bodman, William W. Misterovich, Esq., Robert
A. Marzano, Esq. -- rmarzano@plunkettcooney.com -- Plunkett &
Cooney, Ernest J. Essad, Jr., Esq. -- EJEssad@wwrplaw.com --
Williams, Williams, Wayne E. Walker, Esq. -- WEWalker@wwrplaw.com
--Williams, Williams, Timothy L. Cronin, Esq. -- tcronin@hpcswb.com
-- Hemming, Polaczyk, Beth S. Gotthelf, Esq. -- gotthelf@butzel.com
-- Butzel Long, David W. Potts, Esq. -- divorce@davepottsjd.com --,
Joseph W. Colaianne, Esq. -- Oakland County Corporation Counsel,
Jaye Quadrozzi, Esq. -- Young & Associates, Rodger D. Young, Esq.
-- Young & Associates, Charles E. Barbieri, Esq. --
CBarbieri@fosterswift.com -- Foster, Swift, Charles E. Lowe, Esq.
-- Lowe, Lewandowski, Robert A. Marzano, Esq. --
rmarzano@plunkettcooney.com -- Plunkett & Cooney, David S.
Steingold, Law Offices of David S. Steingold PLLC, John D. Staran,
Esq. -- jstaran@hsc-law.com -- Hafeli, Staran, John H. Fildew, Esq.
-- JFildew@FildewHinks.com -- Fildew Hinks, Charles S. Kennedy,
III, Esq. -- CKennedy@FildewHinks.com -- Fildew Hinks, Christopher
J. Forsyth, Esq. -- Flood Lanctot Connor Stablien PLLC, Richard G.
Mack, Esq. -- Miller, Cohen, George B. Washington, Esq. --
george@scheffandwashington.com -- Scheff & Washington, Richard G.
Mack, Esq. -- Miller, Cohen.
About Detroit, Michigan
The City of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits, $3.5
billion for underfunded pensions, $1.13 billion on secured and
unsecured general obligations, and $1.43 billion on pension-related
debt, according to a court filing. Debt service consumes 42.5
percent of revenue. The city has 100,000 creditors and 20,000
retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers appointed in
the case is represented by Dentons US LLP. Lazard Freres & Co.
LLC serves as the Retiree Committee's financial advisor.
Detroit filed a notice that the effective date of its
bankruptcy-exit plan occurred on Dec. 10, 2014. Judge Steven
Rhodes on Nov. 12, 2014, entered an order confirming the Eighth
Amended Plan for the Adjustment of Debts of the City of Detroit.
Thomas Tucker, a federal bankruptcy judge since 2003, took over
Detroit's landmark bankruptcy case following the retirement of
Judge Rhodes.
DOMINION CITRUS LTD: In Default of Interest Obligation to Fund
--------------------------------------------------------------
Dominion Citrus Income Fund on Nov. 6 disclosed that Dominion
Citrus Limited is in default of its interest obligation to the Fund
having made no payment of interest in respect of interest owing on
the Participating Notes due and payable after June 30, 2015.
The Fund will work with DCL to cure this default without prejudice
to its rights and remedies under the Participating Notes and
reserves the right to demand payment of the Notes in full under the
terms of the Indenture governing the Notes at any time.
About Dominion
The Fund -- http://www.dominioncitrus.com-- is a publicly traded,
unincorporated, open-ended limited purpose income trust. On
January 1, 2006, all of the common shares of DCL were exchanged for
trust units of the Fund. The trust units are listed on the TSX
under the symbol DOM.UN. The Series A preference shares of DCL are
listed on the TSX under the symbol DMN.PR.A.
DCL is a diversified food company supplying fresh produce to a wide
variety of customers in retail, foodservice and food distribution
businesses. DCL provides procurement, processing, repacking,
sorting, grading, warehousing and distribution services to its
major domestic markets being Ontario and Quebec. DCL also supplies
products to customers in the United States.
E.C.J. INVESTMENTS: Objection to Government's Claim 1-1 Overruled
-----------------------------------------------------------------
Judge Laurel M. Isicoff of the United States Bankruptcy Court for
the Southern District of Florida granted summary judgment in favor
of the United States Government and overruled E.C.J. Investment's
objection to Claim 1-1 of the United States.
The United States filed its Proof of Claim No. 1-1 in the amount of
$128,149.40. ECJ filed its objection, seeking to carry back a net
operating loss in the amount of $302,500.00 that it claims to have
sustained in tax year 2007. The United States maintained that the
loss was not sustained by ECJ but instead by Inmobiliara C.E.J.
Playa S.A. de C.V. ("Inmobiliara"), a Mexican corporation created
by certain ECJ members for the purpose of entering into a Mexican
real estate transaction. It was undisputed that this loss relates
to a failed Private Promissory Purchase and Sale Contract entered
into by Inmobiliara with a Mexican company.
Judge Isicoff held that although there are times when a taxpayer
may claim tax attributes that, at first glance appear to belong to
another, the exceptions to the rule are not available to ECJ.
Judge Isicoff found that Inmobiliara was neither a mere dummy
corporation nor a mere sham because Inmobiliara was set up as a
separate legal entity, with appropriate documentation, in a foreign
country, and for a bona fide business purpose.
Judge Isicoff also found that ECJ is not the beneficial or
equitable owner of Inmobiliara. The judge explained that ECJ
merely supplied funds to Inmobiliara for the deposit under the
purchase contract and for some operating expenses, but merely
supplying the funding is not sufficient to support a finding of
equitable or beneficial ownership.
Neither did Judge Isicoff find that a genuine agency relationship
existed between ECJ and Inmobiliara. The judge stated that there
was no written agreement that allowed Inmobiliara to act as an
agent for ECJ, nor was there any evidence that Inmobiliara held
itself out to third parties as ECJ's agent.
Finally, Judge Isicoff concluded that the substance over form
doctrine is not applicable in this case because although ECJ's
owners had to form a Mexican corporation, there were many ways in
which the financing of Inmobiliara with funds from ECJ could have
been structured that would have provided ECJ with the benefits of
any gains or losses.
The case is IN RE: E.C.J. INVESTMENTS, INC., Chapter 11, Debtor,
CASE NO. 13-32120-LMI (Bankr. S.D. Fla.).
A full-text copy of Judge Isicoff's October 22, 2015 order is
available at http://is.gd/4aVaj7from Leagle.com.
EIG INVESTORS: Moody's Affirms B2 CFR & Changes Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed EIG Investors Corp.'s existing
ratings, including its B2 Corporate Family Rating, B3-PD
probability of default rating, the B2 rating for its first lien
credit facilities and the SGL-2 speculative grade liquidity rating.
The ratings outlook was changed to stable from positive.
RATINGS RATIONALE
Moody's changed EIG's ratings outlook to stable to reflect the
expected deterioration in credit metrics as a result of the
proposed debt-financed acquisition of Constant Contact for about
$1.1 billion. EIG expects to close the acquisition in the first
quarter of 2016. The acquisition will raise EIG's reported
leverage significantly above its intermediate term target range of
about 4x on its reported debt to adjusted EBITDA basis. If the
acquisition closes as proposed, Moody's expects EIG's total debt to
EBITDA to increase from about 5x to over 7x (Moody's adjusted,
including deferred acquisition consideration as debt), before the
$55 million of targeted cost savings are included. The company
expects to realize the cost synergies on a run-rate basis by the
end of the first year after the acquisition. Absent further debt
financed acquisitions, Moody's expects EIG's leverage to decline to
about 5x toward the end of 2017 from organic EBITDA growth and
realization of synergies.
The B2 CFR reflects EIG's acquisitive growth strategy and high
financial risk tolerance. EIG's rapid growth over the last several
years has resulted mainly from debt-funded acquisitions and Moody's
expects the company to continue to be a consolidator in its
fragmented industry. Notwithstanding management's good track
record of integrating over 40 acquisitions and achieving
significant cost savings from its larger acquisitions, the
acquisition of Constant Contact is the largest for EIG and
anticipated improvements in credit metrics will depend on
maintaining high growth rates for the combined companies and timely
attainment of cost savings. EIG's ratings also reflect the
intensely competitive domain name and web hosting services
industry. Although the industry has very good revenue growth
prospects, it is characterized by low barriers to entry, modest
pricing power for basic products, and low attach rates for add-on
services that result in low average revenues per subscribers.
However, the B2 CFR is supported by EIG's enhanced scale and its
leading market position in the U.S. web hosting market through its
multiple brands. EIG generates recurring revenues from a highly
diversified customer base with low revenue attrition rates. Moody's
expects the company to generate free cash flow of about 5% of total
adjusted debt in 2016, pro forma for the acquisition and including
restructuring costs, increasing to about 10% of total debt in
2017.
The stable outlook reflects Moody's expectations of organic revenue
and adjusted EBITDA growth in the high single digit percentages
over the next 12 to 18 months.
The SGL-2 liquidity rating is based on Moody's view that EIG will
maintain good liquidity over the next 12 months, primarily
supported by its free cash flow, partial availability under the
revolving credit facility, which matures in December 2016, and $34
million of cash at Sept. 30, 2015.
Moody's could downgrade EIG's ratings if operating performance
substantially deteriorates due to operational challenges, increases
in customer churn rates, or weak organic subscriber growth.
Specifically, EIG's ratings could be downgraded if the company is
unlikely to maintain leverage (total debt/cash flow from operations
plus interest expense, Moody's adjusted) below 6.5x and free cash
flow falls below 5% of total debt for an extended period of time.
Moody's could upgrade EIG's ratings if the company maintains
organic revenue growth in the high single digit percentages and
demonstrates a commitment to balanced financial policies. EIG's
ratings could be raised if Moody's believes that the company could
sustain free cash flow in the high single digit percentages of
total debt and leverage below 5x (total debt/cash flow from
operations plus interest expense, Moody's adjusted).
These ratings were affirmed:
Issuer: EIG Investors Corp.
Corporate Family Rating -- B2
Probability of Default Rating -- B3-PD
$125 million senior secured revolving credit facility due
2016 -- B2 (LGD3)
$1,029 million (outstanding) senior secured 1st lien term loan
facility due 2019 -- B2 (LGD3)
Speculative Grade Liquidity Rating: SGL-2
Outlook: Changed to Stable from Positive
EIG is a direct subsidiary of Endurance International Group
Holdings, Inc. Endurance International Group Holdings, Inc. is a
leading provider of web hosting and other online services primarily
to small and medium size businesses.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in Dec. 2014.
ENERGY FUTURE: NextEra Circling Oncor
-------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reported that NextEra Energy Inc., the Florida power company that
last year upended Energy Future Holdings restructuring strategy, is
back again circling Energy Future as the company pushes to
implement its new $42 billion debt repayment plan.
According to the DBR report, as an investor in some $45 million
worth of Energy Future debt, and as a participant in the Texas
electric market, NextEra has a say in Energy Future's
restructuring. Through a spokesman, NextEra declined to discuss
whether its recent appearances in bankruptcy and regulatory
proceedings is a harbinger of a renewed grab for Oncor, the Texas
transmissions business whose sale is the key to Energy Future's
fate, the DBR report said.
Steven Church, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that Energy Future has given the U.S. Internal Revenue
Service all the information it needs to approve a proposal that
would allow the company to reorganize partly through tax-free
spinoff, the company's chief financial office said in court on Nov.
4.
According to the Bloomberg report, Energy Future CFO Paul Keglevic
told the judge overseeing Energy Future Holdings Corp.'s bankruptcy
he is confident its reorganization will win approval of the IRS and
Texas power regulators. Regulators have wanted EFH to fix
financial troubles for years, the Bloomberg report cited Mr.
Keglevic as saying.
About Energy Future Holding Corp.
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.
Oncor, an 80 percent-owned entity within the EFH group, is the
Largest regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases Jointly
administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
ESSAR STEEL: Chapter 15 Case Summary
------------------------------------
Chapter 15 Petitioner: Robert J. Sandoval, General Counsel
Chapter 15 Debtors:
Name Case No.
---- --------
Essar Steel Algoma Inc. USA 15-12270
105 West Street
Sault Ste. Marie
Ontario P6A 7B4
Canada
Essar Steel Algoma Inc. 15-12271
Cannelton Iron Ore Company 15-12272
Essar Steel Algoma (Alberta) ULC 15-12273
Essar Tech Algoma Inc. 15-12274
Type of Business: Steel Manufacturer
Chapter 15 Petition Date: November 9, 2015
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Brendan Linehan Shannon
Chapter 15 Petitioner's Counsel: Mark D. Collins, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Tel: 302 651-7700
Fax: 302-651-7701
Email: collins@RLF.com
- and -
Daniel J. DeFranceschi, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square, P.O. Box 551
Wilmington, DE 19899
Tel: 302 651-7700
Fax: 302-651-7701
Email: defranceschi@rlf.com
Estimated Assets: More than $1 billion
Estimated Debts: More than $1 billion
ESTERLINA VINEYARDS: Amended List of Largest Unsecured Creditors
----------------------------------------------------------------
Esterlina Vineyards & Winery, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of California amended list of
creditors holding largest unsecured claims, disclosing:
Name of Creditor Nature of Claim Amount of Claim
---------------- --------------- ---------------
All American Containers $19,830
Amorim Cork America $6,080
Bank of the West Bank Loan $1,950,000
North Coast ABC Office
3316 Jefferson Street
Napa, CA 94558
Big Wave Bottling $5,241
EBA Engineering $9,000
Employment Development Department $14,735
Encore Event Rentals $886
Environment Control $1,572
FedEx $1,487
About Esterlina Vineyards & Winery, LLC
Esterlina Vineyards & Winery, LLC filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Calif. Case No. 15-10841) on Aug. 12, 2015.
Eric Sterling signed the petition as president. The Debtor
disclosed total assets of $12,759,291 and total liabilities of
$8,288,420. The Law Offices of Provencher & Flatt LLP
serves as the Debtor's counsel. The case is assigned to Judge
Thomas E. Carlson.
FREEDOM COMMS: South Cal. Investors Group to Lead Bid for Assets
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Freedom
Communications Inc., publisher of The Orange County Register, said
on Nov. 1, 2015, that its chief executive is leading a group of
Southern California investors to purchase the media company's
assets after the business recently filed for bankruptcy.
Freedom Communications CEO Rich Mirman said in a letter that the
restructuring and the pending sale, which he said should take place
within the next 60 to 90 days, will be to improve the company's
financial condition.
About Freedom Communications
Freedom Communications, Inc. and 24 of its affiliates sought
Chapter 11 bankruptcy protection in California with the intention
of selling their assets to a group of local investors led by Rich
Mirman, Freedom's chief executive officer and publisher.
Headquartered in Santa Ana, California, Freedom owns two daily
newspapers -- The Press-Enterprise in Riverside, Calif. and The
Orange County Register in Santa Ana, Calif.
Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy
petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on
Nov. 1, 2015. Richard E. Mirman signed the petition as chief
executive officer. Lobel Weiland Golden Friedman LLP serves as the
Debtors' counsel.
Freedom Communications Holdings estimated both assets and
liabilities in the range of $10 million to $50 million.
FRESH & EASY: Gets Interim OK for $6.25 Million DIP Financing
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave Fresh &
Easy, LLC interim approval to obtain up to $6,250,000 in
postpetition financing in accordance with an amended and restated
credit agreement with Wells Fargo Bank, National Association, in
its capacity as the administrative agent. The Court also
authorized the Debtor to use cash collateral and provide adequate
protection to prepetition credit parties to the extent of any
diminution in value of their interests in the DIP Collateral.
The Debtor said it requires the funding to complete the wind down
of its operations, otherwise liquidate its assets, and administer
the Chapter 11 case.
"The absence of needed liquidity at this critical early stage of
the chapter 11 case would compromise the Debtor's ability to
maximize the value of its estate," Patrick J. Reilley, Esq., at
Cole Schotz P.C., counsel to the Debtor, related.
Part of the Interim DIP Order states that "The Debtor's ability to
pay all items included in the Budget ... and otherwise preserve and
maintain the value of the Debtor's assets and to maximize a return
for all creditors requires the availability of working capital from
the DIP Financing, the absence of which would immediately and
irreparably harm the Debtor, its estate and its creditors and the
possibility for an orderly liquidation designed to maximize the
value of the Debtor's estate."
The DIP Facility bears an interest rate of Base Rate + 10% per
annum (would be approximately 13.75% per annum based on current
Base Rate. The DIP matures 90 days after entry of the Interim DIP
Order.
The DIP Agent will be granted postpetition security interests and
liens upon all real, personal and mixed property of the Debtor.
The DIP Lenders have the right to and will be authorized to credit
bid the DIP Obligations in any sale of the Debtor's assets pursuant
to Section 363 of the Bankruptcy Code.
As of the Petition Date, the Debtor owes the Prepetition Credit
Parties no less than $23,376,206.
A final hearing will be held on Dec. 7, 2015, at 10:00 a.m.
prevailing Eastern time at the United States Bankruptcy Court,
Courtroom 1, 824 North Market Street, Wilmington, Delaware 19801.
Objection deadline is November 30.
A full-text copy of the Interim DIP Order is available at:
http://bankrupt.com/misc/74_FRESH_InterimDIPOrd.pdf
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 15-12220) on Oct. 30, 2015. The petition was signed by
Peter McPhee as chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and
FTI Consulting, Inc. as restructuring advisors.
Judge Christopher S. Sontchi is assigned to the case.
FRESH & EASY: Has Interim Approval to Continue Store Closing Sales
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
interim order authorizing Fresh & Easy LLC to continue store
closing sales in accordance with the Disposition Agreement and Sale
Guidelines, with those sales to be free and clear of all liens,
claims and encumbrances.
The Court also authorized the Debtor to discontinue operations at
the Closing Stores in accordance with the Interim Order and the
Sale Guidelines.
Attorney for the Debtor Patrick J. Reilley, Esq., at Cole Schotz
P.C., told the Court at the hearing that "Any delay in conducting
the Store Closing Sales would result in loss of value achieved and
increased administrative expenses, including, but not limited to,
additional rent payments."
The Debtor operates grocery stores in California, Nevada, and
Arizona that principally focus on offering ready-to-eat products.
The Debtor said it has exhausted its prepetition resctructuring
options and commenced store closing sales at its retail locations.
The Debtor has selected Hilco Merchant Resources, LLC to conduct
the Store Closing Sales. The Store Closing Sales began on or about
Oct. 23, 2015, and expected to close on Nov. 15, 2015. The Debtor
disclosed that through Oct. 30, 2015, the Store Closing Sales had
generated approximately $17.3 million of sales proceeds.
The Agreement
Under the terms of the Agreement, the Agent will serve as the
exclusive agent to the Debtor for the purpose of conducting a sale
of certain merchandise and FF&E at the Closing Stores using
procedures outlined in the Sale Guidelines.
Provided the Gross Cost Recovery is no less than 95%, the Agent
shall earn a fee equal to 1% of the aggregate Gross Proceeds of the
Merchandise sold at the Stores. If the Gross Cost Recovery is less
than the Base Fee Threshold, the Agent shall not earn any fees for
its services. If the Gross Cost Recovery is equal to or greater
than 105%, the Agent's fee will be increased by 0.50% for a total
Agent's fee of 1.50% of the aggregate Gross Proceeds of the
Merchandise sold at the Stores.
"Gross Cost Recovery" means the product, expressed as a percentage,
of (i) the aggregate Selling Price of all Merchandise sold during
the Sale Term calculated using the Gross Rings method divided by
(ii) the aggregate cost of all Merchandise sold during the Sale
Term calculated using the Gross Rings method.
A copy of the Sale Guidelines is available for free at:
http://bankrupt.com/misc/19_FRESH_SaleGuidelines.pdf
A copy of the Disposition Agreement -- which also contains a list
of the 97 store locations -- is available for free at:
http://bankrupt.com/misc/19_FRESH_DispositionAgreement.pdf
A hearing will be held on Nov. 24, 2015, at 1:00 p.m. (prevailing
Eastern Time), to consider approval of the Store Closing Sale
Motion on a final basis.
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 15-12220) on Oct. 30, 2015. The petition was signed by
Peter McPhee as chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and
FTI Consulting, Inc. as restructuring advisors.
Judge Christopher S. Sontchi is assigned to the case.
FRESH & EASY: Hires Epiq as Claims and Noticing Agent
-----------------------------------------------------
Fresh & Easy, LLC, sought and obtained permission from the
Bankruptcy Court to appoint Epiq Bankruptcy Solutions, LLC, as
claims and noticing agent to assume full responsibility for, among
other things, the distribution of notices and maintenance,
processing and docketing of proofs of claim filed in its Chapter 11
case.
