/raid1/www/Hosts/bankrupt/TCR_Public/151117.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 17, 2015, Vol. 19, No. 321
Headlines
961-969 WESTCHESTER: Files for Ch 11; Creditors Meeting on Dec. 11
A HEALTHY LIVING: Case Summary & 2 Largest Unsecured Creditors
AFFINION GROUP: S&P Raises Corp. Credit Rating to 'CCC+'
ANACOR PHARMACEUTICALS: Venrock Holds 1.8% Stake as of Nov. 3
ANDALAY SOLAR: OKs Reduction of Alpha Note Conversion Price
ARCH COAL: Incurs $1.99 Billion Net Loss in Third Quarter
ARG IH: S&P Revises Outlook to Negative on Increased Leverage
ATKORE INTERNATIONAL: Moody's Affirms B3 Corporate Family Rating
BAHA MAR: Close to Finalizing Deal for Stalled $3.5-Billion Resort
BERNARD L. MADOFF: Jury Says E&Y Liable for Investor's Losses
BIOLIFE SOLUTIONS: S-4 Filing by Aralez Now Effective
BIRMINGHAM COAL: Panel Seeks to Employ T. Humphryes as Accountant
BLACK REALTY: Case Summary & Largest Unsecured Creditor
BOOMERANG TUBE: Bankruptcy Court Rejects Chapter 11 Plan
BPZ RESOURCES: Judge Approves Liquidation Plan
BRAKE MADNESS: Case Summary & 2 Largest Unsecured Creditors
BUILDERS FIRSTSOURCE: Incurs $8.75-Mil. Net Loss in Third Quarter
CAESARS ENTERTAINMENT: Incurs $791 Million Net Loss in Q3
CANCER GENETICS: Has Public Offering of 3 Million Common Shares
CODERE FINANCE: Seeks US Recognition of UK Restructuring Scheme
COLT DEFENSE: Ch. 11 Plan Goes to Dec. 16 Confirmation Hearing
COLT DEFENSE: Exclusive Period to File Plan Extended to Jan. 11
CON-WAY INC: Moody's Cuts Rating on Sr. Unsecured Debt to B3
DAVID NOVOSELSKY: Bid to Withdraw Reference of Client Suit Denied
DETROIT, MI: Needs to Make $100M Balloon Pension Payment in 2024
DEX MEDIA: Bankruptcy Filing Possible Next Month
EAST ORANGE GENERAL: Seeks Joint Administration of Cases
EDUCATION MANAGEMENT: To Pay $95.5-Mil. to Settle Charges
ENERGEN CORP: S&P Retains 'BB' Rating on Sr. Unsecured Debt
ENERGY FUTURE: O'Melveny, Ross Aronstam File Rule 2019 Statement
ENTERCOM COMMUNICATIONS: S&P Affirms 'B+' CCR, Outlook Negative
FEDERATION EMPLOYMENT: Taps CITI Habitats to Market NY Property
FIRST DATA: Winslow Capital Reports 14.8% Stake as of Oct. 15
FREEDOM COMMUNICATIONS: Pension Plan Underfunded
FRESH & EASY: December 3 Meeting of Creditors Proposed
FRESH & EASY: Hires FTI's Amir Agam as Chief Restructuring Officer
FRESH & EASY: Taps DJM and CBRE as Real Estate Consultants
FRESH & EASY: Taps Epiq as Administrative Advisor
GOLDEN COUNTY: Proposes Jan. 20 Hearing for Liquidation Plan
HAGGEN HOLDINGS: Sells 36 Stores in California for $92M
HAVERHILL CHEMICALS: Committee Taps Halperin Battaglia as Counsel
HAVERHILL CHEMICALS: Lists $86.6-Mil. in Liabilities
HEALTH SUPPORT: Files for Chapter 7 Liquidation
HEAVENLY VISION: Case Summary & 20 Largest Unsecured Creditors
HEXION INC: Posts $7 Million Net Income for Third Quarter
HI-CRUSH PARTNERS: Moody's Lowers CFR to B3, Outlook Negative
HONEY BEE USA: Case Summary & 19 Largest Unsecured Creditors
HOVENSA LLC: Creditors Call for Formal Investigation
HOVENSA LLC: Seeks to Employ Prime Clerk as Administrative Agent
HUDBAY MINERALS: S&P Raises CCR to 'B' on Credit Ratio Improvement
HYPNOTIC TAXI: Committee Taps White and Williams as Counsel
IDERA PHARMACEUTICALS: Incurs $11.4 Million Net Loss in Q3
KAMRON EVERGREEN: Files for Chapter 11 Bankruptcy Protection
KCP COMMUNICATIONS: Involuntary Chapter 11 Case Summary
LAND VENTURES: Bid for Summary Judgment Against Attorney Denied
LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings
LUXURY MARKETING: Files for Ch 11; Sec. 341(a) Meeting on Dec. 4
MARTIN MANUFACTURING: Case Summary & 12 Top Unsecured Creditors
MARTIN MANUFACTURING: Section 341 Meeting Set for Dec. 15
MIDWAY GOLD: To Sell 30% Stake in Spring Valley Joint Venture
MOBILESMITH INC: Incurs $1.97 Million Net Loss in Third Quarter
NEUSTAR INC: Moody's Retains Ba3 CFR Over $450MM MarketShare Deal
NEW CREATORS: Files for Chapter 11 Bankruptcy Protection
NEW DAWN ASSISTED: Voluntary Chapter 11 Case Summary
NEW DAWN: Section 341 Meeting Scheduled for Dec. 15
PARTY LINE: Case Summary & 20 Largest Unsecured Creditors
PLY GEM HOLDINGS: Reports $41.7-Mil. Net Income for 3rd Quarter
POINT BLANK: Court Confirms Ch. 11 Liquidation Plan
PREMIUM ENTERTAINMENT: Case Summary & 13 Top Unsecured Creditors
RAILYARD COMPANY: General and Governmental Claims Bar Date Fixed
REICHHOLD HOLDINGS: Exclusive Plan Filing Date Extended to Jan. 26
RELATIVITY FASHION: Claims Bar Date Set for December 9
RIVERSIDE MULCH: Voluntary Chapter 11 Case Summary
ROMANO'S JEWELERS: Tiger Group to Hold Asset Auction on Nov. 17
ROTONDO WEIRICH: Allowed to Use Cash Collateral Until Dec. 18
ROUNDY'S SUPERMARKETS: Moody's Puts B3 CFR on Review for Upgrade
RUSSEL METALS: Moody's Lowers Rating on Sr. Unsec. Notes to Ba3
SABINE OIL: Seeks Feb. 10 Extension of Lease Decision Period
SABINE OIL: Wilmington Savings Fund Appointed as Committee Member
SABINE PASS: Amends Third Quarter Form 10-Q to Add Disclosure
SCIENTIFIC GAMES: Incurs $678 Million Net Loss in Third Quarter
SK FOODS: Purchaser Directed to Pay $160K Restitution to Frito-Lay
ST MICHAEL'S: Court Okays Prime Healthcare's Acquisition Offer
STAR WEST: Moody's Lowers Rating on Existing Loans to B1
SUN BANCORP: Files Third Quarter Form 10-Q
SYPRIS SOLUTIONS: Huron Completes $27-Mil. Refinancing Transaction
THOMPSON CREEK: Moody's Lowers CFR to Caa1, Outlook Negative
UGHS SENIOR LIVING: Files for Ch. 11 to Sell All Assets
UNI-PIXEL INC: Sells $500,000 Convertible Note to Hudson Bay
USA DISCOUNTERS: Wants Plan Filing Exclusivity Until March 2016
UTSTARCOM HOLDINGS: Reports Third Quarter 2015 Financial Results
VERSO PAPER: Warns of Possible Bankruptcy Filing
VIRTUAL PIGGY: Incurs $1.01 Million Net Loss in Third Quarter
WALTER ENERGY: Adams and Reese Approved as Retiree Panel's Counsel
WALTER ENERGY: Cunningham, MCG Okayed to Handle BP Claims
WALTER ENERGY: FTI Okayed as Retiree Committee's Financial Advisor
WALTER ENERGY: Morrison & Foerster Okayed as Panel's Lead Counsel
WEST CORP: Moody's Assigns Ba3 Rating on New $250MM Term Loan
WHITNEL PROPERTIES: Case Summary & 5 Top Unsecured Creditors
[*] Beard Group Hosts 22nd Annual Distressed Investing Conference
[*] Fitch Says US High Yield Default Rate Plagued by Energy Sector
[^] Large Companies with Insolvent Balance Sheet
*********
961-969 WESTCHESTER: Files for Ch 11; Creditors Meeting on Dec. 11
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961-969 Westchester Avenue Corp. filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 15-12869) on Oct. 26, 2015,
estimating its assets and liabilities at between $1 million and $10
million each.
Judge Shelley C Chapman presides over the case.
A Sec. 341(a) meeting of creditors will be held on Dec. 11, 2015,
at 2:30 p.m. at 80 Broad Street, 4th Floor, USTM.
The Company's Chapter 11 plan and accompanying disclosure statement
must be filed by Feb. 23, 2016.
961-969 Westchester Ave. Corp. is headquartered in Bronx, New York.
A HEALTHY LIVING: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: A Healthy Living Home Health Inc.
1001 E. Business 83
Donna, TX 78537
Case No.: 15-70576
Nature of Business: Health Care
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Southern District of Texas (McAllen)
Judge: Hon. Eduardo V Rodriguez
Debtor's Counsel: Marcos Demetrio Oliva, Esq.
MARCOS D. OLIVA, PC
223 W. Nolana
McAllen, TX 78504
Tel: 956-683-7800
Fax: 866-868-4224
Email: marcos@oliva-law.com
Total Assets: $1.17 million
Total Liabilities: $2.01 million
The petition was signed by Hugo Santana, vice president.
A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb15-70576.pdf
AFFINION GROUP: S&P Raises Corp. Credit Rating to 'CCC+'
--------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on Affinion Group Holdings Inc. to 'CCC+'
from 'SD' (selective default). The rating outlook is stable.
At the same time, S&P raised its issue-level ratings on the
company's 13.75%/14.5% payment-in-kind (PIK) toggle notes due 2018
and 13.50% senior subordinated notes due 2018 to 'CCC-' from 'D'
(default). The recovery ratings remain '6', indicating S&P's
expectation for negligible recovery (0%-10%) of principal in the
event of a payment default. Affinion is the borrower of the
13.75%/14.5% PIK toggle notes due 2018. Affinion Investments LLC,
an existing wholly owned unrestricted subsidiary of Affinion Group
Inc., is the borrower of the 13.5% senior subordinated notes due
2018.
S&P also revised its recovery rating on the company's $425 million
senior secured second-lien term loan B due 2018 to '6' from '5' and
subsequently lowered the issue-level rating to 'CCC-' from 'CCC'.
The '6' recovery rating indicates S&P's expectation for negligible
recovery (0%-10%) of principal in the event of a payment default.
"The upgrades reflect the Affinion's completion of its recent
exchange offer and rights offering, and our subsequent reassessment
of the company's credit risk," said Standard & Poor's credit
analyst Khaled Lahlo.
The 'CCC+' corporate credit rating reflects the company's excessive
pro forma adjusted leverage of about 8.4x, and S&P's view that,
absent a meaningful improvement in operating performance, the
company's capital structure is unsustainable. The rating actions
on the second-lien term loan reflect the Affinion International's
new structurally senior 7.5% cash/PIK senior notes due 2018. S&P
views the notes as a priority debt obligation under its recovery
analysis simulated default scenario because the recoveries are from
certain international subsidiaries.
"The stable outlook indicates our expectation that Affinion's
operating performance will be in line with our base-case scenario
over the next 24 months and that the company will generate positive
discretionary cash flow," said Mr. Lahlo. "Since the company faces
immediate execution risk and an unsustainable capital structure in
the long term, we believe a downgrade is
more likely than an upgrade."
S&P could lower the rating if the company's discretionary cash flow
remains consistently negative due to deteriorating operating
performance causing liquidity to become "less than adequate." S&P
could also lower the rating if it believes the company will default
on a payment, breach a maintenance covenant, announce a distressed
exchange, or increase leverage and, thereby, further causing a
strain on liquidity.
S&P could raise the rating if the company is able to successfully
execute a turnaround in its operating performance with mid-single-
to high-single-digit revenue and EBITDA growth over the next 12
months while maintaining a strong margin for compliance with
financial covenants. S&P would also raise the rating if the
company demonstrates that it is on a steady path to reducing
leverage below 7x and if it puts forward a credible plan to
refinance the significant debt maturities it faces in 2018.
ANACOR PHARMACEUTICALS: Venrock Holds 1.8% Stake as of Nov. 3
-------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Venrock Associates IV, L.P. and its affiliates
disclosed that as of Nov. 3, 2015, they beneficially owned 783,022
shares of common stock of Anacor Pharmaceuticals Inc., representing
1.8 percent of the shares outstanding. A copy of the regulatory
filing is available at http://is.gd/2yRQkT
About Anacor Pharmaceuticals
Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform. Anacor has discovered eight compounds
that are currently in development. Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.
Anacor reported a net loss of $87.1 million on $20.7 million of
total revenues for the year ended Dec. 31, 2014, compared with net
income of $84.8 million on $17.2 million of total revenues for the
year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $188.47 million in total
assets, $127.75 million in total liabilities, $4.95 million in
redeemable common stock and $55.77 million in total stockholders'
equity.
ANDALAY SOLAR: OKs Reduction of Alpha Note Conversion Price
-----------------------------------------------------------
Andalay Solar, Inc., agreed to reduce the conversion price under
its Loan and Security Agreement with Alpha Capital Anstalt to
$0.002 per share of its common stock. The Company received the
countersigned copy of the amendment from Alpha on Nov. 6, 2015.
Pursuant to a Second Amendment to Loan and Security Agreement dated
Feb. 27, 2015, Andalay Solar issued to Alpha Capital a note in the
principal amount of $500,000. The Note was originally convertible
into the Borrower's common stock at a conversion price of $0.005
per share.
About Andalay Solar
Founded in 2001, Andalay Solar, Inc., formerly Westinghouse Solar,
Inc., is a provider of innovative solar power systems. In 2007,
the Company pioneered the concept of integrating the racking,
wiring and grounding directly into the solar panel. This
revolutionary solar panel, branded "Andalay", quickly won industry
acclaim. In 2009, the Company again broke new ground with the
first integrated AC solar panel, reducing the number of components
for a rooftop solar installation by approximately 80 percent and
lowering labor costs by approximately 50 percent. This AC panel,
which won the 2009 Popular Mechanics Breakthrough Award, has
become the industry's most widely installed AC solar panel. A new
generation of products named "Instant Connect" was introduced in
2012 and is expected to achieve even greater market acceptance.
Andalay Solar reported a net loss attributable to common
stockholders of $1.87 million for the year ended Dec. 31, 2014,
compared with a net loss attributable to common stockholders of
$3.85 million for the year ended Dec. 31, 2013.
As of June 30, 2015, the Company had $1.84 million in total assets,
$4.18 million in total liabilities and a $2.34 million total
stockholders' deficit.
Burr Pilger Mayer, Inc., in San Jose, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's significant
operating losses and negative cash flow from operations raise
substantial doubt about its ability to continue as a going concern.
ARCH COAL: Incurs $1.99 Billion Net Loss in Third Quarter
---------------------------------------------------------
Arch Coal, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $1.99
billion on $689 million of revenues for the three months ended
Sept. 30, 2015, compared to a net loss of $97.2 million on $742
million of revenues for the same period in 2014.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $2.28 billion on $2.01 billion of revenues compared to
a net loss of $318 million on $2.19 billion of revenues for the
same period a year ago.
As of Sept. 30, 2015, the Company had $5.84 billion in total
assets, $6.45 billion in total liabilities and a $605 million total
stockholders' deficit.
"From an operational perspective, Arch delivered an exceptionally
strong performance during the quarter," said John W. Eaves, Arch's
chairman and chief executive officer. "Our results reflect the
actions we have taken to respond to the challenging market
environment, including reducing costs and enhancing efficiency
across the company. Thanks to the efforts of our skilled
employees, we increased cash margins in each of our three operating
regions and continued to build on our industry-leading safety and
environmental stewardship records. Despite these efforts, however,
the difficult conditions impacting the coal industry persist, and
we expect they will continue throughout 2016."
"As demonstrated by our third quarter results, our operations
continue to generate a significant amount of cash; and we are
maintaining sufficient liquidity to continue operating as normal,"
said John T. Drexler, Arch's senior vice president and chief
financial officer. "Our cash flow, however, is not sufficient to
service our debt sustainably in this operating environment. As a
result, Arch will require a significant restructuring of its
balance sheet to continue to operate as a going concern over the
long term. We are currently in active dialogue with various
creditors with respect to a restructuring of our balance sheet.
Our mining operations and customer shipments are continuing as
normal and we continue to have sufficient liquidity and no
near-term maturities. Regardless of what path we ultimately
choose, we expect to continue providing our customers the same high
quality services they have come to expect from Arch."
Arch has elected to terminate its $250 million revolver which will
become effective on Nov. 11, 2015. The company had no borrowings
under its revolver and no intention to borrow under it. On a
pro-forma basis, taking into consideration the termination of the
revolver, Arch had liquidity of $704.4 million at Sept. 30, 2015,
with $694.5 million of that in cash and liquid securities.
"There can be no assurance that the amount of our self-bonding
obligations will not be increased or that we will continue to
qualify to self-bond. To the extent we are unable to maintain our
current level of self-bonding, due to legislative or regulatory
changes or changes in our financial condition, our costs would
increase and it could have a material adverse effect on our
financial condition and results of operations, as well as cast
substantial doubt on our ability to continue as a going concern,"
the Company states in the report.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/EKVbtX
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.
* * *
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.
ARG IH: S&P Revises Outlook to Negative on Increased Leverage
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Atlanta-based ARG IH Corp., whose subsidiaries
operate and franchise Arby's restaurants. S&P revised its outlook
to negative from stable.
S&P's 'B' issue-level rating and '3' recovery rating on the
company's existing credit facility, which includes a cash revolver
and term loan facility, are unchanged. The '3' recovery rating
indicates S&P's expectation for meaningful recovery toward the high
end of the 50% to 70% range in the event of payment default. Upon
review of the final documentation and completion of the
securitization transaction, including existing debt repayment, S&P
expects to withdraw the corporate-credit and issue-level ratings.
"We revised the outlook because we expect Arby's credit metrics to
deteriorate following the securitization transaction to fund a
dividend recapitalization, with lease-adjusted leverage increasing
to a high-5x range from the low-4x area, and the risk that leverage
will remain elevated due to the presence of the private equity
sponsors," said credit Mathew Christy. "Still, we believe strong
operating performance momentum in the first three quarters of 2015
will continue, with same restaurant sales having increased at a
mid- to high-single-digit rate, as product innovation and marketing
efforts have resonated positively with customers. In addition,
operating margins have increased because of the closure of
underperforming restaurants and efficiency initiatives."
S&P's negative outlook on Arby's incorporates S&P's expectation for
higher debt load and weakened credit metrics following the
securitization transaction, including debt to EBITDA in the high 5x
range and FFO to debt between 10% and 11%. Despite S&P's
expectation for continued good operating performance, its negative
outlook also incorporates the risk of releveraging because of the
presence of the private equity sponsors.
S&P could lower its rating if the restaurant sales and operating
margins do not improve as it projects in its forecasts, resulting
in leverage that remains in the high-5x range. This could occur if
the company's marketing efforts fail to continue to attract
customers and 2016 sales remain flat or decline versus the strong
growth S&P expects in 2015. This would likely occur in conjunction
with a decline in restaurant operating margins.
S&P could revise the outlook to stable if leverage is sustained at
or below the low-5x range. This could occur if restaurant revenue
increases more than 12% and operating margins improve by more 50
basis points leading to adjusted EBITDA gaining more 15% from 2014.
This could also happen if the company reduces debt by more than
$100 million.
ATKORE INTERNATIONAL: Moody's Affirms B3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service changed Atkore International, Inc.'s
outlook to stable from negative. At the same time, Moody's affirmed
the B3 corporate family rating, B3-PD probability of default
rating, the B3 rating on Atkore's senior secured first lien term
loan and the Caa2 rating on its senior secured second lien term
loan. The change in outlook reflects the recent improvement in
Atkore's operating results and the expectation this trend will
continue and lead to improved credit metrics.
The following ratings were affected in this rating action:
Outlook Actions:
-- Changed To Stable From Negative
Affirmations:
-- Probability of Default Rating, Affirmed B3-PD
-- Corporate Family Rating, Affirmed B3
-- $420 Million Senior Secured First Lien Term Loan, Affirmed B3
(LGD4)
-- $250 Million Senior Secured Second Lien Term Loan, Affirmed
Caa2 (LGD5)
RATINGS RATIONALE
Atkore's B3 corporate family rating reflects its elevated leverage,
weak interest coverage, low margins, sensitivity to volatile steel
and copper prices, as well as its reliance on nonresidential
construction activity, which drives demand for most of its
electrical and tubular products. The rating also considers the
highly competitive market in which the company operates and its
limited product differentiation. The rating is supported by the
company's scale, diversity of products, attractive position in
certain end-markets, its enhanced focus on core product categories
and pricing discipline and its adequate liquidity.
Atkore's operating performance was weak during the first half of
fiscal 2015 (ends September 2015) due to declining product prices
and a profit margin squeeze. Atkore generally maintains a spread
between purchased steel and copper prices and the price of the
final processed product it sells. However, margins can be volatile
due to the timing lag between steel and copper purchases for
inventory and the shipment of final products to customers. This
timing lag weighed on profit margins in early fiscal 2015 as steel
and copper product prices compressed and more than offset increased
volumes driven by improved nonresidential construction. As a
result, Atkore's adjusted EBITDA declined by about 36% in the first
half of the fiscal year.
Atkore's performance improved materially during the third quarter
as the company benefitted from improved spreads between steel and
copper purchases for inventory and final product prices, as well as
cost cuts and productivity improvements and contributions from
recent acquisitions. Atkore was able to widen its material spreads
during the quarter even though prices declined as the company and
its competitors focused on improved pricing discipline. Moody's
believes this positive trend continued in the company's fiscal
fourth quarter enabling Atkore to produce adjusted EBITDA in the
range of $120 million to $130 million for the 2015 fiscal year,
which is moderately higher than the level produced in fiscal 2014.
Atkore typically generates seasonally strong free cash flow in its
fiscal fourth quarter and Moody's believes that occurred again this
fiscal year. The company's cash flow generation was also likely
aided by its focus on reducing inventories in a declining price
environment and as it began to liquidate the inventory of its
discontinued fence and sprinkler pipe product lines. Therefore,
Atkore may have generated enough free cash to retire its $59
million revolver borrowings by fiscal year end. Assuming the
revolver was paid down, then Atkore's credit metrics likely
improved from the end of last fiscal year when its adjusted
leverage ratio (Debt/EBITD) was 6.7x and its interest coverage
ratio (EBIT/Interest) was 0.9x. Moody's expects Atkore's operating
performance to improve modestly in fiscal 2016 as it benefits from
a continued gradual recovery in nonresidential construction and
ongoing cost cutting and productivity improvement initiatives. Its
credit metrics should improve as well, but the magnitude could be
limited unless the company chooses to use some of its free cash
flow to retire a portion of its term loan debt since it is expected
to have little or no revolver debt outstanding as of September
2015.
Atkore has a good liquidity profile and no debt maturities until
2018. The company had $33 million of cash and $226 million of
borrowing availability on its $325 million asset based revolving
credit facility as of June 2015. Atkore had $59 million of
outstanding borrowings on the revolver, which is mainly used for
seasonal and cyclical working capital support and to fund
acquisitions. The company's revolver borrowings likely declined
significantly or were paid off in full during the quarter ended
September 2015 leading to an enhanced liquidity profile.
An upgrade of Atkore's rating is unlikely over the near term given
its elevated leverage, weak interest coverage and low profit
margins. However, its rating could be raised if operating cash flow
is sustained above 12% of outstanding debt, its EBIT margin exceeds
5%, its leverage ratio (Debt/EBITDA) is sustained at less than 5.0x
and adequate liquidity is maintained.
Atkore's rating could be lowered if EBIT/interest is sustained
below 1.0x, its EBIT margin declines to less than 2% on a sustained
basis, Debt/EBITDA continues to exceed 5.5x or there is a material
contraction in liquidity.
Atkore International, Inc., headquartered in Harvey, Illinois is a
manufacturer of products that deploy, isolate, and protect a
structure's electrical circuitry and are typically used in
non-residential construction. These products include steel and PVC
electrical conduit, armored and metal-clad cable and metal framing
and support structures such as cable trays, ladders and wire
baskets. The company operates in two reportable segments: Global
Pipe, Tube & Conduit (about 60% of sales) and Global Cable and
Cable Management (40%). Atkore's revenues for the trailing twelve
months ended June 26, 2015 were approximately $1.75 billion. Atkore
International, Inc. (Atkore) is a wholly owned subsidiary of Atkore
International Holdings Inc., which in turn is 100% owned by Atkore
International Group Inc. Claayton Dubilier & Rice LLC (CD&R) is the
majority owner of Atkore International Group Inc.
BAHA MAR: Close to Finalizing Deal for Stalled $3.5-Billion Resort
------------------------------------------------------------------
Tribune 242 reports that a senior cabinet minister in the Christie
administration has confirmed that stakeholders were close to
finalizing a deal to complete and open Cable Beach resort, the the
stalled $3.5 billion Baha Mar resort. According to The Tribune, a
deal in principal had been struck for Cable Beach resort between
Island Capital Group LLC, a private real estate merchant bank led
by Andrew Farkas and partnered by hotel magnate Sol Kerzner, the
Export-Import Bank of China and China State Construction
Engineering Corporation Ltd.
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.
BERNARD L. MADOFF: Jury Says E&Y Liable for Investor's Losses
-------------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reported that a Washington state court jury on Nov. 13 found Ernst
& Young liable for millions of dollars in losses a Washington
investment firm took from the collapse of Bernard Madoff's Ponzi
scheme.
According to the report, Steven W. Thomas, attorney for
FutureSelect Portfolio Management Inc., said the jury found the Big
Four auditing firm was negligent in its work as auditor for a
feeder fund that pooled investors' cash and funneled it Mr.
Madoff's way. As auditor, Ernst & Young supplied false information
that FutureSelect Portfolio Management Inc. relied on to invest
with the feeder fund, FutureSelect claimed, the report related.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970. The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland,
J.). Mr. Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later
transferred to Manhattan. In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy
case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims. As of the end
of May 2015, the SIPA Trustee has recovered more than $10.699
billion and has distributed approximately $7.576 billion. When
additional settlements awaiting distribution are taken into
account, the recovery in the Madoff liquidation proceeding totals
$10.734 billion.
BIOLIFE SOLUTIONS: S-4 Filing by Aralez Now Effective
-----------------------------------------------------
POZEN Inc. and Tribute Pharmaceuticals Canada Inc. announced that
the registration statement on Form S-4 filed with the U.S.
Securities and Exchange Commission by Aralez Pharmaceuticals
Limited on July 20, 2015, as amended on Aug. 19, 2015, and
Oct. 30, 2015, which includes a proxy statement of POZEN, related
to the securities to be issued to the security holders of POZEN,
was declared effective on Nov. 5, 2015. Upon completion of the
merger, which is expected to occur in December 2015, the combined
company will be named Aralez Pharmaceuticals plc and will be
domiciled in Ireland. Upon closing, Aralez is expected to trade on
NASDAQ and the TSX.
POZEN and Tribute also announced that they have each scheduled
stockholder and shareholder meetings, respectively, in connection
with POZEN's pending merger with Tribute and the combination under
Aralez. POZEN's special meeting of its stockholders will be held
on Dec. 10, 2015, at 8:30 a.m. EST, at the offices of POZEN, 1414
Raleigh Rd, Suite 400, Chapel Hill, North Carolina 27517. Tribute's
special meeting of its shareholders will be held on
Dec. 9, 2015, at 10:00 a.m. EST at the offices of Fogler, Rubinoff
LLP, Tribute's legal counsel, at 77 King Street West, Suite 3000,
Toronto, Ontario. Such POZEN and Tribute meetings are being held
to seek stockholder and shareholder approval, respectively, of the
transaction agreement and the merger related matters.
POZEN is expected to immediately begin mailing a proxy
statement/prospectus to its stockholders. This proxy
statement/prospectus on Form S-4 will provide information for POZEN
stockholders related to the transaction as well as instructions for
POZEN stockholders on voting. POZEN's stockholders of record as of
the close of business on Oct. 28, 2015, are entitled to vote at the
POZEN stockholder meeting.
Tribute is expected to mail its management information circular in
the coming days, a copy of which will be available on the System
for Electronic Document Analysis Retrieval Web site maintained by
the Canadian Securities Administrators at www.sedar.com and on the
SEC's Web site at www.sec.gov. Tribute's shareholders of record as
of the close of business on Nov. 9, 2015, are entitled to vote at
the Tribute shareholder meeting.
The Board of Directors of POZEN has unanimously recommended that
POZEN stockholders vote to approve the transaction to be considered
at POZEN's special meeting of its stockholders and the other
proposals set forth in the proxy statement/prospectus on Form S-4.
The Board of Directors of Tribute has unanimously recommended that
Tribute shareholders vote to approve the transaction to be
considered at Tribute's special meeting of its shareholders and the
other proposals set forth in the Information Circular.
About BioLife Solutions
Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.
BioLife Solutions reported a net loss of $3.30 million on $6.19
million of total revenue for the year ended Dec. 31, 2014, compared
with a net loss of $1.08 million on $8.94 million of total revenue
during the prior year.
As of June 30, 2015, the Company had $13.8 million in total assets,
$1.9 million in total liabilities and $11.8 million in total
shareholders' equity.
BIRMINGHAM COAL: Panel Seeks to Employ T. Humphryes as Accountant
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Birmingham Coal & Coke Company, Inc., et al., seeks
authority from the U.S. Bankruptcy Court for the Northern District
of Alabama to retain Terry Humphryes as accountant.
The Debtors has filed the conditional consent in response to the
application, stating that parties needed time to discuss and agree
upon a line item in the budget for Mr. Humphryes. Regions Bank,
Regions Equipment Finance Corporation, and Regions Commercial
Equipment Finance, LLC, also joined in the conditional consent of
the Debtors, provided that (a) Mr. Humphryes' compensation during
the first 30 days of his employment will not exceed $20,000, and
(b) further provided that Debtors, the Unsecured Creditors'
Committee, and Regions will negotiate in good faith a line item in
the cash collateral budget for any and all fees incurred by the
Committee in connection with the Committee's employment of Mr.
Humphreys beyond the initial 30 days of Mr. Humphreys' employment.
The Committee requires Mr. Humphryes to perform accounting services
which include gathering information and discussing with the
Committee and attorney for the Committee on, among other things:
1. Bankruptcy Preference Analysis;
2. Bankruptcy fraudulent transfer analysis; and
3. substantial consolidation of the Debtor's estate.
Mr. Humphryes can be reached at:
HUMPHRYES 7 ARNETT, P.C.
1321 19TH Street South
Birmingham, AL 35205
Tel: (205) 267-1961
E-mail: terry @Humphryes.com
About Birmingham Coal
Birmingham Coal & Coke Company, Inc. produces and markets coal to
industrial, utility and export markets. It owns and operates three
coal mines with an average annual coal production of approximately
480,000 tons. The company also offers coal brokerage services.
Birmingham Coal & Coke Company, Inc. was founded in 2000 and is
based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal
operates as a subsidiary of CanAm Coal Corp.
On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting
& Reclamation LLC, and RAC Mining LLC each filed a voluntary
petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case
No. 15-02075) in Birmingham, Alabama.
The Debtors tapped Jones Walker LLP as counsel.
Birmingham Coal and Cahaba Contracting each estimated $10 million
to $50 million in assets and debt. RAC Mining estimated $1 million
to $10 million in assets and debt.
BLACK REALTY: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: Black Realty Inc.
725 Wyandanch Avenue
West Babylon, NY 11704
Case No.: 15-74907
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: November 15, 2015
Court: United States Bankruptcy Court
Eastern District of New York (Central Islip)
Judge: Hon. Louis A. Scarcella
Debtor's Counsel: Richard S. Feinsilver, Esq.