Epiq will serve as the custodian of court records and will be
designated as the authorized repository for all proofs of claim
filed in the Chapter 11 case and is authorized and directed to
maintain an official claims register for the Debtor and to provide
the Clerk with a certified duplicate thereof upon the request of
the Clerk.
The firm's claims and noticing rates are:
Title Rates
----- ---------
Clerical/Administrative Support $30-$45
Case Manager $60-$80
IT/Programming $70-$120
Sr. Case Manager/Dr. of Case Management $85-$155
Consultant/Senior Consultant $145-$190
Director/Vice President Consulting $190
Executive Vice President - Solicitation $200
Executive Vice President - Consulting Waived
Prior to the Petition Date, the Debtor paid Epiq a retainer of
$25,000.
The Debtor has agreed to indemnify, defend and hold Epiq harmless
from and against any and all losses, claims, damages, liabilities,
costs and expenses incurred; provided, however, that the Debtor
will not have any indemnification obligation for any matters
arising out of gross negligence or willful misconduct by Epiq.
Epiq represents that it is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 15-12220) on Oct. 30, 2015. The petition was signed by
Peter McPhee as chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and
FTI Consulting, Inc. as restructuring advisors.
Judge Christopher S. Sontchi is assigned to the case.
FRESH & EASY: In Chapter 11 to Wind Down Operations
---------------------------------------------------
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, sought Chapter 11 bankruptcy protection with the
goal of liquidating its assets, including store inventory, store
furniture fixtures and equipment, equipment in its distribution
center, and leasehold interests. The Debtor said it intends to
operate its business and manage its properties as a debtor in
possession while it winds down its operations and implements an
orderly liquidation strategy that was commenced prior to the
Petition Date, primarily through going out of business sales at its
retail stores.
According to Amir Agam, a senior managing director of FTI
Consulting, Inc., the Debtor's financial advisor, the Debtor has,
in the last two years, struggled to overcome its financial
challenges due to an increasingly competitive industry in which it
operates. He added, the Debtor has consistently incurred
operational losses stemming from, among other things, onerous lease
obligations, underperforming retail locations, and increased
competition in the natural and organic fresh food industry in
particular and the grocery retail industry in general.
Mr. Agam related that despite its best efforts to right-size its
costs and implement sales and operational objectives, the Debtor
has yet to achieve profitability.
In an effort to lessen the operational losses, the Debtor closed 56
stores in late March 2015. Approximately four months
later, an additional 14 stores were closed, leaving the Debtor with
97 operating stores, 70 "dark" stores, 13 "work in process" stores,
and the ongoing operation of the Distribution Facility. Since that
time, the Debtor affirmatively vacated a majority of the "dark"
store locations by unequivocally surrendering possession to
applicable landlords prior to the Petition Date, and, concurrently
herewith, has filed a motion seeking to immediately reject those
agreements. The Debtor also has successfully terminated its lease
obligations with respect to 22 "dark" stores through negotiated
three terminations and 19 lease assignments.
"Given the Debtor's lack of liquidity, the absence of potential
going-concern purchasers, and the cessation of operations, I
believe that the Debtor has exhausted its going concern
alternatives at this time and that the orderly wind down of the
Debtor's operations, subject to Court supervision, represents the
best means through which to maximize value for the estate and all
parties interested," Mr. maintained.
The Debtor recently sought and obtained interim Court approval to
continue to conduct store closing sales.
To minimize the adverse effects of filing for chapter 11 protection
and to enhance its ability to maximize the value of its estate
through the Store Closing Sales and other efforts, the Debtor has
filed certain first day motions. The Debtor is seeking, among
other things to: (a) continue using existing cash management
system; (b) prohibit utility providers from discontinuing services;
(c) pay employee wages; and (d) obtain postpetition financing of up
to $6.25 million.
The Debtor also contemplates the eventual consummation of a
proposed global settlement agreement between the Debtor's estate
and its non-debtor affiliates, subject to approval by the Court.
The Debtor intends to promptly commence negotiations with the
Official Committee of Unsecured Creditors, upon appointment of the
UCC, with respect to the Settlement.
About Fresh & Easy
Fresh & Easy, LLC filed Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 15-12220) on Oct. 30, 2015. The petition was signed
by Peter McPhee as chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and
FTI Consulting, Inc. as restructuring advisors.
Judge Christopher S. Sontchi is assigned to the case.
GENERAL MOTORS: Lenders Drop Suit Versus Simpson Thacher, JPMorgan
------------------------------------------------------------------
Aebra Coe at Bankruptcy Law360 reported that JPMorgan Chase Bank NA
and Simpson Thacher & Bartlett LLP escaped two putative class
actions on Oct. 30, 2015, after lenders decided to voluntarily drop
their claims that the law firm and bank negligently authorized the
termination of security interest in a $1.5 billion bankruptcy loan
to General Motors LLC.
The notice of dismissal filed in both class actions did not divulge
any details of the termination and the parties were either not
available or declined to comment on Oct. 30.
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.
GRAFTECH INTERNATIONAL: S&P Lowers CCR to 'B', Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Independence, Ohio-based GrafTech International
Ltd. one notch to 'B' from 'B+'. The rating outlook is stable.
At the same time, S&P lowered the issue-level rating on the
company's $300 million senior unsecured notes one notch to 'B' from
'B+', in line with S&P's corporate credit rating on GrafTech. S&P's
recovery rating on the unsecured notes remains '4', indicating its
expectation for average (30% to 50%; at the upper end of the range)
recovery in the event of a payment default.
"The stable outlook reflects our view that despite our expectations
for continued weakness in the global steel market over the next 12
months, GrafTech has positioned itself to absorb this weakness
through 2016," said Standard & Poor's credit analyst Michael Maggi.
"We expect the company to maintain its "adequate" liquidity, which
should provide some cushion to operate in the current environment
and maintain the 'B' rating. Moreover, we expect EBITDA interest
coverage to be in the range of 1.25x to 1.75x over the next 12
months, which we view as adequate for the rating."
S&P could lower its ratings on GrafTech if weakness in global steel
markets worsens throughout 2016, causing graphite electrode pricing
to deteriorate significantly from already-depressed levels and
resulting in negative gross margins, leading S&P to determine that
the comparable rating analysis modifier is no longer warranted. In
addition, S&P could take a negative rating action if it deemed
liquidity to be "less than adequate," under its criteria, if the
company were to fund large operating losses with the undrawn
portion of its revolving credit facility. Likewise, if operating
results were to weaken considerably in 2016, such that EBITDA
interest coverage were to fall below 1x on a sustained basis or
leverage was to rise above 2015 levels, S&P could also take a
negative rating action.
In S&P's opinion, a positive rating action is unlikely over the
next 12 months given its expectations for the company's end markets
and the overall steel industry. However, if sales volumes were to
rebound, along with graphite electrode pricing, such that quarterly
EBITDA were to return to more favorable levels around $15 million,
S&P could consider an upgrade. An annual EBITDA run-rate of at
least $60 million without a significant increase in debt could
result in debt to EBITDA below 8x on a sustained basis, which could
lead S&P to raise the ratings.
HERCULES OFFSHORE: Completes Restructuring, Exits Chapter 11
------------------------------------------------------------
Hercules Offshore, Inc. on Nov. 6 disclosed that it has completed
its financial restructuring and emerged from Chapter 11, and
funding of the Company's new $450 million senior secured credit
facility has been completed.
"[Fri]day marks the beginning of a new chapter for Hercules.
Proactively restructuring our balance sheet early in the cycle
generated significant benefits for Hercules including substantial
debt reduction and added liquidity that will allow us to meet our
capital commitments and support operations. With our new capital
structure, we are much better positioned to compete successfully in
the offshore drilling market" stated John T. Rynd, Chief Executive
Officer and President of Hercules Offshore. "I extend my
appreciation to our employees, former board of directors and
advisors who have worked diligently throughout this process.
Likewise, I am grateful to our customers, suppliers and investors
for their confidence and support of our Company. While we are
excited to have this milestone behind us, the hard work of
successfully turning around our Company is just beginning. To that
end, we look forward to working with our new board of directors,
and with the support of our new investor base, to execute on our
strategic goals through the current industry downturn and thrive in
the next upcycle."
Details of the restructuring and debt agreements are provided in an
8-K filed today which can be viewed on the SEC's website at
http://www.sec.govor the Company's website. The Company has set
up a hotline to answer questions about the restructuring. The
hotline can be accessed by dialing +1 (888) 647-1715 for domestic
callers or +1 (310) 751-2619 for international callers. The
Company has also posted FAQs including calculation examples of
distribution of New Common Stock and Warrants to stockholders on
its website at http://www.herculesoffshore.com
About Hercules Offshore
Headquartered in Houston, Hercules Offshore, Inc. --
http://www.herculesoffshore.com/-- operates a fleet of 27 jackup
rigs, including one rig under construction, and 21 liftboats. The
Company offers a range of services to oil and gas producers to meet
their needs during drilling, well service, platform
inspection, maintenance, and decommissioning operations in several
key shallow water provinces around the world.
On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the U.S.
Bankruptcy Court for the District of Delaware. The cases are
pending before the Honorable Kevin J. Carey.
The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols,
Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general
corporate counsel; Lazard Freres & Co. LLC, as investment banker,
Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC,
as claims and noticing agent.
The Steering Group of Holders of Senior Notes is represented by
Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael
S. Stamer, Esq.
HERO disclosed $546 million in assets and $1.306 billion in debt as
of Aug. 11, 2015.
* * *
The Debtors on the Petition Date filed a pre-packaged Chapter 11
plan that would convert $1.2 billion of outstanding senior notes to
96.9% of new common equity.
HIGGINBOTHAM INSURANCE: Moody's Assigns B3 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family rating
and B3-PD probability of default rating to Higginbotham Insurance
Agency, Inc. The rating agency also assigned a B2 rating to the
first-lien credit facilities being issued by Higginbotham as a part
of a recapitalization. The rating outlook for Higginbotham is
stable.
RATINGS RATIONALE
Moody's said Higginbotham's ratings reflect its strong market
presence in Texas middle market insurance brokerage; good
diversification across clients, client industries, products,
producers and insurance carriers; and healthy EBITDA margins. Since
2008, Higginbotham has completed more than 20 small and mid-sized
acquisitions, typically financing such transactions with a mix of
cash, equity and contingent earnout payments. The company
integrates these acquisitions through centralized financial
reporting, a common agency management system and common branding
and marketing. Higginbotham managers, employees and key clients
will continue to own a majority of the company following the
recapitalization.
Higginbotham's strengths are tempered by its modest size relative
to other rated insurance brokers and service companies, its limited
geographic scope given that it operates solely in Texas, and
financial leverage that is high for its rating category. The
company's existing and acquired operations face potential
liabilities from errors and omissions in the delivery of
professional services.
"Higginbotham uses Texas-focused branding to promote customer
loyalty and organic growth among Texas-based businesses," said
Bruce Ballentine, Moody's lead analyst for the company. "We expect
the company to maintain good EBITDA margins and gradually reduce
its financial leverage following the recapitalization."
Moody's estimates that Higginbotham's debt-to-EBITDA ratio will be
just under 7x following the recapitalization, including contingent
earnout obligations as debt, along with other standard accounting
adjustments. The rating agency expects the company to generate
(EBITDA - capex) interest coverage close to 2x.
Funding sources for the recapitalization will include borrowings
under the credit facilities and equity contributed by Higginbotham
managers, employees and clients. Funds will be used to repay
existing debt, distribute equity to certain shareholders and pay
related fees and expenses. The recapitalization will cause an
increase in the ownership stake held by Higginbotham managers,
employees and clients, and a decrease in the stake held by private
equity firm Stone Point Capital.
Factors that could lead to an upgrade of Higginbotham's ratings
include: (i) debt-to-EBITDA ratio below 5.5x, (ii) EBITDA - capex)
coverage of interest consistently exceeding 2x, and (iii)
free-cash-flow-to-debt ratio consistently exceeding 5%.
Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7x, (ii) (EBITDA - capex) coverage of
interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below
2%.
Moody's has assigned these ratings (and loss given default (LGD)
assessments):
Corporate family rating B3;
Probability of default rating B3-PD;
$40 million five-year first-lien revolving credit facility B2
(LGD3) (undrawn at closing);
$190 million six-year first-lien term loan B2 (LGD3).
The company will also have a $50 million six-and-a-half-year
second-lien term loan (unrated).
The principal methodology used in these ratings was Moody's Global
Rating Methodology for Insurance Brokers & Service Companies
published in February 2012.
Headquartered in Fort Worth, Texas, Higginbotham ranks as the
32nd-largest US insurance broker based on 2014 revenues, according
to Business Insurance. The company's product mix is about 60%
property & casualty insurance and 40% employee benefits and related
products, all distributed to middle market businesses and
individuals across Texas. The company generated total revenue of
$128 million for the 12 months through September 2015.
HOLY GUACAMOLE: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------------
Holy Guacamole, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ga. Case No. 15-71363) on Nov. 4, 2015, estimating its
assets at between $100,000 and $500,000 and its liabilities at
between $1 million and $10 million. The petition was signed by
Leigh Catherall, president/CEO.
AJC.com reports that Ms. Catherall, president and CEO of Here to
Serve, filed for Chapter 11 bankruptcy protection for two
restaurant entities, the Company and London Calling, after the
restaurant group closed down in October all 10 of its restaurants
at once. Amy Wenk at Atlanta Business Chronicle relates that the
restaurant group abruptly closed eateries including Coast, Noche,
Prime, Shucks, Smash, Strip, and Twist.
According to AJC.com, the bankruptcy filing does not go into great
detail about its financial condition, or which restaurants it
represents. Mathew A. Schuh, Esq., at Busch White & Norton, LLP,
the Company's bankruptcy counsel, said that the filing was in
response to action taken on the part of landlords at the location,
AJC.com states.
"This was all in response into an eviction filed in DeKalb County
Magistrate Court. They filed Chapter 11 to stop the evictions.
Chapter 11 just keeps the door open a little bit. For the time
being today, they still have the space," Amy Wenk at Atlanta
Business Chronicle quoted bankruptcy attorney Scott B. Riddle,
Esq., as saying. Court documents show that Ms. Catherall owed
thousands for past due rent and a bank loan totaling $1.25 million
from Iberia Bank.
AJC.com relates that Here to Serve workers scrambled to find new
positions as the company's next move remained unknown.
Filing for bankruptcy protection for other former Here to Serve
restaurants remains a possibility, the report says, citing Mr.
Schuh.
Holy Guacamole, Inc., is headquartered in Atlanta, Georgia. Holy
Guacamole, Inc., was formed in 2010 by Tom Catherall, the former
CEO of Here to Serve and ex-husband of Leigh Catherall, president
and CEO of Here to Serve. Ms. Catherall took over Holy Guacamole
as part of a divorce settlement in 2015.
HOVENSA LLC: Court Designates Chapter 11 Case as Complex Case
-------------------------------------------------------------
The District Court of the Virgin Islands, Bankruptcy Division,
designated the Chapter 11 case of Hovensa L.L.C., as a complex
case.
In an application, Richard H. Dollison, Esq., at the Law Offices of
Richard H. Dollison, P.C., local counsel for the Debtor, said that
the case qualifies as a complex case because:
1. there was a need for emergency consideration of the "First
Day" motions;
2. the Petition estimates the Debtor's liabilities at more than
$1 billion.
3. the Petition estimates the number of creditors in the case as
between 5,001 and 10,000.
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.
KEEN EQUITIES: Proposing Unconfirmable Plan, Says Greene Family
---------------------------------------------------------------
Keen Equities, LLC, has proposed a reorganization plan that cannot
be confirmed, the Greene Family said in its objection to the
disclosure statement.
The Greene Family claims to be a secured creditor, having filed a
secured claim based upon a mortgage granted by the Debtor to the
Greene Family resulting from the prepetition purchase of 860 acres
of largely vacant land in Upstate New York. The Greene Family
submits that the claim should be allowed in the amount of
$10,283,388, with postpetition default interest and legal fees
continuing to accrue. The Debtor has objected to the claim and the
objection has yet to be resolved.
The Greene Family asserts that the Court should not approve the
Disclosure Statement if the Plan is not confirmable on its face.
According to the Greene Family, the Plan is facially
non-confirmable for these reasons:
(1) The Debtor cannot satisfy the one impaired accepting class
requirement of Sec. 1129(a)(10) of the Bankruptcy Code because any
impaired class that may accept the Plan has been artificially
impaired.
(2) The Plan cannot satisfy Sec. 1129(a)(8) and is not fair and
equitable as to the Greene Secured Claim under Sec. 1129(b)(2)
because the cram-down interest rate is not appropriately risk
adjusted.
(3) The Plan, if one of the permissibly impaired classes does not
vote to accept the Plan, does not satisfy the absolute priority
rule under Sec. 1129)(B)(ii) because the holders of interests are
retaining their equity and equity has not been opened to the
market.
(4) The Debtor cannot demonstrate feasibility under Sec.
1129(a)(1)).
(5) The restructured mortgage proposed under the Plan for the
Greene Secured Claim is not fair and equitable because it
impermissibly includes a release price where none existed under the
prepetition note and mortgage.
Greene Family is represented by:
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Tel: (973) 597-9100
Fax: (973) 597-9119
The Chapter 11 Plan
As reported in the Oct. 14, 2015 edition of the TCR, Keen Equities
has proposed a reorganization plan that will be funded by
$1,800,000 in additional contributions by existing investors.
The Chapter 11 plan contemplates the restructuring of the mortgage
debt encumbering the Debtor's development property in Orange County
consisting of approximately 860 acres of largely vacant land (the
"Lake Anne Property"), utilizing principles of law recognized by
the Supreme Court in Till v. SCS Credit Corp., 541 U.S. 465, 124
S.Ct. 1951 (2004) ("Till").
The Lake Anne Property is encumbered by a purchase money mortgage
(the "Greene Family Mortgage") held by Hal J. Greene Living Trust,
David A. Greene, and Trust underwritten M Greene f/b/o Sabrina
Greene (the "Greene Family"), as successor to Lake Anne Realty
Corp. The Greene Family Mortgage has a current principal balance
of $3,924,645 and was given to the Debtor in the original amount of
$10 million in connection with the Debtor's acquisition of the site
in 2006. The Debtor originally paid $15 million for the Lake Anne
Property and thereafter paid down the mortgage to around $4
million.
In bankruptcy, the Greene Family filed a secured claim in the total
sum of $6,926,917, including alleged default interest and other
costs. On Jan. 20, 2015, the Debtor objected to the Greene Family
Mortgage claim contending that the purported acceleration of the
debt was improper due to defective notice negating the Greene
Family's entitlement to prepetition default interest. While the
Debtor is sanguine about its prospects, whatever amount is
ultimately allowed by the Bankruptcy Court shall be paid in full
under the Plan, with post-confirmation interest at a rate of 4.25%
consistent with a Till analysis.
The Plan will be financed through the new value contributions to be
made by the Debtor's investors, projected to aggregate
approximately $1,800,000. Since the Chapter 11 filing, the
Debtor's investors have contributed total the sum of approximately
$3.2 million to re-launch development of the Lake Anne Property and
pay ongoing post-petition debt service to the Greene Family plus
real estate taxes and insurance.
The Plan treats claims and interests as follows:
-- The allowed secured claim of the Greene Family (Class 1) in
such amount as finally determined by the Bankruptcy Court following
resolution of the Debtor's pending claim objection will be
restructured under a Till-based mortgage restructuring.
-- The allowed secured or priority tax claims held by
governmental units, including State of New York and Orange County,
totaling $306,000 (Class 2) will be paid in full on the Effective
Date.
-- The allowed claims of former tenants (Class 3), totaling
$4,852, will be paid in full within one year of the Effective
Date.
-- The allowed unsecured claims of non-insider creditors (Class
4), totaling $29,440, will be paid in full within one year of the
Effective Date.
-- The allowed claim of Erno Bodek, a former member of the
Debtor, whose membership interest was diluted after Bodek failed
to complete required capital contributions (Class 5), will be paid
the total sum of $100,000, amounting to 10% of the filed proof of
claim. The payments to Bodek will be made in 12 equal consecutive
monthly installments commencing on the Effective Date.
-- Each of the 11 investors currently holding equity interests
in the Debtor (Class 6) will be eligible to retain his continuing
membership interest in the Reorganized Debtor so long as the
investor continues to timely make all required capital
contributions.
A copy of the Amended Disclosure Statement filed Sept. 18, 2015, is
available for free at:
http://bankrupt.com/misc/Keen_Equities_118_Am_DS.pdf
About Keen Equities
Keen Equities, LLC, is a New York limited liability company
consisting of 12 members/investors. Keen Equities is the owner of
approximately 860 acres of vacant land (the Lake Anne property)
situated close to the Hassidic community of Kiryas Joel, in
Monroe,
New York. The Lake Anne Property was purchased in 2006 with the
goal of building residential homes to meet the growing needs of
the
Kiryas Joel community (the project).
For many years, the project stalled because of resistance from the
Village of South Blooming Grove. At various times, the Debtor
pursued litigation to challenge certain local action and
ultimately
the Lake Anne Property became subject to foreclosure proceedings
by
the Greene Family.
Keen Equities, LLC, sought Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 13-46782) on Nov. 12, 2013. The petition was signed by
Y.C. Rubin, the manager.
Judge Nancy Hershey Lord presides over the case.
The Debtor disclosed total assets of $15.1 million and total
liabilities of $6.84 million.
Goldberg Weprin Finkel Goldstein LLP serves as the Debtor's
counsel.
LA UNIFIED: Looming Deficits Could Push District to Bankruptcy
--------------------------------------------------------------
Howard Blume, writing for Los Angeles Times, reported that the Los
Angeles Unified School District is facing a looming, long-term
deficit that could force the system into bankruptcy, a panel of
experts has concluded in a new report obtained by The Times.
According to the report, the group, which met in private over the
last several months, concluded that L.A. Unified will face a budget
deficit of $333 million in the 2017-18 school year, an additional
$450 million the following year and $600 million more the year
after that. This year's general fund totals about $7.1 billion,
the report related.
LAGUNA CONSTRUCTION: Tells Court DOD Owes Contractor $3 Million
---------------------------------------------------------------
Michael Macagnone at Bankruptcy Law360 reported that Laguna
Construction Company Inc. urged a Federal Circuit panel to allow
for $3 million in costs under its Defense Department contract that
were unrelated to admitted fraud, telling the judges on Nov. 2,
2015, the contract and procurement rules meant the government could
not just walk away from its obligation to pay.
Although several of the company's officers admitted to defrauding
the government in guilty pleas since the work finished, Laguna
counsel Carolyn Calloway argued the government could not simply
renege on $3 million in payments.
LEHMAN BROTHERS: JPMorgan Fights to Keep $8.6B Suit in Fed Court
----------------------------------------------------------------
Jody Godoy at Bankruptcy Law360 reported that JPMorgan asked a New
York federal judge on Oct. 30, 2015, to keep presiding over Lehman
Brothers' claims that JPMorgan made wrongful transactions just
before Lehman's bankruptcy, urging the judge not to send the
$8.6 billion suit back to bankruptcy court as Lehman has
requested.
In October, U.S. District Judge Richard J. Sullivan dismissed most
of a suit by Lehman Brothers Holdings Inc. accusing JPMorgan Chase
Bank NA of contributing to Lehman's collapse, but preserved
Lehman's allegation that JPMorgan made collateral transfers while
Lehman was insolvent.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/--
was the fourth largest investment bank in the United States.
For more than 150 years, Lehman Brothers has been a leader in
the global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history. Several other affiliates followed
thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
* * *
In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.
As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.
LENNY DYKSTRA: Has Until Nov. 12 to Amend Jail Beating Suit
-----------------------------------------------------------
Bonnie Eslinger at Bankruptcy Law360 reported a California judge on
Oct. 30, 2015, allowed former All-Star outfielder Lenny Dykstra and
his new attorney to amend a complaint against the Los Angeles
County Sheriff's Department alleging that he was the victim of an
unprovoked attack by six or more deputies while jailed in 2012 for
a variety of financial crimes, including bankruptcy fraud.
During Oct. 30's court proceedings, California Superior Court Judge
Allan J. Goodman gave the former big leaguer until Nov. 12 to make
changes to his suit, which seeks unspecified monetary damages.
About Lenny Dykstra
Lenny Dykstra is a former Major League Baseball all-star player.
He was center fielder for the New York Mets and Philadelphia
Phillies. He filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Calif. Case No. 09-18409) on July 7, 2009, in Woodland Hills,
California. The Law Office of M. Jonathan Hayes, in Northridge,
California, represents the Debtor. The Debtor estimated up to
$50,000 in assets and $10 million to $50 million in debts in his
Chapter 11 petition.
A Chapter 11 trustee was appointed in September 2009, and the case
was converted to a liquidation in Chapter 7 on November 20, 2009.
The trustee -- Arturo M. Cisneros -- was investigating the
disposition of personal property both before and after the Chapter
11 filing.
In August 2010, Mr. Cisneros stepped down as Chapter 7 trustee
following issues with his failing to disclose the extent of his
business with J.P. Morgan Chase & Co., which happens to be largest
creditor in Mr. Dykstra's case.
LONDON CALLING: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------------
London Calling, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ga. Case No. 15-71362) on Nov. 4, 2015, estimating its
assets at between $100,000 and $500,000 and liabilities at between
$1 million and $10 million. The petition was signed by Leigh
Catherall, president/CEO.
AJC.com reports that Ms. Catherall, president and CEO of Here to
Serve, filed for Chapter 11 bankruptcy protection for two
restaurant entities, the Company and Holy Guacamole, Inc., after
the restaurant group closed down in October all 10 of its
restaurants at once. Amy Wenk at Atlanta Business Chronicle
relates that the restaurant group abruptly closed eateries
including Coast, Noche, Prime, Shucks, Smash, Strip, and Twist.
According to AJC.com, the bankruptcy filing does not go into great
detail about its financial condition, or which restaurants it
represents. Mathew A. Schuh, Esq., at Busch White & Norton, LLP,
the Company's bankruptcy counsel, said that the filing was in
response to action taken on the part of landlords at the location,
AJC.com states.
"This was all in response into an eviction filed in DeKalb County
Magistrate Court. They filed Chapter 11 to stop the evictions.
Chapter 11 just keeps the door open a little bit. For the time
being today, they still have the space," Amy Wenk at Atlanta
Business Chronicle quoted bankruptcy attorney Scott B. Riddle,
Esq., as saying. Court documents show that Ms. Catherall owed
thousands for past due rent and a bank loan totaling $1.25 million
from Iberia Bank.
AJC.com relates that Here to Serve workers scrambled to find new
positions as the company's next move remained unknown.
Filing for bankruptcy protection for other former Here to Serve
restaurants remains a possibility, the report says, citing Mr.
Schuh.
London Calling, Inc., is headquartered in Atlanta, Georgia. It was
formed in 2013 and was transferred to Leigh Catherall in 2015.
LORAL SPACE: Shareholder's Suit Dismissed
-----------------------------------------
Pro se plaintiff Phil Ivaldy alleges that he and other members of
informal groups named the Loral Stockholder Protective Committee
and American Shareholder Rights were shareholders of Loral Space
and Communications Ltd., which filed for Chapter 11 bankruptcy
protection in 2003 as part of an agreement to sell assets to
another company.
Mr. Ivaldy seeks damages of $2,000,000,000 based on actions of the
United States Bankruptcy Court for the Southern District of New
York and the United States District Court for the Southern District
of New York, in connection with Loral's bankruptcy proceeding. Mr.
Ivaldy asserts that the bankruptcy court's and district court's
decisions resulted in a Fifth Amendment taking of his interest in
the corporation and deprived him of access to the federal courts in
violation of his rights under the Privileges and Immunities Clause
of Article IV of the Constitution. Mr. Ivaldy also claims that the
actions of the bankruptcy court and the district court deprived him
of his right to "uniform bankruptcy laws" and deprived him of his
constitutional due process rights, or that the entire bankruptcy
court system is unconstitutional. Mr. Ivaldy filed his original
complaint on March 9, 2015 and filed an amendment to the complaint
on March 13, 2015.
On May 5, 2015, defendant United States filed a motion to dismiss
the complaint, as amended, pursuant to Rules 12(b)(1) and 12(b)(6)
of the Rules of the United States Court of Federal Claims. The
government argues that the United States Court of Federal Claims
lacks jurisdiction to hear Mr. Ivaldy's takings claim because it
would require the court to review the actions of other federal
courts and the Federal Claims Court does not have jurisdiction to
"entertain a taking claim that requires the court to `scrutinize
the actions of' another tribunal." The government further argues
that the other constitutional provisions cited by Mr. Ivaldy are
not money mandating. In the alternative, the government argues
that Mr. Ivaldy fails to allege facts showing that the actions of
the bankruptcy court or the district court constitute a taking of
Mr. Ivaldy's property or a violation of Mr. Ivaldy's constitutional
rights, requiring the court to dismiss the amended complaint for
failure to state a claim.
Judge Nancy B. Firestone of the United States Court of Federal
Claims granted the government's motion to dismiss Mr. Ivaldy's
complaint for lack of subject matter jurisdiction.
The case is PHIL IVALDY, Pro Se Plaintiff, v. THE UNITED STATES,
Defendant, NO. 15-243C.
A full-text copy of the dated October 22, 2015 is available at
http://is.gd/ui6xkAfrom Leagle.com.
PHIL IVALDY, American Shareholder Rights Loral Stockholder
Protective Committee, Plaintiff, Pro Se.
Loral Space & Communications -- http://www.loral.com/-- is a
satellite communications company. It owns and operates a fleet
of telecommunications satellites used to broadcast video
entertainment programming, distribute broadband data, and
provide access to Internet services and other value-added
communications services.
The Company and various affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 03-41710) on July 15, 2003. Stephen
Karotkin, Esq., and Lori R. Fife, Esq., at Weil, Gotshal & Manges
LLP, represented the Debtors in their successful restructuring and
prosecution of their Fourth Amended Joint Plan of Reorganization
to confirmation on Aug. 1, 2005.
LSB INDUSTRIES: S&P Lowers Rating to 'B-', Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its rating on
Oklahoma City-based LSB Industries Inc. to 'B-' from 'B+'. The
outlook is stable.
At the same time, S&P lowered its issue-level rating on the
company's senior secured notes to 'B-' from 'B+'. The recovery
rating remains '3,' indicating S&P's expectation for meaningful
(50% to 70%; upper half of the range) recovery in the event of a
payment default.
The stable outlook reflects S&P's expectation that the company's
credit measures will support the "highly leveraged" financial risk
profile. The company has been experiencing weaker performance due
to sluggish recovery from its past operational difficulties and the
large capital investment associated with the expansion of the El
Dorado plant.
"We expect that debt to EBITDA will be in the double digits until
the company can successfully execute the new El Dorado operations,"
said Standard & Poor's credit analyst Allison Czerepak. "Our
ratings assume no change to the company's business risk profile. We
will review ratings if the company decides to split its businesses
in 2016, following the outcome of an ongoing strategic discussion
at the company."
S&P could lower the ratings if meaningful operating problems occur
at any of the company's facilities over the next year, if there are
further meaningful cost increases to the company's project, or if
we don't see the anticipated improvement in 2016 operating
performance, which S&P factors into its base case assumptions. In
this scenario, S&P envisions that liquidity would fall below "less
than adequate" or that debt to EBITDA wouldn't improve from
currently unsustainable levels.
"We could raise the ratings if all of the company's chemical
facilities, including the proposed expansion, produce with minimal
unscheduled downtime over the next year or so and the company's
nitrogen-based end markets remain relatively favorable. To raise
the ratings, we would also expect no significant increases to the
company's capital spending plan or increased debt to fund further
growth or returns to shareholders. In this scenario, we would
expect a clear path for debt to EBITDA to return to the mid-single
digits in 2017. We will also review the company's strategic plans,
including possible plans to split the company's businesses in 2016
before considering an upgrade," S&P said.
MED-X TRANS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Med-X Trans, Inc.
dba Med-X Transportation, Inc.
dba Med-X Enterprises
226 Norwich Road
Plainfield, CT 06374
Case No.: 15-21942
Chapter 11 Petition Date: November 6, 2015
Court: United States Bankruptcy Court
District of Connecticut (Hartford)
Judge: Hon. Ann M. Nevins
Debtor's Counsel: Anthony S. Novak, Esq.
NOVAK LAW OFFICE, P.C.
280 Adams Street
Manchester, CT 06042-1975
Tel: 860-432-7710
Fax: (860) 432-7724
Email: AnthonySNovak@aol.com
Total Assets: $486,750
Total Liabilities: $1.24 million
The petition was signed by Hugh Viele, treasurer.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ctb15-21942.pdf
MOLYCORP INC: Pursues Two-Pronged Chapter 11 Plan
-------------------------------------------------
Molycorp Inc. and its debtor affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware a joint plan of
reorganization and accompanying disclosure statement, which
contemplate two different potential outcomes for the Chapter 11
Cases.
One potential outcome is the sale of substantially all of the
Debtors' assets, in one or more transactions, and the distribution
to creditors of the proceeds from the sale on the effective date of
the Plan. Alternatively, the Plan proposes the sale, or
liquidation, of only the assets of certain Debtors associated with
the ownership and operation of the Debtors' Mountain Pass rare
earth mining facility located in San Bernardino County, California,
and the reorganization around the Debtors' remaining business
units.
Currently, the Debtors are pursuing a sale process for their entire
business. Under the Plan, however, the Debtors will seek to
consummate the sale only if (1) Molycorp, Inc.'s board of directors
determines that a sale maximizes the value of the Debtors' estates
and (2) the proceeds of the sale are sufficient to pay certain
claims under the Plan, including payment in full of various claims
asserted by Oaktree Capital Management, L.P.
In summary, the Entire Company Sale will not be pursued unless the
estimated net proceeds from sale, plus the Debtors' projected cash
(adjusted for accounts receivable and payable), satisfies:
(i) the amounts to be paid on account of the secured claims of
the 10% Noteholders under the Plan;
(ii) the estimated amounts to be paid on account of all
Administrative Claims, Priority Claims, Priority Tax Claims
and General Unsecured Claims of the Downstream Debtors
entitled to distributions under the Plan;
(iii) an estimated and agreed-upon budget for the wind-down of
the Debtors' estates after the Entire Company Sale; and
(iv) the Oaktree Distribution Amount.
The Stand-Alone Reorganization may be implemented in a number of
different ways, including as a recapitalization of Parent, a
transfer by Parent of its assets (including equity interests in
Parent Subsidiaries) to a new company, or transfers of certain
assets within the group to a new company. The exact steps to
implement the Stand-Alone Reorganization will be determined by the
Debtors, subject to the Oaktree Consent Right.
The timeline for the Debtors' proposed sales process is:
Receipt of Preliminary
Indications of Interest December 1, 2015
Bidding Procedures and
Disclosure Statement Hearing December 8, 2015
Qualified Bid Deadline January 4, 2016
Auction January 7-8, 2016
Sale/Confirmation Hearing January 14-15, 2016
Closing Date of Sales/
Plan Effective Date January 29, 2016
The Debtors will present the Disclosure Statement for approval at a
hearing on Dec. 8, 2015, at 10:00 a.m. (Eastern Time). Objections,
if any, to the approval of the Disclosure Statement must be filed
on or before Dec. 1.
A full-text copy of the Disclosure Statement dated Nov. 3, 2015, is
available at http://bankrupt.com/misc/MOLYCORPds1103.pdf
About Molycorp, Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior manageemnt members are located at its U.S.
corporate headquarters in Greendwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt & Taylor
LLP act as legal counsel to the Company in this process. Prime
Clerk serves as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.
MORGAN DREXEN: CFPB Wants Payment of $173 Million for Illicit Fees
------------------------------------------------------------------
Jody Godoy at Bankruptcy Law360 reported that the Consumer
Financial Protection Bureau has asked a California federal judge to
order Morgan Drexen to pay back $133 million in illegal upfront
fees it charged consumers for debt-relief services and to slap the
company with at least $40 million in penalties.
The regulator told U.S. District Court Judge Josephine L. Staton
Wednesday that Morgan Drexen Inc. should pay $132,882,488 -- the
total illicit fees it allegedly charged debt-settlement customers
between Oct. 27, 2010, when the Federal Trade Commission's
Telemarketing Sales Rule took effect.
About Morgan Drexen
Morgan Drexen -- http://www.morgandrexen.com-- provides
businesses across the United States, including law firms that
practice bankruptcy, with outsourced professional services. These
services are designed to reduce costs and make legal
representation affordable for consumers, especially those in
serious financial trouble. Morgan Drexen offers attorneys
automated platforms for complex document management, client
databases, paralegal and paraprofessional services, call centers,
client screening, and marketing.
NN INC: Moody's Affirms B2 CFR After Announced Add-On Term Loan
---------------------------------------------------------------
Moody's Investors Service maintained the existing ratings for NN,
Inc. following its announcement that it intends to exercise the
accordion feature under its term loan facility for $50 million with
proceeds applied to paying down its 10.25% senior notes due 2020.
Ratings that remain unchanged include NN's Corporate Family Rating
(CFR) at B2, Probability of Default Rating (PDR) at B2-PD, senior
secured revolver and term loan facilities at Ba3, senior notes at
Caa1, and Speculative Grade Liquidity Rating at SGL-3. The rating
outlook remains stable.
These ratings were maintained:
NN, Inc.
Corporate Family Rating, at B2
Probability of Default Rating, at B2-PD
$100 million senior secured revolver, at Ba3 (LGD3);
$575 million senior secured term loan, at Ba3 (LGD3), upsized
from $525 million;
$250 million (estimated revised amount) 10.25% senior notes, at
Caa1 (LGD5);
Speculative Grade Liquidity Rating at SGL-3
RATINGS RATIONALE
Moody believes the shift of $50 million of debt to the secured term
loan from the unsecured notes will result in essentially a leverage
neutral transaction. In addition the company will benefit from a
marginal improvement in overall interest expense. The incremental
amount of the secured term loan does result in downward pressure on
the secured debt ratings under Moody's LGD waterfall. However, as
the run-rate impact of NN's recent acquisitions and associated
synergies becomes realized, Moody's expects positive free cash flow
generation over the next 12 to 18 months that could support the
reduction in secured outstandings. As such, the Ba3 instrument
ratings on the secured facilities are being maintained to minimize
potential near-term rating volatility. Moody's continues to expect
NN will improve its debt / EBITDA below 5x in 2016.
The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.
NN, headquartered in Johnson City, Tennessee, is a manufacturer of
metal bearing, plastic, rubber and precision metal components for
use in a variety of global end markets.
NRAD MEDICAL: Ruskin Moscou Okayed to Handle Corporate Matters
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized NRAD Medical Associates, P.C., to employ Ruskin Moscou
Faltischek, P.C., as special counsel effective July 7, 2015.
RMF, as special counsel, will provide legal services relating to
corporate, labor, healthcare, and certain litigation matters that
will arise during the Debtor's chapter 11 case.
RMF will represent the Debtor in connection with the sale of its RT
Practice with respect to all corporate, health law and labor
issues.
RMF has represented the Debtor with respect to corporate, labor,
healthcare, and certain litigation matters since 1995.
Melvyn B. Ruskin, Esq., submitted a declaration in support of the
application, stating that RMF will be paid usual and customary fees
for services rendered and reimbursed for all reasonable and
necessary out-of-pocket expenditures.
RMF holds an undisputed unsecured claim against the Debtor in the
approximate amount of $181,800. RMF and the Debtor understand that
the Debtor cannot pay that unsecured claim without an appropriate
order from this Court.
To the best of the Debtor's knowledge, RMF has no connection which
is adverse to the Debtor, its creditors or any other parties in
interest or their respective attorneys.
About NRAD Medical
NRAD Medical Associates, P.C., operated a regional radiology
imaging medical practice and a regional radiation therapy practice
with 16 locations throughout Long Island and Queens, New York,
before selling its assets in June 2015.
NRAD Medical sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 15-72898) in Central Islip, New York, on July 7,
2015. The case is assigned to Judge Louis A. Scarcella.
The Debtor, in an amended schedules, disclosed total assets of
$28,663,053 and total liabilities of $24,751,950 as of the Chapter
11 filing.
The Debtor is represented by Anthony C Acampora, Esq., at
SilvermanAcampora LLP, in Jericho, New York.
According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Nov. 4, 2015.