One Old Country Road, Suite 125
Carle Place, NY 11514
Tel: (516) 873-6330
Fax: (516) 873-6183
Email: feinlawny@yahoo.com
Total Assets: $1.10 million
Total Liabilities: $1.60 million
The petition was signed by Rachel Yetim, president.
The Debtor listed 54 LLC as its largest unsecured creditor holding
a claim of $700,000.
A copy of the petition is available for free at:
http://bankrupt.com/misc/nyeb15-74907.pdf
BOOMERANG TUBE: Bankruptcy Court Rejects Chapter 11 Plan
--------------------------------------------------------
Tom Hals at Reuters reports that Bankruptcy Judge Mary Walrath has
rejected Boomerang Tube's Chapter 11 plan, siding with the
Company's unsecured creditors. Judge Walrath, according to the
report, said that the parties to start talks for a new plan to
replace the one she rejected, which would have reduced the
Company's debt by more than $200 million.
The unsecured creditors accused debt investor Black Diamond Capital
Management of joining with Access Industries to use bankruptcy to
grab control of the Company and protect themselves from potential
lawsuits.
According to Reuters, the unsecured creditors convinced Judge
Walrath that the Company was undervalued, and that the low
valuation was used to justify paying them virtually nothing.
The unsecured creditors, Reuters relates, claimed that: (i) the
Company had initially planned to file for bankruptcy with a
proposal that would have paid them in full; (ii) Black Diamond,
which became the biggest holder of the Company's $214 million loan
on the eve of the bankruptcy, used that role to dictate terms,
demanding a new plan that paid unsecured creditors next-to-nothing
for the $37 million they were owed; and (iii) the new plan also
converted the loan into ownership post-bankruptcy and shut down a
process to test the Company's market value.
According to the report, Judge Walrath also rejected the Plan in
part because it would have shielded Access Industries and Black
Diamond from lawsuits stemming from the bankruptcy. Access
Industries could potentially be sued for the way it financed the
Company, including a 2010 loan of $123 million at 23%, Reuters
relates, citing the unsecured creditors. The unsecured creditors
asked in court filings, "Why would a private equity owner impose
such onerous terms and extract such excessive prepayment fees from
its own portfolio company?"
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing. Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets. With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America. Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to 100%
of the common stock of the reorganized company. The cases are
assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
BPZ RESOURCES: Judge Approves Liquidation Plan
----------------------------------------------
Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review,
reported that Judge David R. Jones of the U.S. Bankruptcy Court in
Victoria, Texas, signed off on Texas oil company BPZ Resources Inc.
liquidation plan that pays bondholders between 10 cents and 18
cents on the dollar.
According to the report, Judge Jones on Nov. 12 approved the plan,
which had the backing of bondholders and other unsecured creditors.
Those creditors, including Wells Fargo and investment funds run by
Silverback Asset Management and Indaba Capital, are owed about $228
million, the report related.
As previously reported by The Troubled Company Reporter, the
Chapter 11 liquidating plan promises a recovery of 10.7% to 18.0%
to general unsecured creditors owed $227 million to $229 million.
BPZ Resources, which has sold its equity interests in subsidiaries
and certain assets for $9 million, proposes a liquidating plan
that:
* Holders of these claims are unimpaired and will receive
payment in full, in cash:
-- Administrative claims (Unclassified) estimated at $11
million to $15 million,
-- Priority tax claims (Unclassified) estimated at $20,000,
-- Priority non-tax claims (Class 1) estimated at $29,000, and
-- Secured claims (Class 2) estimated at $0.
* General unsecured claims (Class 3) estimated at $227 million
to $229 million are impaired, and will have a recovery of 10.7
percent to 18.0 percent. The claims under 6.5% Convertible Notes
due 2015 will be allowed in the aggregate amount of $61,922,933,
and the claims under the 8.5% Convertible Notes Due 2017 will be
allowed in the aggregate amount of $165,108,105. Holders of the
general unsecured claims will each receive a pro rata share of the
interests in the liquidating trust. Each holder of a Class 3
claim
that is not a noteholder claim is permitted to make a "convenience
election" to reduce its claim to $3,000 and will receive, in lieu
of liquidating trust interests, a one-time payment in cash of 20
percent of the allowed amount of the claim.
* Holders of subordinated claims (Class 4), equity interests
(Class 5) and intercompany claims (Class 6) won't receive
anything.
Only general unsecured creditors in Class 3 are entitled to vote
on
the Plan. Classes 1 and 2 are deemed to accept the Plan. Classes
4, 5 and 6 are deemed to reject the Plan.
About BPZ Resources
BPZ Energy -- http://www.bpzenergy.com/-- is an independent oil
and gas exploration and production company which had license
contracts covering 1.9 million net acres in offshore and onshore
Peru. BPZ Resources maintains an office in Victoria, Texas, and
through its subsidiaries maintains offices in Lima and Tumbes,
Peru, and Quito, Ecuador.
BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case
No. 15-60016) in Victoria, Texas, on March 9, 2015. The case is
pending before the Honorable David R. Jones. The Debtor disclosed
total assets of $364 million and debt of $275 million.
The Debtor tapped Stroock & Stroock & Lavan LLP as bankruptcy
Counsel; Hawash Meade Gaston Neese & Cicack LLP, as local Texas
Counsel; Houlihan Lokey Capital, Inc., as investment banker;
Opportune LLP, as restructuring advisor; Baker Hostetler, as the
audit committee's special counsel; and Kurtzman Carson Consultants
as claims and noticing agent.
The Official Committee of Unsecured Creditors retained Akin Gump
Strauss Hauer & Feld LLP as legal counsel, and Blackstone Advisory
Partners L.P. as its financial advisor.
* * *
Following an auction on June 30 to July 1, the Debtor won court
approval, and has closed, the sale of its equity interests in its
non-debtor subsidiaries for $8,500,000 to Zedd Energy Holdco Ltd.
The Debtor also sold assets relating to the onshore blocks in
northwestern Peru, all equity interests in the power generation
subsidiary EENE and, subject to Ecuadorian government approval and
applicable rights of first refusal, all equity interests in SMC
Ecuador, Inc., for $750,000 million to Zorritos Peru Holdings,
Inc.
The Debtor on July 30, 2015, won approval to implement a key
employee retention plan and a key employee incentive plan and to
pay severance claims to certain critical employees.
On Sept. 7, 2015, the Debtor and the Committee filed an agreed
order extending the exclusive period to solicit acceptances of a
chapter 11 plan through Oct. 23, 2015. The Court entered the
agreed order on Sept. 8.
The Debtor filed a Plan of Liquidation on Sept. 8, 2015, and then
an Amended Plan on Sept. 25, 2015.
BRAKE MADNESS: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Brake Madness, Inc
22115 Palais Place
Calabasas, CA 91302
Case No.: 15-13766
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Hon. Martin R. Barash
Debtor's Counsel: Eric Bensamochan, Esq.
THE BENSAMOCHAN LAW FIRM, INC.
20501 Ventura Blvd Ste #130
Woodland Hills, CA 91354
Tel: 818-574-5740
Fax: 818-961-0138
Email: eric@bnpllp.com
Total Assets: $1.10 million
Total Liabilities: $1.87 million
The petition was signed by Abby Shajari, president.
A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb15-13766.pdf
BUILDERS FIRSTSOURCE: Incurs $8.75-Mil. Net Loss in Third Quarter
-----------------------------------------------------------------
Builders Firstsource, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $8.75 million on $1.27 billion of net sales for the three months
ended Sept. 30, 2015, compared to net income of $8.50 million on
$435 million of net sales for the same period a year ago.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $12.3 million on $2.10 billion of net sales compared to
net income of $15.7 million on $1.20 billion of net sales for the
same period last year.
As of Sept. 30, 2015, the Company had $3.03 billion in total
assets, $2.88 billion in total liabilities and $156 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/IU9C5S
About Builders FirstSource
Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction. The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors. Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.
Builders Firstsource reported net income of $18.2 million on $1.60
billion of sales for the year ended Dec. 31, 2014, compared to a
net loss of $42.7 million on $1.48 billion of sales in 2013.
* * *
As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.
"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger. As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.
In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.
CAESARS ENTERTAINMENT: Incurs $791 Million Net Loss in Q3
---------------------------------------------------------
Caesars Entertainment Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to the Company of $791 million on $1.14
billion of net revenues for the three months ended Sept. 30, 2015,
compared to a net loss attributable to the Company of $908 million
on $2.21 billion of net revenues for the same period during the
prior year.
For the nine months ended Sept. 30, 2015, the Company reported net
income attributable to the Company of $5.99 billion on $3.53
billion of net revenues compared to a net loss attributable to the
Company of $1.76 billion on $6.38 billion of net revenues for the
same period a year ago.
As of Sept. 30, 2015, the Company had $12.7 billion in total
assets, $10.4 billion in total liabilities, and $2.25 billion in
total stockholders' equity.
"We are pleased with our continued strong performance system-wide
in the third quarter, delivering our third consecutive quarter of
EBITDA growth as well as our highest quarterly EBITDA margins since
2007, and industry-leading Las Vegas strip margins," said Mark
Frissora, pPresident and CEO of Caesars Entertainment. "The
enterprise had solid fundamental business improvement driven by Las
Vegas revenue performance and increased marketing and operational
efficiencies. We remain focused on a balanced agenda of growth and
efficiency initiatives to continue to fuel margin expansion and
cash flow, supplemented by targeted capital investments to drive
higher room rates in the Las Vegas region. We are confident that
our strategy will increase value for our stakeholders over the
long-term."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Lh7fTO
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 Feb. 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.
CANCER GENETICS: Has Public Offering of 3 Million Common Shares
---------------------------------------------------------------
Cancer Genetics, Inc., announced the pricing of an underwritten
public offering of 3,000,000 shares of its common stock at a price
to the public of $4.00 per share, with five year warrants to
purchase 3,000,000 shares of common stock at an exercise price of
$5.00 per share. The gross proceeds to Cancer Genetics from this
offering are expected to be $12 million before deducting
underwriting discounts and commissions and other estimated offering
expenses payable by Cancer Genetics. The underwriters have been
granted a 45-day option to purchase up to an aggregate of 450,000
additional shares of common stock and/or 450,000 additional
warrants. The offering is expected to close on or about Nov. 12,
2015, subject to customary closing conditions.
Joseph Gunnar & Co., LLC and Feltl and Company, Inc. are acting as
the joint book-running managers for the offering. Axiom Capital
Management, Inc. is acting as co-manager for the offering.
A copy of the free writing prospectus is available for free at:
http://is.gd/8rEkvY
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $16.6 million in 2014, a net
loss of $12.4 million in 2013 and a net loss of $6.66 million in
2012.
As of June 30, 2015, the Company had $39.8 million in total assets,
$13 million in total liabilities and $26.7 million in total
stockholders' equity.
CODERE FINANCE: Seeks US Recognition of UK Restructuring Scheme
---------------------------------------------------------------
Codere Finance (UK) Limited is seeking recognition in the United
States of a voluntary restructuring proceeding through a scheme of
arrangement with its creditors pending before the Chancery Division
(Companies Court) of the High Court of Justice of England and
Wales. A scheme of arrangement allows companies to effect
compromises or arrangements, including restructuring their
liabilities, with their members or creditors.
David Jimenez Marquez, the duly appointed foreign representative of
Codere Finance, filed under Chapter 15 of the Bankruptcy Code to
ensure that no creditors can bypass the effect of the Scheme by
commencing litigation or taking other actions in the United States
to obtain a greater recovery than other, similarly situated
creditors.
Court documents indicate that the overwhelming majority of Codere
UK's creditors are the holders of its $300,000,000 in 9.25% Notes
due 2019 and its EUR760,000,000 in 8.25% Notes due 2015. Codere UK
has no other financial debt.
According to Mr. Marquez, Codere UK has assets in the Southern
District of New York in the form of $50,000 currently on deposit in
a Wachtell, Lipton, Rosen & Katz client trust account at the New
York, New York branch of JPMorgan Chase Bank, N.A. He added that
the Indentures and the Notes are, by their terms, governed by New
York law.
Codere UK is a direct, wholly owned subsidiary of Codere
S.A.("Holdco," together with its direct and indirect subsidiaries,
"Codere" or the "Group"), which is incorporated under the laws of
Spain. Approximately 51.35% of the shares of Holdco are owned by
Masampe Holding B.V., a Dutch private limited company, 30.87% are
owned by the public, and the remaining 17.78% are held by members
of the Martinez Sampedro family. The business of the Group is
focused on multi-national gaming activities.
The Restructuring to be facilitated by the Scheme is proposed to
(i) provide a comprehensive solution to the financial problems
faced by the Group and (ii) maximize recovery for the Noteholders.
Approximately 95.1% of the Noteholders have agreed to support the
Restructuring at this time, according to Court documents.
The Group's Financial Situation
For the 12 months ending June 30, 2015, the Group generated
operating revenue of EUR1,534.6 million and EBITDA of EUR280.5
million. Argentina, Mexico, Italy, and Spain accounted for
EUR259.3 million, or approximately 92%, of the Group's EBITDA for
the 12-month period ending June 30, 2015.
According to Mr. Marquez, the last few years have been difficult
for the Group. In the 12 months ending June 30, 2015, the Group
derived 44% of its consolidated adjusted EBITDA (before corporate
overhead) from operations in Argentina. However, he said, the
operating environment in Argentina has been, and remains,
challenging and unpredictable, due principally to the unstable
macroeconomic conditions.
Mr. Marquez also said other factors that have affected the Group's
performance include the effects of the economic recession in Europe
and the introduction of anti-smoking regulations in places where
the Group has operations.
In 2013, the Group generated operating revenue of EUR1.5 billion
and EBITDA of EUR206 million, compared to EUR287 million in the
same period in 2012, an EBITDA decrease of 28%.
As a result of those events, projected short-term liquidity, and
impending debt maturities, the board of directors of Holdco filed
for protection under Article 5 bis of the Spanish Insolvency Law
(pre concurso) on Jan. 2, 2014. Some of the Spanish sub-holding
companies within the Group also filed for such protection in early
February 2014. This afforded those companies the time to continue
to negotiate the Restructuring without needing to file for Spanish
concurso bankruptcy immediately. The protection period ended in
May and June 2014, and the Group has been operating under
continuing forbearance and standstill agreements, including the
Lock-Up Agreement.
Appointment of Advisors and Negotiation of Terms
In March 2013, the Group began to work with both legal and
financial restructuring advisors to develop plans and contingencies
to seek to address its financial difficulties.
In May 2013, the Group and its advisors commenced negotiations with
respect to the terms of a restructuring with an informal ad hoc
committee of Noteholders. The intention of those negotiations was
to reach an agreement on how to reduce the financial pressure on
the Group and ensure it could continue to operate as a going
concern.
Since that time, the Group and its advisors, on the one hand, and
the Ad Hoc Committee and its advisors, on the other hand, have been
engaged in a constant dialogue, with the aim of addressing the
unsustainable debt burden of the Group.
The Group and the Ad Hoc Committee concluded that, for various
reasons, a restructuring proceeding in Spain would be inadequate to
produce a comprehensive resolution and that a UK scheme should be
undertaken. The Group and the Ad Hoc Committee further determined
that Holdco should create a UK subsidiary - Codere UK - to
facilitate the UK scheme process.
On Sept. 23, 2014, Holdco announced that key terms of a
restructuring had been agreed with the Ad Hoc Committee and certain
other Noteholders, as well as with Masampe.
Terms of the Restructuring
On Sept. 23, 2014, holders representing a substantial majority of
the Euro Notes and of the USD Notes entered into a Lock-up
Agreement to implement the restructuring. The Lock-up Agreement
was amended and restated on Aug. 18, 2015. Holders of over 95.1%
in aggregate principal amount of the Notes are currently party to
the Lock-Up Agreement. Pursuant to the terms of the Lock-up
Agreement, the consenting Noteholders have agreed, among other
things:
* to take all reasonable actions to support, facilitate and
implement the Restructuring in a manner consistent with the
terms of the Lock-up Agreement; and
* to take all steps consistent with and reasonably required to
implement the Restructuring.
The obligations of the parties to the Lock-up Agreement will
terminate on Dec. 31, 2015 (subject to extension (i) to March 31,
2016, by approval of Holdco, 75% of consenting Noteholders and each
party providing a backstop commitment, or (ii) to a later date by
approval of Holdco, each consenting Noteholder and each party
providing a backstop commitment).
Commencement of the UK Proceeding
The Debtor applied to the UK Court on Oct. 29, 2015, for an order
directing it to convene a meeting for a single class of creditors
only, namely Noteholders as of the "Record Time" under the Scheme.
The Scheme Creditors are the only creditors whose claims will be
compromised by the Scheme. The purpose of the proposed Scheme
Meeting is to consider and, if appropriate, approve the Scheme.
On Oct. 29, 2015, the UK Court held a hearing and subsequently
issued the Convening Court Order. The UK Court found that it could
exercise jurisdiction over the Scheme (subject to its final
determination at the Sanction Hearing). The Convening Court Order
also (i) confirms that the Scheme Meeting will be held on a time
and date to be advised to Scheme Creditors on no less than 20
Business Days' notice, which date shall be no earlier than
Dec. 14, 2015, and no later than Jan. 31, 2016, at the offices of
Clifford Chance LLP, 10 Upper Bank Street, London, E14 5JJ, (ii)
confirms the documents and notices that will be sent to
the Scheme Creditors, and (iii) declared that the Petitioner is
authorized to act as foreign representative in respect of the UK
Proceeding, including in any chapter 15 proceeding.
If the Restructuring is implemented, all outstanding liabilities in
respect of the existing Notes will be treated as follows:
(a) EUR475 million will be cancelled in return for EUR150
million of New Second Lien Notes and EUR325 million of New
Third Lien Notes; and
(b) all remaining and outstanding liabilities under the Notes
will be cancelled in return for approximately 97.78% of the
ordinary shares in Holdco, in each case, to be allocated
pro rata to Noteholders in accordance with their holding of
Notes, subject to the reallocations.
About Codere Finance
Codere Finance (UK) Limited sought Chapter 15 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 15-13017) on Nov. 11, 2015. David
Jimenez Marquez signed the petition as foreign representative.
The Debtor estimated assets in the range of $50,000 to $100,000 and
liabilities of more than $1 billion. Wachtell, Lipton, Rosen &
Katz represents the Debtor as counsel.
COLT DEFENSE: Ch. 11 Plan Goes to Dec. 16 Confirmation Hearing
--------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware approved the disclosure statement
explaining Colt Holding Company, LLC, et al.'s Second Amended Joint
Plan of Reorganization and scheduled the confirmation hearing for
Dec. 16, 2015, at 9:00 a.m. (Eastern Standard Time).
The deadline to file objections to the confirmation of the Plan
will be Dec. 9. The deadline to file a memorandum of law and/or
affidavit in support of confirmation of the Plan and, if necessary,
a reply to any valid objection filed on or before the Plan
Objection Deadline is Dec. 14. The voting deadline will be Dec.
7.
UAW filed a limited objection to the Disclosure Statement and
Restructuring Support Agreement, which was resolved prior to the
Nov. 10 Disclosure Statement hearing. The Objection was resolved
based on certain agreed language read into the record of the Nov.
10 hearing. Other than UAW's response, the Debtors have received
no other responses or objections to the Disclosure Statement.
The Plan to be voted on reflects a consensus reached among Colt's
key stakeholders, including a consortium of Colt's secured lenders,
Morgan Stanley as the lender under Colt's pre-petition and
post-petition secured term loan facilities, the official committee
of unsecured creditors appointed in Colt's bankruptcy case, Sciens
Capital Management and the landlord at Colt's West Hartford
facility. If approved, the Plan will allow Colt to raise
substantial new equity and debt to meet its business and capital
needs, restructure its pre-bankruptcy debts, provide meaningful
recoveries to creditors and remain in its existing production
facility in West Hartford. Approval of the Disclosure Statement
will let creditors vote on the Plan. If the Plan is approved the
Company plans to emerge from Chapter 11 before the end of the
year.
A blacklined version of the Second Amended Plan dated Nov. 10, 2015
is available at http://bankrupt.com/misc/COLTds1110.pdf
About Colt Defense
Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847. Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.
In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions (Bankr. D. Conn.). An
investment by Zilkha & Co. allowed CMC to confirm a chapter 11
plan
and emerge from Bankruptcy in 1994.
Sometime after 1994, majority ownership of the Company
Transitioned
from Zilkha & Co. to Sciens Capital Management.
Colt Holding Company LLC and nine affiliates, including Colt
Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr.
D.
Del. Lead Case No. 15-11296) for relief under Chapter 11 of the
Bankruptcy Code to pursue a sale of the assets as a going concern.
Colt Defense estimated $100 million to $500 million in assets and
debt.
On June 16, 2015, the Court directed the joined administration of
the assets.
The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny
&
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent. Perella Weinberg Partners L.P. is
acting as financial advisor of the Company, and Mackinac Partners
LLC is acting as its restructuring advisor.
Wilmington Savings Fund Society, FSB, as agent under the $13.3
million Term DIP Loan Agreement, is represented by Pryor Cashman
LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's
Leonard Klingbaum, Esq.
Cortland Capital Market Services LLC, as agent under the $6.67
million Senior DIP Credit Agreement, is represented by Holland &
Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan
LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's
Richard Borins, Esq., and Tracy Sandler, Esq.
The U.S. Trustee for Region 3 appointed five creditors of Colt
Defense Inc. and its affiliates to serve on the official committee
of unsecured creditors. MagPul Industries Corp. has resigned from
the committee leaving only four Committee members.
Sciens Capital is represented by Skadden, Arps, Slate, Meagher &
Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq.
* * *
Colt's equity sponsor, Sciens Capital Management, has agreed to
act
as a stalking horse bidder in a proposed asset sale. The Debtors
called off the bankruptcy auction after no potential buyers
emerged
by an Oct. 16, 2015 deadline.
The Debtors on Oct. 9 filed a proposed plan of reorganization
premised on a $50 million exit financing facility from
private-equity owner Sciens Capital Management, LLC, Fidelity
National Financial Inc., Newport Global Advisors LP, and certain
other lenders. The Plan secures options for the Company to
continue operations in West Hartford, Connecticut on a long-term
basis.
COLT DEFENSE: Exclusive Period to File Plan Extended to Jan. 11
---------------------------------------------------------------
Judge Laurie Selber Silverstein extended Colt Holding Company LLC,
et al.'s exclusive period for filing a plan through and including
Jan. 11, 2016, and their exclusive period for soliciting
acceptances of a plan through and including March 10, 2016.
Judge Silverstein overruled the objection of the Official Committee
of Unsecured Creditors to the Debtors' extension request. The
Committee complained that the Debtors have not established that
"cause" exists to grant their requested exclusivity extension and
spent the first four months of the bankruptcy cases wasting time
and estate funds pursuing their own ends without allowing the
Committee a seat at the table. The Debtors, according to the
Committee, should not be provided any further time to fritter away
the estates' limited funds seeking to benefit their sponsor and
powerful creditor blocks at the expense of ordinary unsecured
creditors (including approximately 2,400 retail noteholders who are
either "ineligible" to participate in the Debtors' proposed
enriching rights offering or do not have the wherewithal to take
advantage thereof).
The Committee is represented by Dominic E. Pacitti, Esq., and
Richard M. Beck, Esq., at Klehr Harrison Harvey Branzburg LLP, in
Wilmington, Delaware; David M. Posner, Esq., and Shane G. Ramsey,
Esq., at Kilpatrick Townsend & Stockton LLP, in New York; and Todd
C. Meyers, Esq., at Kilpatrick Townsend & Stockton LLP, in Atlanta,
Georgia.
About Colt Defense
Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847. Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.
In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions (Bankr. D. Conn.). An
investment by Zilkha & Co. allowed CMC to confirm a chapter 11
plan
and emerge from Bankruptcy in 1994.
Sometime after 1994, majority ownership of the Company
Transitioned
from Zilkha & Co. to Sciens Capital Management.
Colt Holding Company LLC and nine affiliates, including Colt
Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr.
D.
Del. Lead Case No. 15-11296) for relief under Chapter 11 of the
Bankruptcy Code to pursue a sale of the assets as a going concern.
Colt Defense estimated $100 million to $500 million in assets and
debt.
On June 16, 2015, the Court directed the joined administration of
the assets.
The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny
&
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent. Perella Weinberg Partners L.P. is
acting as financial advisor of the Company, and Mackinac Partners
LLC is acting as its restructuring advisor.
Wilmington Savings Fund Society, FSB, as agent under the $13.3
million Term DIP Loan Agreement, is represented by Pryor Cashman
LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's
Leonard Klingbaum, Esq.
Cortland Capital Market Services LLC, as agent under the $6.67
million Senior DIP Credit Agreement, is represented by Holland &
Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan
LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's
Richard Borins, Esq., and Tracy Sandler, Esq.
The U.S. Trustee for Region 3 appointed five creditors of Colt
Defense Inc. and its affiliates to serve on the official committee
of unsecured creditors. MagPul Industries Corp. has resigned from
the committee leaving only four Committee members.
Sciens Capital is represented by Skadden, Arps, Slate, Meagher &
Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq.
* * *
Colt's equity sponsor, Sciens Capital Management, has agreed to
act
as a stalking horse bidder in a proposed asset sale. The Debtors
called off the bankruptcy auction after no potential buyers
emerged
by an Oct. 16, 2015 deadline.
The Debtors on Oct. 9 filed a proposed plan of reorganization
premised on a $50 million exit financing facility from
private-equity owner Sciens Capital Management, LLC, Fidelity
National Financial Inc., Newport Global Advisors LP, and certain
other lenders. The Plan secures options for the Company to
continue operations in West Hartford, Connecticut on a long-term
basis.
The Plan and disclosure statement are consistent with the terms of
a restructuring support agreement among Colt, holders of over 60%
of Colt's outstanding 8.75% Senior Notes due 2017, Sciens Capital,
and the landlord under the lease for the Company's West Hartford,
Connecticut manufacturing facility and corporate headquarters.
Under the Plan, Colt will receive $50 million in new capital from
certain of the Supporting Noteholders and Sciens Capital, which
will allow the Company to execute its business plan and emerge
from
chapter 11. The Plan secures options for the Company to continue
operations in West Hartford, Connecticut on a long-term basis.
The
Plan and disclosure statement also include the terms on which the
Company's secured lenders, including Morgan Stanley Senior
Funding,
Inc., have agreed to refinance their prepetition and post-petition
loans through new secured exit facilities to be issued on the Plan
effective date.
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware approved the disclosure statement
explaining Colt Holding Company, LLC, et al.'s Second Amended Joint
Plan of Reorganization and scheduled the confirmation hearing for
Dec. 16, 2015, at 9:00 a.m. (Eastern Standard Time).
CON-WAY INC: Moody's Cuts Rating on Sr. Unsecured Debt to B3
------------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured rating of
Con-way Inc. debt to B3 from Baa3. These actions complete the
review for downgrade initiated on Sept. 11, 2015, upon the
announcement that Con-way had entered into an agreement to be
acquired by XPO Logistics, Inc. The ratings outlook is stable.
Moody's expects to withdraw all ratings of Con-way.
RATINGS RATIONALE
The B3 senior unsecured rating reflects the B1 Corporate Family
Rating of XPO and Moody's view that the Con-way notes would be more
junior to XPO's senior unsecured notes in the liability waterfall.
This is because (i) Con-way provides an upstream guarantee on XPO's
senior unsecured notes (as do all of XPO's domestic subsidiaries)
but (ii) neither XPO nor any of its subsidiaries guarantee the
Con-way notes, and (iii) any residual value from XPO's ownership
interest in Norbert Dentressangle, or other subsidiaries, is likely
to benefit holders of the XPO senior unsecured notes ahead of
holders of the Con-way notes. As a result of the upstream
guarantee, the Con-way debt would share claims ratably with the
much larger amount of XPO senior unsecured holders at the Con-way
level. Con-way debt holders, however, would not have any claim at
the XPO level to any residual value that may come from XPO's other
substantial subsidiaries without the downstream guarantee.
Moody's expects to withdraw all ratings of Con-way because Con-way
is not expected to provide any financial or other information
following its acquisition by XPO.
Downgrades:
Issuer: Con-way Incorporated
Senior Unsecured Medium-Term Note Program, Downgraded to (P)B3
from (P)Baa3
Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD6)
from Baa3
Outlook Actions:
Issuer: Con-way Incorporated
Outlook, Changed To Stable From Rating Under Review
The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in April 2013.
Con-way Inc. provides transportation, logistics and supply-chain
management services. Its business units are active in
less-than-truckload and full-truckload freight transportation as
well as warehouse management and transportation management.
Revenues for the last 12 months ended June 2015 were approximately
$5.7 billion. XPO Logistics, Inc. completed the acquisition of
Con-way Inc. on Oct. 30, 2015.
XPO Logistics, Inc. (NYSE: XPO) is a provider of supply chain
solutions to companies throughout the world. The company offers
value-added services for truck brokerage and transportation, last
mile logistics, intermodal rail and drayage, contract logistics,
ground and air expedite, global forwarding and managed
transportation. XPO serves more than 30,000 global customers with
a network of over 54,000 employees and 887 locations in 27
countries. Moody's anticipates that XPO will generate revenues in
excess of $15 billion in 2015, pro forma for the Con-way and
Norbert Dentressangle acquisitions.
DAVID NOVOSELSKY: Bid to Withdraw Reference of Client Suit Denied
-----------------------------------------------------------------
David Novoselsky filed for Chapter 11 bankruptcy in October 2014.
Milijana Vlastelica, a pro se creditor, filed an adversary
proceeding against the Debtor. Vlastelica has filed a motion to
withdraw the reference in the adversary proceeding.
Novoselsky is a lawyer who represented Vlastelica in a matrimonial
dispute in Illinois. Vlastelica sued Novoselsky in Illinois state
court for legal malpractice, fraud, and breach of contract as a
result of that representation. That litigation is still pending and
is currently stayed. Vlastelica filed a proof of claim in
Novoselsky's bankruptcy case and a separate adversary proceeding
asking the court to determine the dischargeability of her claim.
She then asked the bankruptcy judge to lift the automatic stay so
that her state court litigation against Novoselsky could proceed.
The bankruptcy court denied that motion. She then filed a motion to
withdraw the reference in the adversary proceeding in July 2015.
Vlastelica's motion is asking the following: to withdraw the
reference to the bankruptcy court and for this court judge to
preside over the adversary proceeding; this court judge to abstain
from hearing her state law claims and to instead allow her to
pursue judgment against Novoselsky in state court; lift the
automatic stay so that her state court litigation can proceed.
In determining whether to withdraw the reference to the bankruptcy
court, the following factors will have to be considered: whether
the proceeding is core or non-core, (ii) considerations of judicial
economy and convenience, (iii) promoting uniformity and efficiency
of bankruptcy administration, (iv) forum shopping and confusion,
(v) conservation of debtor and creditor resources, and (vi) whether
the parties requested a jury trial. The movant, in this case
Vlastelica, bears the burden of establishing that withdrawal is
appropriate.
In this case, the fact that Vlastelica's underlying claims are
state law claims does not defeat the bankruptcy court's authority
to enter final judgment. Although Vlastelica's underlying claims
against Novoselsky are based on state law, she filed a proof of
claim in the bankruptcy case. This triggered the process of
"`allowance and disallowance of claims,' thereby subjecting herself
to the bankruptcy court's equitable power."
Several other factors also weigh in favor of denying the motion to
withdraw the reference. First, the bankruptcy court is much more
familiar with the details of this case and with bankruptcy law than
this court and thus will be more efficient in deciding this matter.
Second, having the same judge preside over both Vlastelica's
adversary proceeding and the main bankruptcy will result in a more
efficient administration of the bankruptcy case. Vlastelica is
using withdrawal as a means of forum shopping; she has now asked
two different bankruptcy judges to lift the automatic stay of her
state court litigation, and both have denied her requests. It
appears that her withdrawal motion is an attempt to seek a third
opinion on the issue.