OAKLAND PORT SERVICE: Case Summary & 8 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Oakland Port Service Corporation
dba AB Trucking
2240 Wake Ave
Oakland, CA 94607
Case No.: 15-43423
Chapter 11 Petition Date: November 6, 2015
Court: United States Bankruptcy Court
Northern District of California (Oakland)
Judge: Hon. William J. Lafferty
Debtor's Counsel: Eric A. Nyberg, Esq.
KORNFIELD, NYBERG, BENDES AND KUHNER, P.C.
1970 Broadway #225
Oakland, CA 94612
Tel: (510)763-1000
Email: e.nyberg@kornfieldlaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Bill Aboudi, president.
A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb15-43423.pdf
PARALLEL ENERGY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Parallel Energy LP 15-12263
fka Parallel Energy Acquisitions LP
1323 East 71st Street, Suite 200
Tulsa, OK 74136
Parallel Energy GP LLC 15-12264
Type of Business: Oil and Gas
Chapter 11 Petition Date: November 9, 2015
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Kevin Gross
Debtors' Demetra L. Liggins, Esq.
Bankruptcy THOMPSON & KNIGHT LLP
Co-Counsel: Three Allen Center
333 Clay Street, Suite 3300
Houston, TX 77002
Tel: 713.951.5884
Fax: 832.397.8052
Email: Demetra.Liggins@tklaw.com
- and -
David M. Bennett, Esq.
THOMPSON & KNIGHT LLP
One Arts Plaza
1722 Routh Street, Suite 1500
Dallas, TX 75201-2533
Tel: 214.969.1700
Fax: 214.969.1751
Email: David.Bennett@tklaw.com
Debtors' GianClaudio Finizio, Esq.
Bankrupcy Neil B. Glassman, Esq.
Co-Counsel: Evan T. Miller, Esq.
BAYARD, P.A.
222 Delaware Avenue, Suite 900
Wilmington, DE 19801
Tel: (302) 655-5000
Fax: (302) 658-6395
Email: gfinizio@bayardlaw.com
nglassman@bayardlaw.com
emiller@bayardlaw.com
Debtors' Dean E. Swick
Financial Gary Barton
Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC
700 Louisiana Street, Suite 900
Houston, TX 77002
Tel: 713.571.2400
Debtors' PRIME CLERK LLC
Notice, Claims,
Solicitation
and Balloting
Agent:
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Richard N. Miller, chief financial
officer.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Steagall Oil Co. Trade Debt $85,466
Blueknight Energy Partners LP Trade Debt $58,290
Comac Well Services Inc. Trade Debt $40,036
Triangle Well Service Co. Trade Debt $36,033
Industrial Oils Unlimited LLC Trade Debt $30,479
Diversified Industrial Serv Co. Trade Debt $25,304
B & G Electric Co. Trade Debt $20,782
Cain Electrical Supply Trade Debt $16,819
War Horse Fishing and Rental Tools Trade Debt $15,988
Rose Rock Midstream Field Services Trade Debt $15,873
Exterran Trade Debt $14,395
DJ's Well Services & Roustabout Trade Debt $12,711
K & K Inc. Trade Debt $10,472
Turner Energy Services, LLC Trade Debt $8,576
Midwest Compressor Systems LLC Trade Debt $8,283
Insight Technical Services Inc. Trade Debt $7,946
Gilliam Consulting, LLC Trade Debt $7,660
Chrome Machine & Casting Inc. Trade Debt $7,575
Evergreen Consulting Company Trade Debt $5,343
Jim's Bearings and Supply Trade Debt $4,829
PATRIOT COAL: AIG Still Has Issues with Assumption of Agreements
----------------------------------------------------------------
AIG Assurance Company, et al., relate that while certain of their
objections to the confirmation of Patriot Coal Corp., et al.'s
Chapter 11 plan have been resolved, they were not able to resolve
the assumption and/or assumption and assignment issues regarding
the insurance program agreements.
AIG provided the Debtors with certain insurance coverages,
including, without limitation, Aircraft, Auto Liability, Auto
Excess, Boiler & Machinery, Burglary, Commercial Umbrella
Liability, Directors' and Officers', Employers Liability, Excess
Workers' Compensation, Fidelity, Fire, Group Accident and Health,
Inland Marine, Miscellaneous Casualty, Ocean Marine, Surety,
Workers' Compensation and other services (the "Insurance Program")
for varying periods commencing Nov. 15, 1989 and ending on
Dec. 18, 2019. AIG issued certain policies, bonds, and sureties,
and the Debtors entered into certain related agreements
(collectively, the "Program Agreements") and are obligated to pay
to AIG, among other things, certain premiums, deductibles,
self-insured retention, reimbursement obligations, fees, expenses
and related costs.
The Plan contemplates the sale of a substantial majority of the
Debtors' assets pursuant to two or more transactions. The first
transaction (the "Blackhawk Transaction") is a sale of certain
assets to Blackhawk Mining LLC ("Blackhawk") pursuant to an Asset
Purchase Agreement by and among Blackhawk and the Debtors (the
"Blackhawk APA"). The other transaction (the "VCLF Transaction")
contemplates the sale of assets (not being sold to Blackhawk) to
and the assumption of certain liabilities by Virginia Conservation
Legacy Fund ("VCLF") pursuant to an Asset Purchase Agreement by and
among the Debtors and VCLF (the "VCLF APA").
On Oct. 9, 2015, the Court entered its Findings of Fact,
Conclusions of Law, and Order (I) Confirming the Debtors' Fourth
Amended Joint Plan of Reorganization Pursuant to Chapter 11 of the
Bankruptcy Code, and (II) Approving the Fourth Amended Disclosure
Statement (the "Confirmation Order"). The Confirmation Order at
paragraph 163 includes language agreed upon by the Debtors and AIG
to resolve certain of AIG's confirmation issues. The Confirmation
Order at paragraph 164 preserves AIG's rights regarding the
Assumption Issues. A copy of the Confirmation Order is available
for free at:
http://bankrupt.com/misc/Patriot_C_1615_Plan_Order.pdf
While AIG continues to work with the Debtors to try and resolve the
Assumption Issues, AIG files this objection to set forth its
position for the Court.
According to AIG, while Blackhawk appears to be assuming
post-closing Workers' Compensation Liabilities, it does not appear
to be assuming any of the insurance policies or related agreements.
AIG also says it is unclear if in assuming post-closing Workers'
Compensation Obligations whether Blackhawk is assuming obligations
that may be due under workers' compensation insurance policies or
related agreements, such as any Program Agreements regarding
workers' compensation.
In addition, AIG points out that while VCLF appears to be assuming
Workers' Compensation Liabilities, it does not appear to be
assuming any of the insurance policies or related agreements.
Further, section 2.01(l) of the VCLF APA suggests that VCLF is
acquiring rights to certain insurance proceeds. According to AIG,
it is not clear what rights to insurance proceeds VCLF is
acquiring.
Further, AIG points out that it is unclear whether the Claims
Service Agreement is intended to be covered by Article V.F, and
assumed and assigned. AIG is willing to consent to the termination
of the Claims Service Agreement.
To assume and assign the Program Agreements, the Debtors must cure
the outstanding amounts owed thereunder. 11 U.S.C. Sec.
365(b)(1)(A). The total cure amount owed to AIG as of September
30, 2015, is $2,516,275, calculated as follows:
July 2015 Loss Billing
----------------------
Insurance Program $502,237
Claims Service Agreement $240,281
-----------
Total $742,518
August 2015 Loss Billing
------------------------
Insurance Program $556,686
Claims Service Agreement $287,046
-----------
Total $843,732
September 2015 Loss Billing
------------------------
Insurance Program $643,116
Claims Service Agreement $286,909
-----------
Total $930,025
The total cure amount owed to AIG as of Sept. 30, 2015, is
$2,516,275.
To the extent that the Debtors intend to assume and assign the
Claims Service Agreement, AIG says it will need additional
collateral to ensure adequate assurance of future performance.
AIG is represented by:
Ronald William Stern, Esq.
333 N. Fairfax Street #204
Alexandria, VA 22314
Telephone: (703) 684-0100
Facsimile: (703) 684-5664
E-mail: ronsterndocuments@gmail.com
- and -
David W. Carickhoff, Esq.
ARCHER & GREINER, P.C.
300 Delaware Avenue, Suite 1370
Wilmington, DE 19801
Telephone (302) 777-4350
Facsimile (302) 777-4352
E-mail: dcarickhoff@archerlaw.com
About Patriot Coal
Patriot Coal Corporation is a producer and marketer of coal in the
United States. Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia
and Ohio) and Southern Illinois basin (in Kentucky and Illinois)
and their operations consist of eight active mining complexes in
West Virginia.
Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri. The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC. The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.
Patriot Coal Corporation and its subsidiaries commenced new
Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in
Richmond, Virginia, on May 12, 2015. The cases are assigned to
Judge Keith L. Phillips.
Patriot Coal estimated more than $1 billion in assets and debt.
The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.
The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors. The Committee is
represented by Morrison & Foerster LLP as its counsel, and
Tavenner & Beran, PLC, as its local counsel. Jefferies LLC
serves as its investment banker.
* * *
The Debtors on Oct. 9, 2015, won confirmation of their Chapter 11
Plan. On Oct. 26, 2015, the effective date of the Plan occurred.
The Plan contemplates the sale of most of the assets to Blackhawk
Mining LLC and the remaining assets to Virginia Conservation Legacy
Fund. The Debtors named Eugene I. Davis as the liquidating
trustee.
PHOENIX HELIPARTS: TKCA Wins Summary Judgment Against Ex-VP
-----------------------------------------------------------
TKC Aerospace, Inc., a contractor specializing in aircraft
procurement and leasing and aerospace logistics support and
professional staffing for government and private concerns, sued
Charles Taylor Muhs, the company's former Vice President of
Business Development, asserting seven claims: (1) breach of
contract, (2) breach of the implied covenant of good faith and fair
dealing, (3) breach of fiduciary duties, (4) unjust enrichment, (5)
interference with prospective business relationships, (6) fraud,
and (7) misappropriation of trade secrets.
During Muhs' employment, TKCA supplied six Dash 8 aircraft to the
U.S. Department of State.
In March 2011, Muhs resigned from TKCA to begin working for
Knowledge International. Muhs later agreed to continue to work
part-time for TKCA. During this general time frame, Muhs learned
that there might be another DoS Dash 8 solicitation. Muhs began
working with Phoenix Heliparts, Inc., to find aircraft and develop
a bid for this possible solicitation. After the DoS issued the
solicitation, Muhs continued to help PHP and PHP eventually was the
successful bidder. TKCA was unable to submit a bid because it did
not have an aircraft to propose and because by the time the bid was
due, it knew Muhs was working with PHP.
TKCA moved for a preliminary injunction, which was granted on
October 14, 2011. The preliminary injunction generally enjoined
Muhs from assisting PHP with the Dash 8 solicitation.
TKCA also commenced an action against PHP in Arizona State court.
Although filed later, the Arizona Action progressed far more
rapidly than the case against Muhs. On February 21, 2012, Muhs
moved to stay the suit against him pending resolution of the
Arizona Action. At this time, Muhs was represented in this matter
by the same counsel that was representing PHP in the Arizona
Action.
On March 8, 2012, the court denied Muhs' motion for a stay. In
doing so, however, the court observed that "Muhs' relationship to
TKCA and his conduct as regards PHP is the keystone to all of the
claims of substance in both the Alaska federal suit and the Arizona
state suit.
On May 2, 2012, TKCA and Muhs filed simultaneous motions for
summary judgment. All of the evidence offered in support of the
motions for summary judgment had been developed in the Arizona
Action as no discovery had yet taken place in this case. On January
17, 2013, the court denied TKCA's motion for summary judgment and
granted Muhs' motion in part. Muhs was granted summary judgment on
TKCA's unjust enrichment claim and fraud claim and on portions of
TKCA's breach of contract and trade secrets claims.
The court thereafter deferred any further scheduling in this case
until the Arizona Action was completed. The proceedings in the
Arizona Action were finally completed on January 30, 2015.
The Arizona court's conclusion was based on findings that Muhs
worked with PHP to compete for the DoS contract, that Muhs provided
TKCA documents to PHP, and that Muhs worked on PHP's DoS Dash 8
proposal. The Arizona court entered judgment against PHP in the
amount of $20,295,782.58.21
TKCA now moves for summary judgment on all of its remaining claims
against Muhs on the grounds that Muhs is collaterally estopped from
relitigating TKCA's claims against him. In the alternative, TKCA
moves for entry of a default judgment as a sanction. TKCA also
moves for an award of attorney fees and costs.
Judge H. Russel Holland of the United States District Court for the
District of Alaska granted TKCA's motion for summary judgment as to
its remaining claims against Muhs. Judge Holland said TKCA may
serve and file a motion for attorney fees and costs incurred in the
action, and TKCA will serve and file a proposed judgment on or
before November 23, 2015. Muhs must respond on or before December
7, 2015; and any reply by TKCA must be served and filed within
seven days of Muhs' response.
The case is TKC AEROSPACE, INC., Plaintiff, v. CHARLES TAYLOR MUHS,
Defendant, NO. 3:11-CV-0189-HRH.
A full-text copy of the Order dated October 22, 2015 is available
at http://is.gd/9lNbFyfrom Leagle.com.
TKC Aerospace, Inc., Plaintiff, represented by Peter Andrew Scully,
Esq. -- Atkinson, Conway & Gagnon, Inc., Douglas B. Mishkin, Esq.
-- dbmishkin@Venable.com -- Venable LLP, Douglas C. Proxmire, Esq.
dproxmire@Venable.com -- Venable LLP & Patrick B. Gilmore, Esq. --
Atkinson, Conway & Gagnon, Inc..
Charles Taylor Muhs, Defendant, represented by Scott H. Zwillinger,
Esq. -- Goldman & Zwillinger, PLLC & Susan Orlansky, Esq. --
susano@reevesamodio.com -- Reeves Amodio LLC.
Phoenix Heliparts Inc. sought protection under Chapter 11 of the
Bankruptcy Code on Sept. 18, 2015 (Bankr. D. Ariz., Case No.
15-12003). The case is assigned to Judge Daniel P. Collins. The
Debtor's counsel is Michael W. Carmel, Esq., at Michael W. Carmel,
Ltd., in Phoenix, Arizona. The petition was signed by Tina Cannon,
president.
PLEASE TOUCH: Isdaner LLP Approved as Advisor, Auditor
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
authorized Please Touch Museum to employ Isdaner LLP as tax advisor
and auditor.
James Hamlet, CPA, a member of Isdaner & Company LLC, filed a a
declaration in support of the Debtor's application to employ
Isdaner as tax advisor and auditor, disclosing payments it received
from the Debtor.
Isdaner stated that the firm received a payment of $2,000 from the
Debtor on Sept. 10, 2015. Isdaner received no other payments from,
or relating to, the Debtor in the 90 day period prior to the
Petition Date. Isdaner is not owed any amount by the Debtor as of
the filing of the debtor's bankruptcy petition.
Andrew R. Vara, Acting U.S. trustee for Region 3, filed a limited
objection to the Debtor's motion, stating that Isdaner did not
disclose what amounts were paid when for what prepetition services
were rendered when. Hence, there is not sufficient disclosure by
Isdaner to enable the court and parties-in-interest to perform the
required analysis of the application, the U.S. Trustee complained.
As reported by the Troubled Company Reporter on Sept. 21, 2015, the
Debtor also requested that Isdaner perform primarily
non-bankruptcy-related services that the Debtor will require during
the course of its Chapter 11 case.
The Debtor related that prior to the Petition Date, Isdaner
provided tax, financial compilation, and audit services to it.
These services have generally related to financial processes and
controls related to the Debtor's operations and preparation of
annual (audit) financial statements.
Isdaner will advise it and its management with respect to:
(a) completion of the audit of its financial statements for the
year ending Sept. 30, 2015, and subsequent periods;
(b) preparation of Form 990's for current and subsequent
periods; and
(c) general tax and accounting services.
Isdaner will be compensated at its standard hourly rates, not to
exceed $43,000 for the audit and not to exceed $7,000 in the
aggregate for the preparation of Form 990 and Form BCO-10 (state
and federal returns).
The Debtor proposes to reimburse Isdaner for the necessary expenses
that it incurred.
The Debtor assures the Court that Isdaner does not represent or
hold any interest adverse to it or its estate with respect to the
matters for which Isdaner is to be employed.
Isdaner maintains an office at 3 Bala Paza, Suite 501 West, Bala,
Cynwyd, Pennsylvania.
About Please Touch Museum
Please Touch Museum filed Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 15-16558) on Sept. 11, 2015. The petition was
signed by Lynn McMaster as president and chief executive officer.
The Debtor has estimated assets of $10 million to $50 million
and liabilities $50 million to $100 million.
Judge Jean K. FitzSimon is assigned to the case.
Dilworth Paxson LLP serves as the Debtor's counsel. EisnerAmper
LLP acts as the Debtor's financial advisor. Isdaner & Company, LLC
represents as the Debtor's tax advisor and auditor. Rust
Consulting/Omni Bankruptcy is the Debtor's claims, notice and
solicitation agent.
The Debtor operates a children's museum known as the Please Touch
Museum located at Memorial Hall in the Fairmount Park section of
Philadelphia. The Debtor generates its revenues through a
combination of sales of memberships and tickets to the Museum,
event revenue, endowment income, and charitable contributions.
PLEASE TOUCH: Trustee Balks at Dilworth's Insufficient Disclosure
-----------------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, in a limited
objection to Please Touch Museum's application to employ Dilworth
Paxson LLP as counsel, complained that there is no sufficient
disclosure by the firm to enable the court and parties-in-interest
to make the appropriate evaluation of the application.
According to the U.S. Trustee, Dilworth disclosed that:
a. Dilworth was paid funds in the 90 days prior to the Petition
Date prior to an invoice being issued. Dilworth failed to disclose
what portion, if any, of the services on such invoices were for
services rendered prior to the invoices.
b. Dilworth disclosed that it waived any balance for prepetition
services owed by the Debtor. Dilworth failed to disclose how much
was waived and when the services were rendered
or the nature of the services.
As reported by the Troubled Company Reporter on Sept. 18, 2015,
Dilworth will:
(a) provide the Debtor with legal services with respect to its
powers and duties as debtor-in-possession;
(b) prepare on behalf of the Debtor or assist the Debtor in
preparing all necessary pleadings, motions, applications,
complaints, answers, responses, orders, United States
Trustee reports, and other legal papers;
(c) represent the Debtor in any matter involving contests with
secured or unsecured creditors, including the claims
reconciliation process;
(d) assist the Debtor in providing legal services required to
prepare, negotiate and implement a plan of reorganization; and
(e) perform all other legal services for the Debtor, which may
be necessary in this case, other than those requiring
specialized expertise for which special counsel, if
necessary, may be employed.
The standard hourly rates of the attorneys at Dilworth are:
Lawrence G. McMichael $875
Peter C. Hughes $545
Catherine G. Pappas $360
Erik Coccia $280
Based on the Debtor's status as a non-profit organization, Dilworth
will discount its standard hourly rates in this matter by up to
20%. Specifically, Dilworth will submit invoices at its full
hourly rates but will waive its right to receive any holdback
payments after payment of 80% of its fees.
Consistent with Dilworth's policy with respect to its clients,
Dilworth will continue to charge the Debtor for all other services
provided and for all other charges and disbursements including,
among other things, telephone charges, photocopying, travel,
business meals, computerized research, messengers, couriers,
postage, witness fees, and other fees relating to trials and
hearings. The discount of up to 20% on its hourly rates will not
apply to these expenses.
Dilworth received a total of $140,000 from the Debtor within the 90
days prior to the Petition Date. These payments were made in
advance of or contemporaneously with services rendered in
preparation for the bankruptcy filing.
Prior Representation
Dilworth previously served as counsel to Citigroup Global Markets
Inc., the underwriter with respect to the issuance in 2006 of $60
million in bonds (Philadelphia Authority for Industrial Development
Revenue Bonds, Series of 2006). According to the Debtor,
Dilworth's representation at that time was limited to
representation of the underwriter with respect to the issuance of
the Bonds, and not representation of the Philadelphia Authority for
Industrial Development or U.S. Bank, National Association as
Trustee.
The Debtor relates that subsequent to 2006, Dilworth has, on one or
two occasions, responded to casual inquiries from Citigroup as
underwriter, which inquiries occurred in the timeframe in which the
Debtor defaulted on the Bonds in 2013. It has been at least
approximately 18 months since these casual inquiries.