In a Decision and Order dated October 21, 2015 which is available
at http://is.gd/DvFmpofrom Leagle.com, Judge Lynn Adelman of the
United States District Court for the Eastern District of Wisconsin
denied the plaintiff's motion to withdraw reference and for
abstention and dismissed the case. The Defendant's third party
complaint is ordered stricken.
The case is MILIJANA VLASTELICA, Plaintiff, v. DAVID NOVOSELSKY,
Defendant, CASE NOS. 15-CV-0910, 14-02579 (E.D. Wis.).
Milijana Vlastelica, Plaintiff, Pro Se.
David Novoselsky, Defendant, Pro Se.
David Alan Novoselsky, Third Party Plaintiff, represented by David
A. Novoselsky, Esq. -- Novoselsky Law Offices.
DETROIT, MI: Needs to Make $100M Balloon Pension Payment in 2024
----------------------------------------------------------------
Matthew Dolan, Susan Tompor and John Gallagher at Detroit Free
Press reported that a year after a federal judge approved a
cost-cutting and reinvestment plan in the nation's largest-ever
municipal bankruptcy case, Detroit's financial future still hangs
in the balance.
The city is on the hook to make a balloon pension payment estimated
at more than $100 million in 2024 alone. But if the pension
investments do not perform as anticipated, the bill could be
significantly higher.
So far, the early returns for the investments since the bankruptcy
are falling short. City officials and their watchdogs are already
considering paying more into funds much sooner than prescribed by
the city's bankruptcy exit plan confirmed only a year ago. It's
unclear how Detroit would foot the bill.
A copy of the report is available for free at http://is.gd/oaCOW0
About the City of Detroit
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.
DEX MEDIA: Bankruptcy Filing Possible Next Month
------------------------------------------------
Dex Media is finalizing a pre-packaged bankruptcy plan with a group
of its senior lenders that would put the Company into Chapter 11
proceedings in December 2015 for the third time, Laura J. Keller at
Bloomberg News reports, citing people familiar with the matter.
According to Bloomberg News, the sources said that the Company,
which has $2.3 billion of debt, plans to solicit support from a
wider group of lenders before filing, with a target of the second
week of December.
Bloomberg News relates that the Company has been in talks for a
debt reorganization with holders of more than $2 billion of loans
since at least Sept. 30, 2015.
Bloomberg News recalls that the Company said earlier this month
that it received a proposal from the lender group. The report adds
that the Company has been wrangling with a group of junior
bondholders that have considered putting the Company into
involuntary bankruptcy after it skipped a Sept. 30 interest
payment.
Investment bank Moelis & Co. represents the Company along with
Alvarez & Marsal, while Houlihan Lokey and Milbank Tweed Hadley &
McCloy advise and respresent the lenders, Bloomberg News states.
About Dex Media
Dex Media, Inc., is a provider of social, local and mobile
marketing solutions for local businesses. The Company provides
marketing solutions that include Websites, print, mobile, search
engine and social media solutions. The Company's brands include
Dex One and SuperMedia. Through both brands, it delivers a range
of social, mobile, and print solutions. The Company's consumer
services include the Dex Knows.com and Superpages.com online and
mobile search portals and applications and local print
directories. On April 30, 2013, Dex One Corp. and SuperMedia
announced the completion of their merger, creating Dex Media, Inc.
Dex One (DEXO) and SuperMedia (SPMD) in March 2013 sought Chapter
11 bankruptcy protection in order to complete a merger. The filing
was just about three years after each company exited court
protection. The cases are In re Dex One Corp, 13-10533, U.S.
Bankruptcy Court, District of Delaware, and In re SuperMedia Inc,
13-10545, U.S. Bankruptcy Court, District of Delaware.
* * *
As reported in the Troubled Company Reporter on March 31, 2015,
KPMG LLP expressed substantial doubt about the Company's ability to
continue as a going concern, citing that the Company has filed for
Chapter 11 Bankruptcy on March 18, 2013, has a highly leveraged
capital structure and has experienced decline in operating results
and cash flows.
EAST ORANGE GENERAL: Seeks Joint Administration of Cases
--------------------------------------------------------
East Orange General Hospital, Inc. and Essex Valley Healthcare,
Inc. ask the Bankruptcy Court to jointly administer their Chapter
11 cases under Case No. 15-31232.
Bankruptcy Rule 1015(b) provides that "[i]f a joint petition or two
or more petitions are pending in the same court by or against a
debtor and an affiliate, the court may order a joint administration
of the estates."
According to the Debtors, joint administration will obviate the
need for duplicative notices, motions, and orders, and thereby
save considerable time and expense. The Debtors add that
joint administration will permit the Clerk of the Court to use a
single general docket for both of their cases and to combine
notices to creditors of each Debtor's estate and other
parties-in-interest.
The Debtors intend to file a consolidated monthly operating report,
but will separately set forth disbursements for each Debtor as a
schedule to the extent required by the United States Trustee
Operating Guidelines, with said reports to be filed in the lead
case, rather than in each of the Debtor's individual cases.
About East Orange General
East Orange General Hospital, Inc. and Essex Valley Healthcare,
Inc. (the Hospital) filed Chapter 11 bankruptcy petitions (Bankr.
D. N.J. Case Nos. 15-31232 and 15-31233, respectively) on Nov. 10,
2015. Martin A. Bieber signed the petition as interim president
and chief executive officer. The Debtors estimated both assets and
liabilities in the range of $100 million to $500 million.
The Debtors have engaged Lowenstein Sandler LLP as counsel,
PricewaterhouseCoopers LLP as financial advisor, McCarter &
English, LLP as special transactional counsel, and Prime Clerk LLC
as claims, noticing and balloting agent.
Judge Vincent F. Papalia has been assigned the case.
Located in East Orange, New Jersey, the 211-bed Hospital claims to
be the the only independent, fully accredited, acute-care hospital
in Essex County and is a recognized leader in behavioral health
services, renal dialysis, wound care, diagnostic services,
emergency services, and family health care.
The Debtors employ approximately 860 individuals.
EDUCATION MANAGEMENT: To Pay $95.5-Mil. to Settle Charges
---------------------------------------------------------
Devlin Barrett, writing for Dow Jones' Daily Bankruptcy Review,
reported that federal prosecutors announced a $95.5 million
settlement with a for-profit education company on Nov. 16 to settle
allegations the firm used "high pressure boiler room" tactics to
unlawfully recruit students.
According to the report, the settlement was announced by the
Justice Department, the Department of Education and state
officials, ending a lawsuit that charged Education Management Corp.
had violated federal and state False Claims Act provisions.
About Education Management
Education Management LLC, an indirect subsidiary of Education
Management Corporation based in Pittsburgh, Pennsylvania, is one
of
the largest providers of private post-secondary education in North
America. The company's education systems (The Art Institutes,
Argosy University, Brown Mackie Colleges and South University)
offer associate through doctorate degrees with approximately
120,000 students. The company reported revenues of approximately
$2.4 billion for the twelve months ended March 31, 2014.
* * *
As reported by the TCR on Nov. 19, 2014, Standard & Poor's Ratings
Services said that it lowered its corporate credit rating on
Pittsburgh-based for-profit post-secondary school operator
Education Management LLC (EDMC) to 'D' from 'CC'. The rating
actions follow the amendment to the company's credit facilities
that waived all financial covenants and substituted the originally
agreed upon cash interest and principal payments for a
payment-in-kind (PIK structure).
Moody's Investors Service has lowered the ratings of for-profit
post-secondary education company Education Management LLC,
including the Corporate Family Rating ("CFR") to Caa3 from Caa1,
and changed the outlook to negative from stable, the TCR reported
on May 6, 2014. The ratings were downgraded in consideration of a
financial restructuring program that the company intends to
undertake, which Moody's believes could entail a distressed
exchange for debt.
ENERGEN CORP: S&P Retains 'BB' Rating on Sr. Unsecured Debt
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it revised the
recovery rating on U.S.-based exploration and production (E&P)
company Energen Corp.'s senior unsecured debt to '3' from '4',
which indicates S&P's expectation of meaningful (50% to 70%, upper
half of the range) recovery in the event of default. The
issue-level rating on the company's senior unsecured debt remains
'BB'.
The issue-level rating on the senior secured debt remains 'BBB-'
with a recovery rating of '1' (very high recovery, 90% to 100%).
The corporate credit rating remains 'BB'. The outlook is stable.
S&P revised the recovery rating following the Oct. 20, 2015,
reduction of the company's borrowing base on its reserve-based
revolving credit facility to $1.4 billion from $1.6 billion, and
our updated estimate of enterprise value. S&P based its valuation
on Energen's company-provided PV10 report, based on midyear 2015
proved reserves, using S&P's recovery price deck assumptions of $50
per barrel for West Texas Intermediate crude oil and $3.50 per
million British thermal units for Henry hub natural gas.
RATINGS LIST
Energen Corp.
Corporate credit rating BB/Stable/--
Issue-Level Rating Unchanged; Recovery Rating Revised
Energen Corp.
To From
Senior unsecured debt BB BB
Recovery rating 3H 4
ENERGY FUTURE: O'Melveny, Ross Aronstam File Rule 2019 Statement
----------------------------------------------------------------
O'Melveny & Myers LLP and Ross Aronstam & Moritz LLP disclosed in a
court filing that they represent certain creditors in the Chapter
11 cases of Energy Future Holdings Corp. and its affiliates.
The creditors are Angelo Gordon & Co. LP, Brookfield Asset
Management Private Institutional Capital Adviser (Canada) LP, and
certain affiliates of Apollo Management Holdings LP.
O'Melveny serves as counsel to the creditors in connection with
Energy Future's bankruptcy case and a lawsuit currently pending in
the U.S. District Court for the Southern District of New York
captioned Marathon Asset Management, LP v. Wilmington Trust, N.A.
Meanwhile, the creditors hired Ross Aronstam as their Delaware
counsel in connection with the bankruptcy case, according to the
court filing.
The firms made the disclosure pursuant to Rule 2019 of the Federal
Rules of Bankruptcy Procedure.
The firms can be reached at:
O'Melveny & Myers LLP
Peter M. Friedman
Andrew D. Sorkin
1625 Eye Street, N.W.
Washington, D.C. 20006
(202) 383-5300
pfriedman@omm.com
asorkin@omm.com
-- and --
O'Melveny & Myers LLP
George A. Davis
Daniel S. Shamah
Times Square Tower
7 Times Square
New York, New York 10036
(212) 326-2000
gdavis@omm.com
dshamah@omm.com
Ross Aronstam & Moritz LLP
Bradley R. Aronstam
Benjamin J. Schladweiler
100 S. West Street, Suite 400
Wilmington, Delaware 19801
(302) 576-1600
baronstam@ramllp.com
bschladweiler@ramllp.com
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.
ENTERCOM COMMUNICATIONS: S&P Affirms 'B+' CCR, Outlook Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its rating
outlook on Entercom Communications Corp. to negative from stable
and affirmed its 'B+' corporate credit rating on the company.
At the same time, S&P revised its recovery rating on the company's
senior unsecured notes to '4' from '6' and subsequently raised the
issue-level rating to 'B+' from 'B-', in accordance with S&P's
notching criteria. The '4' recovery rating indicates S&P's
expectation for average recovery (30%-50%; lower half of the range)
of principal in the event of a payment default.
The ratings on the senior secured debt remain unchanged.
"The outlook revision reflects Entercom's narrow margin of
compliance over the next few quarters due to scheduled covenant
step-downs in the fourth quarter of 2015 and the first quarter of
2016," said Standard & Poor's credit analyst Heidi Zhang. The
company had an 8% EBITDA margin of compliance with respect to its
total net leverage covenant as of Sept. 30, 2015. S&P believes
that the margin of compliance may get as tight as 5% over the next
two quarters due to step-downs, despite strong operating
performance.
Entercom repaid about $14 million of its senior secured term loan
in the nine months ended Sept. 30, 2015. The revised recovery
rating on the senior unsecured notes reflects the lower senior
secured debt amount in S&P's simulated default scenario and, thus,
the noteholders' improved recovery of principal. In addition, S&P
increased its assumed EBITDA at emergence in its simulated default
scenario to reflect Entercom's acquisition of Lincoln Financial
Media and its Bonneville International Corp. exchange. The revised
recovery rating had no effect on S&P's corporate credit rating on
the company or the issue-level ratings on the senior secured debt.
The negative rating outlook reflects Entercom's narrow EBITDA
margin of compliance (under 10%) and the risk that it could remain
below 15% over the next 12 months if the company's operating
performance is below S&P's expectations of mid-teens percentage
organic EBITDA growth in 2016. S&P expects the company's leverage
to decline to the mid-4x area by the end of 2016 from the low- to
mid-5x area (pro forma for the July 2015 acquisition and exchange)
due to EBITDA growth and strong cash flow generation from synergy
realization and lower M&A expenses.
S&P could revise the outlook to stable if the company's covenant
headroom increases and S&P believes it will be maintained above 15%
due to reduced leverage or an amendment of covenant levels. An
outlook revision to stable would likely entail the radio industry
and Entercom's performance remaining stable.
S&P could lower the rating if Entercom's adjusted leverage stays
above 5x, with no prospect of it declining below 5x over the next
12 months. This could occur as a result of continued investment at
SmartReach Digital, secular pressure on radio advertising revenue,
or shareholder dividends. S&P could also lower the rating,
potentially by more than one notch, if the company does not make
progress in establishing a 15% margin of compliance with its
covenants -- either through reducing leverage or by obtaining an
amendment by March or April 2016 -- due to significant liquidity
pressure and the revolver maturity in November 2016.
FEDERATION EMPLOYMENT: Taps CITI Habitats to Market NY Property
---------------------------------------------------------------
Federation Employment and Guidance Service, Inc., supplemented its
application to employ professionals utilized in the ordinary course
of business to include CITI Habitats as its real estate broker in
connection with the sale and disposition of its ownership in the
real property located at 125 West 96th Street, Unit 4J, in New York
City.
CITI Habitats is expected to market the property, analyze offers
and proposals from potential purchasers, and assist with
negotiations regarding any potential transaction involving the
property.
Prior to the Petition Date, the Debtor and Citi executed the broker
agreement whereby Citi agreed to market the cooperative apartments
located at 125 West 96th Street, New York, and to endeavour to
obtain a buyer. The Debtor agreed to pay Citi a commission of 5%
of the sale price of the property.
According to the Debtor, the broker agreement was to expire by the
terms on Nov. 16, 2014, but was extended to Nov. 19, 2015, by
written agreement of the Debtor and Citi.
In a declaration of Seth R. Hirschhorn, senior managing director of
Citi Habitats, said that the firm is "disinterested person" person"
as that term is defined in Section 101(14) of the Bankruptcy Code.
Citi Habitats maintains an office at 250 Park Avenue S., 12th F.,
New York City.
About FEGS
Established in 1934 amidst the Great Depression, Federation
Employment & Guidance Service, Inc. ("FEGS") is a not-for-profit
provider of various health and social services to more than
120,000 individuals annually in the areas of behavioral health,
disabilities, housing, home care, employment/workforce,
education, youth and family services. At its peak, FEGs' network
of programs operated over 350 locations throughout metropolitan
New York and Long Island and employed 2,217 highly skilled
professionals.
FEGS sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y.
Case No. 15-71074) in Central Islip, New York on March 18, 2015.
The Chapter 11 plan and disclosure statement are due by July 16,
2015.
The Debtor filed applications to hire Garfunkel, Wild, P.C., as
general bankruptcy counsel; Togut, Segal & Segal, LLP, as
co-counsel; JL Consulting LLC as Restructuring Advisor, as
restructuring advisor; Crowe Horwath, LLP as accountants; and
Rust Consulting/Omni Bankruptcy as claims and noticing agent.
The Debtor disclosed $86,697,814 in assets and $45,572,524 in
liabilities as of the Chapter 11 filing.
The U.S. Trustee for Region 2 appointed three members to the
Official Committee of Unsecured Creditors. The Committee tapped
Pachulski Stang Ziehl & Jones LLP as its counsel.
FIRST DATA: Winslow Capital Reports 14.8% Stake as of Oct. 15
-------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Winslow Capital Management, LLC disclosed that as of
Oct. 15, 2015, it beneficially owns 26,226,988 shares of common
stock of First Data Corporation, representing 14.89 percent of the
shares outstanding. A copy of the regulatory filing is available
for free at http://is.gd/Sy6TrP
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Corporation of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014, compared with a net loss attributable to the
Corporation of $869 million on $10.8 billion of total revenues
during the prior year.
As of Sept. 30, 2015, the Company had $33.4 billion in total
assets, $31.4 billion in total liabilities and $1.98 billion in
total equity.
* * *
The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FREEDOM COMMUNICATIONS: Pension Plan Underfunded
------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that Freedom Communications Inc., the bankrupt parent
company of California newspaper the Orange County Register,
unveiled a number in court documents that could raise the eyebrows
of some of the company's anxious pensioners: $155 million.
That's how much the company's pension plan is underfunded,
according to the report. The shortfall is an estimate based on
what it will cost to pay all the benefits promised to employees
enrolled in the pension plan, which was frozen in 2005, the report
related.
About Freedom Communications
Headquartered in Santa Ana, California, Freedom Communications,
Inc., owns two daily newspapers -- The Press-Enterprise in
Riverside, Calif. and The Orange County Register in Santa Ana,
Calif.
Freedom Communications 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: December 3 Meeting of Creditors Proposed
------------------------------------------------------
Andrew R. Vara, the acting United States Trustee for the District
of Delaware, has requested that a meeting of creditors in the
bankruptcy case of Fresh & Easy, LLC be held on Dec. 3, 2015, at
10:00 a.m. at J. Caleb Boggs Federal Building, 844 King Street 2nd
Floor, Room 2112, in Wilmington, Delaware.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
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 FTI's Amir Agam as Chief Restructuring Officer
------------------------------------------------------------------
Fresh & Easy, LLC, asks the Bankruptcy Court to approve its
agreement with FTI Consulting, Inc., pursuant to which FTI has
agreed to provide Mr. Amir Agam as chief restructuring officer of
the Debtor.
Since June 2015, Mr. Agam and certain other persons from FTI have
been working closely with the Debtor's management and
professionals, initially in the capacity of financial advisors.
Pursuant to the FTI Agreement, Mr. Agam and other personnel will:
(a) provide support for sales of the Debtor's remaining assets
and related post-petition/post-closing services;
(b) supplement the financial department, where needed, and
review, analyze and, if necessary, assist the Debtor in
developing cash flow forecasts and liquidity budgets to help
manage cash and monitor DIP financing as necessary.
(c) assist the Debtor in its negotiations with key constituents;
(d) assist management with the development of presentations
regarding the status of liquidation activities and related
matters;
(e) participate in conference calls and attend meetings of, the
Debtor's board of directors, creditors, or other parties-in-
interest;
(f) assist with preparation of any plan and disclosure
statement;
(g) provide post-petition bankruptcy administrative support;
and
(h) perform other tasks and duties related to the engagement as
are directed by the Debtor and reasonably accepted by FTI.
Pursuant to the terms and conditions contained in the FTI
Agreement, the Debtor has agreed to pay a mixed monthly fee of
$115,000 for the services of Mr. Agam and a monthly non-refundable
advisory fee of $265,000 for the temporary staff (consisting of one
managing director, one senior director, and one consultant).
Additional FTI personnel, if any, will be billed at their standard
hourly rates.
In addition to the monthly fees, FTI will earn a completion fee of
$300,000 based on the achievement of certain milestones. The
completion fee will be earned upon the confirmation of a plan of
reorganization or a plan of liquidation.
FTI will also be entitled to reimbursement of reasonable expenses
incurred in connection with the engagement, including, but not
limited to, transportation, costs of hotels, meals, and similar
items.
FTI received a retainer of $100,000 on or around June 26, 2015.
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: Taps DJM and CBRE as Real Estate Consultants
----------------------------------------------------------
Fresh & Easy, LLC, seeks permission from the Bankruptcy Court to
employ DJM Realty Services, LLC, and CBRE, Inc., to serve as its
real estate consultants and advisors nunc pro tunc to the Petition
Date. The Debtor said it has retained DJM and CBRE, jointly, to
maximize their respective business contacts, marketing strengths,
and extensive experience in the real estate and distressed asset
industry.
The Consultants will:
(a) meet with Company representatives to ascertain the
Company's goals, objectives and financial parameters;
(b) negotiate the termination, assignment, sale or other
disposition of the leases, as may be directed by the
Company, including preparing and implementing a marketing
plan and assisting the Company at any auctions of any one
or more leases, if needed;
(c) negotiate waivers or reductions of prepetition cure amounts
and Bankruptcy Code Section 502(b)(6) claims, as maybe
directed by the Company with respect to the Leases;
(d) report periodically to the Company regarding the status of
negotiations;
(e) provide the Company with recommendations on an expedited
timeframe relating to which Leases should be rejected and
which should be retained to market for value, including an
estimate of potential value; and
(f) provide analysis or testimony as maybe required to support
obtaining Court approval of lease-related actions.
Subject to Court approval, the Debtor will pay the Consultants the
sum of $100,000 as a fully-earned, non-refundable consulting fee.
The Debtor may offset up to the full amount of the Consulting Fee
against any other fees due to the Consultants pursuant to the
Services Agreement.
For each transaction in which any lease is sold, assigned or
otherwise transferred to a third party that closes, the Consultants
will earn a fee equal to 4% of the gross proceeds of that
transaction.
In addition, the Debtor has agreed to reimburse the Consultants for
its reasonable, documented and incurred travel expenses, provided
that the Debtor has pre-approved those travel expenses.
The Debtor has agreed to indemnify DJM and CBRE and hold each of
them harmless from and against all claims, demands, penalties,
losses, liabilities or damages, unless those claims arise as a
result of the Consultants' negligence or willfull misconduct.
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: Taps Epiq as Administrative Advisor
-------------------------------------------------
Fresh & Easy, LLC, seeks permission from the Bankruptcy Court to
employ Epiq Bankruptcy Solutions as its administrative advisor to:
(a) assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as
preparation of any appropriate reports, as required in
furtherance of confirmation of any Chapter 11 plan;
(b) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results for
any Chapter 11 plan;
(c) provide a confidential data room;
(d) provide assistance with preparation of the Debtor's
schedules of assets and liabilities and statements of
financial affairs;
(e) generate, provide and assist with claims objections,
exhibits, claims reconciliation and related matters;
(f) manage any distributions pursuant to any confirmed Chapter
11 plan; and
(g) provide other claims processing, noticing, solicitation,
balloting, and administrative services.
Epiq's claims and noticing rates are:
Title Rates
----- -----------
Clerical/Administrative Support $30-$45
Case Manager $60-$80
IT/Programming $70-$120
Sr. Case Manager/Dir. 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 provided Epiq a retainer of
$25,000.
Epiq intends to apply to the Court for allowance of compensation
and reimbursement of out-of-pocket expenses incurred.
The Debtor has agreed to indemnify, defend, and hold harmless Epiq
and its members, officers, employees, representatives, and agents
under certain circumstances.
Todd Wuertz represents that Epiq 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.
GOLDEN COUNTY: Proposes Jan. 20 Hearing for Liquidation Plan
------------------------------------------------------------
Plover Appetizer Co., f/k/a Golden County Foods, Inc., et al.,
filed with the U.S. Bankruptcy Court for the District of Delaware a
combined disclosure statement and Joint Plan of Liquidation
following the sale of substantially all of their assets to Monogram
Appetizers, LLC, a Memphis-based food manufacturer and
co-packager.
After payment of the DIP Loan Claim from the proceeds of the sale
in accordance with the DIP Orders and Sale Orders, the remainder of
the sale proceeds were delivered to the Debtors. After closing
of the sale, the Debtors held approximately $22,000,000 in sale
proceeds to be distributed to creditors under the terms of the
Combined Plan and Disclosure Statement. On Nov. 12, 2015, the
Debtors were holding approximately $12,700,000.
The Debtors propose the following confirmation schedule:
Record Date Dec. 4, 2015
Date Solicitation Will Commence Dec. 11, 2015
Deadline to File Rule 3018 Motions Dec. 28, 2015
Objection Deadline to Rule 3018 Motions Jan. 6, 2016
Voting Deadline Jan. 13, 2016
Deadline to Object to Confirmation and
Final Approval of Adequacy of Disclosure Jan. 13, 2016
Confirmation Hearing Jan. 20, 2016
A full-text copy of the Disclosure Statement dated Nov. 12, 2015,
is available at http://bankrupt.com/misc/PLOVERds1112.pdf
About Golden County Foods
Golden County and its affiliates GCF Franchisee, Inc., and
GCF Holdings II, Inc., filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 15-11062 to 15-11064) on
May 15, 2015.
Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at
Richards, Layton & Finger, P.A., represent the Debtor in their
restructuring effort. The Debtors also hired Neligan Foley LLP
as local counsel.
The Debtors estimated assets and debts at $10 million to
$50 million.
The U.S. Trustee for Region 3 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.
The Committee selected Lowenstein Sandler LLP and Gellert Scali
Busenkell & Brown, LLC, to serve as its co-counsel, and
GlassRatner Advisory & Capital Group to serve as its financial
advisor.
HAGGEN HOLDINGS: Sells 36 Stores in California for $92M
-------------------------------------------------------
Hector Gonzalez at Santa Monica Lookout reports that Haggen has
sold 36 of its former stores in California for $92 million.
Lookout relates that Gelson's Markets purchased the Company's Santa
Monica location along with seven other former Haggen stores in Los
Angeles, Orange, Riverside, Ventura and San Diego counties for $36
million.
Lookout adds that Smart & Final LLC acquired 28 Haggen stores in
the state for $56 million.
The Company has also accepted bids for 55 additional "non-core
stores" scattered throughout California, as well as in Arizona,
Nevada, Oregon and Washington, for approximately $47 million,
Lookout reports, citing Deborah Pleva, the Company's spokesperson.
According to the report, the Company planned to submit the bids to
the Bankruptcy Court for approval on Nov. 24.
About Haggen Holdings
Headquartered in Bellingham, Washington, Haggen was founded in
1933 as a single grocery store. From 1933 to 2014, Haggen grew
into a 30 store family-run grocery chain, with stores located in
the northwestern United States. From 2011 to 2014, Haggen reduced
its store base to 18, including a stand-alone pharmacy location.
Haggen rapidly expanded in 2014 and 2015, and, as of the Petition
Date, Haggen owned and operated 164 stores through three operating
companies: Haggen, Inc., Haggen Opco North, LLC and Haggen Opco
South, LLC.
Haggen Holdings, LLC, and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11874 to
15-11879) on Sept. 8, 2015, with the intention of reorganizing, or
selling as a going concern, their stores for the benefit of their
creditors.
The petitions were signed by Blake Barnett, the chief financial
officer.
The Debtors estimated assets of $50 million to $100 million and
estimated liabilities of $10 million to $50 million.
Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors'
local counsel. Stroock & Stroock & Lavan LLP serves as the
Debtors' general counsel. Alvarez & Marsal North America, LLC,
acts as the Debtors' financial advisor. Kurtzman Carson
Consultants LLC serves as the Debtors' claims and noticing agent.
HAVERHILL CHEMICALS: Committee Taps Halperin Battaglia as Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Haverhill Chemicals LLC asks the U.S. Bankruptcy Court for
the Southern District of Texas for permission to employ Halperin
Battaglia Benzija, LLP as it counsel effective as of Oct. 1, 2015.
HBB will, among other things:
a. prepare and oversee filing for the Committee all necessary
applications, motions, pleadings, orders, reports and other legal
papers, and appearing on the Committee's behalf in proceedings
instituted by, against, or involving the Debtor, the Committee, or
the case;
b. assist the Committee in investigating and analyzing the scope
and validity of secured liens and claims against the Debtor and its
estate; and
c. assist the Committee in investigating and analyzing, among
other things, the actions, assets, liabilities, and financial
condition of the Debtor, the Debtor's assets and business
operations, including disposition of those assets, and any other
matters relevant to this case and the interests of unsecured
creditors.
HBB's standard hourly rates are:
Partners $555 - $535
Counsel/Associates $510 - $270
Paraprofessionals $125 - $95
To the best of the Committee's knowledge, HBB does not represent
any interest materially adverse to the estate, the U.S. Trustee, or
any person employed by the office of the U.S. Trustee.
About Haverhill Chemicals
Haverhill Chemicals LLC owns and operated a chemical plant in
Haverhill, Ohio, to produce Phenol, Acetone, Bisphenol A (BPA) and
Alpha-Methylstyrene ("AMS") for sale to customers. The chemicals
are used to manufacture a wide variety of chemical intermediates,
including phenolic resins, paint, varnishes, pharmaceuticals, film,
epoxy resins, flame retardants, coatings and heat resistance of
polystyrene.
Haverhill Chemicals filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 15-34918) on Sept. 18, 2015, with a deal to sell
its Haverhill plant to ALTIVIA Petrochemicals, LLC, for $3 million,
subject to higher or better bids.
The Debtor, in its amended schedules disclosed total assets of
$7,250,252 and total liabilities of $86,617,110 as of the Petition
Date.
The petition was signed by Paul Deputy, the chief financial
officer. The case is assigned to Judge Marvin Isgur.
Diamond McCarthy LLP serves as the Debtor's counsel.
On Sept. 29, 2015, the U.S. trustee overseeing the Debtor's Chapter
11 case appointed Marathon Petroleum Company LP, Pritchard Electric
Co., and CB&I Stone & Webster Construction Inc. to serve on the
official committee of unsecured creditors. The committee is
represented by Gardere Wynne Sewell LLP.
HAVERHILL CHEMICALS: Lists $86.6-Mil. in Liabilities
----------------------------------------------------
Haverhill Chemicals LLC filed with the U.S. Bankruptcy Court for
the Southern District of Texas amended schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property Unknown
B. Personal Property $7,250,252
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $46,697,156
E. Creditors Holding
Unsecured Priority
Claims Unknown
F. Creditors Holding
Unsecured Non-Priority
Claims $39,919,954
----------- -----------
Total $7,250,252 $86,617,110
In its schedules filed on Oct. 2, 2015, the Debtor disclosed total
asset of $7,250,252 and total liabilities of $86,577,714.
Copies of the schedules are available for free at
http://bankrupt.com/misc/HaverhillChemicals_73_Oct2SAL.pdf
http://bankrupt.com/misc/HaverhillChemicals_102_amendedSAL.pdf
About Haverhill Chemicals
Haverhill Chemicals LLC owns and operated a chemical plant in
Haverhill, Ohio, to produce Phenol, Acetone, Bisphenol A (BPA) and
Alpha-Methylstyrene ("AMS") for sale to customers. The chemicals
are used to manufacture a wide variety of chemical intermediates,
including phenolic resins, paint, varnishes, pharmaceuticals, film,
epoxy resins, flame retardants, coatings and heat resistance of
polystyrene.
Haverhill Chemicals filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 15-34918) on Sept. 18, 2015, with a deal to sell
its Haverhill plant to ALTIVIA Petrochemicals, LLC, for $3 million,
subject to higher or better bids.
The Debtor, in its amended schedules disclosed total assets of
$7,250,252 and total liabilities of $86,617,110 as of the Petition
Date.
The petition was signed by Paul Deputy, the chief financial
officer. The case is assigned to Judge Marvin Isgur.
Diamond McCarthy LLP serves as the Debtor's counsel.
On Sept. 29, 2015, the U.S. trustee overseeing the Debtor's
Chapter 11 case appointed Marathon Petroleum Company LP, Pritchard
Electric Co., and CB&I Stone & Webster Construction Inc. to serve
on the official committee of unsecured creditors. The committee is
represented by Gardere Wynne Sewell LLP.
HEALTH SUPPORT: Files for Chapter 7 Liquidation
-----------------------------------------------
Pam Huff at Tampa Bay Business Journal reports that The Health
Support Network Inc. -- dba Center for Building Hope, Women of Hope
Against Cancer, Women of Hope Versus Cancer, Horsepower for Hope,
and The Wellness Community - Southwest Florida Inc. -- filed for
Chapter 7 bankruptcy liquidation in the U.S. Bankruptcy Court for
the Middle District of Florida on Oct. 30, 2015.
Business Journal says that the Company estimated its liabilities at
up to $10 million and that its creditors are between 200 and 999.
The Company's website is no longer active, according the report.
Bradenton Herald relates that Center for Building Hope has been at
the center of board changes and financial troubles. The Company
says in court documents that "none of the members of the Board were
involved in the day-to-day operations and some of the responses are
based solely on the review of the Debtors' books and records as
officers responsible for the Debtors' management resigned or were
terminated." According to Bradenton Herald, Center for Building
Hope reportedly laid off its remaining 10 workers in September 2015
and handed over its clients to Jewish Family and Childrens Services
of the Suncoast Inc.
Business Journal states that nonprofit Brides Against Breast Cancer
has stopped operations.
Headquartered in Sarasota, Florida, The Health Support Network Inc.
-- dba Center for Building Hope, Women of Hope Against Cancer,
Women of Hope Versus Cancer, Horsepower for Hope, and The Wellness
Community - Southwest Florida Inc. -- is an organization of a
variety of cancer support-related nonprofits.
HEAVENLY VISION: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Heavenly Vision Christian Center Inc.
dba Heavenly Vision Prayer Mountain
fka Cristiana Fuente De Salvacion Inc.
2868 Jerome Avenue
Bronx, NY 10468-1601
Case No.: 15-13035
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Shelley C. Chapman
Debtor's Counsel: Adam P. Wofse, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Tel: (516) 826-6500
Fax: (516) 826-0222
Email: awofse@lhmlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Salvador Sabino, pastor and president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb15-13035.pdf
HEXION INC: Posts $7 Million Net Income for Third Quarter
---------------------------------------------------------
Hexion Inc. filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing net income of $7 million
on $1.06 billion of net sales for the three months ended Sept. 30,
2015, compared to a net loss of $26 million on $1.34 billion of net
sales for the same period in 2014.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $29 million on $3.23 billion of net sales compared to a
net loss of $66 million on $3.97 billion of net sales for the same
period during the prior year.
As of Sept. 30, 2015, the Company had $2.59 billion in total
assets, $5.05 billion in total liabilities and a $2.45 billion
total deficit.
At Sept. 30, 2015, Hexion had total debt of approximately $3.9
billion compared to total debt of $3.8 billion at Dec. 31, 2014. In
addition, at Sept. 30, 2015, the Company had $562 million in
liquidity comprised of $187 million of unrestricted cash and cash
equivalents, $337 million of borrowings available under the
Company's asset-backed loan facility and $38 million of time drafts
and availability under credit facilities at certain international
subsidiaries. As adjusted for the completion of the ABL amendment
effective Nov. 6, 2015, Hexion's liquidity would have been $590
million as of Sept. 30, 2015. Hexion expects to have adequate
liquidity to fund its ongoing operations for the next twelve months
from cash on its balance sheet, cash flows provided by operating
activities and amounts available for borrowings under its credit
facilities.
"Strong growth in our specialty epoxy and North American forest
product resins businesses drove year-over-year Segment EBITDA gains
in the third quarter of 2015, despite continued foreign currency
headwinds and lower demand for oil and gas related products," said
Craig O. Morrison, chairman, president and CEO. "In addition to
stable growth, we are pleased to report that we have brought online
our new formaldehyde plant in Curitiba, Brazil, and completed the
acquisition of a phenolic specialty resins facility in China.
These investments complement our existing global footprint and will
drive growth in two of our key specialty businesses in 2016 and
beyond. Going forward, we remain focused on executing against our
strategic growth program and prudently managing our balance
sheet."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/Db28I3
About Hexion Inc.
Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc.,
headquartered in Columbus, Ohio, is a producer of thermoset resins
(epoxy, formaldehyde and acrylic). The company is also a supplier
of specialty resins for inks and specialty coatings sold to a
diverse customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.
Hexion reported a net loss of $148 million in 2014 following a net
loss of $634 million in 2013.
* * *
The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Momentive
Specialty by one notch to 'CCC+' from 'B-'. "The downgrade
follows MSC's significant use of cash in the first half of 2014 and
our expectation that lackluster cash flow from operations and
elevated capital spending will cause free operating cash flow to be
significantly negative in 2014 and 2015," said Standard & Poor's
credit analyst Cynthia Werneth.
As reported by the TCR on Dec. 15, 2014, Moody's Investors Service
lowered the Corporate Family Rating of Momentive to 'Caa1' from
'B3'. "Due to elevated leverage, heavy capital spending on new
capacity in 2014 and 2015, and the lack of meaningful improvement
in financial performance, Moody's have lowered Momentive
Specialty's rating," stated John Rogers, senior vice president at
Moody's.
HI-CRUSH PARTNERS: Moody's Lowers CFR to B3, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Hi-Crush Partners LP's
Corporate Family Rating to B3 from B2, the Probability of Default
Rating to B3-PD from B2-PD, and senior secured term loan due 2021
to B3 from B2. The Speculative Grade Liquidity Rating is affirmed
at SGL-3. The rating outlook was revised to negative from stable.
These rating actions were taken:
Corporate Family Rating, downgraded to B3 from B2;
Probability of Default Rating, downgraded to B3-PD from B2-PD;
$200 million senior secured term loan due 2021, downgraded to
B3(LGD4) from B2 (LGD3);
Speculative Grade Liquidity Rating is affirmed at SGL-3;
The rating outlook was revised to negative.
RATINGS RATIONALE
The rating downgrade and negative outlook reflect our expectation
that EBITDA and key credit metrics will deteriorate further in
2016, stemming from on-going weakness in the oil and natural gas
industry. The rapid deterioration in Hi-Crush's end markets has
resulted in a 31% decline in adjusted EBITDA for trailing-twelve
months ending Sept. 30, 2015, as compared to year-end 2014. Key
credit metrics have also weakened. Adjusted debt-to-EBITDA
increased to 2.7x from 1.7x and adjusted EBIT-to-interest coverage
declined to 5.5x from 9.5x for the same period. Although operating
margin remains solid, it also declined to 24.3% from 35.9%.
Hi-Crush's B3 Corporate Family Rating reflects its limited size,
lack of free cash flow due to its MLP capital structure, reliance
on a single commodity product, exposure to one cyclical end market,
and reliance on the hydraulic fracturing industry for substantially
all of its revenue and operating income. The ratings also consider
the deterioration in key credit metrics and our expectation for
further decline. The credit profile is supported by the company's
moderate debt leverage, solid interest coverage, strong operating
margin and solid market position in the frac-sand industry. The
company's credit profile also benefits from its position as one of
the larger frac-sand producers of high-quality "Northern White"
sand, strategically located production facilities and logistical
network, and long-standing customer relationships.
Hi-Crush's Speculative Grade Liquidity rating of SGL-3 reflects the
company's adequate liquidity position. As of Sept. 30, 2015, the
company had liquidity of approximately $94.8 million, consisting of
approximately $5 million in cash and $89.8 million revolver
(unrated) capacity. The company had $7.7 million letter of credit
commitments. Hi-Crush has no material debt maturities until April
2019 when its credit facility matures. On Nov. 5, 2015, Hi-Crush
amended its credit agreement. The commitment level was reduced to
$100 million from $150 million, pricing was increased, and the
compliance ratios were waived through June 30, 2017. The facility
is now governed by minimum quarterly EBITDA covenants. Given
Moody's negative outlook for the oil and gas end markets in 2016,
it believes that the company could be challenged in meeting its
minimum EBITDA covenant. The amended facility also allows for
distributions to unitholders up to 50% of quarterly distributable
cash flow after quarterly debt payments on the term loan.
Following its 3Q15 earnings announcement, Hi-Crush announced a
temporary suspension of its quarterly distribution due to
challenging market conditions. The suspension reflects Hi-Crush's
intention to preserve capital in the face of on-going end market
weakness and uncertainty of recovery. Moody's expects Hi-Crush
would resume quarterly distributions when drilling and completion
activity begins to increase. In more stable conditions, the MLP
structure incentivizes Hi-Crush to distribute virtually all
available cash which weakens the company's long-term liquidity
profile.
The company has generated negative free cash flow over the past
several years due to distributions made to the company's unit
holders and capital investments. Given the company's MLP structure
and despite Hi-Crush's distribution suspension, Moody's expects
that the suspension will be temporary and the company will return
to making distributions to its unit holders resulting in weak free
cash flow generation.
The rating outlook could be returned to stable if the oil and
natural gas end markets stabilize such that drilling activity
increases, even modestly, and operating margin improves.
Moody's indicated that a ratings upgrade would be difficult in the
near-term. Over the longer term, the ratings could experience
upward momentum if the company continues to build greater scale,
sustains operating margin above 20% and reduces and maintains its
adjusted debt to EBITDA below 3.0x.
Alternatively, Moody's stated that the ratings could be downgraded
if the company experiences a deterioration in liquidity,
experiences further deteriorating operating results that lead
adjusted debt-to-EBITDA rising over 5.0x for a sustained period,
adjusted EBIT-to-interest coverage declines below 2.0x, adjusted
operating margin deteriorates significantly or the company purses
an aggressive growth strategy that is largely debt-funded.
The principal methodology used in these ratings was Building
Materials Industry published in September 2014.
Hi-Crush Partners LP, based in Houston, Texas, is an integrated
producer, transporter, marketer and distributor of high-quality
monocrystalline sand, which is a specialized mineral used as a
proppant to recover hydrocarbons from oil and natural gas wells.
Hi-Crush owns, operates and develops sand reserves and related
excavation, processing and distribution facilities. At Sept. 30,
2015, the company held approximately 121 million tons of proven
recoverable reserves of frac sand meeting API specifications, had
4.45 million tons of annual processing capacity, owned or leased
3,542 railcars and owned 14 destination terminals. For the
trailing twelve months ending Sept. 30, 2015, the company generated
revenues of $398.5 million.
HONEY BEE USA: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Honey Bee USA, Inc.
c/o Keith M. Kiuchi/President
1001 Bishop Street, Suite 985
Honolulu, HI 96813
Case No.: 15-01380
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
District of Hawaii (Honolulu)
Judge: Hon. Robert J. Faris
Debtor's Counsel: Chuck C. Choi, Esq.
WAGNER CHOI & VERBRUGGE
745 Fort Street, Suite 1900
Honolulu, HI 96813
Tel: 808.533.1877
Fax: 808.566.6900
Email: cchoi@hibklaw.com
- and -
Allison A. Ito, Esq.
WAGNER CHOI & VERBRUGGE
745 Fort St., Ste. 1900
Honolulu, HI 96813
Tel: 808 533-1877
Fax: 808 566-6900
Email: aito@hibklaw.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $1 million to $10 million
The petition was signed by Keith M. Kiuchi, president.
List of Debtor's 19 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Dept. of Land & Natural Resources $562,931
1151 Punchbowl Street
Suite 220
Honolulu, HI 96813
Choate Construction Services, LLC $529,730
700 Bishop Street, Suite 900
Honolulu, HI 96813
Attend Service, Inc. $476,724
1888 Kalakaua Avenue
Suite 801
Honolulu, HI 96815
Hawaiian Dredging Construction Co. $473,861
201 Merchant Street
11th Floor
Honolulu, HI 96813
Tutu USA, Inc. $438,544
2222 Kalakaua Avenue
Suite 1000
Honolulu, HI 96815
Thomas Enomoto $265,665
765 Amana Street
Suite 500
Honolulu, HI 96814
RM Towill Corporation $236,763
Keith M. Kuchi $214,637
Paul S. Osumi, Jr. $165,000
Kai Hawaii, Inc. $163,339
Maruhan Corporation $157,830
Deron Akiona $127,143
Palekana Permits, LLC $104,044
Geolabs, Inc. $15,000
Oshima Company, CPA, LLC $10,000
Electech Hawaii, Inc. $10,000
Tiki Venture, Inc. $9,145
DHT Engineering, Inc. $8,000
Ala Wai Yacht Brokerage Inter, LLC $6,089
HOVENSA LLC: Creditors Call for Formal Investigation
----------------------------------------------------
Tom Corrigan, writing for Dow Jones' Daily Bankruptcy Review,
reported that unsecured creditors have requested bankruptcy-court
approval to begin a wide-ranging investigation into nearly $2
billion in bonds issued by Hovensa LLC, a defunct oil refinery on
the island of St. Croix in the U.S. Virgin Islands.
According to the report, in court papers filed on Nov. 13, the
committee representing unsecured creditors asked Judge Mary Walrath
for access to a broad array of the company's internal documentation
and communications related to the bonds and the financial health of
the company, stretching as far back as 1998.
About Hovensa
Hovensa, L.L.C., produces and markets refined petroleum products.
The Company offers gasoline, diesel, home heating oil, jet fuel,
kerosene, and residual fuel oil. Hovensa serves customers
throughout North America.
Hovensa L.L.C. filed a Chapter 11 bankruptcy petition in the U.S.
Bankruptcy Court for the District of the Virgin Islands (Bankr. D.
V.I. Case No. 15-10003) on Sept. 15, 2015. The petition was
signed
by Sloan Schoyer as authorized signatory. The Debtor has
estimated
assets of $100 million to $500 million, and liabilities of more
than $1 billion.
Judge Mary F. Walrath is assigned to the case. The Law Offices of
Richard H. Dollison, P.C., serves as the Debtor's counsel. Prime
Clerk LLC is the Debtor's claims and noticing agent. Alvarez &
Marsal North America, LLC to provide Thomas E. Hill as chief
restructuring officer, effective Sept. 15, 2015 petition date.
The U.S. Trustee appointed five creditors to serve on the
committee
of creditors holding unsecured claims.
HOVENSA LLC: Seeks to Employ Prime Clerk as Administrative Agent
----------------------------------------------------------------
Hovensa L.L.C. seeks authority from the District Court of the
Virgin Islands, Bankruptcy Division, to employ Prime Clerk as
administrative agent.
Prime Clerk will, among other things:
(a) assist with, among other things, solicitation, balloting and
tabulation of votes, and prepare any related reports, as required
in support of confirmation of a chapter 11 plan, and in connection
with such services, process requests for documents from parties in
interest, including, if applicable, brokerage firms, bank
back-offices and institutional holders;
(b) prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results; and
(c) assist with the preparation and amendment, if any, of the
Debtor's schedules of assets and liabilities and statements of
financial affairs, and gather data in conjunction therewith.
Michael J. Frishberg, in a supporting declaration said that Prime
Clerk's rates are more than reasonable given the quality of Prime
Clerk's services and its professionals' bankruptcy expertise.
Additionally, Prime Clerk will seek reimbursement from the Debtor
for reasonable expenses in accordance with the terms
of the engagement agreement.
Mr. Frishberg assures the Court that Prime Clerk is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
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.
HUDBAY MINERALS: S&P Raises CCR to 'B' on Credit Ratio Improvement
------------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating and senior unsecured debt rating on
Toronto-based base metals producer HudBay Minerals Inc. to 'B' from
'B-'. The '3' recovery rating on the senior unsecured notes is
unchanged. The outlook is stable.
The upgrade follows the company's continued progress with the
ramp-up of its Constancia copper mine project in Peru. The company
achieved its first full quarter of commercial production as of
Sept. 30, 2015, with output and costs approximately in line with
S&P's previous expectations.
"We believe the company's core ratios will improve next year, led
mainly by higher annual copper output from Constancia," said
Standard & Poor's credit analyst Jarrett Bilous. S&P also expects
the risks associated with project cost overruns and execution
reflected in the previous rating have materially abated as the mine
reached design capacity production.
S&P bases its rating on Hudbay on its "highly leveraged" financial
risk profile and "weak" business risk profile, which result in a
'b/b-' anchor score. S&P's financial risk assessment is unchanged,
as it continues to reflect the company's large debt load and weak
estimated credit measures this year. In addition, S&P acknowledges
the potential for continuing copper price weakness, particularly
given prevailing spot prices that remain below S&P's price
assumptions, and Constancia ramp-up issues that could emerge.
However, S&P now selects the 'b' anchor, based on the estimated
relative strength of the company's prospective weighted average
core credit ratios under S&P's base-case scenario, including
adjusted debt-to-EBITDA of about 4x in 2016. Modifiers do not
affect the rating, resulting in a 'B' final rating.
S&P's view of HudBay's business risk assessment as "weak" primarily
reflects the company's limited operating diversity and exposure to
volatile base metals prices. S&P expects the company will be
increasingly reliant on earnings and cash flows from Constancia
beyond this year, which exposes Hudbay to protracted downtime at
the mine. S&P estimates Constancia will account for the majority
of the company's operating results. As such, in S&P's view,
unforeseen production disruptions would have a significant impact
on the company's profitability. In addition, S&P expects Hudbay's
profitability will remain highly volatile, given its high exposure
to fluctuations in copper and zinc prices.
"Our view of HudBay's financial risk assessment as "highly
leveraged" primarily reflects the company's large debt load and
negative cash flow generation this year. However, our assessment
also takes into account the expected improvement in the company's
core credit ratios next year, with adjusted debt-to-EBITDA
improving to about 4x driven primarily by higher expected output.
We consider the unamortized portion of the deposits from HudBay's
streaming agreements as a debt-like obligation and include it in
our adjusted debt calculation to arrive at our adjusted ratios. We
also expect the company to generate modest free operating cash
flows next year as capital expenditures decline significantly and
cash flows improve with the first full year of Constancia
production," S&P said.
The stable outlook reflects S&P's expectation that the company's
core credit ratios will improve in the next 12 months, with
estimated adjusted debt-to-EBITDA of about 4x in 2016 driven
largely by higher annual output from its Constancia mine, and that
liquidity will remain "adequate".
S&P could lower the rating if the company's adjusted debt-to-EBITDA
remains above 5x on a sustained basis. In S&P's view, this could
result from protracted operational challenges at HudBay's core
mines, weaker-than-expected copper market conditions, and/or
debt-financed acquisitions.
S&P could consider a positive rating action if HudBay strengthens
its financial risk profile. In S&P's view, this could result from
the company generating higher-than-expected output from its
existing assets and cash cost improvement, while maintaining
adjusted debt-to-EBITDA leverage ratio below 4x and FFO-to-debt
above 20% on a sustained basis.
HYPNOTIC TAXI: Committee Taps White and Williams as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Hypnotic Taxi LLC, et al., asks the U.S. Bankruptcy Court
for the Eastern District of New York for permission to retain White
and Williams LLP as its counsel.
W&W will, among other things:
a) advise the Committee of its rights, duties and powers in the
Debtors' Chapter 11 cases;
b) assist, advise and represent the Committee with investigating
the acts, conduct, assets, liabilities, and financial condition of
the Debtors and the operation of the Debtors' businesses; and
c) advise the Committee and its other professionals regarding
bankruptcy law, practices and procedures.
The Committee agreed to compensate W&W on an hourly basis, plus
reimbursement of actual, necessary expenses and charges incurred.
W&W's hourly rates range between $275 for junior associates to $600
for senior partners. W&W's current hourly rates are:
Partners $410 - $600
Counsel $350 - $450
Associates $275 - $350
Paraprofessionals $120 - $150
In a declaration in support of the application, Robert Ansehl,
Esq., assured th Court that W&W is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
About Hypnotic Taxi
Hypnotic Taxi LLC and 21 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D.N.Y. Lead Case No. 15-43300) on
July 22, 2015. The petition was signed by Evgeny Freidman as sole
and managing member.
Klestadt Winters Jureller Southard & Stevens LLP serves as the
Debtors' counsel. Judge Carla E. Craig presides over the case.
The Debtors each own either two or three medallions issued by the
New York City Taxi and Limousine Commission that permit taxi
services to be performed by the Debtors.
Hypnotic Taxi LLC disclosed total assets of $1,941,314 and total
liabilities of $2,825,401 as of the Petition Date.
The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.
IDERA PHARMACEUTICALS: Incurs $11.4 Million Net Loss in Q3
----------------------------------------------------------
Idera Pharmaceuticals, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $11.4 million on $20,000 of alliance revenue for the three
months ended Sept. 30, 2015, compared to a net loss of $9.45
million on $30,000 of alliance revenue for the same period a year
ago.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $36.6 million on $59,000 of alliance revenue compared
to a net loss of $26.7 million on $71,000 of alliance revenue for
the same period last year.
As of Sept. 30, 2015, the Company had $99.08 million in total
assets, $6.42 million in total liabilities and $92.7 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/vawEK5
About Idera
Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs. The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.
Idera Pharmaceuticals reported a net loss attributable to common
stockholders of $39.2 million in 2014, a net loss applicable to
common stockholders of $21.09 million in 2013 and a net loss
applicable to common stockholders of $22.5 million in 2012.
KAMRON EVERGREEN: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------------
Kamron Evergreen LLC (Bankr. S.D. Calif. Case No. 15-07229) and
affiliate Cyrus Carrol LLC (Bankr. S.D. Calif. Case No. 15-07230)
filed separate Chapter 11 bankruptcy petitions on Nov. 10, 2015.
The petitions were signed by Nasser Palizban, sole member.
Karmron Evergreen listed $1.85 million in total assets and $1.94
million in total liabilities. Cyrus Carrol disclosed $1.90 million
in total assets and $1.62 million in total liabilities.
Judge Margaret M. Mann presides over the Kamron Evergreen case,
while Judge Christopher B. Latham handles the Cyrus Carrol case.
Andrew H. Griffin, III, Esq., at Law Offices Andrew H. Griffin,
III, serves as the Debtors' bankruptcy counsel.
Petra Tantcheva at Bankrupt Company News reports that the creditor
holding the largest claim in the Kamron Evergreen case is Jalali
Family Trust with a disputed claim of $601,000, while the secured
lenders include JP Morgan Chase. Bankrupt Company News relates
that Cyrus Carrol's secured lenders are JP Morgan Chase, the Small
Business Administration, and Jalali Family Trust.
Kamron Evergreen LLC is headquartered in Vista, California. Cyrus
Carrol LLC is based in Vista, California.
KCP COMMUNICATIONS: Involuntary Chapter 11 Case Summary
-------------------------------------------------------
Alleged Debtor: KCP Communications, Inc.
6640 Ammendale Road
Beltsville, MD 20705
Tel: 301-823-3600
Fax: 301-823-3601
Case Number: 15-25823
Involuntary Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Petitioners' Counsel: Steven H. Greenfeld, Esq.
COHEN, BALDINGER & GREENFELD, LLC
2600 Tower Oaks Blvd., Suite 103
Rockville, MD 20852
Tel: (301) 881-8300
Fax: (301) 881-8350
Email: steveng@cohenbaldinger.com
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Allan Kullen Debt $103,935
7723 Groton Road
Bethesda, MD 20817
Diane K. Kullen Revocable Trust Debt $908,550
Diane K. Kullen, Trustee
7723 Groton Road
Bethesda, MD 20817
LAND VENTURES: Bid for Summary Judgment Against Attorney Denied
---------------------------------------------------------------
Judge W. Keith Watkins of the United States District Court, M.D.
Alabama, Northern Division, adopted the bankruptcy court's
recommendation on the issue of causation, denied Land Ventures for
2, LLC's motion for summary judgment, and granted the motion for
summary judgment filed by Michael Fritz and his law firm.
On March 15, 2012, Land Ventures filed a malpractice suit against
Fritz who was previously retained by Land Ventures as bankruptcy
counsel, asserting that Fritz's conduct led to the conversion of
its Chapter 11 bankruptcy to a Chapter 7 bankruptcy and the
subsequent liquidation of all of its assets.
The parties filed cross motions for summary judgment. The
bankruptcy judge recommended that Land Ventures' motion be denied
and Fritz's motion be granted.
Judge Watkins adopted the bankruptcy court's recommendation on the
issue of causation. The judge held that (1) Land Ventures'
objections to the referral of this matter to the bankruptcy court
are without merit, and (2) Land Ventures has not raised a genuine
dispute of material fact on the causation element of its Alabama
Legal Services Liability Act ("ALSLA") claim.
The case is LAND VENTURES FOR 2, LLC, Plaintiff, v. MICHAEL A.
FRITZ, SR., et al., Defendants, CASE NO. 2:12-CV-240-WKW (M.D.
Ala.).
A full-text copy of Judge Watkins' October 29, 2015 memorandum
opinion and order is available at http://is.gd/vlYvRyfrom
Leagle.com.
Land Ventures for 2, LLC is represented by:
Christina Diane Crow, Esq.
Lynn Wilson Jinks, III, Esq.
Nathan Andrew Dickson, II,
JINKS CROW & DICKSON, PC
219 North Prairie St.
Union Springs, AL 36089
Tel: (334) 738-4225
Fax: (334) 738-4229
Email: ccrow@jinkslaw.com
ljinks@jinkslaw.com
ndickson@jinkslaw.com
-- and --
Nicholas Heath Wooten, Esq.
NICK WOOTEN, LLC
1702 Catherine CT
Auburn, AL 36831
Tel: (334) 887-3000
Email: nick@nickwooten.com
Michael A. Fritz, Sr. and Fritz, Hughes & Hill, LLC are represented
by:
R. Austin Huffaker, Jr., Esq.
Ronald Gregg Davenport, Esq.
RUSHTON STAKELY JOHNSTON & GARRETT PC
184 Commerce Street
Montgomery, AL 36104
Tel: (334) 834-8480
Fax: (334) 262-6277
Email: rah2@rushtonstakely.com
rgd@rushtonsakely.com
About Land Ventures for 2
Based in Defuniak Springs, Florida, Land Ventures for 2, LLC,
filed for chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case
No. 10-30651) on March 16, 2010. Judge William R. Sawyer presides
over the case. Michael A. Fritz, Sr., Esq., at Fritz & Hughes,
LLC, in Montgomery, Alabama, serves as the Debtor's bankruptcy
counsel. In its schedules, the Company disclosed $3,162,500 in
assets and $1,294,980 in debts.
LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' Issuer Default Ratings (IDRs)
for Liberty Interactive LLC (Liberty LLC) and its wholly owned
subsidiary QVC Inc. (QVC) following today's announcement by Liberty
Interactive Corporation (Liberty), Liberty LLC's parent, that it
intends to spin-off two newly created companies, CommerceHub, Inc.
and Liberty Expedia Holdings, Inc. (Expedia Holdings) from the
Liberty Ventures Group (Ventures Group) tracking stock. The Rating
Outlook remains Stable.
CommerceHub, Inc. will be comprised of the CommerceHub business.
Expedia Holdings will house Liberty's 18% ownership interest in
Expedia, Inc. along with Liberty's subsidiary, Bodybuilding.com
LLC.
Ventures Group shareholders will receive corresponding shares of
CommerceHub and Expedia Holdings for every Ventures Group share
held. Following the transaction, Ventures Group will consist of
Liberty's digital commerce assets, various public equity holdings,
and other assets and liabilities.
Overall, Fitch views the spin-offs as leverage neutral given the
minimal EBITDA contribution of those assets. Proforma for the
spin-offs and new borrowings at QVC related to the zulily
acquisition that closed Oct. 1, 2015, Fitch calculates QVC Inc.'s
gross leverage at 2.8x and Liberty LLC's gross leverage at 4.5x as
of Sept. 30, 2015.
KEY RATING DRIVERS
The ratings for Liberty LLC and QVC reflect the consolidated legal
entity/obligor credit profile, rather than the Interactive/Ventures
tracking stock structure. Based on Fitch's interpretation of the
Liberty LLC bond indentures, the company could not spin out QVC
without consent of the bondholders in view of the current asset mix
at Liberty LLC. QVC generates 85% and 97% of Liberty LLC's revenues
and EBITDA, respectively. Any spinoff of QVC at this time would
likely trigger the 'substantially all' asset disposition
restriction within the Liberty LLC indentures.
Fitch expects Liberty LLC's gross unadjusted leverage to be managed
to 4.0x and QVC's unadjusted gross leverage to be managed to 2.5x.
Fitch recognizes QVC's ability to manage product mix and adapt to
its customers' shopping preferences. QVC has managed to grow
revenues over the last three years and has managed Fitch-calculated
EBITDA margins in the 20% to 22% range over that time frame. Fitch
believes QVC will be able to continue to grow revenues at least at
in line with GDP growth. QVC's EBITDA margin fluctuation is driven
in part by the product mix. Fitch believes over the next few years,
QVC's EBITDA margin will remain in its historical 20% - 22% range.
Fitch expects Liberty LLC's free cash flow (FCF) to be dedicated
toward share repurchases and debt reduction following this
transaction. While QVC will deleverage over time through EBITDA
growth, Fitch expects QVC to manage leverage closer to its stated
leverage targets of 2.5x within 24 months following the zulily
acquisition. Fitch recognizes the risk remains that Liberty LLC
acquires the 62% of HSN Inc. it does not already own, but believes
the probability of this has been reduced with the zulily
acquisition.
RATING SENSITIVITIES
Positive Rating Actions: Fitch believes that if Liberty LLC were to
manage to more conservative leverage targets, ratings could be
upgraded.
Negative Rating Actions: If QVC is unable to return leverage to
below the 2.5x rating threshold within 24 months, Fitch would
review the rating. In addition, changes to financial policy,
including more aggressive leverage targets, and asset mix changes
that weaken bondholder protection could pressure the ratings. And
finally, while unexpected, revenue declines in excess of 10% that
materially drive declines in EBITDA and FCF and result in QVC's
leverage exceeding 2.5x in the absence of a credible plan to reduce
leverage back under 2.5x would likely pressure ratings.
LIQUIDITY
Fitch believes liquidity at QVC will be sufficient to support
operations and its expansion into other markets. Acquisitions and
share buybacks are expected to be a primary use of FCF.
Fitch also believes that there is sufficient liquidity and cash
generation (from investment dividends and tax sharing between the
tracking stocks) to support debt service and disciplined investment
at Liberty LLC. Fitch recognizes that in the event of a liquidity
strain at Liberty LLC, QVC could provide funding to support debt
service (via intercompany loans), or the tracking stock structure
could be collapsed.
Fitch notes that cash can travel throughout all Liberty entities
relatively easily. Although the tracking stock structure adds a
layer of complexity, Liberty has in the past reattributed assets
and liabilities. Fitch believes that resources at QVC would be used
to support Liberty, and vice versa, if ever needed.
Fitch believes Liberty LLC continues to carry meaningful liquidity
with $2.5 billion in readily available cash, $0.4 billion of
availability on QVC's $2.25 billion revolver due March 2020 (pro
forma acquisition), and $2.7 billion in other public holdings as of
Sept. 30, 2015 proforma for the spin-off. Fitch calculates FCF of
$1.4 billion for the last 12 months ended Sept. 30, 2015 (excluding
discontinued operations). Based on Fitch's conservative
projections, Fitch expects Liberty's FCF to be in the range of $800
- $900 million for fiscal 2015.
Liberty's near-term maturities include $400 million of 1% HSN
exchangeable debentures that may be put to or redeemed by the
company in 2016. QVC's next maturity is $400 million aggregate
principal of 3.125% senior secured notes due in 2019. Fitch
believes Liberty has sufficient liquidity to handle these
maturities and potential redemption. Other than the 2019 and 2020
notes, the remaining QVC notes' call provisions are limited to
make-whole provisions ranging from 25 bps-50 bps.
FULL LIST OF RATING ACTIONS
Fitch affirms the following ratings:
Liberty Interactive LLC
-- Issuer Default Rating (IDR) at 'BB';
-- Senior unsecured at 'BB/RR4'
QVC
-- IDR at 'BB'
-- Senior secured debt at 'BBB-/RR1'.
The Rating Outlook is Stable.
LUXURY MARKETING: Files for Ch 11; Sec. 341(a) Meeting on Dec. 4
----------------------------------------------------------------
Luxury Marketing Inc filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.Y. Case No. 15-74689) on Nov. 3, 2015, estimating its
assets at between $50,001 and $100,000 and liabilities at between
$100,001 and $500,000.
Crain's New York Business relates that the Company's creditors with
the largest unsecured claims are: (i) the Internal Revenue Service,
owed $59,000; (ii) American Express, owed $22,000; and (iii) the
New York State Department of Taxation and Finance, owed $11,000.
Roman Akopian, Esq., at Akopian LLC serves as the Company's
bankruptcy counsel.
Judge Robert E. Grossman presides over the case.
A Sec. 341(a) meeting of creditors will be held on Dec. 4, 2015, at
9:00 a.m. at Room 562, 560 Federal Plaza, Central Islip, New York.