According to the Debtor, Dilworth has not issued any invoices with
respect to representation of Citigroup regarding the Bonds since
2006 and has not been paid by Citigroup with respect to the Bonds
since 2006. Dilworth is not currently representing Citigroup with
respect to the Bonds and has not done substantive work for
Citigroup with respect to the Bonds since the issuance of the Bonds
in 2006.
The Debtor asserts that under the current definition of
"disinterested person," Dilworth is disinterested because it does
not have an interest materially adverse to the interest of the
estate or of any class of creditors or equity security holders.
About Please Touch Museum
Please Touch Museum filed Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 15-16558) on Sept. 11, 2015. The petition was
signed by Lynn McMaster as president and chief executive officer.
The Debtor has estimated assets of $10 million to $50 million
and liabilities $50 million to $100 million.
Judge Jean K. FitzSimon is assigned to the case.
Dilworth Paxson LLP serves as the Debtor's counsel. EisnerAmper
LLP acts as the Debtor's financial advisor. Isdaner & Company, LLC
represents as the Debtor's tax advisor and auditor. Rust
Consulting/Omni Bankruptcy is the Debtor's claims, notice and
solicitation agent.
PSL-NORTH AMERICA: Disclosure Statement Hearing Nov. 30
-------------------------------------------------------
PSL-North America LLC, et al., which sold most of the assets to
Jindal Tubular USA LLC for $104 million in August 2014, has finally
filed a Chapter 11 Plan of Liquidation
After a scheduled auction failed to generate offers from other
parties, the Debtors agreed to sell their assets to Jindal. The
purchase price includes the assumption of a $78 million debt to
ICICI Bank Ltd. on account of bonds issued by the Mississippi
Business Finance Corporation ("MBFC").
Under the Plan, Standard Chartered Bank, Dubai International
Financial Centre Branch, the secured creditor whose claim on a $30
million prepetition term loan facility was not assume as part of
the sale deal, will only recover less than 3 cents on the dollar.
The Plan proposes to treat outstanding claims and interests as
follows:
-- Administrative claims, if any, will be paid in full on the
effective date of the Plan;
-- Priority tax claims estimated at $75,000 will have a 100%
recovery.
-- Priority non-tax claims (Class 1), if any, will be paid in
full during the pendency of the Chapter 11 cases.
-- Standard Chartered Bank's secured claim estimated at $17.8
million (Class 2) will be paid by the PSL Liquidating Trustee from
all available cash after payment by the Trustee of project expenses
and fees. The remaining unpaid amount will be treated as a general
unsecured claim. The secured claim has an estimated recovery of
2.7%.
-- Holders of General unsecured claims (Class 3) estimated at
$7.8 million will each receive a pro rata share of the "liquidating
trust fund." The estimated recovery is unknown.
-- Holders of equity interests (Class 4) won't receive
anything.
The Debtors filed their Joint Plan of Liquidation and explanatory
Disclosure Statement on Oct. 26, 2015. A copy of the Disclosure
Statement is available for free at:
http://bankrupt.com/misc/PSL-NA_446_DS.pdf
On Nov. 9, 2015, the Debtors filed a motion, which will, among
other things, seek approval of (i) the Disclosure Statement, and
(ii) the solicitation procedures in connection with solicitation of
the Plan.
The hearing to consider approval of the Disclosure Statement will
be held before The Honorable Laurie Selber Silverstein at the
Bankruptcy Court, 824 N. Market Street, 6th Floor, Courtroom 2,
Wilmington, Delaware 19801 on Nov. 30, 2015 at 10:00 a.m. (ET).
Objections and responses are due 4:00 p.m. (prevailing Eastern
Time) on Nov. 23, 2015
About PSL-North America
Founded in 2006, PSL-North America LLC is a manufacturer and
coater
of large diameter steel pipes. The company has a state-of-the-art
facility located in Bay St. Louis, Mississippi, with the land
leased for 99 years. The company is an American-based partially
owned subsidiary of India's largest producer and manufacturer of
steel piping, PSL Limited.
On June 16, 2014, PSL-North America LLC and PSL USA Inc., filed
voluntary petitions in Delaware (Lead Case No. 14-11477) seeking
relief under chapter 11 of the United States Bankruptcy Code. The
Debtors' cases have been assigned to Judge Peter J. Walsh.
The Debtors seek to have their cases jointly administered for
procedural purposes.
PSL-North America LL disclosed $93.3 million in assets and $204
million in liabilities as of the Chapter 11 filing. As of
the Petition Date, the company had total outstanding debt
obligations of $130 million, according to a court filing.
Counsel for the Debtor are John H. Knight, Esq., Paul N. Heath,
Esq., Tyler D. Semmelman, Esq., Amanda R. Steele, Esq. and William
A. Romanowicz, Esq. at Richards, Layton & Finger, P.A., of
Wilmington, Delaware. Epiq Bankruptcy Solutions serves as claims
agent.
* * *
The Debtors scheduled an auction for the assets on Aug. 12, 2014.
At the end of August 2014, the bankruptcy judge authorized the
Debtors to sell substantially all their assets to Jindal Tubular
USA LLC for $104 million.
QGOG ATLANTIC: Moody's Affirms B1 Rating on Secured Notes Due 2018
------------------------------------------------------------------
Moody's Investors Service has affirmed the B1 rating of the senior
secured global notes due July 2018 issued by QGOG Atlantic /
Alaskan Rigs Ltd. ("QGOG Atlantic/Alaskan"); outlook changed to
negative from stable.
RATINGS RATIONALE
The rating action reflects the relatively strong operating
performance of the underlying drilling vessels as measured by
average uptime, the competitive chartered day rates as compared to
current market day rates, the maturity of the Notes, the liquidity
arrangements as measured by the level of reserve accounts, and the
lower refinancing risk at the Notes' maturity due to the debt
amortization profile.
The change in outlook to negative from stable reflects Moody´s
views that despite the project´s strengths, there is a higher risk
that Petroleo Brasileiro S.A. ("Petrobras"; Ba2 stable), the sole
off-taker in this project, will undertake actions to reduce its
operating costs, including a potential renegotiation of the charter
contracts to obtain lower day rates. It is Moody´s understanding
that Petrobras may take action to terminate the contracts for
vessels that have presented any material operational weaknesses.
The negative outlook also reflects Moody´s expectation that the
operating environment for these vessels will continue to
deteriorate. Low oil prices over the medium term have dampened the
demand for drilling vessels on a worldwide basis, severely
impacting the drillers' ability to re-contract vessels in case
Petrobras were to terminate their charter and services agreements
prior to debt maturity. Low oil prices have also translated into
lower day dates, which negatively impact operating revenues, cash
flows and asset values.
Notwithstanding the vessels' historically high uptime performance,
in February 2015 Atlantic Star's uptime fell to 55.6% due to an
unforeseen mechanical problem, recovering in the following months
to an average of 99.7%. As a result, in the first half of 2015,
the average uptime of Atlantic Star was 92.2%, still in line with
our original projections but lower than the uptime registered in
previous years. In addition, in March and April 2015 the sector´s
regulatory agency, Agencia Nacional do Petroleo (ANP) together with
the Brazilian Ministry of Labor and Employment (MTE) and other
authorities selected the Alaskan Star vessel to carry out a random
inspection that is part of the project known as Ouro Negro. The
inspection caused a decrease in average uptime to 88.4% in the
first half of 2015 as compared to an average of 99.3% in the two
previous years. The operator, Queiroz Galvao Oleo e Gas ("QGOG")
took all the necessary measures to meet the authorities'
requirements. Moody's expects that, moving forward, both vessels
will continue to operate in line with the strong historical average
uptime performance.
What Could Change the Rating Up/Down
Moody's does not anticipate an upward pressure on the rating or
outlook in the near or medium term.
QGOG Atlantic/Alaskan's rating could be downgraded if Petrobras
moves forward with renegotiating the charter and services
agreements for Atlantic Star and/or for Alaskan Star at worse
terms, affecting the quality or sufficiency of QGOG
Atlantic/Alaskan's liquidity arrangements. In addition, Moody´s
would consider downgrading the rating if there was a deterioration
in any of the following: (i) the vessel´s performance relative to
the standards in the charter and services agreements; including the
uptime performance; (ii) the re-contracting market for offshore
vessels; (iii) Petrobras' credit profile. Moody's would also
consider a downgrade if it perceives a deterioration of the credit
profile of the operator (QGOG).
QGOG Atlantic/Alaskan Rigs Ltd. is a special purpose vehicle
organized under the laws of the British Virgin Islands (BVI).
The principal methodology used in this rating was Generic Project
Finance Methodology published in December 2010.
QORVO INC: Moody's Assigns 'Ba1' Corp. Family Rating
----------------------------------------------------
Moody's Investors Service assigned ratings to Qorvo, Inc.:
Corporate Family Rating of Ba1 and Probability of Default Rating of
Ba1-PD, a Ba1 (LGD4) rating to the $1 billion of Senior Notes, and
a Speculative Grade Liquidity rating of SGL-2. The rating outlook
is stable.
RATINGS RATIONALE
The Ba1 CFR reflects Qorvo's modest leverage, which Moody's expects
to remain below 2x debt to EBITDA (Moody's adjusted), its strong
niche position in the smartphone radiofrequency ("RF") filter
market and a portfolio of infrastructure and defense products. In
the RF market, Qorvo provides both sophisticated BAW filters, in
which it competes primarily against Avago Technologies, and the
more common SAW and TC-SAW RF filters, in which it competes
primarily against Skyworks Solutions. RF filter providers are
enjoying strong secular growth from both increased smartphone sales
as 4G networks rollout globally and increasing RF content per
phone. In the infrastructure and defense markets, Qorvo products
include RF chips for cellular base stations and military
applications such as radar. These products tend to have product
life cycles of at least several years, which adds predictability to
the revenue stream. Liquidity is good and is supported by an
undrawn $300 million unsecured revolver and Moody's expectation
that cash and short term investments will remain over $500
million.
Still, the modest leverage and good liquidity are needed to balance
the large revenue concentrations, as their top two customers
comprise nearly half of revenues, and the very short product life
cycles characteristic of the smartphone industry. Qorvo has
remaining execution risks related to the integration, as the two
ERP systems of the former RF Micro Devices and TriQuint
Semiconductor have yet to be merged. For the past two years, Qorvo
has generated much stronger EBITDA margins. This in part reflects
the rapid growth in mobile product revenues due to increased RF
content in smartphones as models become more data-intensive and due
to smartphone unit sales growth. The margins are also higher than
the two predecessor companies (RF Micro Devices and TriQuint
Semiconductor) due to operating cost reductions at RF Micro Devices
over the period. Although the degree of capital intensity is
significantly lower than that of vertically-integrated logic or
memory manufacturers, who must purchase leading production node
technology, the operating leverage of the integrated manufacturing
model tends to increase the profit margin volatility relative to a
fabless model as revenue declines can lead to underutilization of
fixed manufacturing capacity.
The Ba1 rating of the Senior Notes, which equals the Ba1 CFR,
reflects the single class of debt and the limited cushion of
subordinated liabilities in the capital structure. The Speculative
Grade Liquidity rating of SGL-2 reflects Qorvo's good liquidity,
which is supported by consistent FCF, the large cash balance, and
the $300 million unsecured revolver, which Moody's' expects will
remain undrawn.
The stable outlook reflects Moody's expectation that the remaining
steps required to integrate RF Micro and TriQuint will conclude
without any significant operational disruption and that the
combined company will generate revenue growth in the low double
digits over the next 12 months. With this revenue growth and the
operating leverage of the business, and an expectation that Qorvo
will refrain from further debt issuance, debt to EBITDA (Moody's
adjusted) should decline to below 1.5x over the next year.
Although a ratings upgrade is unlikely over the next year due to
the remaining integration risks, over the intermediate term the
ratings could be upgraded if Qorvo substantially reduces the
revenue concentration with its top two customers while generating
organic revenue growth in excess of the industry, and maintaining a
conservative leverage profile.
The ratings could be lowered if revenues increase at less than the
mid single digits percent rate over the next year or if the EBITDA
margin is sustained below the low 20s percent level (Moody's
adjusted). The rating could also be lowered if profitability
pressure or a material increase in debt levels lead to debt to
EBITDA (Moody's adjusted) sustained above 2.5x.
Qorvo, with dual headquarters in Greensboro, North Carolina and
Hillsboro, Oregon, produces radio frequency filters and modules
used in smartphones and other RF products used in a variety of end
markets including cellular telephony base stations, military and
commercial radar, and WiFi networks.
These ratings were assigned:
Corporate Family Rating -- Ba1
Probability of Default Rating -- Ba1-PD
Senior Unsecured Notes -- Ba1 (LGD4)
Speculative Grade Liquidity Rating -- SGL-2
Rating Outlook -- stable.
The principal methodology used in this rating was Global
Semiconductor Industry Methodology published in December 2012.
QUIKSILVER INC: Gets Final Approval to Conduct Closing Sales
------------------------------------------------------------
Quiksilver Inc. received final approval to conduct closing sales at
27 retail stores run by the company.
The order, issued by U.S. Bankruptcy Judge Brendan Shannon, allowed
the company to conduct closing sales pursuant to an agreement with
Hilco Merchant Resources LLC and Gordon Brothers Retail Partners
LLC.
The companies signed the agreement on Sept. 4 to close down
underperforming retail stores. The closing sales officially began
on Sept. 6, court filings show.
Quiksilver resolved an objection of the U.S. trustee by including
additional provisions to the order, one of which authorizes the
U.S. trustee to object to the compensation paid or expenses
reimbursed to Hilco and Gordon Brothers.
The company also inserted language to preserve the objection of a
group of landlords pending its resolution.
The landlords, which include Dolphin Mall Associates LLC and
Taubman Auburn Hills Associates Limited Partnership, had earlier
opposed the proposed sale of furniture, fixtures and equipment used
in operating the company's two retail stores located at the Dolphin
Mall in Miami, Florida, and at the Great Lakes Crossing Outlets in
Auburn Hills, Michigan.
Quiksilver defended the sale, saying the landlords' objection
mischaracterizes a lease provision regarding "trade fixtures" as
authorization for them to keep the assets at the conclusion of the
lease.
A copy of the final order is available without charge at
http://is.gd/UCrlPF
About Quiksilver
Quiksilver, Inc., designs, produces and distributes branded
apparel, footwear and accessories. The Company's apparel and
footwear brands, inspired by a passion for outdoor action sports,
represent a casual lifestyle for young-minded people who connect
with its boardriding culture and heritage. The Company's
Quiksilver, Roxy, and DC brands have authentic roots and heritage
in surf, snow and skate. The Company's products are sold in more
than 100 countries in a wide range of distribution, including surf
shops, skate shops, snow shops, its proprietary Boardriders shops
and other Company-owned retail stores, other specialty stores,
select department stores and through various e-commerce channels.
For additional information, please visit the Company's brand Web
sites at www.quiksilver.com, www.roxy.com and www.dcshoes.com.
Quiksilver began operations in 1976 as a California company making
boardshorts for surfers in the United States under a license
agreement with the Quiksilver brand founders in Australia. The
Company later reincorporated in Delaware and went public in 1986.
In fiscal year 2014 (ended Oct. 31, 2014), 34% of the Company's
revenue was generated by the Debtors, within the United States.
The remaining 66% is attributable to the Non-Debtor Affiliates
located outside the United States.
Sales at Company retail stores accounted for approximately 28% of
Company revenue during fiscal year 2014. The Company's retail
shops include full-price stores, factory outlet stores, and
"shop-in-shops." At the end of the fiscal year 2014, the Company
had approximately 266 full-price core brand stores, of which 75 are
located in the United States.
Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on
Sept. 9, 2015. Andrew Bruenjes signed the petition as chief
financial officer. The Debtors disclosed total assets of $337
million and total debts of $826 million.
Skadden, Arps, Slate, Meagher & Flom LLP is serving as the Debtors'
legal advisor, FTI Consulting, Inc. as their restructuring advisor,
and Peter J. Solomon Company as their investment banker. Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent.
The U.S. trustee overseeing the Chapter 11 cases of Quiksilver
Inc. and its affiliates appointed seven members to the official
committee of unsecured creditors.
RELATIVITY MEDIA: Gerald Butler Project in Limbo, Producers Say
---------------------------------------------------------------
People involved with the Hunter Killer movie project are opposing
efforts by Relativity Media for an extension of its exclusive
periods to propose a bankruptcy-exit plan, saying that giving the
studio further breathing room will cause movie star Gerard Butler
to leave production.
Relativity Media and its affiliated debtors on Oct. 26 filed a
motion asking the Bankruptcy Court to extend their exclusive plan
filing period by 120 days, from Nov. 27, 2015 through and including
March 26, 2016, and the exclusive period to solicit acceptances of
the plan by 120 days, through and including May 25, 2016.
An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on Oct.
21 completed its purchase of the assets of Relativity's television
business.
Immediately after concluding the sale of the television business
unit, the Debtors turned to the process of formulating a Chapter 11
plan to restructure their business around their remaining assets,
including the Debtors' motion picture assets. The Debtors say they
are endeavoring to file their disclosure statement(s) and plan(s)
in the very short term. However, they are seeking an exclusivity
extension to avoid any distraction of the threat of potential
competing plans that may be proposed by other constituencies if the
exclusive periods are terminated.
Neal H. Moritz, Neal H. Moritz, Inc., George Wallace, Donald Keith
("Keith"), and Arne L. Schmidt, Inc. -- the "Hunter Killer Parties"
-- however, claim that Relativity is presently not a going concern
capable of reorganization under a Chapter 11 Plan. They allege that
Ryan Kavanaugh, the Debtors' CEO, has been "operating" by
proliferating false, misleading statements and omissions of
material facts that have the effect of defrauding investors and
counter-parties to executory contracts.
According to the Hunter Killer Parties, Relativity's "film studio"
not only has no money, but it has no leadership. They note that in
the past months, the President and Chief Operating Officer (and
senior creative executive), President of Production and President
of Marketing have all left the company. They add that with no
collateral to pledge, Relativity cannot borrow or raise funds to
release pictures that are now "in the can," and the same goes for
its ability to acquire or produce movies for distribution.
They also point out that Relativity has sold off its TV business,
its fashion business is no longer operating, and Relativity only
has a minority non-controlling interest in the sport business.
The Hunter Killer Parties complain that parties who are in contract
with Relativity to produce their films are now being held hostage,
while (i) Relativity is incapable of financing the production of or
distribution of feature films, and (ii) Mr. Kavanaugh, with the
tacit support of the hedge funds that now control the senior
secured debt, tries to lure an unsuspecting investor to fund his
failed business model."
"If the Court grants the Debtors' Motion, the Hunter Killer Parties
will be trapped in the purgatory between assumption and rejection
until May 2016 at the earliest—after the Hunter Killer Parties
have already been irreparably damaged," Michael Elkin, Esq., at
Winston & Strawn LLP, tells the Court.
"Among other things, if the Court grants the Motion, the delay will
cause the internationally known star, Gerard Butler, to leave the
production, and that will in turn diminish the value of the project
to the point where production financing to produce the picture that
the Hunter Killer Parties now have will evaporate."
Counsel to the Hunter Killer Parties:
WINSTON & STRAWN LLP
Michael Elkin, Esq.
Carrie V. Hardman, Esq.
200 Park Avenue
New York, New York 10166
Tel: (212) 294-6700
Fax: (212) 294-4700
Short DIP Maturity Extensions Granted
As of Nov. 6, 2015, Judge Michael E. Wiles has signed five orders
granting short extensions of the maturity date of the Debtors' DIP
facility.
The Court on Aug. 27, 2015, entered an order authorizing the
Debtors to obtain $49,500,000 in postpetition debtor-in-possession
financing from certain of the Debtors' prepetition secured lenders.
The Final DIP Order was negotiated in the context of a proposed
sale of substantially all of the Debtors' assets that was to close
in approximately six weeks.
The Debtors later filed a motion to enter into a First Amendment to
the DIP Financing Agreement. The Debtors explained that following
the sale of the TV business, a global agreement has been reached
among parties to provide the Debtors with an opportunity to
reorganize their business around their non-TV business assets.
Heatherden Securities LLC, a Delaware Limited Liability Company has
agreed to purchase the Original DIP Facility, as modified to
$35,000,000, from the Original DIP Lenders for $35,000,000 as part
of the global agreement.
Pending approval of the DIP Amendment, the Debtors sought and
obtained extensions of Oct. 21 maturity date of the DIP Facility.
The fifth order signed by the judge on Nov. 6 extended the maturity
date from Nov. 5 to Nov. 6.