The schedules of assets and liabilities and statement of financial
affairs must be filed by Nov. 17, 2015.
Luxury Marketing Inc. is headquartered in Melville, Long Island,
New York.
MARTIN MANUFACTURING: Case Summary & 12 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Martin Manufacturing Company, LLC
dba Martin Innovations
1855 North Old Carriage Road
Rocky Mount, NC 27804
Case No.: 15-06193
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Raleigh Division)
Judge: Hon. Stephani W. Humrickhouse
Debtor's Counsel: George M. Oliver, Esq.
THE LAW OFFICES OF OLIVER & CHEEK, PLLC
PO Box 1548
New Bern, NC 28563
Tel: 252 633-1930
Fax: 252 633-1950
Email: efile@ofc-law.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $1 million to $10 million
The petition was signed by Willis E. Martin, MD, member manager.
List of Debtor's 12 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Assembly Fasteners $3,000
BF Properties $143,750
Capital One $9,406
Coats & Bennett, PLLC $23,812
Commerce Connect $27,506
Elliott Tech, LLC $6,680
Poyner Spruill $144,771
Revell & Lee II, LLP $2,000
Scribner Designs $10,000
USF-HPCC $11,050
Joey Wagoner $2,000
Wyrick Robbins $4,923
MARTIN MANUFACTURING: Section 341 Meeting Set for Dec. 15
---------------------------------------------------------
A meeting of creditors in the bankruptcy case of Martin
Manufacturing Company, LLC will be held on Dec. 15, 2015, at 10:00
a.m. at Raleigh 341 Meeting Room.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About Martin Manufacturing
Martin Manufacturing Company filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.C. Case No. 15-06193) on Nov. 13, 2015. The petition
was signed by Willis E. Martin, MD, as member manager. The Debtor
estimated assets in the range of $10 million to $50 million and
liabilities of at least
$1 million. The Law Offices of Oliver & Cheek, PLLC represents the
Debtor as counsel. Judge Stephani W. Humrickhouse has been
assigned the case.
General proofs of claim are due by March 14, 2016. For
governmental units, the bar date is May 11, 2016.
MIDWAY GOLD: To Sell 30% Stake in Spring Valley Joint Venture
-------------------------------------------------------------
Midway Gold Corp. and Waterton Global Resource Management on Nov.
12 jointly announced that they have reached an agreement in
principle through Midway's subsidiary, Midway Gold US Inc., to sell
its 30% interest in the Spring Valley joint venture to a subsidiary
of Waterton Precious Metals Fund II Cayman, LP. Waterton Precious
Metals Fund II Cayman, LP has also announced that it will be
acquiring the remaining 70 percent interest in the Spring Valley
project from Barrick Gold Corporation's in a separate transaction.
Pursuant to a letter of intent, Midway and Waterton have agreed to
negotiate in good faith and attempt to close the transaction for
Midway's interest Spring Valley by December 15, 2015. Some of the
relevant terms are as follows:
-- The minimum purchase price will be US$25 million;
-- Waterton acquires all of Midway's interest in the Spring
Valley joint venture and any other interests in real property and
mining claims located in Pershing County, Nevada;
-- Waterton will acquire any proof of claim filed by Barrick
against Midway and there shall be no recovery with respect to such
claims; and
-- Transaction is not subject to financing or additional due
diligence.
Bill Zisch, President and CEO of Midway stated, "The closing of
this transaction would realize significant value for Midway and its
stakeholders and represents meaningful progress in Midway's ongoing
reorganization."
"We are pleased to have reached an agreement in principle with
Midway for their 30% in Spring Valley," stated Isser Elishis, CIO
of Waterton. "With the completion of this transaction, and our
acquisition of Barrick's 70% interest in Spring Valley, we look
forward to moving quickly to advance the project and integrate the
asset into Waterton's growing portfolio," continued Mr. Elishis.
The letter of intent does not constitute a binding commitment or
obligation on either Midway or Waterton to proceed with the
transaction. The agreement in principle is subject to the
satisfaction of several conditions including, among other things,
Waterton's acquisition of Barrick's interest in Spring Valley,
negotiation and execution of definitive documentation, and entry of
an order of the United States Bankruptcy Court for the District of
Colorado approving the transaction. There is no assurance that
these conditions will be satisfied.
About Midway Gold
Midway Gold Corp., incorporated on May 14, 1996 under the laws of
the Province of British Columbia, Canada, is engaged in the
acquisition, exploration and development of mineral properties
located in the state of Nevada and Washington.
Midway Gold operates primarily through its wholly-owned subsidiary
located in the United States, Midway Gold US Inc. The executive
offices are in Englewood, Colorado. Midway US currently has one
gold producing property: the Pan gold mine located in White Pine
County, Nevada. Midway also has gold properties which are
exploratory stage projects where gold mineralization has been
identified, such as the Tonopah project in Nye County, Nevada, the
Gold Rock project in White Pine County, Nevada, and the Golden
Eagle project in Ferry County, Washington. Out of these projects,
a permitting process has been undertaken only for the Gold Rock
project. Finally, Midway's Spring Valley property, another gold
property located in Pershing County, Nevada, is subject to a joint
venture with Barrick Gold Exploration Inc.
On June 22, 2015, Midway Gold US Inc. and 12 related entities,
including parent Midway Gold Corp. each filed a petition in the
U.S. Bankruptcy Court for the District of Colorado seeking relief
under Chapter 11 of the U.S. Bankruptcy Code. The Debtors' cases
have been assigned to Judge Michael E. Romero.
Judge Michael E. Romero directed the joint administration of the
cases under Case No. 15-16835.
The Debtors tapped Squire Patton Boggs (US) LLP as lead bankruptcy
counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy
and restructuring counsel; DLA Piper (Canada) LLP, as Canadian
bankruptcy counsel; Ernst & Young Inc., as information officer of
Canadian court; RBC Capital Markets, as investment banker; FTI
Consulting as financial advisor; and Epiq Solutions, as claims and
noticing agent.
Midway Gold Corp. disclosed $184 million in assets and $62.4
million in liabilities as of March 31, 2015. Midway Gold US Inc.,
disclosed total assets of $2,461,673 and total liabilities of
$122,448,181 as of the Chapter 11 filing.
In July, the U.S. Trustee overseeing the Debtors' cases appointed
seven creditors to serve on the official committee of unsecured
creditors. The creditors are American Assay Laboratories, EPC
Services Company, InFaith Community Foundation, Jacobs Engineering
Group Inc., SRK Consulting (US) Inc., Sunbelt Rentals, and Boart
Longyear. Gavin/Solmonese LLC serves as its financial advisor.
MOBILESMITH INC: Incurs $1.97 Million Net Loss in Third Quarter
---------------------------------------------------------------
Mobilesmith, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.97 million on $494,000 of total revenue for the three months
ended Sept. 30, 2015, compared to a net loss of $2.09 million on
$178,000 of total revenue for the same period a year ago.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $5.70 million on $1.32 million of total revenue
compared to a net loss of $5.36 million on $560,403 of total
revenue for the same period during the prior year.
As of Sept. 30, 2015, the Company had $1.67 million in total
assets, $39.04 million in total liabilities and a $37.4 million
total stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/sGTyr5
About MobileSmith Inc.
MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated
in the State of Delaware in 1993. The Company changed its name to
MobileSmith, Inc., effective July 1, 2013. The Company develops
and markets software products and services tailored to users of
mobile devices. The Company's flagship product is The
MobileSmithTM Platform. The MobileSmithTM Platform is an
innovative, patents pending mobile app development platform that
enables organizations to rapidly create, deploy, and manage
custom, native smartphone apps deliverable across iOS and Android
mobile platforms.
MobileSmith reported a net loss of $7.33 million on $879,000 of
total revenue for the year ended Dec. 31, 2014, compared to a net
loss of $27.5 million on $339,000 of total revenue in 2013.
Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has suffered recurring losses from operations and has a
working capital deficiency as of Dec. 31, 2014. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
NEUSTAR INC: Moody's Retains Ba3 CFR Over $450MM MarketShare Deal
-----------------------------------------------------------------
Moody's Investors Service said that NeuStar, Inc's Ba3 Corporate
Family Rating and SGL-1 Speculative Grade Liquidity Rating remain
unchanged by the company's $450 million acquisition of MarketShare
Partners, LLC. Moody's expects the addition of MarketShare to add
nearly $90 million to NeuStar's top line in 2016, and be
complimentary to its strategic market position. However, despite
the strategic value of the assets, the mostly debt-financed
transaction is not immediately accretive, raising leverage and risk
to noteholders.
Based in Sterling, VA, Neustar, Inc. is the leading provider of
information and data services catering to carriers and enterprises.
For last twelve month ending in Sept. 30, 2015, NeuStar generated
approximately $1 billion in revenue.
NEW CREATORS: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------
New Creators Inc. dba Sushi Sasabune NY filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-12899) on Oct.
29, 2015, estimating its assets and liabilities at between $100,001
and $500,000 each.
Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene
serves as the Company's bankruptcy counsel.
Judge James L. Garrity Jr. presides over the case.
Crain's New York Business relates that the Company's creditors with
the largest unsecured claims are: (i) Kenji Takahashi, owed
$100,000; (ii) Masaru Takahashi, owed $30,000; and (iii) True World
Foods New York, owed $3,146.98.
New Creators Inc. dba Sushi Sasabune NY is headquartered at 401 E.
73rd Street, New York.
NEW DAWN ASSISTED: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: New Dawn Assisted Living Operating Company, LLC
No. 24 2000 S. Blackhawk Street
Aurora, CO 80014
Case No.: 15-14558
Type of Business: Health Care
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. George B. Nielsen Jr.
Debtor's Counsel: Sean P. O'Brien, Esq.
GUST ROSENFELD P.L.C.
One East Washington, Suite 1600
Phoenix, AZ 85004-2553
Tel: 602-257-7460
Fax: 602-254-4878
Email: spobrien@gustlaw.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Dennis R. Haydon, manager.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
NEW DAWN: Section 341 Meeting Scheduled for Dec. 15
---------------------------------------------------
A meeting of creditors in the bankruptcy case of New Dawn Assisted
Living Operating Company, LLC will be held on Dec. 15, 2015, at
9:00 a.m. at US Trustee Meeting Room, 230 N. First Avenue, Suite
102, Phoenix, Arizona.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About New Dawn Assisted
New Dawn Assisted Living Operating Company, LLC sought Chapter 11
bankruptcy protection (Bankr. D. Ariz. Case No. 15-14558) on Nov.
13, 2015. Dennis R. Haydon signed the petition as manager. The
Debtor estimated both assets and liabilities in the range of $10
million to $50 million. Gust Rosenfeld P.L.C. represents the
Debtor as counsel. Judge George B. Nielsen Jr. is assigned to the
case.
PARTY LINE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Party Line, Inc.
HC 5 BOX 57611
Caguas, PR 00725
Case No.: 15-08993
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Enrique S. Lamoutte Inclan
Debtor's Counsel: Antonio I. Hernandez Rodriguez, Esq.
HERNANDEZ LAW OFFICE
P.O. BOX 8509
San Juan, PR 00910-0509
Tel: 787 250-0575
Email: ahernandezlaw@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Guadalupe Calderon Vicente, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-08993.pdf
PLY GEM HOLDINGS: Reports $41.7-Mil. Net Income for 3rd Quarter
---------------------------------------------------------------
Ply Gem Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $41.7 million on $531 million of net sales for the three months
ended Oct. 3, 2015, compared to net income of $21.40 million on
$438 million of net sales for the three months ended Sept. 27,
2014.
For the nine months ended Oct. 3, 2015, the Company reported net
income of $23.2 million on $1.40 billion of net sales compared to a
net loss of $18.8 million on $1.11 billion of net sales for the
nine months ended Sept. 27, 2014.
As of Oct. 3, 2015, the Company had $1.31 billion in total assets,
$1.39 billion in total liabilities and a $80.8 million total
stockholders' deficit.
"Overall, I am pleased with our third quarter financial and
operating performance. Both businesses continued to make
substantial contributions to adjusted EBITDA which allowed us to
deliver the sixth consecutive quarterly year-over-year growth in
both net sales and adjusted EBITDA," said Gary E. Robinette, Ply
Gem's Chairman and CEO. While the overall Canadian housing market
has softened during 2015, we continue to benefit from the sustained
improvement in the U.S. housing market. We remain encouraged by
the macro-economic trends that support the long-term recovery of
the North American housing industry, and Ply Gem is well positioned
to participate in the recovery."
Commenting on the Company's results, Shawn K. Poe, Ply Gem's chief
financial officer added, "In the third quarter, we continued to
drive financial improvements and profitability within our business
segments. Excluding the impact of acquisitions, we achieved a 210
basis point improvement in our gross profit margin as a result of
our improved pricing and operational performance initiatives. In
addition, our year-over-year quarterly adjusted EBITDA grew by
$21.2 million to $76.6 million."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/hTwVCd
About Ply Gem
Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.
Ply Gem reported a net loss of $31.3 million on $1.56 billion of
net sales for the year ended Dec. 31, 2014, compared to a net loss
of $79.5 million on $1.36 billion of net sales for the year ended
Dec. 31, 2013.
* * *
In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'. "The ratings upgrade reflects our expectation that the
Company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.
POINT BLANK: Court Confirms Ch. 11 Liquidation Plan
---------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on Nov. 10, 2015, confirmed the Second Amended
Joint Chapter 11 Plan of Liquidation proposed by SS Body Armor I,
Inc., et al., and the Official Committee of Unsecured Creditors.
Stephenie Kjontvedt, a vice president, senior consultant at Epiq
Bankruptcy Solutions, LLC, filed a declaration stating that 100% of
holders of Class 5 - Class Action Claims, 51.17% of holders of
Class 3 - General Unsecured Claims, and 9.51% of holders of Class 6
- Old Common Stock Interests voted to accept the Plan.
D. David Cohen (a purported Point Blank shareholder and creditor),
Jeffrey Brooks (a putative record shareholder), the Internal
Revenue Service, the U.S. Trustee, CarVal Investors, LLC, a
distressed asset investor which recently purchased and was assigned
certain general unsecured claims, and the Official Committee of
Equity Security Holders objected to the confirmation of the Plan.
The objections were overruled by Judge Sontchi.
In response to the objections, the Debtors maintain that the
represents and will facilitate an extensively negotiated resolution
of highly contentious disputes during these cases between the
Debtors, the Creditors' Committee, the lead plaintiffs in the
consolidated securities class action captioned In re DHB
Industries, Inc. Class Action Litigation, Case No. 05-cv-04296
(E.D.N.Y.), and other key parties, who are also parties to the
Amended Settlement Agreement dated May 4, 2015 and the Addendum to
Amended Settlement Agreement dated June 10, 2015, by and among the
Settlement Parties. The Settlement Agreement provides the Debtors
with an immediate source of cash to fund the Plan, in the form of a
$20 million, interest-free, non-recourse loan from the Escrowed
Funds, which funds are currently the subject of multiple litigation
matters.
T. Scott Avila, the Chief Restructuring Officer of the Debtors, in
support of the Plan, stated: " The Plan is the product of extensive
negotiations between the Debtors, Class Action Claimants,
Creditors' Committee and Equity Committee, all of whom realized
that a consensual Plan process was important if not vital to these
cases. During the negotiations all of those parties demonstrated
the ability to compromise in order to obtain what ultimately was a
reasonable, fair and equitable result for all stakeholders. The
Plan provides the best recoveries possible for holders of Allowed
Claims and Interests. The Plan represents a potentially highly
successful outcome to a protracted case."
The Creditors' Committee, in support of the Plan, stated: "The Plan
reflects a hard-fought Settlement Agreement and is the culmination
of years of contentious litigation and intensive negotiations over
numerous disputes in these cases. After years of uncertainty,
including prior attempts to confirm a Chapter 11 plan of
reorganization and achieve a global settlement among all parties,
the proposed Plan establishes the best available path forward for
creditors to obtain and maximize the recoveries to which they are
entitled."
Prior to the Plan Confirmation Hearing, the Debtors filed plan
supplements, which include the Recovery Trust Agreement and Third
Amended and Restated By-Laws for Post Confirmation Debtor.
Blacklined copies of the Plan Supplements are available at
http://bankrupt.com/misc/SSBAplansup1109.pdf
The Debtors are represented by Laura Davis Jones, Esq., Alan J.
Kornfeld, Esq., James E. O'Neill, Esq., and Elissa A. Wagner, Esq.,
at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware.
The Creditors' Committee is represented by Scott J. Leonhardt,
Esq., and Frederick B. Rosner, Esq., at The Rosner Law Group LLC,
in Wilmington, Delaware; and Robert M. Hirsh, Esq., and George P.
Angelich, Esq., at Arent Fox LLP, in New York.
The Equity Committee is represented by Thomas F. Driscoll III,
Esq., and Ian Connor Bifferato, Esq., at Bifferato LLC, in
Wilmington, Delaware; and John E. Mitchell, Esq., Rosa A. Shirley,
Esq., and Jonathan Rosamond, Esq., at Baker & Mckenzie LLP, in
Dallas, Texas.
The U.S. Trustee is represented by Jane M. Leamy, Esq., Trial
Attorney, in Wilmington, Delaware.
CarVal is represented by David B. Stratton, Esq., and David M.
Fournier, Esq., at Pepper Hamilton LLP, in Wilmington, Delaware.
About Point Blank
Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.
The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a $185
million fraud.
Point Blank Solutions, formerly DHB Industries, filed for Chapter
11 protection (Bankr. D. Del. Case No. 10-11255) on April 14,
2010.
Laura Davis Jones, Esq., Alan J. Kornfeld, Esq., David M.
Bertenthal, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang
Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor.
Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate
counsel. Epiq Bankruptcy Solutions serves as claims and notice
agent.
The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case. Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at
Baker & McKenzie LLP, serve as counsel for the Official Committee
of Equity Security Holders. Robert M. Hirsh, Esq., and George P.
Angelich, Esq., at Arent Fox LLP, serve as counsel to the
Creditors
Committee, and Frederick B. Rosner, Esq., and Brian L. Arban,
Esq.,
at the Rosner Law Group LLC, serve as co-counsel.
In October 2011, the Debtors sold substantially all assets to
Point Blank Enterprises, Inc. The lead debtor changed its name to
SS Body Armor I, Inc., following the sale.
PREMIUM ENTERTAINMENT: Case Summary & 13 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Premium Entertainment, Inc.
dba Ticket Connection
1907 Southwest Freeway
Houston, TX 77098
Case No.: 15-36015
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Letitia Z. Paul
Debtor's Counsel: Sirigurmukh Khalsa, Esq.
WIST HOLLAND & KEHLHOF
720 N Post Oak Rd, Ste 610
Houston, TX 77024
Tel: 713-686-5444
Email: skhalsa@whkllp.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Muhammad Shareef Khan, director.
A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb15-36015.pdf
RAILYARD COMPANY: General and Governmental Claims Bar Date Fixed
----------------------------------------------------------------
The Honorable Robert H. Jacobvitz of the U.S. Bankruptcy Court for
the District of New Mexico, on Oct. 29, 2015, established these
dates in relation to the Chapter 11 case of Railyard Company:
-- 45 days after the date of service of notice as General Bar
Date; and
-- 180 days after the date of order for relief.
Railyard Company, LLC, owns and developed two-story Market Station
that houses the REI sporting goods store and other tenants. It
filed a Chapter 11 petition (Bankr. D. N.M. Case No. 15-12386) on
Sept. 4, 2015. The petition was signed by Richard Jaramillo as
managing member. The Debtor is represented by William F. Davis,
Esq., at William F. Davis & Associates, P.C., as counsel.
The Debtor's Chapter 11 petition says the Company has about $11.2
million in debts and $13.8 million in assets.
In its amended schedules, the Debtor disclosed total assest of
$13,852,140 and total liabilities of $11,221,368.
REICHHOLD HOLDINGS: Exclusive Plan Filing Date Extended to Jan. 26
------------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware issued a fourth order holding that, no party, other
than Reichhold Holdings US, Inc., et al., may file a Chapter 11
plan from Nov. 13, 2015, through and including Jan. 26, 2016.
Judge Walrath further ruled that no party, other than the Debtors,
may solicit votes to accept a proposed Chapter 11 plan from Nov.
13, 2015, through and including March 25, 2016.
On Jan. 12 and 14, 2015, the Court entered orders approving the
sale of substantially all of the Debtors' assets to Reichhold, LLC.
The sale, which is governed by the Second Amended and Restated
Asset Purchase Agreement dated January 12, 2015, closed on April 1,
2015.
On Sept. 15, 2015, the Debtors filed a Chapter 11 Plan of
Liquidation and accompanying Disclosure Statement. The Debtors are
preparing for a hearing, which is set for 11:30 a.m. (EST) on
November 17, 2015, on whether the Court should approve the
disclosure statement. The Debtors, according to David W. Giattino,
Esq., at Cole Schotz P.C., in Wilmington, Delaware, expect to file
an amended disclosure statement and an amended plan of liquidation
before the November Hearing Date.
Mr. Giattino said the extension requested will provide the Debtors
and their advisors with the chance to finalize, confirm, and
implement the terms of a Chapter 11 liquidating plan for the
distribution of assets to creditors.
About Reichhold Holdings
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, is one of the world's
largest manufacturer of unsaturated polyester resins and a leading
supplier of coating resins for the industrial, transportation,
building and construction, marine, consumer and graphic arts
markets. Reichhold -- http://www.Reichhold.com/-- has
manufacturing operations throughout North America, Latin America,
the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc. Logan
& Company is the company's claims and noticing agent. The cases
are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors.
On April 1, 2015, the U.S. Trustee named three non-union retirees
of Debtors to serve as the official Non-Union Retiree Committee.
Each of the Retiree Committee members is receiving retiree welfare
benefits from one or more of the Debtors.
On April 2, 2015, Reichhold disclosed that the purchase of most of
the assets of the U.S. business was completed. This transaction,
approved by the Delaware Bankruptcy Court on January 12, 2015,
allows Reichhold's U.S. businesses to successfully emerge from
bankruptcy and re-join the rest of the global Reichhold
organization. Concurrent with this purchase, Reichhold completed a
debt-for-equity exchange with a group of investors led by Black
Diamond Capital Management LLC and including J.P. Morgan Investment
Management, Inc., Third Avenue Management LLC, and Simplon Partners
LP.
RELATIVITY FASHION: Claims Bar Date Set for December 9
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York set
Dec. 9, 2015, at 5:00 p.m. (Eastern Time) as the deadline for any
person or entity to file proofs of claim against Relativity Fashion
LLC and its debtor-affiliates.
The Court also set Jan. 26, 2016, at 5:00 p.m. (Eastern Time) as
the last day for governmental units to file their claims against
the Debtors.
All proofs of claim must be filed with:
a) if proof of claim is sent by mail:
Donlin, Recano & Company Inc.
Re: Relativity Fashion LLC et al.
P.O. Box 199012, Blythebourne Station
Brooklyn, NY 11219
b) if proof of claim is sent by overnight courier or hand
delivery:
Donlin, Recano & Company Inc.
Re: Relativity Fashion LLC et al.
6201 15th Avenue
Brooklyn, NY 11219
c) if proof of claim is sent by hand delivery:
U.S. Bankruptcy Court, Southern District of New York
One Bowling Green, Room 534
New York, NY 10004-1408
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.
RIVERSIDE MULCH: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Riverside Mulch, Inc.
PO Box 1870
Romney, WV 26757
Case No.: 15-01109
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Northern District of West Virginia (Martinsburg)
Judge: Hon. Patrick M. Flatley
Debtor's Counsel: Todd Johnson, Esq.
JOHNSON LAW, PLLC
Post Office Box 519
Morgantown, WV 26507-0519
Tel: 304-292-7933
Fax: 304-292-7931
Email: todd@jlawpllc.com
- and -
John Wiley, Esq.
J FREDERICK WILEY, PLLC
PO Box 1381
Morgantown, WV 26507
Email: johnfwiley@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Adam V Stump, Sr., president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ROMANO'S JEWELERS: Tiger Group to Hold Asset Auction on Nov. 17
---------------------------------------------------------------
By order of the U.S. Bankruptcy Court, Tiger Capital Group's
Remarketing Services Division will conduct an online auction on
November 17 for diamond engagement rings, men's and women's wedding
bands, watches, as well as a variety of other fine and fashion
jewelry with a cost value of approximately $700,000 consolidated
from three Romano's Jewelers stores.
Online bidding is now under way at http://www.soldtiger.com/and
will close in rapid succession, live auction style, on November 17
beginning at 10:30 a.m. (PT). Previews of the various assets being
offered will be held November 14 and 15, from 11:00 a.m. to 6:00
p.m. (PT) at Romano's Stonewood Center store, 187 Stonewood St. in
Downey. The inventories came from the chain's Stonewood,
Northridge and Culver City stores.
"With the holiday season approaching, this sale represents a great
buying opportunity for consumers and trade buyers alike," said Jeff
Tanenbaum, President of Tiger Remarketing Services.
Items up for bid include more than 500 women's engagement rings and
wedding bands in yellow and white gold, as well as silver, with
diamonds and various other precious stones; more than 450 men's
wedding bands -- some with diamonds -- in tungsten and titanium;
more than 350 birthstone and rhinestone necklace/earring sets in
gift boxes; and over 250 men's chain link bracelets in titanium,
ceramic, tungsten, stainless steel, gold, and silver, some with
diamonds.
Bidders can also choose from more than 100 men's chain, link, and
dog tag-style necklaces in solid gold, silver and gold-plated (some
diamond-studded); and over 50 women's bracelets, including diamond
tennis bracelets, gold and silver links (many studded with precious
stones).
The selection of more than 250 men's and women's dress, casual and
sport watches includes models from brands like Luciene Piccard,
Aqua Master, Sonbol, Sport Link, and Techno Link.
Also offered will be more than 100 pendants in various designs in
rose, white, and yellow gold, as well as fashion jewelry and more
than 250 men's and women's design and style sample rings.
Established more than 20 years ago, the Northridge, Calif.-based
Romano's operated approximately 10 stores at its peak. The company
filed for Chapter 11 bankruptcy in January 2010, with management
citing the effects of the economic downturn. In July 2015, a
California federal court ruled that the Romano's bankruptcy case
should be converted to Chapter 7 (California Bankruptcy Court, Case
No. 1:10-bk-10209-MT).
ROTONDO WEIRICH: Allowed to Use Cash Collateral Until Dec. 18
-------------------------------------------------------------
Rotondo Weirich Enterprises Inc. received interim approval to use
the cash collateral of Univest.
The order, issued by U.S. Bankruptcy Judge Eric Frank, allowed the
company to use the cash collateral until December 18, 2015, to
support its operations.
In exchange for using the cash collateral, Rotondo Weirich was
ordered to grant adequate protection to Univest in the form of
"replacement liens" on some of its assets. Judge Frank also
ordered the company to make payments to the lender.
The next court hearing is scheduled for Dec. 18.
About Rotondo Weirich
Rotondo Weirich Enterprises, Inc. and five of its affiliates sought
Chapter protection (Bankr. E.D. Pa. Case Nos. 15-16146 - 15-16151)
on Aug. 27, 2015. The petition was signed by Steven J. Weirich as
president & CEO. The Debtors disclosed total assets of $8,667,885
and total liabilities of $10,452,860. Maschmeyer Karalis P.C.
represents the Debtors.
On Sept. 22, 2015, Andrew Vara, acting U.S. trustee for Region 3,
appointed Grant Brooker, general counsel of Bennett Motor Express
LLC; Brett Smith, business manager of Bragg Companies; and Max
Helser, president of Helser Industries Inc., to serve on the
official committee of unsecured creditors.
On Oct. 15, 2015, another unsecured creditor, Mi-Jack Products Inc.
Vice-President Jack Wepfer, was appointed to serve on the panel.
The unsecured creditors' committee is represented by Reed Smith
LLP.
ROUNDY'S SUPERMARKETS: Moody's Puts B3 CFR on Review for Upgrade
----------------------------------------------------------------
Moody's Investors Service placed the ratings of Roundy's
Supermarkets, Inc. on review for upgrade; including its Corporate
Family Rating of B3 and its Probability of Default Rating of B3-PD.
At the same time, Roundy's Speculative Grade Liquidity rating of
SGL-2 was affirmed. The review for upgrade is prompted by The
Kroger Co.'s ("Kroger") (Baa2 stable) and Roundy's announcement
that Kroger would be acquiring Roundy's for $3.60 per share plus
Roundy's existing debt in a transaction valued at about $800
million or about 7 times trailing EBITDA. The transaction is
expected to close during the fourth quarter of fiscal 2015.
The following ratings are placed on review for upgrade:
Corporate Family Rating at B3
Probability of Default Rating at B3-PD
$460 million first lien term loan maturing 2021 at B2 (LGD3)
$200 million Second Lien Notes maturing 2020 at Caa1 (LGD 5)
The following rating is affirmed:
Speculative Grade Liquidity rating at SGL-2
RATINGS RATIONALE
The review for upgrade is based upon Moody's view that, should the
acquisition by Kroger be consummated, Roundy's will become part of
an enterprise with a stronger overall credit profile, and hence a
potentially higher rating than if Roundy's remains a stand-alone
company. Since Kroger has no presence in Wisconsin there is minimal
store overlap and we expect the transaction to be approved by the
FTC.
Moody's review of Roundy's will consider: (1) the benefits of being
part of a larger more diversified entity; (2) any potential store
divestitures required to receive regulatory approvals; (3) how
much, if any, of Roundy's debt remains in place; (4) where Roundy's
debt is ultimately held within Kroger's capital structure; and (5)
what, if any, support mechanisms; including guarantees are provided
to Roundy's debt.
Roundy's Supermarkets Inc. headquartered in Milwaukee, Wisconsin,
operates 151 stores in Wisconsin and Illinois primarily under the
Pick' n Save, Copps, Mariano's and Metro Market banners. Revenues
were about $4 billion for the LTM period ending July 4, 2015.
RUSSEL METALS: Moody's Lowers Rating on Sr. Unsec. Notes to Ba3
---------------------------------------------------------------
Moody's Investors Service revised Russel Metals, Inc.'s outlook to
negative from stable to reflect the recent substantial
deterioration in its operating results and credit metrics and the
expectation they will remain weak over the next 12 to 18 months. At
the same time, Moody's downgraded Russel's senior unsecured notes
to Ba3 from Ba2 to reflect the change in its priority position
within the company's capital structure. The priority position of
the senior unsecured notes has changed since the company utilized a
portion of its cash balance along with borrowings on its revolving
credit facility to redeem its 7.75% convertible unsecured
subordinated debentures in November 2015. Moody's affirmed Russel
Metals Ba2 corporate family rating, Ba2-PD probability of default
rating and its Speculative Grade Liquidity Rating of SGL-2.
These actions were taken:
$300 Million Backed Senior Unsecured Notes due 2022, downgraded
to Ba3 (LGD 5) from Ba2 (LGD 4)
Corporate Family Rating, Affirmed at Ba2;
Probability of Default Rating, Affirmed at Ba2-PD;
Speculative Grade Liquidity Rating, Affirmed at SGL-2
Outlook Actions:
Outlook, Changed to Negative
RATINGS RATIONALE
Russel Metals' Ba2 corporate family rating reflects the company's
good size and scale, modest leverage and good liquidity and the
counter-cyclical working capital investment that enhances liquidity
in down markets. However, the rating also reflects the company's
volatile free cash flow, low margins and returns and high dividend
payout ratio. In addition, the rating incorporates Russel's
exposure to the highly cyclical oil & gas sector and steel price
volatility, which have caused its recent operating results and
credit metrics to deteriorate substantially.
The downgrade of Russel Metals senior unsecured notes reflect the
weakened position of the notes within the capital structure due to
the redemption of $174 million of convertible unsecured
subordinated debentures with cash and revolver borrowings. As a
result, there is no longer $174 million of lower priority
subordinated debt to act as a buffer to absorb creditor losses and
there is additional higher priority secured borrowings outstanding
on the company's revolver.
The change in Russel's ratings outlook to negative from stable
reflects the recent substantial deterioration in Russel's operating
results and credit metrics and the expectation they will remain
weak over the next 12 to 18 months. Russel has produced
substantially weaker operating results during the first nine months
of 2015 driven by a significant decline in steel, oil and natural
gas prices. Lower steel prices have weighed on Russel's
performance since the price of the majority of its products are
tied to carbon steel prices, which have declined by about 33% in
2015. Lower oil and natural gas prices have led to a 59% decline
in the North American rig count over the past year. The reduced
drilling activity has resulted in significantly weaker demand and
lower prices for oil country tubular goods (OCTG) and Russel's
other energy focused products. As a result, Russel Metals adjusted
EBITDA has declined by about 40% during the first three quarters of
2015 and is expected to be in the range of $155 million to $165
million in 2015 versus $284 million last year.
Russel has maintained its quarterly dividend of $0.38 per share
despite the material decline in earnings during the first nine
months of 2015. The company paid out $70 million in dividends on
net income of $48 million, which resulted in a dividend payout
ratio of 147%. Russel also completed the acquisition of Western
Fiberglass Pipe Sales for about $27 million and paid out contingent
consideration on past acquisitions of $18 million. However, the
company has been able to fund these cash outflows with cash flow
from operations supported by reduced working capital in the face of
weaker demand and lower product prices. Russel has generated $107
million in cash from working capital reductions during the first
nine months of 2015. Moody's expects the company to be able to
continue to support the dividend with free cash flow in the near
term, but it may have to utilize borrowings to maintain the
dividend if its operating performance deteriorates further or it
does not generate additional cash from working capital reductions
in 2016. The company has indicated that it plans to maintain its
current dividend in the near term. Russel's aggressive dividend
policy reduces its financial flexibility and is a rating
constraint.
Moody's expects Russel's credit metrics to continue to deteriorate
substantially in the near term due to the significant decline in
operating earnings combined with recent acquisitions and its
aggressive dividend policy. Russel's leverage ratio (Debt/EBITDA)
is expected to rise to about 3.2x in December 2015 from 2.2x in
December 2014 and its interest coverage ratio
((EBITDA-CapEX)/Interest Expense) should decline to about 3.0x from
4.5x. These metrics are somewhat weak for the company's rating and
the leverage ratio could deteriorate further in 2016.
Russel Metals has a good liquidity profile supported by its $94
million cash balance and $372 million of borrowing availability on
its primary revolving credit facility as of Sept. 30, 2015. The
company recently amended its primary revolving credit facility to
increase its capacity to $400 million from $325 million, extend its
maturity to Sept. 2019 from June 2017 and to lower certain fees and
borrowing costs. The company also has a $40 million one-year
uncommitted US subsidiary credit facility that was fully available
as of September 2015. Russel's liquidity has recently deteriorated
due to the redemption of its convertible debentures with cash and
revolver borrowings, but it should remain at a healthy level.
Upward pressure on Russel's ratings is unlikely in the intermediate
term given the expected deterioration in its credit metrics, its
aggressive dividend policy as well as the exposure to volatile
steel prices and cyclical end markets. Credit metrics that would
support an upgrade include a leverage ratio of less than 2.5x and
an interest coverage ratio of more than 4.0x.
Negative rating pressure could develop if the company's leverage
ratio rises above 3.5x, its interest coverage declines below 2.5x
or EBIT margins decline below 5%.
The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in Nov. 2011.
Russel Metals, headquartered in Mississauga, Ontario, is a leading
North American metal distributor with 65 metals service centers and
78 energy products locations in Canada and the US. The company
operates in three metal distribution segments. Energy Products
(42% of LTM revenue) distributes oil country tubular goods, line
pipe, valves and fittings. Metals Service Centers (45%)
distributes carbon hot rolled and cold finished steel, pipe and
tubular products, stainless steel and aluminum products. Steel
Distributors (13%) sells steel in large volumes to steel service
centers and large equipment manufacturers. For the year ended
Sept. 30, 2015, the company generated approximately $3.45 billion
in revenue, with about 70% of revenue earned in Canada (all figures
are in Canadian dollars unless otherwise noted).
SABINE OIL: Seeks Feb. 10 Extension of Lease Decision Period
------------------------------------------------------------
Sabine Oil & Gas Corporation, et al., ask the United States
Bankruptcy Court for the Southern District of New York to extend
the time within which they must assume or reject unexpired leases
of nonresidential real property through and including February 10,
2016.
The Debtors tell the Court that while they are actively engaged in
a strategic review of the Unexpired Leases, the Debtors have not
completed their review nor are they in a position to make any
determinations regarding whether to assume or reject the Unexpired
Leases by the Nov. 12, 2015 deadline. To provide them with
adequate time to complete their review and make an informed
determination regarding assumption or rejection of the Unexpired
Leases, the Debtors seek extension of the lease decision period.
Sabine Oil & Gas Corporation, et al. are represented by:
Paul M. Basta, P.C.
Jonathan S. Henes, P.C.
Christopher Marcus, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: paul.basta@kirkland.com
- and -
James H.M. Sprayregen, P.C.
Ryan Blaine Bennett, Esq.
Brad Weiland, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: james.sprayregen@kirkland.com
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.
SABINE OIL: Wilmington Savings Fund Appointed as Committee Member
-----------------------------------------------------------------
The U.S. Trustee for Region 2 appointed Wilmington Savings Fund
Society, FSB to Sabine Oil & Gas Corp.'s official committee of
unsecured creditors.
Wilmington replaced Farallon Capital Offshore Investors II LP,
which was appointed by the trustee in July this year, according to
a court filing.
The unsecured creditors' committee is now composed of:
(1) The Bank of New York Mellon, N.A.
101 Barclay Street
New York, New York 10286
Attention: Gary S. Bush, Vice President
Telephone: (212) 815-2747
(2) Aurelius Capital Partners, LP
535 Madison Avenue – 22nd Floor
New York, New York 10022
Attention: Dan Gropper
Telephone: (646) 445-6570
(3) AQR Diversified Arbitrage Fund
2 Greenwich Plaza – 4th Floor
Greenwich, Connecticut 06830
Attention: Melinda C. Franek, Vice President
Telephone: ((203) 742-3007
(4) Asset Risk Management, LLC
20329 State Highway 249 - Suite 450
Houston, Texas 77070
Attention: Thomas W. Heath, President
Telephone: (281) 655-3206
(5) Wilmington Savings Fund Society, FSB
WSFS Bank Center
500 Delaware Avenue – 11th Floor
P.O. Box 957
Wilmington, Delaware 19899
Attention: Patrick J. Healy, Director
(302) 888-7420
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.
SABINE PASS: Amends Third Quarter Form 10-Q to Add Disclosure
-------------------------------------------------------------
Sabine Pass LNG, L.P., filed an amendment to its quarterly report
on Form 10-Q for the period ended Sept. 30, 2015, to disclose
recently provided information pursuant to Section 219 of the Iran
Threat Reduction and Syria Human Rights Act of 2012.
Pursuant to Section 13(r) of the Securities Exchange Act of 1934,
as amended, if during the quarter ended Sept. 30, 2015, the Company
or any of its affiliates had engaged in certain transactions with
Iran or with persons or entities designated under certain executive
orders, the Company would be required to disclose information
regarding such transactions in its Quarterly Report on Form 10-Q as
required under Section 219 of the Iran Threat Reduction and Syria
Human Rights Act of 2012. During the quarter ended Sept. 30, 2015,
the Company did not engage in any transactions with Iran or with
persons or entities related to Iran.
Blackstone CQP Holdco LP, an affiliate of The Blackstone Group
L.P., is a holder of more than 29% of the outstanding equity
interests of Cheniere Energy Partners, L.P. and has three
representatives on the Board of Directors of Cheniere Partners'
general partner. Accordingly, Blackstone Group may be deemed an
"affiliate" of Cheniere Partners, as that term is defined in
Exchange Act Rule 12b-2. Blackstone Group has included in its
Quarterly Report on Form 10-Q for the quarterly period ended
Sept. 30, 2015, disclosures pursuant to ITRA regarding two of its
portfolio companies that may be deemed to be affiliates of
Blackstone Group. Because of the broad definition of "affiliate"
in Exchange Act Rule 12b-2, these portfolio companies of Blackstone
Group, through Blackstone Group's ownership of Cheniere Partners,
may also be deemed to be affiliates of the Company. The Company
has not independently verified the disclosure described in the
following paragraphs.
Blackstone Group has reported that Hilton Worldwide Holdings Inc.
has engaged in the following activities: during the fiscal quarter
ended September 30, 2015, an Iranian governmental delegation stayed
at the Transcorp Hilton Abuja for one night. The stays were booked
and paid for by the government of Nigeria. The hotel received
revenues of approximately $5,320 from these dealings, and net
profit to Hilton from these dealings was approximately $495, as
reported by Blackstone Group. Hilton believes that the hotel stays
were exempt from the Iranian Transactions and Sanctions
Regulations, 31 C.F.R. Part 560, pursuant to the International
Emergency Economic Powers Act and under 31 C.F.R. Section 560.210
(d). Blackstone Group has reported that the Transcorp Hilton Abuja
intends to continue engaging in future similar transactions to the
extent they remain permissible under applicable laws and
regulations.
Blackstone Group has reported that Travelport Limited has engaged
in the following activities: as part of its global business in the
travel industry, Travelport provides certain passenger travel
related Travel Commerce Platform and Technology Services to Iran
Air. Travelport also provides certain airline Technology Services
to Iran Air Tours. The gross revenues and net profits attributable
to such activities by Travelport during the quarter ended September
30, 2015 were reported by Travelport to be approximately $133,000
and $94,000, respectively. Blackstone Group has reported that
Travelport intends to continue these business activities with Iran
Air and Iran Air Tours as such activities are either exempt from
applicable sanctions prohibitions or specifically licensed by the
Office of Foreign Assets Control.
About Sabine Pass
Sabine Pass LNG, L.P. owns, develops and operates an LNG receiving
and regasification terminal in western Cameron Parish, Louisiana.
Based in Houston, the Company's LNG terminal includes existing
infrastructure of five LNG storage tanks with 16.9 Bcfe capacity,
two docks that can hold vessels up to 265,000 cubic meters, and
vaporizers with capacity of 4.0 Bcf/d.
Sabine Pass reported net income of $63.7 million on $130.7 million
of total revenues for the three months ended June 30, 2015,
compared to net income of $65.7 million on $131 million of total
revenues for the same period during the prior year.
As of Sept. 30, 2015, the Company had $1.64 billion in total
assets, $2.22 billion in total liabilities and a $590 million
partners' deficit.
SCIENTIFIC GAMES: Incurs $678 Million Net Loss in Third Quarter
---------------------------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $678 million on $672 million of total revenue for the three
months ended Sept. 30, 2015, compared to a net loss of $69.8
million on $416 million of total revenue for the same period during
the prior year.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $867 million on $2.02 billion of total revenue compared
to a net loss of $187 million on $1.22 billion of total revenue for
the same period last year.
As of Sept. 30, 2015, the Company had $8.61 billion in total
assets, $9.59 billion in total liabilities and a $981 million total
stockholders' deficit.
Gavin Isaacs, Scientific Games' president and chief executive
officer, said, "With an expanding portfolio of innovative new
products, systems and services ahead of us, and the heavy lifting
of integration mostly behind us, our team successfully accomplished
in just eight months what we had originally expected to achieve in
a year. The combined power of our talented people,
innovation-focused culture and multiple brands was clearly
demonstrated at the recent Global Gaming Expo and National
Association of State and Provincial Lotteries trade shows. At both
events, customer feedback to our latest innovative solutions was
highly favorable. We have clearly established a solid foundation
built on the most extensive portfolio of leading brands and
products - including a diverse revenue base that is more than 60%
recurring in nature - targeted at generating consistent long-term
profitable growth."
"The benefit from having accelerated our integration activities
yielded savings that contributed to the 850 basis point increase in
AEBITDA margin over the prior-year period, and enabled us to pay
down $73 million of debt in the third quarter, bringing total debt
payments for the first nine months of 2015 to $109 million. With
the integration largely complete, a deep portfolio of innovative
solutions across our businesses and the scale to provide high
levels of customer service, our strategic priorities remain focused
on leveraging our capabilities to support customers' growth while
improving our operating metrics," Mr. Isaacs concluded.
As of Sept. 30, 2015, the Company had $102.1 million of cash and
cash equivalents and $432.0 million of availability under its
revolving credit facility, compared to $171.8 million of cash and
cash equivalents and availability of $341.6 million under our
revolving credit facility as of Dec. 31, 2014.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/AJeSCP
About Scientific Games
Scientific Games Corporation is a developer of technology-based
products and services and associated content for worldwide gaming
and lottery markets. The Company's portfolio includes instant and
draw-based lottery games; electronic gaming machines and game
content; server-based lottery and gaming systems; sports betting
technology; loyalty and rewards programs; and social, mobile and
interactive content and services. Visit
http://www.scientificgames.com/
Scientific Games reported a net loss of $234 million in 2014, a net
loss of $30.2 million in 2013 and a net loss of $62.6 million for
2012.
* * *
The TCR reported on May 21, 2014, that Moody's Investors Service
downgraded Scientific Games Corporation's ("SGC") Corporate Family
Rating to 'B1'. The downgrade reflects Moody's view that slower
than expected growth in SGC's Gaming and Instant Products segments
will cause Moody's adjusted leverage to exceed 6.0 times by the
end of 2014.
As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'B+' from 'BB-' on
Scientific Games Corp.
"The downgrade and CreditWatch placement follow Scientific Games'
announcement that it has agreed to acquire Bally Technologies for
$5.1 billion, including the refinancing of about $1.8 billion in
net debt at Bally," said Standard & Poor's credit analyst Ariel
Silverberg.
SK FOODS: Purchaser Directed to Pay $160K Restitution to Frito-Lay
------------------------------------------------------------------
Criminal actions arise from conduct of the various defendants
constituting bribery and conspiracy to commit commercial bribery,
honest services fraud, racketeering, price fixing, and the shipping
and introduction of misbranded and adulterated food products. The
prosecutions and issues arising therein with respect to sentencing,
particularly with respect to restitution, if any, to be imposed as
part of the judgments of conviction have a lengthy and somewhat
tortured history.
In a Findings and Recommendations dated November 1, 2015, which is
available at http://is.gd/87gOSnfrom Leagle.com, Magistrate Judge
Dale A. Drozd of the United States District Court for the Eastern
District of California recommends that:
1. No restitution order be entered against defendant Jennifer
Lou Dahlman and defendant Steven James King;
2. No further restitution order be entered as to defendant
Robert C. Turner;
3. Defendant James Wahl, Jr., be ordered to pay restitution to
Frito-Lay in the amount of $160,219;
4. The court find that the calculation of any other restitution
orders would involve complex issues of fact related to the cause
and amount of the victims' losses which would complicate and
prolong the sentencing process to a degree that the need to provide
restitution to any victim is outweighed by the burden on the
sentencing process; and
5. Decline to enter any additional award of restitution.
The cases are UNITED STATES OF AMERICA, Plaintiff, v. RANDALL LEE
RAHAL, Defendant; UNITED STATES OF AMERICA, Plaintiff, v. JAMES
RICHARD WAHL, JR., Defendant; UNITED STATES OF AMERICA, Plaintiff,
v. JENNIFER LOU DAHLMAN, Defendant; UNITED STATES OF AMERICA,
Plaintiff, v. ROBERT C. TURNER, JR. Defendant; UNITED STATES OF
AMERICA, Plaintiff, v. JEFFREY SHERMAN BEASLEY, Defendant; UNITED
STATES OF AMERICA, Plaintiff, v. ALAN SCOTT HUEY, Defendant; UNITED
STATES OF AMERICA, Plaintiff, v. STEVEN JAMES KING, Defendant; and
UNITED STATES OF AMERICA, Plaintiff, v. FREDERICK S. SALYER,
Defendant, NOS. 2:08-CR-0566 TLN, 2:09-CR-0040 TLN, 2:09-CR-0062
TLN, 2:09-CR-0145 TLN, 2:09-CR-0351 TLN, 2:09-CR-0468 TLN,
2:10-CR-0059 TLN, 2:10-CR-0061 TLN (E.D. Calif.).
SK Foods LLC, Movant, represented by Andrea M. Miller, Esq. --
amiller@nmlawfirm.com -- Nageley Meredith & Miller, Inc..
Bank of the West, Movant, represented by Robert B. Kaplan, Esq. --
RKaplan@jmbm.com -- Jefer, Mangels, Butler & Marmaro LLP.
Morning Star Packing Company, Movant, represented by Alex James
Kachmar, Jr, Esq. -- jkachmar@weintraub.com -- Weintraub Genshlea
Chediak Tobin & Tobin & Dale C. Campbell, Esq. --
dcampbell@weintraub.com -- Weintraub Tobin Chediak Coleman Grodin.
Lynne Salyer, Movant, represented by Edward W Swanson, Esq. --
eswanson@swansonmcnamara.com -- Swanson & McNamara LLP.
Bank of Montreal, Movant, represented by Todd Joseph Dressel, Esq.
-- dressel@chapman.com -- Chapman and Cotler LLP.
Stefanie Gallegly, Movant, represented by Steven J Williamson, Esq.
-- Wilke, Fleury, Hoffelt, Gould & Birney, Llp.
Caroline G. Salyer, Movant, represented by Steven J Williamson,
Esq. -- Wilke, Fleury, Hoffelt, Gould & Birney, Llp.
Robert Pruett, Movant, Pro Se.
Robert Pruett, Movant, represented by Stephanie J. Finelli, Esq. --
Law Office of Stephanie J. Finelli.
Kraft Foods, Movant, represented by Todd Michael Noonan, Esq. --
todd.noonan@dlapiper.com -- DLA Piper LLP.
Linda Salyer Lee, Movant, represented by Justin Potter Karczag,
Esq. -- jkarczag@foleybezek.com -- Foley Bezek Behle & Curtis LLP.
Frito-Lay, Inc., Movant, represented by George L. O'Connell, Esq.
-- george.oconnell@dlapiper.com -- DLA Piper LLP.
Bradley D. Sharp, Trustee, represented by Gregory C. Nuti, Esq. --
gnuti@schnader.com -- Schnader Harrison Segal & Lewis LLP &
Christopher H. Hart, Esq. -- chart@schnader.com -- Schnader
Harrison Segal & Lewis LLP.
About SK Foods
SK Foods LP ran a tomato processing facility. It filed for
Chapter 11 bankruptcy protection after being dropped by its
lending group. Creditors filed an involuntary Chapter 11 petition
against SK Foods LP and affiliate RHM Supply/ Specialty Foods Inc.
(Bankr. E.D. Cal. Case No. 09-29161) on May 8, 2009. SK Foods
had said it was preparing to file a voluntary Chapter 11 petition
when the creditors initiated the involuntary case. The Company
later put itself into Chapter 11 and Bradley D. Sharp was
appointed as Chapter 11 trustee. The Debtors were authorized on
June 26, 2009, to sell the business for $39 million cash to a U.S.
arm of Singapore food processor Olam International Ltd. The
replacement cost for the assets is $139 million, according to
Olam.
In February 2010, a federal grand jury returned a seven-count
indictment charging Frederick Scott Salyer, former owner and CEO
of SK Foods, with violations of the Racketeer Influenced and
Corrupt Organizations Act, in connection with his direction of
various schemes to defraud SK Foods' corporate customers through
bribery and food misbranding and adulteration, and with wire fraud
and obstruction of justice.
Salyer supporters launched a Web site which can be accessed from
two addresses: http://www.operationrottentomato.com/and
http://www.scott-salyer.com/
ST MICHAEL'S: Court Okays Prime Healthcare's Acquisition Offer
--------------------------------------------------------------
The United States Bankruptcy Court for the District of New Jersey
on Nov. 12 approved Prime Healthcare's offer to purchase Saint
Michael's Medical Center in Newark. The Honorable Judge Vincent F.
Papalia issued an order to proceed with the acquisition of the
historic community hospital.
Established in 1867, Saint Michael's Medical Center is a 357-bed
tertiary care, teaching and research hospital located in the heart
of Newark's business and educational district with a mission of
providing excellent healthcare to the community.
Next steps include obtaining the required regulatory approvals as
well as the required documentation for completing the sale and a
final sale order from the bankruptcy court.
In February of 2013, Prime Healthcare entered into an asset
purchase agreement (APA) with the medical center. On August 10 of
this year, Saint Michael's voluntarily filed for Reorganization
under
Chapter 11, a necessary action to preserve the medical center's
financial viability and jobs of more than 1,400 employees. Prime
Healthcare has remained committed to saving Saint Michael's and
preserving healthcare choice for the Central Ward and the greater
Newark community.
"Thank you to Judge Papalia for his decision, and we are so
grateful to the Saint Michael's Board for supporting the best
interests of the community and valuing Prime Healthcare's
commitment to saving Saint Michael's Medical Center," said Luis
Leon, President of Operations for Prime Healthcare. "We are
hopeful that following nearly three years of attorney general
review, the state will move expeditiously and fairly so that Prime
Healthcare can preserve and improve this invaluable healthcare
institution for future generations and continue Saint Michael's
more than 150-year legacy to the community."
Tens of thousands of community members have signed petitions in
support of Prime Healthcare's efforts to save Saint Michael's. The
Newark City Council passed unanimous resolutions in favor of Prime
Healthcare's purchase offer, and importantly, Saint Michael's
physicians, nurses and staff have tirelessly fought for their
hospital while always remaining committed to their patients.
During this long process with Saint Michael's, Prime Healthcare has
already saved four other hospitals in New Jersey that are
continuing to provide quality care in their respective
communities.
Prime Healthcare has committed to invest at least $50 million in
capital improvements in the hospital over the next five years, to
substantially hire all staff, maintain or increase current levels
of charity care, and maintain existing health insurance contracts.
"For nearly three years now, Prime has remained committed to Saint
Michael's Medical Center," said David A. Ricci, president and CEO,
Saint Michael's Medical Center. "It's been a long road and, today,
we are another step closer to securing a vibrant future for our
medical center, the community we serve, and our dedicated
physicians and staff. We hope the state will approve the sale
promptly and look forward to continuing our legacy under Prime's
leadership."
Prime Healthcare, and the non-profit Prime Healthcare Foundation,
employ nearly 40,000 people and own and operate 38 acute care
hospitals in 11 states. Prime Healthcare was recognized as a Top
15 Health System in the nation in 2013 and 2012 and is the fastest
growing health system in the United States, according to Modern
Healthcare.
"Prime Healthcare looks forward to expanding its presence in New
Jersey and partnering with the dedicated physicians, nurses and
employees," said Prem Reddy, MD, FACC, FCCP, Chairman, President
and CEO of Prime Healthcare Services and Foundation. "All of us at
Prime Healthcare are moved by the overwhelming support from the
community, elected officials and Saint Michael's staff. We believe
that exceptional healthcare should be part of every community. We
are committed to maintaining Saint Michael's high quality and
compassionate care that this community has relied on for nearly 150
years."
About Prime Healthcare Services and Foundation
Prime Healthcare Services -- http://www.primehealthcare.com-- is
a national hospital system with 38 acute-care hospitals providing
more than 40,000 jobs in 11 states. Seven of the hospitals are
members of the Prime Healthcare Foundation, a 501(c)3 public
charity. Based in California and one of the largest hospital
systems in the country, Prime Healthcare is committed to ensuring
access to quality healthcare.
About Saint Michael's Medical Center
Established by the Franciscan Sisters of the Poor in 1867, Saint
Michael's -- http://www.smmcnj.org-- is a 357-bed regional
tertiary-care, teaching, and research center in the heart of
Newark's business and educational district.
About Saint Michael's Medical Center
Saint Michael's Medical Center, Inc., was incorporated in 2008 to
acquire St. Michael's Medical Center and 2 other now defunct
hospitals (Saint James Hospital and Columbus Hospital) was acquired
from Cathedral Healthcare System Inc., a New Jersey nonprofit.
SMMC is a second tier subsidiary of Trinity Health Corporation.
The immediate sole corporate member of SMMC is Maxis Health System,
a Pennsylvania not-for-profit corporation.
Established by the Franciscan Sisters of the Poor in 1867, St.
Michael's Medical Center is a 357- bed licensed regional
tertiary-care, teaching, and research center in the heart of
Newark, New Jersey's business and educational district and is
accredited by The Joint Commission.
On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey. The cases are pending before the Honorable Vincent F.
Papalia, and the Debtors have requested that their cases be jointly
administered under Case No. 15-24999.
The Debtors tapped Cole Schotz P.C. as bankruptcy counsel;
EisnerAmper LLP as financial advisor; and Prime Clerk LLC as claims
and noticing agent.
SMMC estimated $100 million to $500 million in assets and debt.
United States Trustee Region 3, notified the United States
Bankruptcy Court for the District of New Jersey of the appointment
of Susan N. Goodman, RN JD, as patient care ombudsman in the
Chapter 11 case of Saint Michael's Medical Center, Inc., and its
debtor affiliates.
U.S. trustee for Region 3, appointed seven creditors of Saint
Michael's Medical Center Inc. and its affiliates to serve on the
official committee of unsecured creditors.
STAR WEST: Moody's Lowers Rating on Existing Loans to B1
--------------------------------------------------------
Moody's Investors Service downgraded Star West Generation, LLC's
(SWG) existing senior secured term loan B due March 2020 and
revolving credit facility due March 2018 to B1 from Ba3 with a
stable outlook, concluding the review for possible downgrade
initiated on Oct. 21, 2015. Concurrent with this rating action,
Moody's assigned a B1 to the new $550 million in senior secured
credit facilities consisting of a $450 million senior secured Term
Loan B and a $100 million senior secured revolver, both due March
2020. The rating outlook is stable. Upon reaching financial close
on the newly issued senior secured credit facilities, Moody's will
withdraw the rating on the outstanding term loan B (cusip:
85520BAG2) and revolver (cusip: 85520BAE7) originally issued in
March 2013.
On Sept. 21, 2015, AltaGas Ltd. announced that it entered into a
purchase and sale agreement with Highstar Capital IV, L.P. and
certain of its affiliates to acquire GWF Energy LLC (GWF) from SWG
for approximately $642 million. GWF owns a portfolio of three
natural gas-fired electrical generation facilities in northern
California totaling 523 megawatts (MW), including the 330 MW Tracy
facility, the 97 MW Hanford facility and the 96 MW Henrietta
facility. GWF is currently owned by SWG, which is in turn owned by
Highstar.
SWG plans to repay the $693 million in currently outstanding term
loan B debt held by SWG from the net proceeds of the GWF sale, cash
on hand, and the issuance of the above-mentioned $450 million term
loan. Moody's also understands that at the time of the GWF sale,
Highstar plans to take a $170 million distribution. The
anticipated closing of both the GWF sale and the issuance of new
debt is expected to occur on or around Nov. 30, 2015.
RATINGS RATIONALE
The downgrade to B1 from Ba3 of the existing debt and the
assignment of a B1 to the new transactions reflects the removal of
GWF from the SWG portfolio and loss of cash flow generating value
that GWF historically provided, even after incorporating debt
reduction of the SWG portfolio following the sale. On a relative
basis, we calculate that over the past two years the cash flow
available for debt service per megawatt-hour (CFADS/MWh) at GWF
approximated $80/MWh compared to approximately $17/MWh that the
remaining SWG assets alone could generate, giving GWF nearly 4.5x
stronger cash flow generating power. Moreover, on a post-debt
service basis, we calculate that GWF provided over three times the
amount of distributable cash flow relative to the remaining SWG
assets. Moody's notes the above metrics cannot fully recognize the
different dispatch profiles between the two portfolios (GWF has two
peakers and one CCGT, while the remaining assets are two CCGTs).
Specially, the remaining SWG assets consist of Griffith and
Arlington Valley which total approximately 1,149MWs. The B1 rating
factors in the reliable cash flow expected to be generated at the
Arlington Valley and Griffith plants owing to the existence of
separate tolling agreements with investment grade investor-owned
utilities that expire in October 2019 and September 2017,
respectively.
High degree of leverage results in "B" rating category financial
metrics
With the establishment of the new facility, the B1 rating factors
in the pro-forma initial leverage just under 7.0x Debt / CFADS
based upon the $65 million of CFADS that is projected to be
generated in 2015 at SWG. The Griffith and Arlington Valley tolls
are in effect on a summer-only basis and these plants have so far
demonstrated de minimis shoulder-month energy margins, thus we
believe that near-term CFADS is unlikely to materially deviate from
recent actual results. As such, Moody's calculates that SWG's
prospective key credit metrics will be in the "B" rating category
with the ratio of funds from operations to debt (FFO/Debt) being
below 10% and SWG's debt service coverage ratio (DSCR)
approximating 1.5x-1.7x during the next several years based on its
initial pro-forma leverage.
Contract extension risk elevates refinancing risk
The B1 rating recognizes the benefits of near-term cash flow
stability from the Griffith toll with Nevada Power Company (NPC:
Baa1 stable) that expires in September 2017 and the Arlington
Valley toll with an investment grade investor-owned utility
offtaker that expires in Oct. 2019. These well-structured tolling
arrangements have so far provided consistent cash flow and should
continue to do so. The forthcoming contract expiration of
Griffith's toll exposes SWG to contract extension risk particularly
given the weak wholesale power dynamics present in the Desert
Southwest market where reserve margins are in excess of 40%.
Moody's understands that NPC, Griffith's current off-taker, can
participate in California's Energy Imbalance Market and therefore
receive power supply from a variety of sources, which presents
re-contracting challenges for Griffith. Should Griffith
re-contract, Moody's anticipates the terms of the contract to be
substantially lower than the current arrangement. Should Griffith
however operate on a fully merchant basis, Moody's calculates
Griffith's merchant energy margins are likely to range from $25
million - $35 million based on forward power and natural gas prices
for the market and hub from which the plant receives natural gas,
resulting in a weakening of financial metrics beginning in 2018.
The existence of the Arlington Valley tolling agreement gives SWG
additional run-way to manage these re-contracting challenges. That
said, Moody's understands that Arlington Valley's offtaker also
intends to join California's Energy Imbalance Market, and Moody's
incorporates the view that any contract extension appears likely to
be on less favorable terms than the existing tolling agreement.
From a refinancing perspective, Moody's projects that approximately
$300 to $350 million in debt (or more than two-thirds of the
original $450 million) will be outstanding at term loan maturity,
representing around $300 per kW, a level consistent with a B-rated
power project financing operating on a merchant basis in an
oversupplied market.
Financing structure
The new term loan structure will consist of largely the same lender
protections afforded to lenders under the existing term loan
including a perfected first security interest in all the assets and
accounts of SWG. There will be a 100% excess cash flow sweep
within the structure, which is an improvement from the current
agreement. There will be a standard cash flow waterfall overseen
by an administrative agent, a customary six-month debt service
reserve backed by a letter of credit. The financing structure
incorporates a financial covenant set at 1.6x, which steps down
over time as the project approaches a more merchant generating
profile. Typically covenants remain flat or increase over time as
projects de-lever and demonstrate cash flow improvement so the
presence of the step-down implicitly acknowledges weakness in the
market in which these assets operate. Either Arlington Valley or
Griffith may be sold, as is allowed under current term loan
documentation, subject to ratings affirmation. A sale does however
allow SWG to retain the proceeds for up to 12 months for potential
re-investment into other business activities.
Rating Outlook
Moody's stable outlook reflects the intermediate contracted nature
of SWG's cash flows, our expectation that portfolio continues to
demonstrate a robust operating profile, and our belief that SWG has
several years runway to manage the contract extension challenges
within the portfolio.
What could change the rating up
Given the rating and assumption that the SWG transaction is
completed, there is limited potential for upward rating pressure.
That said, upward rating pressure could emerge with the execution
of additional contracts at Griffith or Arlington Valley. In
addition, better than expected cash flow leading to greater debt
reduction such that more than 50% of the new term loan is expected
to be repaid by maturity or DSCRs consistently above 2.0x or
FFO/Debt metrics consistently above 10% could warrant upward rating
momentum.
What could change the rating down
There could be downward pressure on the rating or outlook if
Griffith is unable to re-contract its capacity prior to the
expiration of its tolling agreement in 2017. Downward rating
pressure would also be driven following deterioration in the credit
quality of either tolling agreement off-taker, if the projects do
not operate as anticipated, of if FFO/Debt metrics are below 5% on
a sustained basis of if DSCRs are below 1.3x on a sustained basis.