CIT Bank, N.A., successor-in-interest to OneWest Bank N.A. (the
"Production Agent"), as both the agent and a lender under two
separate Loan and Security Agreements, submitted an objection to
the proposed DIP Documents in their current form. According to CIT
Bank, the Debtors have proposed an apparent plan that, although it
has not yet been shared with the Court or the DebtorsÂ’ creditors,
appears to be wrapped into the Proposed DIP Documents. According to
CIT Bank, this plan also appears to include additional loans
secured by liens against CIT's collateral, which may be granted to
parties that are subordinate to CIT pursuant to the LSAs.
Counsel to CIT Bank:
LOEB & LOEB LLP
Walter H. Curchack, Esq.
Vadim J. Rubinstein, Esq.
345 Park Avenue
New York, NY 10154
10100 Santa Monica Boulevard
Los Angeles, CA 90067
About Relativity
Relativity -- http://relativitymedia.com/-- is a next-generation
global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music. More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.
Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations. Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless,
and The Fighter.
Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code on July 30, 2015 (Bankr. S.D.N.Y., Case No. 15-11989). The
case is assigned to Judge Michael E. Wiles.
The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day,
in New York.
Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager. Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.
Blackstone Advisory Partners L.P. serves as the Debtors'
investment banker. The team is led by Timothy Coleman, Senior
Managing Director, CJ Brown, Senior Managing Director, Paul
Sheaffer, Vice President, and Joseph Goldschmid, Associate.
The Debtors' noticing and claims agent is Donlin, Recano &
Company, Inc.
* * *
An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on Oct.
21 completed its purchase of the assets of Relativity Television.
Macquarie Investments US Inc. withdrew its motion for adequate
protection or relief from the automatic stay after the Debtors
opted to only sell their TV business instead of substantially all
assets.
After selling their TV business, the Debtors say that they intend
to formulate a plan to restructure their business around their
remaining assets, including the Debtors' motion picture assets.
REVEL AC: BNY Mellon Asserts $1M Obligation for Electricity
-----------------------------------------------------------
Jeannie O'Sullivan at Bankruptcy Law360 reported that Bank of New
York Mellon said on Oct. 29, 2015, that the new owner of the
shuttered Revel Hotel Casino owes its energy supplier $1 million,
and it wants a federal judge to order business tycoon Glenn Straub
to pay up before he racks up more debt.
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates
Revel, a Las Vegas-style, beachfront entertainment resort and
casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey. Revel AC Inc. and five of its affiliates sought
bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-22654) on
June 19, 2014, to pursue a quick sale of the assets. The Chapter
11 cases of Revel AC LLC and its debtor-affiliates are transferred
to Judge Michael B. Kaplan. The Debtors' cases was originally
assigned to Judge Gloria M. Burns. The Debtors' Chapter 11 cases
are jointly consolidated for procedural purposes. Revel AC
estimated assets ranging from $500 million to $1 billion, and the
same amount of liabilities.
White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker. The
Debtors' solicitation and claims agent is Alixpartners, LLP.
The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP. The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.
This is Revel AC's second trip to bankruptcy. The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No.
13-16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion. Less than two months later on May 15,
2013,
the 2013 Plan was confirmed and became effective on May 21, 2013.
* * *
Revel AC, Inc., et al., on April 20, 2015, filed an amended plan
of reorganization and accompanying disclosure statement to
incorporate the terms of a settlement and plan support agreement
entered into with the Official Committee of Unsecured Creditors,
and Wells Fargo Bank, N.A., as DIP Agent, and Wells Fargo Principal
Lending, LLC, as a Prepetition First Lien Lender and DIP Lender.
The Settlement Agreement, among other things, provides that Wells
Fargo agrees to give the general unsecured creditors $1.60 million
of its recovery from the proceeds of the sale of substantially all
of the Debtors' assets to Polo North Country Club, Inc., and to
advance $150,000 from its recovery to fund the Debtors'
reconciliation of claims and prosecution of claims or estate causes
of actions.
Early in April 2015, U.S. Bankruptcy Judge Gloria Burns approved
an $82 million sale of the Revel Casino Hotel to Polo North Country
Club, Inc., which is owned by Florida developer Glenn Straub,
ending nearly 10 months of contentious legal combat for control of
the Atlantic City, N.J., resort.
SABINE OIL: Judge Sounds Alarm on Ballooning Bankruptcy Fees
------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New York
bankruptcy judge on Oct. 30, 2015, pleaded with attorneys
representing Sabine Oil & Gas Corp. and its creditors to reign in
the fees that have been charged over the first two months of the
company's Chapter 11, saying the costs are significant and not
sustainable.
During a hearing in Manhattan, U.S. Bankruptcy Judge Shelley
Chapman urged attorneys to get "leaner not meaner" after counsel
for the debtor and its stakeholders bickered over costs related to
an investigation of Sabine's ill-fated tie up Forest Oil Corp.
About Sabine Oil & Gas
Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S. The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville. The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315 non-operating)
and has approximately 165 full-time employees.
Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.
The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent. The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.
The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors. The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.
STANDARD REGISTER: Seeks Approval of Wind-Down Settlement
---------------------------------------------------------
BankruptcyData reported that Standard Register filed with the U.S.
Bankruptcy Court a motion, under Rule 9019, for an order approving
its wind-down settlement agreement.
Court-filed documents note, "Pursuant to the Committee Settlement,
Silver Point and its affiliates agreed to, among other things,
release all right, title, interest, or claim in certain assets that
would remain with the Debtors, including the Wind-Down Amount. The
Committee Settlement also provides that 'the Wind-Down Amount
includes $1,850,000 on account of professional fees and expenses of
the professional advisors to the DIP Agents.'...
Pursuant to the Wind-Down Settlement, the Debtors have agreed,
among other things, to pay $750,000 from the Wind-Down Amount to
Silver Point (the 'Settlement Payment'), and Taylor has agreed,
among other things, to relinquish any beneficial or reversionary
interest or other claim to the Wind-Down Amount, including the
Settlement Payment. In exchange, Silver Point has agreed, among
other things, to (i) release its claim to any further portion of,
or further distribution from, the Wind-Down Amount, including any
return of funds from Anthem, and (ii) support the Plan."
The Court scheduled a Nov. 18, 2015, hearing to consider the
motion, with objections due by Nov. 12, 2015.
About Standard Register
Standard Register provides market-specific insights and a
compelling portfolio of workflow, content and analytics solutions
to address the changing business landscape in healthcare,
financial services, manufacturing and retail markets. The Company
has operations in all U.S. states and Puerto Rico, and currently
employs 3,500 full-time employees and 16 part-time employees.
The Standard Register Company and 10 affiliated debtors sought
Chapter 11 protection in Delaware on March 12, 2015, with plans to
launch a sale process where its largest secured lender would serve
as stalking horse bidder in an auction.
The cases are pending before the Honorable Judge Brendan L.
Shannon and are jointly administered under Case No. 15-10541.
The Debtors have tapped Gibson, Dunn & Crutcher LLP and Young
Conaway Stargatt & Taylor LLP as counsel; McKinsey Recovery &
Transformation Services U.S., LLC, as restructuring advisors; and
Prime Clerk LLC as claims agent.
The Official Committee of Unsecured Creditors tapped Lowenstein
Sandler LLP as its counsel and Jefferies LLC as its exclusive
investment banker.
STATION CASINOS: Scuffle with Union Pulls in Deutsche Bank
----------------------------------------------------------
Liz Moyer, writing for The New York Times' DealBook, reported that
the long-running fight between culinary workers and a casino owner
in Las Vegas is about to go another round and the workers are
hoping the regulatory troubles faced by a German bank might give
them the advantage they have been looking for.
According to the report, Station Casinos, which operates 19 casinos
in Nevada, filed for an initial public offering last month, with
the securities division of Deutsche Bank leading the effort. The
bank, through a subsidiary, is also a 25 percent owner of the
casino company, which was founded in 1976 by Frank Fertitta Jr. and
is still controlled by his family, the report related.
The union's issue: The initial public offering documentation fails
to mention that Deutsche Bank has paid more than $2.5 billion this
year to settle investigations into its capital markets activities,
the report related. Specifically, Deutsche Bank paid $2.5 billion
this spring to settle its part of a broad regulatory inquiry into
how banks set interest rates in the interbank-loan market, the
report said. More recently the bank paid $258 million to New York
State regulators and the Federal Reserve over its dealings with
customers in companies that are under sanction by the United
States, like Iran and Syria, the report added.
About Station Casinos
Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.
Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel. Lazard Freres & Co. LLC is investment banker and
financial advisor. Kurtzman Carson Consultants LLC is the claims
and noticing agent. Brad E. Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serve as counsel to the Official Committee of Unsecured
Creditors.
In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009. About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.
Green Valley Ranch Gaming, LLC and thirty other affiliates of
Station Casinos Inc. sought bankruptcy protection under Chapter 11
protection on April 12, 2011. First to file among the April 12
Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-
51188). The April 12 Debtors filed a prepackaged plan of
reorganization together with their Chapter 11 petitions to
reorganize debts and consummate the sale of the Green Valley Ranch
Resort, Spa & Casino to a group of buyers led by the Fertitta
family.
* * *
As reported by the Troubled Company Reporter on Aug. 31, 2015,
Standard & Poor's Ratings Services revised its rating outlook on
Las Vegas-based Station Casinos LLC to positive from stable and
affirmed all ratings on the company, including its 'B' corporate
credit rating.
"The outlook revision reflects our expectation that Station
Casinos' credit measures will continue to improve through 2016, as
a result of continued good operating performance coupled with debt
repayment," said Standard & Poor's credit analyst Stephen Pagano.
TAYLOR-WHARTON INT'L: Gets Approval for Quick Chapter 11 Auction
----------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on Oct. 29, 2015, approved cryogenics company
Taylor-Wharton International LLC's plan for a stalking horse sale
with a $24 million floor bid, paving the way for an auction in
mid-November.
U.S. Bankruptcy Judge Brendan L. Shannon signed off on
Taylor-Wharton's bid procedures, approving a stalking horse bid for
the company's so-called CryoScience business line from Haier
Medical and Laboratory Products USA Inc. for $24 million in cash
plus the assumption of certain liabilities.
Judge Shannon approved the plan over the objections.
About Taylor-Wharton
Taylor-Wharton International LLC and Taylor-Wharton Cryogenics LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead
Case No. 15-12075) on Oct. 7, 2015. The petition was signed by
Thomas Doherty as chief restructuring officer.
Cryogenics is a leading designer, engineer and manufacturer of
cryogenic equipment designed to transport and store liquefied
atmospheric and hydrocarbon gases. Cryogenics has a single United
States operation in Theodore, Alabama. Cryogenics is the direct
or indirect parent of several foreign non-debtor subsidiaries
which have manufacturing operations in China, Malaysia, Slovakia,
and warehousing operations in Germany and Australia.
The Debtors have engaged Reed Smith LLP as general bankruptcy
counsel, Argus Management Corporation as interim management
services provider, Stifel, Nicolaus & Company, Incorporated and
Miller Buckfire & Company LLC as investment banker and Logan &
Company, Inc., as noticing and claims agent.
The Debtors estimated both assets and liabilities of $100 million
to $500 million. O'Neal Steel Inc. is listed as the largest
unsecured creditor holding a trade claim of $788,815.
Judge Brendan Linehan Shannon is assigned to the case.
TOLLENAAR HOLSTEINS: Chapter 11 Case Dismissed Effective Nov. 15
----------------------------------------------------------------
The Hon. Christopher D. Jaime of the U.S. Bankruptcy Court for the
Eastern District of California signed an order granting the motion
to dismiss Tollenaar Holsteins, et al.'s Chapter 11 case. The
cases are dismissed effective Nov. 15, 2015.
Russell K. Burbank, the Chapter 11 trustee, filed the motion to
convert the Chapter 11 cases to Chapter 7, or in the alternative,
to dismiss the cases. The Debtors, in response, said they do not
consent to the conversion of their cases to Chapter 7 but do do not
oppose dismissal of their cases.
The U.S. Trustee, in response, stated that dismissal is not in the
best interest of creditors because a Chapter 7 trustee might not be
able to realize some proceeds from unemcumbered vehicles and the
potential actions under Chapter 5.
As reported by The Troubled Company Reporter on July 29, 2015, the
trustee asserted that there are no funds available to pay for
further administration and the trustee's use of cash collateral has
been terminated. Counsel for the trustee reviewed the Debtors'
Statements of Financial Affairs and determined that the presence of
potential avoidance actions that might be pursued suggested that a
conversion to Chapter 7 might be more in the interest of creditors
than a dismissal.
The orderly liquidation of the Debtors' assets has made
rehabilitation or reorganization impossible, the Chapter 11 Trustee
asserted. Remaining in Chapter 11 will only lead to further loss
and diminution of the estate, the Chapter 11 Trustee adds.
About Tollenaar Holsteins
Tollenaar Holsteins and its affiliates Friendly Pastures, LLC, and
T Bar M Ranch, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 15-20840) on Feb. 4,
2015. The case is assigned to Judge Christopher D. Jaime.
The Debtors' counsel is Jason E. Rios, Esq., at Felderstein
Fitzgerald Willoughby & Pascuzzi LLP, in Sacramento, California.
The Bankruptcy Court approved the joint administration of the cases
of Tollenaar Holsteins, Friendly Pastures, LLC, and T Bar
M Ranch, LLC, are jointly administered under the lead case of
Tollenaar Holsteins, Case No. 15-20840.
Russell K. Burbank was appointed as the Chapter 11 trustee for the
Debtor.
TRONOX LIMITED: Moody's Lowers CFR to B2, Outlook Negative
----------------------------------------------------------
Moody's downgraded the Corporate Family Ratings of Tronox Limited
to B2 from B1. Other ratings downgraded at this time include the
rating on the senior secured term loans to B1 from Ba3 and the
ratings on the senior unsecured bonds to Caa1 from B3; the
Speculative Grade Liquidity Rating was affirmed at SGL-2. The
outlook on the ratings is changed to negative from stable.
Downgrades:
Issuer: Tronox Limited
Corporate Family Rating, Downgraded to B2 from B1
Probability of Default Rating, Downgraded to B2-PD from B1-PD
Affirmations:
Issuer: Tronox Limited
Speculative Grade Liquidity Rating, Affirmed SGL-2
Outlook Actions:
Issuer: Tronox Limited
Outlook, Changed To Negative From Stable
Issuer: Tronox Finance LLC
Backed Senior Unsecured Regular Bond/Debenture, Downgraded to
Caa1 (LGD5) from B3 (LGD5)
Outlook Actions:
Issuer: Tronox Finance LLC
Outlook, Changed To Negative From Stable
Issuer: Tronox Pigments (Netherlands) B.V.
Senior Secured Bank Credit Facility, Downgraded to B1 (LGD3)
from Ba3 (LGD3)
Outlook Actions:
Issuer: Tronox Pigments (Netherlands) B.V.
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
The downgrades reflect the extent to which Tronox's metrics have
become stressed for the ratings while the continued weakness in the
TiO2 pigment markets results in weak and declining prices and
profits for Tronox. The decline in adjusted EBITDA from $116
million in 2Q15 to $86 million in 3Q15 underscores this trend,
while prices in 4Q15 continue to slip and the outlook for the next
few quarters is likely to be at best flat but might also exhibit
further price declines in TiO2 pigment. Prices in Tronox's
feedstocks and co-products zircon and rutile have also
significantly declined recently. Some recovery is possible as the
pigment industry moves into the seasonally stronger period next
year, but the depth and duration of the trough and the prospects
for recovery in prices are still unclear at this time.
Helping to offset the market weakness, Tronox continues to
implement significant self-help measures including cost reduction
efforts targeting $60 million and $50 million in cost savings in
2015 and 2016, respectively, while the company's planned reduction
in inventories is expected to be a source of cash in the 4th
quarter and aimed at generating an additional $130 million in 2016.
Moreover, the completion of the Fairbreeze mining project by
mid-2016 is expected to improve smelting operations and contribute
to growth in rutile and zircon earnings beginning in the second
half of 2016. Completion of the project will also allow for a
reduction in 2016 capex compared with 2015.
While Moody's believes free cash flow is likely to be moderately
negative the next couple of quarters, the benefits of cost
reduction, lower working capital and lower capex should allow free
cash flow to be closer to neutral in the latter part of next year,
assuming no significant further deterioration in TiO2 market
conditions. Furthermore, the potential to cut or reduce the
dividend could further support Tronox's free cash flow and help
mitigate or minimize the potential cash bleed if TiO2 prices and
profits continue to decline.
Despite the seriousness of the operating pressures, Tronox
currently has adequate liquidity with balance sheet cash of $145
million at Sept. 30, 2015 and roughly $350 million availability
under the $500 million revolver, plus another $96 million
equivalent in its South African revolver, all of which should be
sufficient to finance periods where free cash flow is negative and
carry it through the medium term, albeit any further drawings on
the revolvers will add to an already heavy debt burden and further
weaken already stressed metrics. The revolver has no maintenance
covenants (accept for a springing coverage test when usage exceeds
$450 million) and there are no debt maturities until 2020, other
than the $16 million annual amortization of the term loan.
The negative outlook reflects our concerns that TiO2 prices might
have further to fall, and that Tronox's self-help measures might
not be enough over time to avoid further significant drawings under
its revolver.
In the absence of stabilization in the TiO2 market or evidence that
cost reduction efforts create a floor in Tronox earnings, Moody's
would likely consider a downgrade to Tronox's B2 CFR. Multiple
quarters of meaningful negative free cash flow that cause higher
usage on the revolver and lead to higher total gross debt would
also cause us to consider a downgrade.
Prospects for an upgrade on a fundamental basis are virtually
non-existent at this time. However, it's plausible that an M&A
event that involves Tronox could result in a balance sheet and
profile that support a higher rating. M&A activity could also
begin to shift the psychology in the industry and provide a
catalyst for recovery and possible opportunities for industry
rationalization at a faster pace.
The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.
USA DISCOUNTERS: FTI Consulting OK'd as Panel's Financial Advisor
-----------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court
District of Delaware authorized the Official Committee of Unsecured
Creditors in the Chapter 11 cases of USA Discounters, Ltd., et al.,
to retain FTI Consulting, Inc., as its financial advisor for nunc
pro tunc to Sept. 1, 2015.
FTI will provide financial advisory services to the Committee and
its legal advisors, including, among other things:
1. assist in the review of financial related disclosures
required by the Court, including the schedules of assets and
liabilities, the statement of financial affairs and monthly
operating reports;
2. assist in the preparation of analysis required to assess any
use of cash collateral; and
3. assist with the assessment and monitoring of the Debtors'
short term cash flow, liquidity and operating results.
FTI will seek payment for compensation on a fixed monthly basis of
$75,000 for the first three month and $50,000 per month thereafter,
plus reimbursement of actual and necessary expenses.
To the best of the Committee's knowledge, FTI is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About USA Discounters
USA Discounters was founded in May 1991. in the City of Norfolk,
Virginia, under the name USA Furniture Discounters, Ltd. It sold
goods through two groups of stores -- one group of specialty
retail stores operating under the "USA Living" brand, typically in
standalone locations, and seven additional retail stores operating
under the "Fletcher's Jewelers" brand, typically in major shopping
malls.
USA Discounters, Ltd., and two affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-11755) on
Aug. 24, 2015, to wind down the business.
The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys, and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.
USA Discounters Ltd. disclosed total assets of $97,490,455 plus an
undetermined amount and total liabilities of $63,011,206 plus an
undetermined amount.
The Official Committee of Unsecured Creditors is represented by
Kelly Drye & Warren LLP as lead counsel, Khler Harrison Harvey
Branzburg LLP as its Delaware co-counsel. FTI Consulting, Inc.,
serves as its financial advisor.
WAYNE COUNTY, MI: Court Dismisses AFSCME's Suit Against Evans
-------------------------------------------------------------
AFSCME Council 25 and their affiliated Locals, the collective
bargaining representatives for roughly 2,500 employees in Wayne
County, are suing Charter County of Wayne and its County
Executive/Chief Administrative Officer, Warren Evans.
The Defendants have entered into a Consent Agreement with the state
of Michigan that grants Evans a set of powers designed to deal with
what the state of Michigan has determined is a financial crisis in
Wayne County. The Plaintiffs allege that the defendants are
without power to take a variety of actions to address the financial
crisis that would negatively affect various rights of the
plaintiffs' member employees.