SWG owns the 570 MW Griffith and the 579 MW Arlington Valley
natural gas-fired, combined-cycle power generation projects in
Arizona. Arlington is contracted on a summer-basis only through
October 2019 with an investment-grade investor-owned utility
offtaker while Griffith has a summer-only tolling agreement through
Sept. 2017 with NPC. SWG also owns GWF, which in turn owns the 97
MW Hanford and 96 MW Henrietta peaking units, and the 330 MW Tracy
combined cycle plant. All of the GWF facilities are located in
California and have long-term contracts through 2022 with Pacific
Gas & Electric (PG&E: A3, stable). SWG is owned by Highstar.
Highstar intends to sell GWF and certain of its affiliates to
AltaGas for approximately $642 million. The sale is awaiting the
anticipated approval from the Federal Energy Regulatory Commission
and is expected to close on or around Nov. 30, 2015.
The ratings are predicated upon final documentation being
consistent with our current understanding of the transaction.
The principal methodology used in these ratings was Power
Generation Projects published in December 2012.
SUN BANCORP: Files Third Quarter Form 10-Q
------------------------------------------
Sun Bancorp, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
available to common shareholders of $3.16 million on $17.58 million
of total interest income for the three months ended Sept. 30, 2015,
compared to a net loss available to common shareholders of $825,000
on $21.95 million of total interest income for the same period last
year.
For the nine months ended Sept. 30, 2015, the Company reported net
income available to common shareholders of $8.76 million on $53.0
million of total interest income compared to a net loss available
to common shareholders of $26.97 million on $70.4 million of total
interest income for the same period a year ago.
As of Sept. 30, 2015, the Company had $2.28 billion in total
assets, $2.03 billion in total liabilities and $255 million in
total shareholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/LVFHMh
About Sun Bancorp. Inc.
Sun Bancorp, Inc.is a bank holding company headquartered in Mount
Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a
community bank serving customers throughout New Jersey. Sun
National Bank -- http://www.sunnationalbank.com/-- is an Equal
Housing Lender and its deposits are insured up to the legal maximum
by the Federal Deposit Insurance Corporation (FDIC).
On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.
Sun Bancorp reported a net loss available to common shareholders of
$29.8 million in 2014, a net loss available to common shareholders
of $9.94 million in 2013, and a net loss available to common
shareholders of $50.49 million in 2012.
SYPRIS SOLUTIONS: Huron Completes $27-Mil. Refinancing Transaction
------------------------------------------------------------------
Huron Transaction Advisory (HTA), the investment banking affiliate
of Huron Consulting Group, announced the completion of a senior
debt financing for Sypris Solutions, Inc., a diversified provider
of outsourced services and specialty products. Sypris performs a
wide range of manufacturing, engineering, design, and other
technical services, typically under multi-year, sole-source
contracts with corporations and government agencies in the markets
for truck components and assemblies and aerospace and defense
electronics. Huron assisted Sypris in arranging a $27 million
financing, consisting of a $15 million revolving credit facility
and a $12 million term loan. HTA executed this transaction under
significant time pressure.
HTA's team included: Geoffrey Frankel, Managing Director; Mychal
Harrison, Director; and Peter Gnatowski, Manager.
Huron Transaction Advisory, LLC, Huron Consulting Group's FINRA
registered broker‑dealer affiliate, provides a range of
investment banking services to companies and their stakeholders,
including mergers and acquisitions advisory, debt and equity
financings, balance sheet restructurings, and enterprise valuation.
Huron's dedicated investment banking professionals have experience
across a broad range of industries, with particular emphasis on
industrial, automotive, retail and consumer products, business
services, life sciences, and healthcare.
About Huron Business Advisory
Huron Business Advisory resolves complex business issues and
enhances value. It offers a full suite of services in key areas,
including forensic investigations, transaction advisory,
restructuring and turnaround, interim management, capital raising,
operational improvement, and valuation.
About Sypris Solutions
Sypris Solutions Inc. provides outsourced services and specialty
products in North America. The Company is based in Louisville, Ky.
THOMPSON CREEK: Moody's Lowers CFR to Caa1, Outlook Negative
------------------------------------------------------------
Moody's Investors Service downgraded Thompson Creek Metals Company
Inc.'s Corporate Family Rating to Caa1 from B3, probability of
default rating to Caa1-PD from B3-PD, senior secured rating to B1
from Ba3, and senior unsecured ratings to Caa2 from Caa1. The
company's speculative grade liquidity rating was affirmed at SGL-3.
Thompson Creek's rating outlook was changed to negative from
stable.
RATINGS RATIONALE
"The downgrade of Thompson Creek's CFR to Caa1 reflects the
company's announcement that it has hired outside advisors to
evaluate strategic and financial alternatives, which includes debt
refinancing and restructuring, new capital transactions and asset
sales", said Anna Zubets-Anderson, Moody's Vice President and
Senior Analyst. "We believe there is an increased risk that
unsecured bondholders will not recover the full amount of their
holdings", added Zubets-Anderson.
Thompson Creek's Caa1 corporate family rating is driven by the
company's announcement that it may consider debt restructuring, a
dependency on one mine, Mt. Milligan, elevated leverage through
2016 at about 6.5X, mitigated by adequate liquidity, low operating
costs and long life, and low geopolitical risk. It remains exposed
to execution risks to achieving design specifications there as well
as transitioning Langeloth processing facility into a process
provider for third-parties following the placement of Thompson
Creek's molybdenum mines on care and maintenance.
The company's liquidity is adequate (SGL-3) given US$217 million in
cash at Q3/15 compared to about US$100 million of expected cash use
through 2016. Uses of cash include an estimated US$30 million in
debt maturities and our estimate that the company will consume
about US$40 million of free cash flow in H2/15 and a further $30
million in 2016, assuming it does not move forward with a permanent
secondary crusher. Thompson Creek does not have a committed
revolving credit facility and has limited flexibility to sell
assets to augment its liquidity. Debt maturities remain relatively
light until Dec. 2017, when its US$316 million secured notes
mature.
The negative outlook reflects Moody's concern that should the
company proceed with a debt restructuring, which is now formally
being considered, a debt default would be likely.
The company's ratings could be upgraded if the company is able to
refinance debt maturities and if Mt. Milligan continues to ramp up
as expected and we expect Thompson Creek will maintain adjusted
Debt/EBITDA below 4.5x.
The company's ratings could be downgraded if it is certain
bondholders will not likely be able to recover the full amount of
their holdings and/or if Mt. Milligan experiences operational
challenges such that the company appears likely to sustain adjusted
Debt/EBITDA above 6.5x. The ratings could also be downgraded if
the company fails to maintain adequate liquidity.
Rating Downgrade:
Corporate Family Rating, to Caa1 from B3
Probability of Default Rating, to Caa1-PD from B3-PD
Multiple Seniority Shelf, to (P)Caa2 from (P)Caa1
$350 million senior secured notes due 2017, to B1 (LGD2) from
Ba3 (LGD2)
$350 million senior unsecured notes due 2018, to Caa2 (LGD5)
from Caa1(LGD5)
$200 million senior unsecured notes due 2019, to Caa2 (LGD5)
from Caa1(LGD5)
Ratings Affirmed:
Speculative Grade Liquidity Rating, SGL-3
Outlook:
Changed to negative from stable
Thompson Creek Metals Company Inc., owns and operates the
Mt. Milligan copper-gold mine and concentrator in northern British
Columbia. Mt Milligan reached commercial production (60% of design
capacity for 30 days) in early 2014 and is aiming to consistently
achieve 100% of its mill throughput design capacity by the end of
2015. The mine life is 24 years with average expected production
of approximately 94 million pounds of copper and 286 thousand
ounces of gold in the first five years of production.
The principal methodology used in this rating was the Global Mining
Industry published in August 2014.
UGHS SENIOR LIVING: Files for Ch. 11 to Sell All Assets
-------------------------------------------------------
UGHS Senior Living, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 15-80399) on Nov. 10, 2015,
estimating its assets at up to $50,000 and liabilities at between
$1 million and $10 million. The petition was signed by Chad J.
Shandler, chief restructuring officer. Judge Letitia Z. Paul
presides over the case.
The objective of the Chapter 11 case is the sale of the Company's
assets to maximize recoveries for all of its stakeholders Petra
Tantcheva at Bankrupt Company News reports, citing Mr. Shandler.
The U.S. Bankruptcy Court docket shows that the Company and its
affiliates have negotiated an asset purchase agreement for the sale
of substantially all of their assets to Cornerstone Healthcare
Group Holding, Inc., free and clear of all liens, claims and
interests for a purchase price of $24.75 million, "comprised of
cash and the assumption of approximately $16 million of secured
debt owed to Lancaster Pollard and guaranteed by the Department of
Housing and Urban Development," and subject to higher and better
bids.
John F Higgins, IV, Esq., and Aaron James Power, Esq., at Porter
Hedges LLP serve as the Debtor's bankruptcy counsel.
These affiliates also filed separate Chapter 11 bankruptcy
petitions: TrinityCare Senior Living, LLC (Bankr. S.D. Tex. Case
No. 15-80400), UGHS Senior Living Real Estate of Port Lavaca, LLC
(Bankr. S.D. Tex. Case No. 15-80401), UGHS Senior Living Real
Estate of Pearland, LLC (Bankr. S.D. Tex. Case No. 15-80402), UGHS
Senior Living Real Estate of Knoxville, LLC (Bankr. S.D. Tex. Case
No. 15-80406), UGHS Senior Living of Pearland, LLC (Bankr. S.D.
Tex. Case No. 15-80404), UGHS Senior Living of Port Lavaca, LLC
(Bankr. S.D. Tex. Case No. 15-80405), UGHS Senior Living of
Knoxville, LLC (Bankr. S.D. Tex. Case No. 15-80406), TrinityCare
Senior Living of Covington, LLC (Bankr. S.D. Tex. Case No.
15-80407), TrinityCare Lighthouse of Pearland, LLC (Bankr. S.D.
Tex. Case No. 15-80408), and UGHS Senior Living Real Estate, LLC
(Bankr. S.D. Tex. Case No. 15-80409).
TrinityCare Senior Living, LLC, estimated its assets at between $1
million and $10 million and its liabilities at between $100,000 and
$500,000.
UGHS Senior Living, Inc., is headquartered at Friendswood, Texas.
UNI-PIXEL INC: Sells $500,000 Convertible Note to Hudson Bay
------------------------------------------------------------
Uni-Pixel, Inc., sold to Hudson Bay Master Fund Ltd. a Senior
Secured Convertible Note in the principal amount of $500,000,
pursuant to the terms of the Securities Purchase Agreement, dated
April 16, 2015, according to a Form 8-K filed with the Securities
and Exchange Commission on Nov. 6, 2015.
The Additional Note accrues simple interest at the rate of 9% per
year. The Additional Note together with all accrued and unpaid
Interest are due and payable on April 16, 2016. The Investor may,
at any time, elect to convert the Additional Note into shares of
our common stock at the conversion price, subject to certain
beneficial ownership limitations. The conversion price is
identical to those notes sold on April 16, 2015, as previously
disclosed, which is $8.47 per share, subject to adjustment as set
forth in the Additional Note for stock splits, dividends,
recapitalizations and similar events, which equaled 110% of the
last closing price of the Company's common stock prior to the
execution and delivery of the Securities Purchase Agreement.
The Additional Note is subject to voluntary conversion, in whole or
in part, into shares of our common stock at the option of the
Investor.
In conjunction with the sale and issuance of the Additional Note
and pursuant to the terms of the Securities Purchase Agreement, the
warrant issued to the Investor, as disclosed in the Current Report
on Form 8-K filed with the SEC on April 17, 2015, has been adjusted
to provide that it is exercisable for an additional 38,371 shares
of common stock, which is 65% of the number of shares of common
stock the Investor would receive if the Additional Note were
converted at the Conversion Price.
About Uni-Pixel Inc.
The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.
Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss
of $15.2 million in 2013 and a net loss of $9.01 million in 2012.
As of Sept. 30, 2015, the Company had $26.0 million in total
assets, $10.9 million in total liabilities and $15.04 million in
total shareholders' equity.
USA DISCOUNTERS: Wants Plan Filing Exclusivity Until March 2016
---------------------------------------------------------------
USA Discounters, Ltd., et al., ask the U.S. Bankruptcy Court for
the District of Delaware to extend until March 21, 2016, their
exclusive plan filing period and until May 20, 2016, their
exclusive plan solicitation period.
According to James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware, the final cash collateral order
imposes anear-term deadline on the Debtors to file a Chapter 11
plan acceptable to the prepetition secured lenders. On October 18,
2015, the Prepetition Agent agreed, in writing, to extend this
deadline through and including November 23, 2015. The Debtors
expect that this deadline will be further extended through and
including January 22, 2016.
Mr. O'Neill says the Debtors are actively working on developing a
Chapter 11 plan and disclosure statement, drafts of which have been
furnished to the Prepetition Agent. Additionally, representatives
of the Debtors are seeking to coordinate further discussions with
representatives of the Committee and the secured lenders, Mr.
O'Neill adds.
Laura Davis Jones, Esq., and Colin R. Robinson, Esq., at Pachulski
Stang Ziehl & Jones LLP, in Wilmington, Delaware; and Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., and Whitman L. Holt,
Esq., and Sasha M. Gurvitz, Esq., at Klee, Tuchin, Bogdanoff &
Stern LLP, in Los Angeles, California, also represent the Debtors.
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.
UTSTARCOM HOLDINGS: Reports Third Quarter 2015 Financial Results
----------------------------------------------------------------
UTStarcom Holdings Corp. reported a net loss of $5.20 million on
$27.3 million of net sales for the three months ended Sept. 30,
2015, compared to a net loss of $8.22 million on $32.3 million of
net sales for the same period during the prior year.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $7.74 million on $91.04 million of net sales compared
to a net loss of $16.09 million on $96.5 million of net sales for
the same period last year.
As of Sept. 30, 2015, the Company had $209.41 million in total
assets, $105 million in total liabilities and $104 million in total
equity.
Mr. William Wong, UTStarcom's chief executive officer, stated, "We
are pleased to have exceeded our initial expectations for the third
quarter, delivering better than expected revenue results with
sequential improvement in gross margin as well. This was achieved
due to the ongoing aggressive realignment of our business towards
the higher end of the market. Our high-margin products continue to
be in solid demand, particularly in our key markets such as Japan
and certain emerging markets. Our focus on the streamlined
business model is achieving positive top-line results. This coupled
with a vigilant focus on operational excellence is driving
operating margin improvement."
"Looking to the balance of the year, we will remain focused on the
acceleration of our transformation and we have every confidence
that our progress will continue. We believe that based on our
broadening global reach, the increasing breadth of our evolving
product offerings, and a healthier business foundation, we will
continue to drive growth and profitability improvements while
generating value for both our customers and our shareholders."
Mr. Min Xu, UTStarcom's chief financial officer, commented, "We are
glad to see ongoing benefits from the transformative initiatives we
have undertaken. The streamlined business model allows us to be
more efficient and the cost reduction actions we implemented in
previous quarters continue to have a positive impact. As we
navigate through the transformation, we remain focused on both
managing our cost base and investing in our most profitable
products, all in order to ensure UTStarcom's transition into a more
focused and profitable business."
A full-text copy of the press release is available at:
http://is.gd/ToTqGH
About UTStarcom, Inc.
UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support. The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world. UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks. The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.
UTStarcom reported a net loss of $30.3 million in 2014, a net loss
of $22.7 million in 2013 and a net loss of $34.4 million in 2012.
VERSO PAPER: Warns of Possible Bankruptcy Filing
------------------------------------------------
Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review,
reported that Verso Corp., which earlier this year completed its
$1.4 billion acquisition of competing paper giant NewPage Holdings
Inc., said it may be forced to file for chapter 11 bankruptcy
protection.
According to the report, the cash-strapped coated paper maker,
which is backed private equity firm Apollo Global Management LLC ,
said on Nov. 16 in a regulatory filing that it hopes to raise funds
through selling off assets but that there is "substantial doubt"
about the company's ability to continue as a going concern in the
absence of a balance-sheet restructuring.
About Verso
Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan. Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising. Additional information about Verso is available on
its Web site at http://www.versopaper.com/
Verso Paper reported a net loss of $356 million on $1.29 billion
of
net sales for the year ended Dec. 31, 2014, compared with a net
loss of $111 million on $1.38 billion of net sales in 2013.
* * *
The Troubled Company Reporter, on Aug. 25, 2015, reported that
Moody's Investors Service says Verso Paper Holdings LLC's (B3,
stable) announcement that it will shut down a pulp dryer and coated
paper machine and indefinitely idle a paper mill will further
strain the company's already weak liquidity position and adds
further uncertainty in the company's ability to achieve its synergy
target. However, the optimization of the remaining capacity at the
company's Androscoggin mill in Maine should led to a reduction in
costs with the elimination of fixed charges and high cost peak
power consumption.
As reported by the TCR on July 3, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Verso Paper
Holdings LLC and its parent Verso Paper Finance Holdings LLC to
'B-' from 'SD'.
The TCR reported on Jan. 16, 2015, that Moody's Investors Service
upgraded Verso Paper Holdings LLC's corporate family rating (CFR)
to B3 from Caa3 and changed the probability of default rating
(PDR)
to B3-PD/LD from Caa3-PD. Verso's B3 CFR primarily reflects
Moody's expectation that initial proforma leverage of about 9
times
can be brought down to mid-6 times through synergy cost savings
and
cost improvements following the acquisition of NewPage, despite a
continuing structural decline in demand for coated paper.
VIRTUAL PIGGY: Incurs $1.01 Million Net Loss in Third Quarter
-------------------------------------------------------------
Virtual Piggy, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $1.01 million on $4,856 of
sales for the three months ended Sept. 30, 2015, compared to a net
loss attributable to common stockholders of $3.39 million on $736
of sales for the same period during the prior year.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss attributable to common stockholders of $6.85 million on
$14,242 of sales compared to a net loss attributable to common
stockholders of $16.9 million on $2,414 of sales for the same
period last year.
As of Sept. 30, 2015, the Company had $1.31 million in total
assets, $6.26 million in total liabilities, all current, and a
$4.94 million stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/HSVjfm
About Oink (Virtual Piggy, Inc.)
Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet. Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills. The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws. The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.
Virtual Piggy reported a net loss of $9.65 million in 2014, a net
loss of $16 million in 2013 and a net loss of $12.03 million in
2012.
Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities raise substantial doubt about its
ability to continue as a going concern.
WALTER ENERGY: Adams and Reese Approved as Retiree Panel's Counsel
------------------------------------------------------------------
The Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized the Committee of Retired
Employees in the Chapter 11 cases of Walter Engergy, Inc., et al.,
to retain Adams and Reese as its Alabama counsel nunc pro tunc to
Sept. 3, 2015.
Adams and Reese is expected to, among other things:
-- represent the Retiree Committee in any proceedings and
hearing that involve or might involve matter pertaining to the
benefits of the retirees;
-- prepare on behalf of the Retiree Committee any necessary
adversary complaints, motions, applications, order and others and
other legal papers relating to the matters; and
-- advise the Retiree Committee of its powers and duties.
The primary attorneys anticipated to work on the engagement are
Richard Carmody, Esq., of counsel of the firm, David Bowsher and
Russell Rutherford.
Adams and Reese will seek compensation for attorneys' fees and
paraprofessionals' fee and reimbursement of necessary and
reasonable out-of-pocket expenses.
In a declaration of Mr. Carmody, in support of the application,
said that the hourly rates of the personnel are:
2015 Hourly Rates
-----------------
Partners and Of Counsel $315 - $750
Associates $240 - $350
Paralegals $110 - $235
Richard Charmody, partner $555
David Bowsher, partner $440
Russell Rutherford $275
Mr. Charmody assures the Court that the firm has no interest
materially adverse to the interest of the estate.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WALTER ENERGY: Cunningham, MCG Okayed to Handle BP Claims
---------------------------------------------------------
The Hon. Margaret A. Mahoney of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized Walter Energy, Inc., et
al., to employ Cunningham Bounds, LLC, and Maynard, Cooper & Gale,
P.C., as special counsel nunc pro tunc to the Petition Date.
Cunningham Bounds and MCG will represent three of the Debtors --
Taft Coal Sales & Associates, Inc., Walter Coke, Inc., and Walter
Land Company -- in pursuing the claims against BP in connection
with the Deepwater Horizon oil spill.
Specifically, the firms will:
a) prepare documents and submissions in connection with the BP
Claims;
b) advise and assist the Debtors in connection with any
settlements concerning the retained matters; and
c) perform all other necessary or appropriate legal services in
connection with the retained matters.
The Debtors will pay a total contingency fee of 15% of the money
received on any claim filed by Cunningham or MCG on its behalf, as
to each Debtor, and in the aggregate for the three Debtors with BP
Claims. The Debtors are not obligated to pay Cunningham and MCG
unless Cunningham and MCG obtain a monetary recovery on the BP
Claims.
Upon the declaration of Steve Olen in support of the application,
Mr. Olen said that the firms are "disinterested persons" as that
term is defined under section 101(14) of the Bankruptcy Code.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.
The Creditors Committee tapped Morrison & Foerster LLP and
Christian & Small LLP as its attorneys, and Berkeley Research
Group, LLC as it financial advisor.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys. FTI Consulting, Inc. serves as its financial
advisor.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WALTER ENERGY: FTI Okayed as Retiree Committee's Financial Advisor
------------------------------------------------------------------
The Hon. Tamara O. Mitchell authorized the Committee of Retired
Employees to retain FTI Consulting, Inc., as its financial advisor
nunc pro tunc to Sept. 14, 2015.
FTI is expected to provide financial advisory services to the
Retiree Committee and its legal advisor, including:
-- assistance in the evaluation of any proposed modifications to
retirees' benefits, including review and analysis of underlying
assumptions, and any other relevant information utilized by the
Debtors to support proposed modifications;
-- assistance in the assessment of the financial impact of any
proposed modifications of the retirees' benefits on the Debtors as
well as the impact on the retired employees and resultant claims;
and
-- assistance in the review of financial projections prepared by
the Debtors, including, but not limited to, cash flow projections,
budgets, business plans, and analysis of proposed
transactions for which Court approval is sought.
The Retiree Committee disclosed that it has also filed an
application for authority to retain The Segal Company, to provide
certain actuarial services to the Retiree Committee. The services
that Segal is to provide to the Retiree Committee are separate and
distinct from the financial advisory services that FTI will be
providing to the Retiree Committee. FTI and Segal will coordinate
on the services they are providing to the Retiree Committee.
In a declaration in support for the application, Samuel Star, a
senior managing director with FTI, said that FTI is not owed any
amounts with respect to prepetition fees and expenses.
The customary hourly rates charged by FTI professionals anticipated
to be assigned to the case are:
Per Hour (USD)
--------------
Senior Managing Directors $800 - $975
Directors/Sr. Directors/ $595 - $795
Managing Directors
Consultants/Senior Consultants $315 - $575
Administrative/Paraprofessionals/ $125 - $250
Associates
To the best of the Retiree Committee's knowledge, FTI does not hold
or represent any interest adverse to the estate.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.
The Creditors Committee tapped Morrison & Foerster LLP and
Christian & Small LLP as its attorneys, and Berkeley Research
Group, LLC as it financial advisor.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys. FTI Consulting, Inc. serves as its financial
advisor.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WALTER ENERGY: Morrison & Foerster Okayed as Panel's Lead Counsel
-----------------------------------------------------------------
The Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Walter Energy, Inc.,
et al., to retain Morrison & Foerster LLP, as lead counsel nunc pro
tunc to Aug. 5, 2015.
In a declaration in support of the application, Lorenzo Marinuzzi
assured the Court that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy
Code.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.
The Creditors Committee tapped Morrison & Foerster LLP and
Christian & Small LLP as its attorneys, and Berkeley Research
Group, LLC as it financial advisor.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys. FTI Consulting, Inc. serves as its financial
advisor.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WEST CORP: Moody's Assigns Ba3 Rating on New $250MM Term Loan
-------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to West
Corporation's new $250 million of senior secured term loan
facility. West's B1 Corporate Family Rating (CFR), B1-PD
Probability of Default Rating, and the Ba3 and B3 ratings for its
existing senior secured and senior unsecured debt, respectively,
remain unchanged. Moody's also upgraded West's speculative grade
liquidity rating to SGL-1, from SGL-2, reflecting West's very good
liquidity. The ratings outlook is stable. The company will use
net proceeds from the new term loans to refinance the $250 million
of outstanding senior secured term loans.
RATINGS RATIONALE
West's B1 Corporate Family Rating (CFR) reflects its high financial
leverage of 5.0x (Moody's adjusted), Moody's expectation for modest
revenue growth of about 1% to 2% in 2016 on an organic constant
currency basis and stable EBITDA margins. Organic revenue growth
in 2016 will be constrained by the loss of a large conferencing
customer. Moody's expects West's leverage to remain in the range
of 4.9x to 5.0x over the next 12 to 18 months. The rating
additionally reflects West's highly competitive operating
environment and technology risks, and the company's acquisitive
growth strategy to diversify its revenues. The rating is supported
by West's good operating scale and leading market positions in the
conferencing and collaboration and emergency communication service
markets. Moody's expects West to generate free cash flow of about
6% of total debt in the next 12 to 18 months.
The upgrade of West's speculative grade liquidity rating to SGL-1,
from SGL-2, reflects the extension of debt maturities with the
refinancing of the term loan due in July 2016. Moody's expects
West to maintain very good liquidity comprising its cash balances,
an estimated $200 million of annual free cash flow and total
availability of at least $420 million under its revolving credit
and account receivables securitization facilities.
The stable ratings outlook reflects Moody's expectation that West
will generate modest revenue growth and good free cash flow
relative to total debt.
Moody's does not anticipate a ratings upgrade given West's limited
organic growth prospects and expected leverage levels in the
intermediate term. However, West's ratings could be upgraded over
time if debt reduction or strong profitability results in total
debt to EBITDA below 4.5x and free cash flow to debt (after
dividends) in the high single digit percentages on a sustainable
basis. West's ratings could be downgraded if weak operating
performance, debt-funded acquisitions or shareholder-friendly
financial policies result in deterioration of liquidity, or total
debt / EBITDA increases above 5.5x or free cash flow to debt
declines to the low single percentages.
Moody's has taken these ratings actions:
Issuer: West Corporation
$250 million term loan B-11 due 2021 -- Assigned Ba3 (LGD3)
$250 million (outstanding) senior secured term loan B-9 due July
2016 --Ba3 (LGD3), to be withdrawn upon full repayment
Speculative Grade Liquidity Rating -- raised to SGL-1, from
SGL-2
West Corporation is a leading provider of technology-enabled
communications services with approximately $2.3 billion in revenues
from continuing operations. Thomas H. Lee Funds, Quadrangle Group
Funds, Gary L. West, Mary E. West, and members of management hold
about 45% of the common stock.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.
WHITNEL PROPERTIES: Case Summary & 5 Top Unsecured Creditors
------------------------------------------------------------
Debtor: Whitnel Properties, Inc.
P.O. Box 271
Arden, NC 28704-0271
Case No.: 15-10583
Chapter 11 Petition Date: November 13, 2015
Court: United States Bankruptcy Court
Western District of North Carolina (Asheville)
Judge: Hon. George R. Hodges
Debtor's Counsel: Edward C. Hay, Jr., Esq.
PITTS, HAY & HUGENSCHMIDT, P.A.
137 Biltmore Avenue
Asheville, NC 28801
Tel: (828) 255-8085
Fax: 828.251.2760
Email: ehay@phhlawfirm.com
Total Assets: $2.24 million
Total Liabilities: $907,321
The petition was signed by Mark J. Nash, president.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/ncwb15-10583.pdf
[*] Beard Group Hosts 22nd Annual Distressed Investing Conference
-----------------------------------------------------------------
Beard Group, Inc., is hosting the 22nd Annual Distressed Investing
Conference on Mon., Nov. 30, 2015, at The Park Lane Hotel located
at 36 Central Park South in Midtown Manhattan.
"We're honored to bring together an array of corporate
restructuring professionals, lenders, and debt and equity investors
in high-profile chapter 11 bankruptcy proceedings and out-of-court
restructurings who place their resources and reputations at risk to
produce stellar results by preserving jobs, rebuilding broken
businesses, and efficiently redeploying underutilized assets in the
marketplace," says Peter A. Chapman, Beard Group's CEO.
This year's conference panels and faculty members are:
8:00 a.m. -- Chairs' Opening Remarks -- Harold L. Kaplan, Esq.,
Partner/Leader Corporate Trust and Bondholders Rights Team, FOLEY &
LARDNER LLP, and Donald S. MacKenzie, Senior Managing Director,
CONWAY MacKENZIE, INC.
8:10 a.m. -- Year in Review & New Business Opportunities --
Steven L. Gidumal, Managing Partner, VIRTUS CAPITAL, LP
8:50 a.m. -- Energy Future Holdings Update -- Harold L. Kaplan,
Esq., Partner/Leader Corporate Trust and Bondholders Rights Team,
FOLEY & LARDNER LLP; Brett H. Miller, Esq., Partner, MORRISON &
FOERSTER LLP; and other active participants in the case.
10:00 a.m. -- Maximizing Recoveries in the Service Industry --
William A. Brandt, Jr., President & CEO, DEVELOPMENT SPECIALISTS,
INC., and Chair, Illinois Finance Authority; Albert Togut, Esq.,
Managing Partner, TOGUT, SEGAL & SEGAL LLP; David Adler, Esq.,
Partner, McCARTER & ENGLISH, LLP; and Jason S. Friedman, Managing
Director, MARATHON ASSET MANAGEMENT, LP
10:50 a.m. -- Emergent Topics Facing Indenture Trustees and
Bondholders -- Stephanie Wickouski, Esq., Partner, BRYAN CAVE LLP;
Mark Kronfeld, Partner, PLYMOUTH LANE CAPITAL MANAGEMENT, LLC;
Samuel E. Star, Senior Managing Director, FTI CONSULTING, INC.; and
Mark F. Hebbeln, Esq., Partner, FOLEY & LARDNER LLP
11:45 a.m. -- Annual Awards Luncheon, presenting the Harvey R.
Miller Outstanding Achievement Award for Service to the
Restructuring Industry to Kenneth A. Buckfire, President & Managing
Director, MILLER BUCKFIRE & CO., LLC, and an interview conducted by
last year's award recipient, James E. Millstein at MILLSTEIN & CO.
1:35 p.m. -- Corporate Restructuring Roundtable Discussion --
Jack Butler, Executive Vice President, HILCO GLOBAL; David Resnick,
President & Chief Investment Officer, THIRD AVENUE MANAGEMENT, LLC;
Stephen F. Cooper, Chairman & Founder, COOPER INVESTMENT PARTNERS
LLC; Kenneth A. Buckfire, President & Managing Director, MILLER
BUCKFIRE & CO., LLC, and James E. Millstein at MILLSTEIN & CO.
2:20 p.m. -- Trends in Section 363 Asset Sales -- Gregory A.
Charleston, Senior Managing Director, CONWAY MacKENZIE, INC.; Bobby
Guy, Esq., Shareholder, POLSINELLI PC; and other invited experts to
be announced.