Judge Judith E. Levy of the United States District Court for the
Eastern District of Michigan, Southern Division, denied the
Plaintiff's Motion For Preliminary Injunction and grated the
Defendants' Motion to Dismiss.
The case is AFSCME Council 25 and its Affiliated Locals,
Plaintiffs, v. Charter County of Wayne and Warren Evans,
Defendants, CASE NO. 15-CV-13288.
A full-text copy of the Opinion and Order dated October 16, 2015 is
available at http://is.gd/L4icOrfrom Leagle.com.
AFSCME Council 25, and its affiliated locals, Plaintiff,
represented by Mark A. Porter, Esq. -- mporter@map-law.com -- Mark
A Porter & Assocs PLLC & Jamil Akhtar, Esq. -- Akhtar & Ebel.
Defendants, represented by Bruce A. Campbell, Wayne County
Corporation Counsel & Richard C. Kaufman, Zausmer, Kaufman.
WINSTAR COMMUNICATIONS: SC Won't Hear Appeal Over $42.5M Deal
-------------------------------------------------------------
Adam Sege at Bankruptcy Law360 reported that the U.S. Supreme Court
declined on Nov. 2, 2015, to take up a case accusing three
financial firms of exaggerating the value of bankrupt telephone
company Winstar Communications Inc. to inflate its 2001 purchase
price, allowing the Third Circuit's decision not to revive the
lawsuit to stand.
The high court denied a petition from IDT Corp. and Winstar
Holdings LLC, which had asked the high court to resurrect the
companies' case alleging that Blackstone Group LP and two other
companies misrepresented the value of Winstar Communications.
About Winstar Communications, Inc.
Based in New York, Winstar Communications, Inc., provided
broadband services to business customers. The company and its
debtor-affiliates filed for chapter 11 protection on April 18,
2001 (Bankr. D. Del. Case Nos. 01-01430 through 01-01462). As
part of their chapter 11 restructuring strategy, the Debtors sold
their domestic telecom assets to IDT Winstar Acquisition, Inc.
IDT later sold the Winstar Assets to GVC Networks, LLC, resulting
in the creation of GVCwinstar, a wholly owned subsidiary of GVC
Networks.
On Jan. 24, 2002, the Bankruptcy Court converted the Debtors'
cases to a Chapter 7 liquidation proceeding. Christine C. Shubert
serves as the Debtors' Chapter 7 trustee. The Chapter 7
trustee is represented by Fox Rothschild LLP and Kaye Scholer LLP.
When the Debtors filed for bankruptcy, they listed $4,975,437,068
in total assets and $4,994,467,530 in total debts.
In early 2009, the U.S. Court of Appeals for the Third Circuit
affirmed a ruling that required an Alcatel-Lucent SA unit to
return to the Chapter 7 trustee a $188.2 million loan payment it
accepted in 2000. As a business partner to the telecommunications
company, Lucent Technologies Inc. was an "insider" under U.S.
bankruptcy law and owes Winstar's trustee the money, the appeals
court said.
Z'TEJAS SCOTTSDALE: Seeks Turnover of PACA Trust Assets
-------------------------------------------------------
Z'Tejas Scottsdale, LLC, et al., seek authority from the United
States Bankruptcy Court for the District of Arizona to turnover
assets of a trust created under the Perishable Agricultural
Commodities Act.
The Debtors asserted that the PACA Trust assets do not constitute
property of the Debtors' estates and creditors will not be
prejudiced because holders of valid PACA claims would be entitled
to payment from the applicable statutory trust ahead of the
Debtors' other creditors. Payments to holders of PACA claims are
consistent with the intent of PACA and, in fact, will inure to the
benefit of creditors and all parties in interest by facilitating
the continued operations of the Debtors' restaurants, the Debtors
tell the Court.
Because the PACA Trust assets are not property of the estate, the
turnover of the property will not positively or negatively affect
potential distributions on account of claims asserted against the
Debtors' estates, the Debtors assert.
PACA Trust creditors Grand Avenue Produce, Inc., and Green Farms,
Inc., t/a Worldwide Produce, objected to the motion and asserted
that they object to the proposed order, since the proposed order
merely authorizes, but does not direct, the Debtors to pay the PACA
Trust Creditors their undisputed PACA trust claims, and also does
not set forth a date certain by which payment is to be made.
Z'Tejas Scottsdale, LLC, et al. are represented by:
John W. Lucas, Esq.
Jason H. Rosell, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
150 California Street, 15th Floor
San Francisco, CA 94111
Tel: (415) 263-7000
Fax: (415) 263-7010
E-mail: jlucas@pszjlaw.com
jrosell@pszjlaw.com
Grand Avenue Produce, Inc. and Green Farms, Inc. t/a Worldwide
Produce are represented by:
Richard C. Cole, Jr., Esq.
RICHARD C. COLE, JR., LTD
11811 N. Tatum Boulevard, Ste. 1051
Phoenix, AZ 85028
Tel: 602-997-6191
Fax: 602-997-9807
Email: richard.cole@azbar.org
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.
ZEV BENTOW: Must Show Cause Why Ch. 11 Should Not Be Dismissed
--------------------------------------------------------------
Judge Thomas B. Donovan of the United States Bankruptcy Court for
the Central District of California, Los Angeles Division, ordered
Debtor Zev Jeff Bentow to show cause why his Chapter 11 case should
not be dismissed.
Judge Donovan held that Bentow has not shown that his Chapter 11
petition was filed in good faith. The judge found that Bentow is
solvent, with a self-reported $4,350,000 in equity, while only one
of his 28 properties is in dispute. The court had previously
issued a show cause order why litigation involving Bentow's real
property on Avalon Blvd. in Los Angeles, California should not be
remanded to the superior court. The said order was withdrawn after
Bentow's counsel indicated that he would file a joint stipulation
of uncontested facts and provide a clear outline for its timely
resolution. However, six months have passed but Bentow has yet to
file the said joint stipulation.
Judge Donovan also found that Bentow had no workable disclosure
statement on file and has not demonstrated that he has a viable
reorganization plan in prospect.
Lastly, Judge Donovan discussed that none of the outstanding issues
in Bentow's chapter 11 case are likely to be resolved expeditiously
so as to permit a "reasonable possibility of a successful
reorganization within a reasonable time."
The case is In re: Zev Jeff Bentow, Chapter 11, Debtor, CASE NO.
2:14-BK-31963-TD (Bankr. C.D. Cal.).
A full-text copy of Judge Donovan's October 23, 2015 order is
available at http://is.gd/7UVvrJfrom Leagle.com.
[*] Ex Maine Chief Bankruptcy Judge Heads to Bernstein Shur
-----------------------------------------------------------
Carmen Germaine Bankruptcy Law360 reported that New England firm
Bernstein Shur Sawyer & Nelson PA expanded its restructuring
practice with the addition of the former chief judge of the Maine
bankruptcy court, who also has extensive experience serving on a
tribal appellate court.
Judge Louis H. Kornreich will join Bernstein Shur as an of counsel
attorney leading the firm's mediation practice in its Portland,
Maine, office, bringing 14 years of experience as a justice on the
bankruptcy court, over half of it as chief judge.
[*] Moody's: Wide Earnings Disparity in NA/EMEA Chemicals Sector
----------------------------------------------------------------
The strong dollar, volatile commodities prices and slowing growth
in China and Brazil are leading to a wide range in earnings across
the chemicals industry in the North American and Europe, Middle
East and Africa (EMEA) region, says Moody's Investors Service.
However, overall industry growth will remain in a low growth mode
through early 2017, underpinning the rating agency's stable outlook
on the industry.
Energy and feedstock prices will continue to fall into 2016,
leading to very modest increases in EBITDA for most companies in
2015 and mitigating negative, or minimal, revenue growth for most
of this year and next. However, Moody's forecasts that average
EBITDA will be up by about 2% in 2016 as marginal growth in
revenues for the industry and better margins for specialty
producers is offset by weakness at the larger North American
petrochemical and fertilizer companies.
"Earnings for producers of commodities whose prices remain weak
will continue to decline, but weak feedstock prices are expanding
margins for certain producers of downstream commodities and
specialties, said John Rogers, a Moody's Senior Vice President.
"Meanwhile, European companies will continue to benefit from the
strong US dollar and low oil prices, but the recession in Brazil
and weak exchange rates pose credit risk for large agricultural
chemical and fertilizer companies with exposure to the country."
Slowing growth in China will also dampen global growth in the
sector and keep a lid on energy costs and commodities prices
through at least 2017, according to the report "Chemicals -- North
America and EMEA: Strong Dollar and Low Commodity Prices Create
Wide Earnings Disparity".
Moody's notes that continued low oil prices will result in margin
declines in excess of 10% in 2016 for some of the world's largest
petrochemical and fertilizer companies, although the declines will
be smaller at more diversified companies.
However, companies continue to carry large cash balances, which
will spur M&A activity in 2016.
"Companies will take advantage of low interest rates to strengthen
their businesses and compensate for low organic growth rates by
acquiring mostly bolt-on assets or product lines," said Rogers.
"And the economic environment in Brazil will spur consolidation
among companies in the agricultural chemicals sector, which have
been the hit hard by low crop prices and weak exchange rates."
[*] Moodys: 2016 Outlook for Power & Utilities Changed to Negative
------------------------------------------------------------------
Moody's Investors Service revised its industry outlook for
fundamental business conditions in 2016 for the US unregulated
power and utilities sector to negative, citing declining prices for
power and natural gas. At the same time, Moody's announced a
stable industry outlook for US regulated utilities in 2016,
underpinned by a continued expectation of a supportive regulatory
environment.
Unregulated utilities with coal and nuclear plants are under
additional stress, as falling power and gas prices will impact
their operating cash flow, according to the report, "2016 Outlook
-- US Unregulated Power and Utilities." Utilities with mostly
gas-fired plants will fare better as fuel costs fall with revenue,
but the entire market is hampered by weaker demand growth due to
energy conservation efforts and a tepid economy.
"A significant decline in gas prices in late 2014 that continued
into 2015 brought down power prices in all deregulated markets
except for PJM, which is by far the largest in the US," says
Moody's Vice President-Senior Credit Officer Toby Shea. "But as
more new gas plants enter the market, the potential for a sustained
decline in PJM's all-in power prices is driving our negative
outlook."
While baseload coal and nuclear generators in PJM will benefit from
higher capacity prices related to the capacity performance product
starting in 2016, the gains are insufficient to offset the larger
drop in wholesale power prices.
For regulated utilities, the stable outlook affirms Moody's
expectation that regulators will continue enabling utilities to
recover costs and maintain steady cash flows. For 2016, the ratio
of cash flow to debt is expected to be roughly 21% on average for
the industry, according to the report, "2016 Outlook -- US
Regulated Utilities."
While not a primary driver of the US regulated industry outlook,
several US utilities are increasingly using holding company
leverage to drive returns, a credit negative. An increase in
parent leverage could have negative implications for the
consolidated, corporate family.
"We are finding that utility holding companies are increasingly
using parent debt to finance M&A deals. Several recent
acquisitions include the use of significant leverage at the parent
as part of the acquisition financing," says Moody's Vice
President-Senior Analyst Jeffrey Cassella. "As a result, we have
taken negative rating actions on the parent's rating or outlook."
Regulated utilities have taken a credit positive step in working
with regulators to revamp their rate design and remain ahead of the
potential industry transformation from widespread adoption of wind
and solar power and other renewables energy.
Moody's outlooks reflect the rating agency's expectations for the
fundamental business conditions in the industry over the next 12 to
18 months.
[*] U.S. Southeast Region Drives 3Q Health-Care Distress
--------------------------------------------------------
Aleksandrs Rozens and Carolina Wilson, writing for Bloomberg Brief
- Distress & Bankruptcy, reported that more than 50 percent of the
health-care businesses tracked by Polsinelli/TrBK Healthcare
Services Distress Research Index in the third quarter were in the
U.S. southeast region.
Some of this distress may be tied to the large number of
stand-alone rural health-care facilities in the Southeast, the
growing difficulties for out-of-network providers, and the ability
of creditors to quickly exercise foreclosure remedies, the
Bloomberg report said, citing Polsinelli's Bobby Guy. "It might
also be related to health-care reimbursements under Medicaid
resulting in providers receiving less payment," he said.
[*] USTP Has $81.6M Deal with Wells Fargo for Ch. 13 Errors
-----------------------------------------------------------
The Department of Justice's U.S. Trustee Program said on Nov. 5
that it has entered into a national settlement agreement with Wells
Fargo Bank N.A., requiring the firm to pay $81.6 million in
remediation for its repeated failure to provide homeowners with
legally required notices, thereby denying homeowners the
opportunity to challenge the accuracy of mortgage payment
increases. These failures violated federal bankruptcy rules that
took effect in December 2011 and imposed more detailed disclosure
requirements to ensure proper accounting of fees and charges on
homeowners in bankruptcy.
Bankruptcy Rule 3002.1 requires mortgage creditors to file and
serve a notice 21 days before adjusting a Chapter 13 debtor’s
monthly mortgage payment. Wells Fargo acknowledges that it failed
to timely file more than 100,000 payment change notices (PCNs) and
failed to timely perform more than 18,000 escrow analyses in cases
involving nearly 68,000 accounts of homeowners in bankruptcy
between Dec. 1, 2011, and March 31, 2015. Under the settlement,
Wells Fargo also will change internal operations and submit to
oversight by an independent compliance reviewer. The proposed
settlement has been filed in the U.S. Bankruptcy Court for the
District of Maryland, where it is subject to court approval.
"I am pleased that Wells Fargo has acted responsibly by accepting
accountability for its deficient bankruptcy practices, agreed to
compensate affected homeowners for those deficiencies and committed
to making necessary improvements in its bankruptcy operations,"
said Director Cliff White of the U.S. Trustee Program. "When
creditors fail to comply with the bankruptcy laws and rules, they
compromise the integrity of the bankruptcy system and must be held
accountable. Transparency in the process is of paramount
importance. Homeowners in bankruptcy have the right to proper and
timely notices, particularly when they are being asked to pay more.
The U.S. Trustee Program remains diligent in its effort to hold
financial institutions that disregard the law accountable for their
actions."
Settlement Terms
Wells Fargo agrees to pay a total of $81.6 million to homeowners
who were in bankruptcy between Dec. 1, 2011, and March 31, 2015,
and who were affected by Wells Fargo’s failure to timely file
PCNs and escrow statements, including:
-- $53.6 million will be paid to more than 42,000 homeowners
whose payments increased as to which Wells Fargo failed to timely
file a PCN with the court. The payment will be in the form of a
credit to the homeowner's mortgage account in a lump sum amount,
which averages $1,254 per homeowner and varies depending on the
homeowner's mortgage balance. More than 70 percent of the total
payments will go to homeowners who have mortgage balances under
$300,000. These payments will be made regardless of whether
homeowners actually paid the increased amount.
-- An estimated $10 million will be paid by crediting
homeowners' accounts at the end of their bankruptcy cases if, upon
a detailed review of the accounts, it is determined the homeowners
were not fully compensated through the initial crediting process.
Wells Fargo estimates that 15 to 20 percent of homeowners who
receive the initial payments will be due additional amounts at case
closing.
-- $1.5 million will be refunded in cash to about 3,000
homeowners where notices of decreases in monthly payments were not
timely provided and the homeowners paid more than the actual amount
due.
-- $1 million will be refunded in cash to about 2,400 homeowners
who satisfied escrow shortages by making a lump sum payment, but
whose monthly payments did not decrease to account for the lump sum
payment.
-- $4.5 million will be paid by crediting the mortgage escrow
accounts of about 6,000 homeowners who did not receive timely
escrow statements. Wells Fargo will credit the amount of any
increase in escrow shortage that was incurred between the time
Wells Fargo should have performed the analysis and the time it
actually did perform the analysis. As a result, homeowners will not
be responsible for any increase in the escrow shortage stemming
from Wells Fargo's failure to timely perform the escrow analysis.
-- $4 million will be paid to about 12,000 homeowners by
crediting mortgage accounts in the amount of $333, where Wells
Fargo failed to timely perform an escrow analysis that would have
resulted in a PCN being filed and the homeowner is not already
receiving remediation for a missed or untimely PCN.
-- $4 million will be refunded in cash to about 6,000 homeowners
who did not receive timely escrow statements and whose escrow
accounts contained surpluses that Wells Fargo had not refunded or
credited toward the next year's escrow payment.
-- $3 million in remediation to about 8,000 homeowners has
already been completed by Wells Fargo for certain violations.
In addition to the monetary remediation, Wells Fargo will make
changes to internal procedures to prevent recurrence of the
violations. These changes include improvements to its computer
platform, improvements to employee training and oversight and
implementation of quality control processes to ensure the accuracy
and timeliness of PCNs and escrow statements.
The settlement resolves any actions that could be brought by the
U.S. Trustee Program for the covered conduct, but does not limit
the rights of any homeowner or other third party to take action
against Wells Fargo.
Wells Fargo and the U. S. Trustee Program have selected Lucy Morris
of Hudson Cook LLP, to serve as an independent reviewer who will
verify that Wells Fargo complies with the settlement order. The
independent reviewer will file periodic public reports with the
bankruptcy court. Wells Fargo will pay all costs associated with
the compliance review, including the compensation of the
independent reviewer.
Homeowners with questions about the settlement may contact Wells
Fargo at 1-800-274-7025.
Director White commended the U.S. Trustee Program team who expertly
investigated, litigated and settled this matter, including Deputy
Director and General Counsel Ramona Elliott, Senior Trial Attorney
Diarmuid Gorham, National Creditor Enforcement Coordinator Gail
Geiger, Assistant U.S. Trustee Catherine Stavlas and Trial Attorney
Kelley Callard.
The U.S. Trustee Program is the component of the Justice Department
that protects the integrity of the bankruptcy system by overseeing
case administration and litigating to enforce the bankruptcy laws.
The U.S. Trustee Program has 21 regions and 93 field office
locations.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ABT CN 149.9 (13.1) (8.1)
ABSOLUTE SOFTWRE OU1 GR 149.9 (13.1) (8.1)
ABSOLUTE SOFTWRE ALSWF US 149.9 (13.1) (8.1)
ADV MICRO DEVICE AMD* MM 3,229.0 (336.0) 1,017.0
ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8)
AEROJET ROCKETDY AJRD US 1,957.4 (107.2) 96.3
AEROJET ROCKETDY GCY GR 1,957.4 (107.2) 96.3
AIR CANADA ACDVF US 12,374.0 (388.0) (53.0)
AIR CANADA ADH2 GR 12,374.0 (388.0) (53.0)
AIR CANADA ACEUR EU 12,374.0 (388.0) (53.0)
AIR CANADA ADH2 TH 12,374.0 (388.0) (53.0)
AIR CANADA AC CN 12,374.0 (388.0) (53.0)
AK STEEL HLDG AKS* MM 4,250.3 (484.7) 792.0
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC 8AL GR 173.2 (19.8) (33.1)
ANGIE'S LIST INC ANGI US 173.2 (19.8) (33.1)
ANGIE'S LIST INC 8AL TH 173.2 (19.8) (33.1)
ARIAD PHARM APS GR 576.1 (49.7) 282.2
ARIAD PHARM ARIAEUR EU 576.1 (49.7) 282.2
ARIAD PHARM APS TH 576.1 (49.7) 282.2
ARIAD PHARM ARIA US 576.1 (49.7) 282.2
ARIAD PHARM ARIA SW 576.1 (49.7) 282.2
ARIAD PHARM ARIACHF EU 576.1 (49.7) 282.2
ASPEN TECHNOLOGY AZPN US 266.8 (63.0) (44.1)
ASPEN TECHNOLOGY AST GR 266.8 (63.0) (44.1)
AUTOZONE INC AZO US 8,102.3 (1,701.4) (742.6)
AUTOZONE INC AZOEUR EU 8,102.3 (1,701.4) (742.6)
AUTOZONE INC AZ5 TH 8,102.3 (1,701.4) (742.6)
AUTOZONE INC AZ5 GR 8,102.3 (1,701.4) (742.6)
AUTOZONE INC AZ5 QT 8,102.3 (1,701.4) (742.6)
AVID TECHNOLOGY AVID US 276.2 (338.1) (147.2)
AVID TECHNOLOGY AVD GR 276.2 (338.1) (147.2)
AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1
AVON - BDR AVON34 BZ 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP QT 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP US 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP* MM 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP CI 3,774.7 (768.4) 660.1
AXOGEN INC AXGN US 25.4 (3.5) 19.8
BARRACUDA NETWOR CUDA US 421.3 (26.4) 42.0
BARRACUDA NETWOR CUDAEUR EU 421.3 (26.4) 42.0
BARRACUDA NETWOR 7BM GR 421.3 (26.4) 42.0
BERRY PLASTICS G BERY US 5,011.0 (74.0) 634.0
BERRY PLASTICS G BP0 GR 5,011.0 (74.0) 634.0
BLUE BIRD CORP 1291067D US 307.6 (133.8) 5.4
BLUE BIRD CORP BLBD US 307.6 (133.8) 5.4
BLUE BUFFALO PET B6B TH 459.5 (33.7) 258.1
BLUE BUFFALO PET B6B GR 459.5 (33.7) 258.1
BLUE BUFFALO PET BUFF US 459.5 (33.7) 258.1
BOMBARDIER INC-B BBDBN MM 23,863.0 (3,660.0) 1,076.0
BOMBARDIER-B OLD BBDYB BB 23,863.0 (3,660.0) 1,076.0
BOMBARDIER-B W/I BBD/W CN 23,863.0 (3,660.0) 1,076.0
BRINKER INTL BKJ GR 1,549.3 (108.1) (201.0)
BRINKER INTL EAT US 1,549.3 (108.1) (201.0)
BRP INC/CA-SUB V B15A GR 2,223.5 (31.1) 255.8
BRP INC/CA-SUB V DOO CN 2,223.5 (31.1) 255.8
BRP INC/CA-SUB V BRPIF US 2,223.5 (31.1) 255.8
BURLINGTON STORE BURL* MM 2,673.6 (40.6) 166.6
BURLINGTON STORE BURL US 2,673.6 (40.6) 166.6
BURLINGTON STORE BUI GR 2,673.6 (40.6) 166.6
CABLEVISION SY-A CVY TH 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVC US 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVCEUR EU 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVY GR 6,745.7 (4,957.7) 39.4
CABLEVISION-W/I 8441293Q US 6,745.7 (4,957.7) 39.4
CABLEVISION-W/I CVC-W US 6,745.7 (4,957.7) 39.4
CAMBIUM LEARNING ABCD US 156.6 (75.1) (16.2)
CASELLA WASTE CWST US 660.7 (15.6) 4.9
CASELLA WASTE WA3 GR 660.7 (15.6) 4.9
CEDAR FAIR LP 7CF GR 2,076.3 (3.5) (89.1)
CEDAR FAIR LP FUN US 2,076.3 (3.5) (89.1)
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CHOICE HOTELS CZH GR 712.8 (400.6) 168.4
CHOICE HOTELS CHH US 712.8 (400.6) 168.4
CINCINNATI BELL CBB US 1,509.6 (403.5) (0.2)
CINCINNATI BELL CIB GR 1,509.6 (403.5) (0.2)
CLEAR CHANNEL-A C7C GR 6,133.3 (297.8) 433.3
CLEAR CHANNEL-A CCO US 6,133.3 (297.8) 433.3
CLIFFS NATURAL R CLF* MM 2,271.5 (1,759.5) 406.0
CLIFFS NATURAL R CLF US 2,271.5 (1,759.5) 406.0
COMMUNICATION 8XC GR 2,645.6 (969.3) -
COMMUNICATION CSAL US 2,645.6 (969.3) -
CORIUM INTERNATI CORI US 59.3 (5.4) 31.2
CORIUM INTERNATI 6CU GR 59.3 (5.4) 31.2
CRIUS ENERGY TRU KWH-U CN 307.3 (53.4) (69.5)
CYAN INC CYNI US 112.1 (18.4) 56.9
CYAN INC YCN GR 112.1 (18.4) 56.9
DELEK LOGISTICS DKL US 361.8 (11.7) 8.2
DELEK LOGISTICS D6L GR 361.8 (11.7) 8.2
DENNY'S CORP DENN US 289.7 (7.5) (18.3)
DENNY'S CORP DE8 GR 289.7 (7.5) (18.3)
DIRECTV DTV US 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV CI 25,321.0 (3,463.0) 1,360.0
DIRECTV DTVEUR EU 25,321.0 (3,463.0) 1,360.0
DOMINO'S PIZZA EZV TH 603.2 (1,255.9) 125.1
DOMINO'S PIZZA EZV GR 603.2 (1,255.9) 125.1
DOMINO'S PIZZA DPZ US 603.2 (1,255.9) 125.1
DUN & BRADSTREET DNB US 2,082.4 (1,146.5) (96.6)
DUN & BRADSTREET DNB1EUR EU 2,082.4 (1,146.5) (96.6)
DUN & BRADSTREET DB5 GR 2,082.4 (1,146.5) (96.6)
DUNKIN' BRANDS G 2DB TH 3,348.1 (65.8) 285.7
DUNKIN' BRANDS G 2DB GR 3,348.1 (65.8) 285.7
DUNKIN' BRANDS G DNKN US 3,348.1 (65.8) 285.7
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
EDGE THERAPEUTIC EDGE US 58.5 (50.6) 47.1
EDGE THERAPEUTIC EU5 GR 58.5 (50.6) 47.1
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
ENERGIZER HOLDIN ENR US 1,117.1 (296.9) 316.4
EOS PETRO INC EOPT US 1.2 (25.4) (26.6)
EPL OIL & GAS IN EPL US 1,496.3 (54.2) (253.5)
EPL OIL & GAS IN EPA1 GR 1,496.3 (54.2) (253.5)
EXELIXIS INC EX9 TH 248.8 (188.2) 31.5
EXELIXIS INC EXELEUR EU 248.8 (188.2) 31.5
EXELIXIS INC EX9 GR 248.8 (188.2) 31.5
EXELIXIS INC EXEL US 248.8 (188.2) 31.5
EXTENDICARE INC EXETF US 2,167.5 (10.8) (47.7)
EXTENDICARE INC EXE CN 2,167.5 (10.8) (47.7)
FREESCALE SEMICO FSL US 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS TH 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS QT 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0
GAMING AND LEISU 2GL GR 2,516.0 (135.8) 5.9
GAMING AND LEISU GLPI US 2,516.0 (135.8) 5.9
GARDA WRLD -CL A GW CN 1,531.1 (362.2) 56.2
GARTNER INC IT US 2,091.5 (159.6) (173.7)
GARTNER INC GGRA GR 2,091.5 (159.6) (173.7)
GENESIS HEALTHCA SH11 GR 6,121.4 (306.4) 223.8
GENESIS HEALTHCA GEN US 6,121.4 (306.4) 223.8
GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0
GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GOLD RESERVE INC GRZ CN 16.3 (28.8) (39.0)
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,243.7 (378.0) 32.7
HCA HOLDINGS INC 2BH TH 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC HCAEUR EU 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC 2BH GR 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC HCA US 31,896.0 (5,812.0) 2,908.0
HD SUPPLY HOLDIN 5HD GR 6,505.0 (393.0) 1,466.0
HD SUPPLY HOLDIN HDS US 6,505.0 (393.0) 1,466.0
HERBALIFE LTD HOO GR 2,421.5 (130.7) 461.6
HERBALIFE LTD HLFEUR EU 2,421.5 (130.7) 461.6
HERBALIFE LTD HLF US 2,421.5 (130.7) 461.6
HOVNANIAN-A-WI HOV-W US 2,549.3 (151.5) 1,595.3
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
IDEXX LABS IDXX US 1,477.2 (38.8) 8.6
IDEXX LABS IX1 GR 1,477.2 (38.8) 8.6
IDEXX LABS IX1 TH 1,477.2 (38.8) 8.6
IMMUNOMEDICS INC IMMU US 91.8 (18.9) 76.7
INFOR US INC LWSN US 6,778.1 (460.0) (305.9)
INVENTIV HEALTH VTIV US 2,154.4 (613.8) 84.5
IPCS INC IPCS US 559.2 (33.0) 72.1
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
JUST ENERGY GROU JE CN 1,229.2 (528.2) (6.6)
JUST ENERGY GROU JE US 1,229.2 (528.2) (6.6)
JUST ENERGY GROU 1JE GR 1,229.2 (528.2) (6.6)
L BRANDS INC LTD QT 6,804.0 (647.0) 928.0
L BRANDS INC LTD GR 6,804.0 (647.0) 928.0
L BRANDS INC LTD TH 6,804.0 (647.0) 928.0
L BRANDS INC LBEUR EU 6,804.0 (647.0) 928.0
L BRANDS INC LB* MM 6,804.0 (647.0) 928.0
L BRANDS INC LB US 6,804.0 (647.0) 928.0
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0
MAJESCOR RESOURC MJXEUR EU 0.0 (0.1) (0.1)
MALIBU BOATS-A MBUU US 189.1 (11.3) 6.7
MALIBU BOATS-A M05 GR 189.1 (11.3) 6.7
MANNKIND CORP MNKD IT 352.6 (115.5) (196.4)
MARRIOTT INTL-A MAR US 6,153.0 (3,589.0) (1,786.0)
MARRIOTT INTL-A MAQ GR 6,153.0 (3,589.0) (1,786.0)
MARRIOTT INTL-A MAQ TH 6,153.0 (3,589.0) (1,786.0)
MCBC HOLDINGS IN MCFT US 89.7 (42.3) (34.4)
MCBC HOLDINGS IN 1SG GR 89.7 (42.3) (34.4)
MDC COMM-W/I MDZ/W CN 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MD7A GR 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MDZ/A CN 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MDCA US 1,617.2 (376.7) (326.5)
MDC PARTNERS-EXC MDZ/N CN 1,617.2 (376.7) (326.5)
MERITOR INC MTOR US 2,453.0 (591.0) 360.0
MERITOR INC AID1 GR 2,453.0 (591.0) 360.0
MERRIMACK PHARMA MP6 GR 105.0 (143.1) (33.7)
MERRIMACK PHARMA MACK US 105.0 (143.1) (33.7)
MICHAELS COS INC MIK US 1,864.0 (1,992.6) 501.0
MICHAELS COS INC MIM GR 1,864.0 (1,992.6) 501.0
MIDSTATES PETROL MPO1EUR EU 1,796.2 (322.8) 117.4
MONEYGRAM INTERN MGI US 4,511.4 (244.2) (27.1)
MOODY'S CORP DUT GR 4,772.9 (240.2) 1,811.9
MOODY'S CORP MCO US 4,772.9 (240.2) 1,811.9
MOODY'S CORP DUT TH 4,772.9 (240.2) 1,811.9
MOODY'S CORP MCOEUR EU 4,772.9 (240.2) 1,811.9
MOTOROLA SOLUTIO MOT TE 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MTLA TH 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MSI US 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MTLA GR 8,086.0 (298.0) 2,758.0
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
NATHANS FAMOUS NFA GR 85.6 (62.7) 59.1
NATHANS FAMOUS NATH US 85.6 (62.7) 59.1
NATIONAL CINEMED NCMI US 1,010.5 (221.6) 73.0
NATIONAL CINEMED XWM GR 1,010.5 (221.6) 73.0
NAVIDEA BIOPHARM NAVB IT 22.2 (44.6) 13.9
NAVISTAR INTL IHR TH 6,769.0 (4,809.0) 873.0
NAVISTAR INTL NAV US 6,769.0 (4,809.0) 873.0
NAVISTAR INTL IHR GR 6,769.0 (4,809.0) 873.0
NEFF CORP-CL A NEFF US 668.9 (187.7) 10.4
NEW ENG RLTY-LP NEN US 177.2 (29.6) -
NORTHWEST BIO NWBO US 64.2 (76.2) (95.3)
NORTHWEST BIO NBYA GR 64.2 (76.2) (95.3)
NTELOS HOLDINGS NTLS US 668.4 (22.1) 150.8
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
OUTERWALL INC CS5 GR 1,266.8 (2.1) (7.0)
OUTERWALL INC OUTR US 1,266.8 (2.1) (7.0)
PALM INC PALM US 1,007.2 (6.2) 141.7
PBF LOGISTICS LP 11P GR 417.8 (199.9) 18.7
PBF LOGISTICS LP PBFX US 417.8 (199.9) 18.7
PHILIP MORRIS IN 4I1 TH 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1EUR EU 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1 TE 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM FP 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN 4I1 GR 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PMI SW 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN 4I1 QT 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PMI EB 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1CHF EU 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PMI1 IX 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM US 32,011.0 (12,226.0) 10.0
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PG6 GR 1,312.8 (119.6) 258.1
PLY GEM HOLDINGS PGEM US 1,312.8 (119.6) 258.1
POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
PUREBASE CORP PUBC US 0.4 (1.1) (1.4)
PURETECH HEALTH PRTC LN - - -
PURETECH HEALTH PRTCGBX EU - - -
PURETECH HEALTH PRTCL IX - - -
PURETECH HEALTH PRTCL PO - - -
PURETECH HEALTH PRTCL B3 - - -
PURETECH HEALTH PRTCL EB - - -
QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9
QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9
QUINTILES TRANSN QTS GR 4,033.7 (179.9) 996.2
QUINTILES TRANSN Q US 4,033.7 (179.9) 996.2
RAYONIER ADV RYAM US 1,286.9 (17.0) 208.0
RAYONIER ADV RYQ GR 1,286.9 (17.0) 208.0
REGAL ENTERTAI-A RGC US 2,590.9 (890.9) (107.2)
REGAL ENTERTAI-A RETA GR 2,590.9 (890.9) (107.2)
REGAL ENTERTAI-A RGC* MM 2,590.9 (890.9) (107.2)
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTECH NITROGEN 2RN GR 328.0 (73.5) 43.7
RENTECH NITROGEN RNF US 328.0 (73.5) 43.7
RENTPATH LLC PRM US 208.0 (91.7) 3.6
REVLON INC-A REV US 1,924.5 (623.3) 334.4
REVLON INC-A RVL1 GR 1,924.5 (623.3) 334.4
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING RYI US 1,855.4 (114.9) 681.2
RYERSON HOLDING 7RY GR 1,855.4 (114.9) 681.2
SALLY BEAUTY HOL SBH US 2,189.6 (190.2) 819.6
SALLY BEAUTY HOL S7V GR 2,189.6 (190.2) 819.6
SANCHEZ ENERGY C 13S GR 1,935.3 (53.1) 206.7
SANCHEZ ENERGY C 13S TH 1,935.3 (53.1) 206.7
SANCHEZ ENERGY C SN US 1,935.3 (53.1) 206.7
SANCHEZ ENERGY C SN* MM 1,935.3 (53.1) 206.7
SBA COMM CORP-A SBJ GR 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBJ TH 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBACEUR EU 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBAC US 7,396.8 (1,697.7) 46.6
SCIENTIFIC GAM-A SGMS US 9,486.5 (260.1) 741.2
SCIENTIFIC GAM-A TJW GR 9,486.5 (260.1) 741.2
SEARS HOLDINGS SEE GR 13,186.0 (906.0) 2,092.0
SEARS HOLDINGS SHLD US 13,186.0 (906.0) 2,092.0
SEARS HOLDINGS SEE TH 13,186.0 (906.0) 2,092.0
SECTOR 5 INC SECT US 0.0 (0.0) (0.0)
SILVER SPRING NE SSNI US 529.8 (99.3) (31.1)
SILVER SPRING NE 9SI TH 529.8 (99.3) (31.1)
SILVER SPRING NE 9SI GR 529.8 (99.3) (31.1)
SIRIUS XM CANADA SIICF US 293.1 (143.4) (185.6)
SIRIUS XM CANADA XSR CN 293.1 (143.4) (185.6)
SOLAZYME INC S7Y TH 209.0 (19.5) 120.5
SOLAZYME INC SZYM US 209.0 (19.5) 120.5
SOLAZYME INC S7Y GR 209.0 (19.5) 120.5
SPIN MASTER -SVC SP9 GR 350.8 (66.2) (179.5)
SPIN MASTER -SVC SNMSF US 350.8 (66.2) (179.5)
SPIN MASTER -SVC TOY CN 350.8 (66.2) (179.5)
SPORTSMAN'S WARE 06S GR 325.9 (24.2) 81.4
SPORTSMAN'S WARE SPWH US 325.9 (24.2) 81.4
STINGRAY - SUB V RAY/A CN 128.2 (17.8) (41.0)
STINGRAY DIG-VSV RAY/B CN 128.2 (17.8) (41.0)
SUN BIOPHARMA IN SNBP US - - -
SUPERVALU INC SVU* MM 4,612.0 (511.0) (42.0)
SUPERVALU INC SJ1 GR 4,612.0 (511.0) (42.0)
SUPERVALU INC SJ1 TH 4,612.0 (511.0) (42.0)
SUPERVALU INC SVU US 4,612.0 (511.0) (42.0)
SYNERGY PHARMACE SGYP US 164.8 (21.9) 147.2
SYNERGY PHARMACE S90 GR 164.8 (21.9) 147.2
SYNERGY PHARMACE SGYPEUR EU 164.8 (21.9) 147.2
THERAVANCE THRX US 437.6 (323.0) 212.5
THERAVANCE HVE GR 437.6 (323.0) 212.5
THRESHOLD PHARMA NZW1 GR 64.0 (30.9) 38.0
THRESHOLD PHARMA THLD US 64.0 (30.9) 38.0
TRANSDIGM GROUP TDG US 8,350.4 (1,169.0) 1,349.8
TRANSDIGM GROUP T7D GR 8,350.4 (1,169.0) 1,349.8
TRINET GROUP INC TNET US 1,609.6 (14.1) 54.4
TRINET GROUP INC TN3 GR 1,609.6 (14.1) 54.4
UNISYS CORP UIS1 SW 2,097.9 (1,451.3) 124.7
UNISYS CORP UIS US 2,097.9 (1,451.3) 124.7
UNISYS CORP USY1 GR 2,097.9 (1,451.3) 124.7
UNISYS CORP UISEUR EU 2,097.9 (1,451.3) 124.7
UNISYS CORP USY1 TH 2,097.9 (1,451.3) 124.7
UNISYS CORP UISCHF EU 2,097.9 (1,451.3) 124.7
VECTOR GROUP LTD VGR GR 1,462.8 (1.7) 514.4
VECTOR GROUP LTD VGR US 1,462.8 (1.7) 514.4
VENOCO INC VQ US 598.9 (151.0) 207.6
VERISIGN INC VRS TH 2,577.3 (1,031.4) (38.8)
VERISIGN INC VRSN US 2,577.3 (1,031.4) (38.8)
VERISIGN INC VRS GR 2,577.3 (1,031.4) (38.8)
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VERSEON CORP VSN LN - - -
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
VTV THERAPEUTI-A VTVT US 19.0 (80.9) (60.3)
W&T OFFSHORE INC WTI US 2,085.0 (0.8) (95.1)
W&T OFFSHORE INC UWV GR 2,085.0 (0.8) (95.1)
WEIGHT WATCHERS WTWEUR EU 1,341.2 (1,347.5) (207.2)
WEIGHT WATCHERS WW6 QT 1,341.2 (1,347.5) (207.2)
WEIGHT WATCHERS WTW US 1,341.2 (1,347.5) (207.2)
WEIGHT WATCHERS WW6 GR 1,341.2 (1,347.5) (207.2)
WEIGHT WATCHERS WW6 TH 1,341.2 (1,347.5) (207.2)
WEST CORP WT2 GR 3,556.9 (595.5) (6.6)
WEST CORP WSTC US 3,556.9 (595.5) (6.6)
WESTERN REFINING WNRL US 441.6 (27.7) 66.8
WESTERN REFINING WR2 GR 441.6 (27.7) 66.8
WINGSTOP INC WING US 117.4 (17.4) 6.0
WINGSTOP INC EWG GR 117.4 (17.4) 6.0
WINMARK CORP WINA US 46.8 (36.0) 11.1
WINMARK CORP GBZ GR 46.8 (36.0) 11.1
WYNN RESORTS LTD WYNN US 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNN SW 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNNCHF EU 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYR GR 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNN* MM 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYR QT 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYR TH 9,981.2 (60.8) 1,234.7
XERIUM TECHNOLOG TXRN GR 578.2 (95.4) 75.9
XERIUM TECHNOLOG XRM US 578.2 (95.4) 75.9
YRC WORLDWIDE IN YEL1 GR 1,964.8 (427.3) 197.3
YRC WORLDWIDE IN YEL1 TH 1,964.8 (427.3) 197.3
YRC WORLDWIDE IN YRCW US 1,964.8 (427.3) 197.3
*********
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 ***