3:30 p.m. -- Ethics Hour -- Myron T. Steele, Esq., Partner, POTTER
ANDERSON & CORROON LLP (and the former Chief Justice of the Supreme
Court of Delaware and a Vice Chancellor of the Delaware Court of
Chancery); Elliot Moskowitz, Esq., Partner, DAVIS POLK & WARDWELL
LLP; and Ronit J. Berkovich, Esq., Partner, WEIL, GOTSHAL & MANGES
LLP
4:30 p.m. -- Investors' Roundtable -- Steven L. Gidumal, Managing
Partner, VIRTUS CAPITAL, LP; Gary E. Hindes, Managing Director, THE
DELAWARE BAY COMPANY LLC; Leon Frenkel, General Partner, TRIAGE
CAPITAL MANAGEMENT; Ken Grossman, Managing Partner, JURIS ADVISORS
LLC; Dave Miller, Portfolio Manager, Elliott Management Corp. and
Neil S. Subin, Chairman, BROADBILL INVESTMENT PARTNERS LP
5:30 p.m. -- Reception (for all delegates, speakers and honorees)
hosted by WEIL, GOTSHAL & MANGES LLP honoring the 2015 Turnarounds
& Workouts Outstanding Young Restructuring Lawyers:
Ronit J. Berkovich at Weil, Gotshal & Manges
Sunni P. Beville at Brown Rudnick
Jessica C.K. Boelter at Sidley Austin
Brian D. Glueckstein at Sullivan & Cromwell
Jayme T. Goldstein at Stroock & Stroock & Lavan
Samuel A. Khalil at Milbank Tweed
Ross M. Kwasteniet at Kirkland & Ellis
Joseph G. Minias at Willkie Farr & Gallagher
Elliot Moskowitz at Davis Polk & Wardwell
Sarah Link Schultz at Akin Gump Strauss Hauer & Feld
David M. Turetsky at Skadden, Arps, Slate, Meagher & Flom
Stephen D. Zide at Kramer Levin Naftalis & Frankel
This year's conference sponsors are:
Bryan Cave LLP
Conway MacKenzie, Inc.
Davis Polk & Wardwell LLP
Development Specialists, Inc.
Foley & Lardner LLP
Milbank, Tweed, Hadley & McCloy LLP
Weil, Gotshal & Manges LLP
Visit http:/bankrupt.com/DI2015/ for registration details and
additional information about each panel discussion. Beard Group's
annual Distressed Investing conference is the oldest and most
established New York restructuring conference.
Beard Group, Inc., publishes Turnarounds & Workouts, Troubled
Company Reporter, and Troubled Company Prospector. Visit
http://bankrupt.com/freetrial/for a free trial subscription to one
or more of Beard Group's corporate restructuring publications.
[*] Fitch Says US High Yield Default Rate Plagued by Energy Sector
------------------------------------------------------------------
Energy and metals/mining defaults continued unabated midway through
the fourth quarter, placing continued pressure on the U.S. high
yield default rate, according to Fitch Ratings. Five energy
companies either completed distressed debt exchanges (DDEs) or
missed a payment in October while five defaults have been recorded
so far this month.
The energy trailing 12-month (TTM) default rate finished October at
5.3%, the highest point since a 9.7% peak in 1999, while the
exploration and production subgroup TTM rate hit 9.0%.
The metals/mining sector TTM rate stands at 9.5% while the coal
subsector jumped to 27.0%. November defaults for coal producer
Hidili Industry International and Essar Steel Algoma Inc. along
with a potential filing for Arch Coal Inc. would propel the
metals/mining TTM rate above 14% and the coal subsector to 40%.
The overall TTM default rate remains subdued and ended October at
2.9% with problems remaining largely contained to energy and
metals/mining. The rate not including energy, metals/mining, and
Caesars Entertainment Operating Co. is 0.7%.
A large majority of this year's metals/mining defaults have been
bankruptcies; however, a significant portion of the energy defaults
have involved DDEs. In total, 11 energy companies utilized DDEs
since the start of April to improve their capital structure and buy
time as liquidity and cash flows are pressured by oil prices
languishing at nearly $45 per barrel.
In addition, new issuance has averaged just $13 billion since June,
leading to a 13% decline in year-to-date volume to $214 billion
versus last year. Energy and metals/mining experienced no new high
yield bond issuance in October, the first time this happened since
August 2011. Volume in these two sectors is down 39% versus one
year prior while the rest of the market has fallen 5%. 'CCC' and
non-rated activity has been light all year, producing just 10% of
issuance.
Tighter bank lending terms could trigger additional high yield
defaults. The October U.S. Federal Reserve Senior Loan Officer
survey revealed that bank lending standards have tightened for
large and middle market firms, reversing 14 quarters of easing.
Additionally, the Shared National Credit review released Nov. 5
noted that leveraged transactions originated within the past year
continued to exhibit weak structures, especially related to oil and
gas exploration, production, and energy services.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM)
($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE OU1 GR 149.89 (13.14)
(8.08)
ABSOLUTE SOFTWRE ABT CN 149.89 (13.14)
(8.08)
ABSOLUTE SOFTWRE ALSWF US 149.89 (13.14)
(8.08)
ADV MICRO DEVICE AMD* MM 3,229.00 (336.00) 1,017.00
ADVENT SOFTWARE ADVS US 424.83 (50.06)
(110.80)
AEROJET ROCKETDY AJRD US 1,957.40 (107.20) 96.30
AEROJET ROCKETDY GCY GR 1,957.40 (107.20) 96.30
AIR CANADA ADH2 GR 12,374.00 (388.00)
(53.00)
AIR CANADA AC CN 12,374.00 (388.00)
(53.00)
AIR CANADA ADH2 TH 12,374.00 (388.00)
(53.00)
AIR CANADA ACEUR EU 12,374.00 (388.00)
(53.00)
AIR CANADA ACDVF US 12,374.00 (388.00)
(53.00)
AK STEEL HLDG AKS* MM 4,250.30 (484.70) 792.00
AMER RESTAUR-LP ICTPU US 33.54 (4.03)
(6.17)
AMYLIN PHARMACEU AMLN US 1,998.74 (42.36) 262.95
ANGIE'S LIST INC 8AL GR 173.25 (19.83)
(33.12)
ANGIE'S LIST INC 8AL TH 173.25 (19.83)
(33.12)
ANGIE'S LIST INC ANGI US 173.25 (19.83)
(33.12)
ARCH COAL INC ACI* MM 5,848.00 (605.44) 824.11
ARIAD PHARM ARIACHF EU 576.14 (49.65) 213.86
ARIAD PHARM APS TH 576.14 (49.65) 213.86
ARIAD PHARM ARIAEUR EU 576.14 (49.65) 213.86
ARIAD PHARM APS GR 576.14 (49.65) 213.86
ARIAD PHARM ARIA US 576.14 (49.65) 213.86
ARIAD PHARM ARIA SW 576.14 (49.65) 213.86
ASPEN TECHNOLOGY AZPN US 266.78 (63.02)
(44.12)
ASPEN TECHNOLOGY AST GR 266.78 (63.02)
(44.12)
AUTOZONE INC AZOEUR EU 8,102.35 (1,701.39)
(742.58)
AUTOZONE INC AZ5 TH 8,102.35 (1,701.39)
(742.58)
AUTOZONE INC AZ5 GR 8,102.35 (1,701.39)
(742.58)
AUTOZONE INC AZ5 QT 8,102.35 (1,701.39)
(742.58)
AUTOZONE INC AZO US 8,102.35 (1,701.39)
(742.58)
AVID TECHNOLOGY AVID US 276.23 (338.10)
(147.19)
AVID TECHNOLOGY AVD GR 276.23 (338.10)
(147.19)
AVINTIV SPECIALT POLGA US 1,991.44 (3.91) 322.12
AVON - BDR AVON34 BZ 3,774.70 (768.40) 660.10
AVON PRODUCTS AVP CI 3,774.70 (768.40) 660.10
AVON PRODUCTS AVP QT 3,774.70 (768.40) 660.10
AVON PRODUCTS AVP* MM 3,774.70 (768.40) 660.10
BARRACUDA NETWOR CUDA US 421.32 (26.43) 41.96
BARRACUDA NETWOR CUDAEUR EU 421.32 (26.43) 41.96
BARRACUDA NETWOR 7BM GR 421.32 (26.43) 41.96
BENEFITFOCUS INC BTF GR 172.36 (8.74) 28.31
BENEFITFOCUS INC BNFT US 172.36 (8.74) 28.31
BERRY PLASTICS G BP0 GR 5,028.00 (53.00) 715.00
BERRY PLASTICS G BERY US 5,028.00 (53.00) 715.00
BLUE BIRD CORP BLBD US 307.62 (133.85) 5.40
BLUE BIRD CORP 1291067D US 307.62 (133.85) 5.40
BLUE BUFFALO PET BUFF US 459.50 (33.67) 258.12
BLUE BUFFALO PET B6B TH 459.50 (33.67) 258.12
BLUE BUFFALO PET B6B GR 459.50 (33.67) 258.12
BOMBARDIER INC-B BBDBN MM 23,863.00 (3,660.00) 1,076.00
BOMBARDIER-B OLD BBDYB BB 23,863.00 (3,660.00) 1,076.00
BOMBARDIER-B W/I BBD/W CN 23,863.00 (3,660.00) 1,076.00
BRINKER INTL EAT US 1,549.33 (108.14)
(200.96)
BRINKER INTL BKJ GR 1,549.33 (108.14)
(200.96)
BRP INC/CA-SUB V B15A GR 2,223.50 (31.10) 255.80
BRP INC/CA-SUB V BRPIF US 2,223.50 (31.10) 255.80
BRP INC/CA-SUB V DOO CN 2,223.50 (31.10) 255.80
BURLINGTON STORE BUI GR 2,673.62 (40.64) 166.59
BURLINGTON STORE BURL* MM 2,673.62 (40.64) 166.59
BURLINGTON STORE BURL US 2,673.62 (40.64) 166.59
CABLEVISION SY-A CVCEUR EU 6,745.75 (4,957.74) 39.39
CABLEVISION SY-A CVY TH 6,745.75 (4,957.74) 39.39
CABLEVISION SY-A CVY GR 6,745.75 (4,957.74) 39.39
CABLEVISION SY-A CVC US 6,745.75 (4,957.74) 39.39
CABLEVISION-W/I 8441293Q US 6,745.75 (4,957.74) 39.39
CABLEVISION-W/I CVC-W US 6,745.75 (4,957.74) 39.39
CAMBIUM LEARNING ABCD US 156.60 (75.06)
(16.21)
CASELLA WASTE WA3 GR 660.67 (15.56) 4.86
CASELLA WASTE CWST US 660.67 (15.56) 4.86
CENTENNIAL COMM CYCL US 1,480.90 (925.89)
(52.08)
CHOICE HOTELS CZH GR 712.76 (400.64) 168.42
CHOICE HOTELS CHH US 712.76 (400.64) 168.42
CINCINNATI BELL CIB GR 1,460.20 (323.30)
(38.60)
CINCINNATI BELL CBB US 1,460.20 (323.30)
(38.60)
CLEAR CHANNEL-A C7C GR 6,133.26 (297.83) 433.34
CLEAR CHANNEL-A CCO US 6,133.26 (297.83) 433.34
CLIFFS NATURAL R CLF* MM 2,271.50 (1,759.50) 406.00
COMMUNICATION 8XC GR 2,645.64 (969.30) -
COMMUNICATION CSAL US 2,645.64 (969.30) -
CORIUM INTERNATI 6CU GR 59.30 (5.40) 31.18
CORIUM INTERNATI CORI US 59.30 (5.40) 31.18
CRIUS ENERGY TRU KWH-U CN 307.26 (53.36)
(69.46)
CYAN INC YCN GR 112.13 (18.37) 56.86
CYAN INC CYNI US 112.13 (18.37) 56.86
DELEK LOGISTICS DKL US 361.80 (11.66) 8.23
DELEK LOGISTICS D6L GR 361.80 (11.66) 8.23
DENNY'S CORP DENN US 289.71 (7.55)
(18.28)
DENNY'S CORP DE8 GR 289.71 (7.55)
(18.28)
DIRECTV DTV CI 25,321.00 (3,463.00) 1,360.00
DIRECTV DTVEUR EU 25,321.00 (3,463.00) 1,360.00
DIRECTV DTV US 25,321.00 (3,463.00) 1,360.00
DOMINO'S PIZZA DPZ US 603.20 (1,255.95) 125.14
DOMINO'S PIZZA EZV GR 603.20 (1,255.95) 125.14
DOMINO'S PIZZA EZV TH 603.20 (1,255.95) 125.14
DUN & BRADSTREET DB5 GR 2,082.40 (1,146.50)
(96.60)
DUN & BRADSTREET DNB1EUR EU 2,082.40 (1,146.50)
(96.60)
DUN & BRADSTREET DNB US 2,082.40 (1,146.50)
(96.60)
DUNKIN' BRANDS G 2DB TH 3,348.08 (65.79) 285.72
DUNKIN' BRANDS G 2DB GR 3,348.08 (65.79) 285.72
DUNKIN' BRANDS G DNKN US 3,348.08 (65.79) 285.72
DURATA THERAPEUT DRTXEUR EU 82.12 (16.08) 11.68
DURATA THERAPEUT DTA GR 82.12 (16.08) 11.68
DURATA THERAPEUT DRTX US 82.12 (16.08) 11.68
EDGE THERAPEUTIC EDGE US 58.48 (50.64) 47.15
EDGE THERAPEUTIC EU5 GR 58.48 (50.64) 47.15
EDGEN GROUP INC EDG US 883.85 (0.80) 409.18
ENERGIZER HOLDIN ENR US 1,117.10 (296.90) 316.40
EOS PETRO INC EOPT US 1.23 (25.45)
(26.56)
EPL OIL & GAS IN EPL US 1,496.35 (54.15)
(253.45)
EPL OIL & GAS IN EPA1 GR 1,496.35 (54.15)
(253.45)
EXELIXIS INC EX9 TH 363.24 (74.23) 151.43
EXELIXIS INC EXEL US 363.24 (74.23) 151.43
EXELIXIS INC EXELEUR EU 363.24 (74.23) 151.43
EXELIXIS INC EX9 GR 363.24 (74.23) 151.43
FREESCALE SEMICO 1FS GR 3,159.00 (3,079.00) 1,264.00
FREESCALE SEMICO FSL US 3,159.00 (3,079.00) 1,264.00
FREESCALE SEMICO 1FS TH 3,159.00 (3,079.00) 1,264.00
FREESCALE SEMICO FSLEUR EU 3,159.00 (3,079.00) 1,264.00
FREESCALE SEMICO 1FS QT 3,159.00 (3,079.00) 1,264.00
GAMING AND LEISU GLPI US 2,516.11 (236.59)
(98.16)
GAMING AND LEISU 2GL GR 2,516.11 (236.59)
(98.16)
GARDA WRLD -CL A GW CN 1,531.12 (362.22) 56.17
GARTNER INC IT US 2,091.54 (159.59)
(173.70)
GARTNER INC GGRA GR 2,091.54 (159.59)
(173.70)
GENESIS HEALTHCA GEN US 6,121.36 (306.40) 223.80
GENESIS HEALTHCA SH11 GR 6,121.36 (306.40) 223.80
GENTIVA HEALTH GHT GR 1,225.23 (285.20) 130.02
GENTIVA HEALTH GTIV US 1,225.23 (285.20) 130.02
GLG PARTNERS INC GLG US 400.02 (285.63) 156.94
GLG PARTNERS-UTS GLG/U US 400.02 (285.63) 156.94
GOLD RESERVE INC GDRZF US 16.27 (28.79)
(39.00)
GOLD RESERVE INC GRZ CN 16.27 (28.79)
(39.00)
GRAHAM PACKAGING GRM US 2,947.54 (520.85) 298.45
GYMBOREE CORP/TH GYMB US 1,243.71 (378.00) 32.69
HCA HOLDINGS INC HCA US 31,896.00 (5,812.00) 2,908.00
HCA HOLDINGS INC HCAEUR EU 31,896.00 (5,812.00) 2,908.00
HCA HOLDINGS INC 2BH GR 31,896.00 (5,812.00) 2,908.00
HCA HOLDINGS INC 2BH TH 31,896.00 (5,812.00) 2,908.00
HD SUPPLY HOLDIN HDS US 6,505.00 (393.00) 1,466.00
HD SUPPLY HOLDIN 5HD GR 6,505.00 (393.00) 1,466.00
HECKMANN CORP-U HEK/U US 582.63 (4.86) 49.96
HERBALIFE LTD HLF US 2,421.50 (130.70) 461.60
HERBALIFE LTD HOO GR 2,421.50 (130.70) 461.60
HERBALIFE LTD HLFEUR EU 2,421.50 (130.70) 461.60
HOVNANIAN-A-WI HOV-W US 2,549.34 (151.51) 1,595.34
HUGHES TELEMATIC HUTCU US 110.19 (101.63)
(113.82)
IDEXX LABS IX1 GR 1,477.21 (38.80) 8.63
IDEXX LABS IDXX US 1,477.21 (38.80) 8.63
IDEXX LABS IX1 TH 1,477.21 (38.80) 8.63
IMMUNOMEDICS INC IMMU US 91.79 (18.93) 76.68
INFOR US INC LWSN US 6,778.10 (460.00)
(305.90)
INSTRUCTURE INC INST US 64.20 (15.27)
(15.46)
INTERNATIONAL WI ITWG US 345.39 (9.75) 99.78
INVENTIV HEALTH VTIV US 2,154.44 (613.79) 84.54
IPCS INC IPCS US 559.20 (33.02) 72.11
ISTA PHARMACEUTI ISTA US 124.74 (64.84) 2.15
JUST ENERGY GROU 1JE GR 1,229.23 (528.21)
(6.60)
JUST ENERGY GROU JE US 1,229.23 (528.21)
(6.60)
JUST ENERGY GROU JE CN 1,229.23 (528.21)
(6.60)
L BRANDS INC LTD TH 6,804.00 (647.00) 928.00
L BRANDS INC LTD GR 6,804.00 (647.00) 928.00
L BRANDS INC LBEUR EU 6,804.00 (647.00) 928.00
L BRANDS INC LB* MM 6,804.00 (647.00) 928.00
L BRANDS INC LB US 6,804.00 (647.00) 928.00
LEAP WIRELESS LWI TH 4,662.89 (125.14) 346.94
LEAP WIRELESS LEAP US 4,662.89 (125.14) 346.94
LEAP WIRELESS LWI GR 4,662.89 (125.14) 346.94
LORILLARD INC LLV GR 4,154.00 (2,134.00) 1,135.00
LORILLARD INC LO US 4,154.00 (2,134.00) 1,135.00
LORILLARD INC LLV TH 4,154.00 (2,134.00) 1,135.00
MADISON-A/NEW-WI MSGN-W US 863.13 (1,246.34) 78.80
MAJESCOR RESOURC MJXEUR EU 0.02 (0.12)
(0.09)
MALIBU BOATS-A MBUU US 189.13 (11.27) 6.72
MALIBU BOATS-A M05 GR 189.13 (11.27) 6.72
MANNKIND CORP MNKD IT 278.01 (124.57)
(196.07)
MARRIOTT INTL-A MAR US 6,153.00 (3,589.00)
(1,786.00)
MARRIOTT INTL-A MAQ TH 6,153.00 (3,589.00)
(1,786.00)
MARRIOTT INTL-A MAQ GR 6,153.00 (3,589.00)
(1,786.00)
MCBC HOLDINGS IN MCFT US 89.68 (42.25)
(34.44)
MCBC HOLDINGS IN 1SG GR 89.68 (42.25)
(34.44)
MDC COMM-W/I MDZ/W CN 1,617.20 (376.74)
(326.54)
MDC PARTNERS-A MDZ/A CN 1,617.20 (376.74)
(326.54)
MDC PARTNERS-A MDCA US 1,617.20 (376.74)
(326.54)
MDC PARTNERS-A MD7A GR 1,617.20 (376.74)
(326.54)
MDC PARTNERS-EXC MDZ/N CN 1,617.20 (376.74)
(326.54)
MERITOR INC AID1 GR 2,195.00 (646.00) 174.00
MERITOR INC MTOR US 2,195.00 (646.00) 174.00
MERRIMACK PHARMA MP6 GR 105.04 (143.06)
(33.73)
MERRIMACK PHARMA MACK US 105.04 (143.06)
(33.73)
MICHAELS COS INC MIM GR 1,863.96 (1,992.56) 501.01
MICHAELS COS INC MIK US 1,863.96 (1,992.56) 501.01
MIDSTATES PETROL MPO1EUR EU 1,298.06 (816.01) 96.21
MONEYGRAM INTERN MGI US 4,511.40 (244.20)
(27.10)
MOODY'S CORP DUT TH 4,772.90 (240.20) 1,811.90
MOODY'S CORP DUT GR 4,772.90 (240.20) 1,811.90
MOODY'S CORP DUT QT 4,772.90 (240.20) 1,811.90
MOODY'S CORP MCOEUR EU 4,772.90 (240.20) 1,811.90
MOODY'S CORP MCO US 4,772.90 (240.20) 1,811.90
MOTOROLA SOLUTIO MOT TE 8,086.00 (298.00) 2,758.00
MOTOROLA SOLUTIO MSI US 8,086.00 (298.00) 2,758.00
MOTOROLA SOLUTIO MTLA TH 8,086.00 (298.00) 2,758.00
MOTOROLA SOLUTIO MTLA GR 8,086.00 (298.00) 2,758.00
MPG OFFICE TRUST 1052394D US 1,280.03 (437.27) -
MSG NETWORKS- A 1M4 GR 863.13 (1,246.34) 78.80
MSG NETWORKS- A MSGN US 863.13 (1,246.34) 78.80
NATHANS FAMOUS NFA GR 85.60 (62.71) 59.12
NATHANS FAMOUS NATH US 85.60 (62.71) 59.12
NATIONAL CINEMED XWM GR 1,006.20 (228.30) 65.40
NATIONAL CINEMED NCMI US 1,006.20 (228.30) 65.40
NAVIDEA BIOPHARM NAVB IT 22.20 (44.62) 13.94
NAVISTAR INTL IHR TH 6,769.00 (4,809.00) 873.00
NAVISTAR INTL IHR GR 6,769.00 (4,809.00) 873.00
NAVISTAR INTL NAV US 6,769.00 (4,809.00) 873.00
NEFF CORP-CL A NEFF US 668.89 (187.69) 10.37
NEW ENG RLTY-LP NEN US 177.17 (29.64) -
NORTHERN OIL AND 4LT GR 1,001.24 (28.34) 32.78
NORTHERN OIL AND NOG US 1,001.24 (28.34) 32.78
NORTHWEST BIO NWBO US 64.25 (76.17)
(95.35)
NORTHWEST BIO NBYA GR 64.25 (76.17)
(95.35)
NTELOS HOLDINGS NTLS US 668.43 (22.09) 150.77
OMTHERA PHARMACE OMTH US 18.35 (8.51)
(11.99)
OUTERWALL INC OUTR US 1,266.82 (2.05)
(7.00)
OUTERWALL INC CS5 GR 1,266.82 (2.05)
(7.00)
PALM INC PALM US 1,007.24 (6.18) 141.72
PBF LOGISTICS LP PBFX US 417.77 (199.94) 18.66
PBF LOGISTICS LP 11P GR 417.77 (199.94) 18.66
PHILIP MORRIS IN PM1CHF EU 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN 4I1 QT 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PMI EB 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PM US 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PM FP 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN 4I1 GR 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PMI SW 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN 4I1 TH 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PMI1 IX 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PM1 TE 32,011.00 (12,226.00) 10.00
PHILIP MORRIS IN PM1EUR EU 32,011.00 (12,226.00) 10.00
PLAYBOY ENTERP-A PLA/A US 165.83 (54.43)
(16.90)
PLAYBOY ENTERP-B PLA US 165.83 (54.43)
(16.90)
PLY GEM HOLDINGS PG6 GR 1,311.14 (80.77) 264.61
PLY GEM HOLDINGS PGEM US 1,311.14 (80.77) 264.61
POLYMER GROUP-B POLGB US 1,991.44 (3.91) 322.12
PROTALEX INC PRTX US 1.08 (13.53) 0.62
PROTECTION ONE PONE US 562.85 (61.78)
(7.57)
PUREBASE CORP PUBC US 0.39 (1.10)
(1.38)
PURETECH HEALTH PRTC LN - - -
PURETECH HEALTH PRTCGBX EU - - -
PURETECH HEALTH PRTCL EB - - -
PURETECH HEALTH PRTCL IX - - -
PURETECH HEALTH PRTCL PO - - -
QUALITY DISTRIBU QDZ GR 412.99 (22.94) 102.85
QUALITY DISTRIBU QLTY US 412.99 (22.94) 102.85
QUINTILES TRANSN Q US 4,033.74 (179.93) 996.20
QUINTILES TRANSN QTS GR 4,033.74 (179.93) 996.20
RAYONIER ADV RYAM US 1,286.93 (16.96) 208.00
RAYONIER ADV RYQ GR 1,286.93 (16.96) 208.00
REGAL ENTERTAI-A RGC* MM 2,409.10 (902.00)
(133.80)
REGAL ENTERTAI-A RETA GR 2,409.10 (902.00)
(133.80)
REGAL ENTERTAI-A RGC US 2,409.10 (902.00)
(133.80)
RENAISSANCE LEA RLRN US 57.05 (28.16)
(31.37)
RENTECH NITROGEN 2RN GR 328.04 (73.47) 43.74
RENTECH NITROGEN RNF US 328.04 (73.47) 43.74
RENTPATH LLC PRM US 208.02 (91.65) 3.63
REVLON INC-A RVL1 GR 1,924.50 (623.30) 334.40
REVLON INC-A REV US 1,924.50 (623.30) 334.40
ROUNDY'S INC RNDY US 1,095.67 (92.66) 59.67
ROUNDY'S INC 4R1 GR 1,095.67 (92.66) 59.67
RURAL/METRO CORP RURL US 303.74 (92.10) 72.41
RYERSON HOLDING RYI US 1,793.90 (119.10) 620.30
RYERSON HOLDING 7RY GR 1,793.90 (119.10) 620.30
SALLY BEAUTY HOL S7V GR 2,094.35 (297.82) 695.40
SALLY BEAUTY HOL SBH US 2,094.35 (297.82) 695.40
SANCHEZ ENERGY C SN US 1,532.22 (473.58) 171.93
SANCHEZ ENERGY C 13S TH 1,532.22 (473.58) 171.93
SANCHEZ ENERGY C SN* MM 1,532.22 (473.58) 171.93
SANCHEZ ENERGY C 13S GR 1,532.22 (473.58) 171.93
SBA COMM CORP-A SBACEUR EU 7,396.76 (1,697.66) 46.60
SBA COMM CORP-A SBJ GR 7,396.76 (1,697.66) 46.60
SBA COMM CORP-A SBJ TH 7,396.76 (1,697.66) 46.60
SBA COMM CORP-A SBAC US 7,396.76 (1,697.66) 46.60
SCIENTIFIC GAM-A SGMS US 8,615.10 (980.80) 655.10
SCIENTIFIC GAM-A TJW GR 8,615.10 (980.80) 655.10
SEARS HOLDINGS SHLD US 13,186.00 (906.00) 2,092.00
SEARS HOLDINGS SEE TH 13,186.00 (906.00) 2,092.00
SEARS HOLDINGS SEE GR 13,186.00 (906.00) 2,092.00
SECTOR 5 INC SECT US 0.00 (0.02)
(0.02)
SILVER SPRING NE 9SI TH 529.82 (99.25)
(31.10)
SILVER SPRING NE SSNI US 529.82 (99.25)
(31.10)
SILVER SPRING NE 9SI GR 529.82 (99.25)
(31.10)
SIRIUS XM CANADA XSR CN 293.10 (143.45)
(185.58)
SIRIUS XM CANADA SIICF US 293.10 (143.45)
(185.58)
SOLAZYME INC S7Y TH 209.04 (19.54) 120.50
SOLAZYME INC SZYM US 209.04 (19.54) 120.50
SOLERA HOLDINGS SLH US 3,754.67 (10.79) 378.40
SOLERA HOLDINGS BXS GR 3,754.67 (10.79) 378.40
SPIN MASTER -SVC SNMSF US 350.78 (66.23)
(179.51)
SPIN MASTER -SVC SP9 GR 350.78 (66.23)
(179.51)
SPIN MASTER -SVC TOY CN 350.78 (66.23)
(179.51)
SPORTSMAN'S WARE 06S GR 325.92 (24.17) 81.38
SPORTSMAN'S WARE SPWH US 325.92 (24.17) 81.38
STINGRAY - SUB V RAY/A CN 128.17 (17.84)
(40.97)
STINGRAY DIG-VSV RAY/B CN 128.17 (17.84)
(40.97)
SUN BIOPHARMA IN SNBP US - - -
SUPERVALU INC SJ1 GR 4,612.00 (511.00)
(42.00)
SUPERVALU INC SJ1 TH 4,612.00 (511.00)
(42.00)
SUPERVALU INC SVU US 4,612.00 (511.00)
(42.00)
SUPERVALU INC SVU* MM 4,612.00 (511.00)
(42.00)
SYNERGY PHARMACE S90 GR 164.77 (21.94) 147.20
SYNERGY PHARMACE SGYP US 164.77 (21.94) 147.20
SYNERGY PHARMACE SGYPEUR EU 164.77 (21.94) 147.20
THERAVANCE THRX US 437.63 (323.00) 212.48
THERAVANCE HVE GR 437.63 (323.00) 212.48
THRESHOLD PHARMA NZW1 GR 63.96 (30.90) 37.97
THRESHOLD PHARMA THLD US 63.96 (30.90) 37.97
TRANSDIGM GROUP T7D GR 8,427.05 (1,038.31) 1,173.75
TRANSDIGM GROUP TDG US 8,427.05 (1,038.31) 1,173.75
TRINET GROUP INC TN3 GR 1,609.57 (14.10) 54.41
TRINET GROUP INC TNET US 1,609.57 (14.10) 54.41
UNISYS CORP UISEUR EU 2,097.90 (1,451.30) 124.70
UNISYS CORP USY1 GR 2,097.90 (1,451.30) 124.70
UNISYS CORP UIS1 SW 2,097.90 (1,451.30) 124.70
UNISYS CORP UISCHF EU 2,097.90 (1,451.30) 124.70
UNISYS CORP UIS US 2,097.90 (1,451.30) 124.70
UNISYS CORP USY1 TH 2,097.90 (1,451.30) 124.70
VECTOR GROUP LTD VGR GR 1,398.80 (56.83) 457.40
VECTOR GROUP LTD VGR US 1,398.80 (56.83) 457.40
VENOCO INC VQ US 403.84 (354.28) 195.74
VERISIGN INC VRS GR 2,577.31 (1,031.41)
(38.75)
VERISIGN INC VRS TH 2,577.31 (1,031.41)
(38.75)
VERISIGN INC VRSN US 2,577.31 (1,031.41)
(38.75)
VERIZON TELEMATI HUTC US 110.19 (101.63)
(113.82)
VERSEON CORP VSN LN - - -
VIRGIN MOBILE-A VM US 307.41 (244.23)
(138.28)
VTV THERAPEUTI-A VTVT US 18.97 (80.95)
(60.30)
W&T OFFSHORE INC UWV GR 1,599.97 (475.75)
(136.40)
W&T OFFSHORE INC WTI US 1,599.97 (475.75)
(136.40)
WEIGHT WATCHERS WTWEUR EU 1,395.15 (1,337.70)
(193.64)
WEIGHT WATCHERS WTW US 1,395.15 (1,337.70)
(193.64)
WEIGHT WATCHERS WW6 GR 1,395.15 (1,337.70)
(193.64)
WEIGHT WATCHERS WW6 TH 1,395.15 (1,337.70)
(193.64)
WEIGHT WATCHERS WW6 QT 1,395.15 (1,337.70)
(193.64)
WEST CORP WT2 GR 3,556.94 (595.50)
(6.62)
WEST CORP WSTC US 3,556.94 (595.50)
(6.62)
WESTERN REFINING WNRL US 441.62 (27.69) 66.78
WESTERN REFINING WR2 GR 441.62 (27.69) 66.78
WINGSTOP INC EWG GR 117.19 (14.30) 3.55
WINGSTOP INC WING US 117.19 (14.30) 3.55
WINMARK CORP GBZ GR 46.77 (36.01) 11.14
WINMARK CORP WINA US 46.77 (36.01) 11.14
WYNN RESORTS LTD WYR QT 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYR GR 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYNN US 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYR TH 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYNN SW 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYNNCHF EU 9,981.19 (60.78) 1,234.74
WYNN RESORTS LTD WYNN* MM 9,981.19 (60.78) 1,234.74
XERIUM TECHNOLOG XRM US 570.24 (107.25) 71.12
XERIUM TECHNOLOG TXRN GR 570.24 (107.25) 71.12
YRC WORLDWIDE IN YEL1 TH 1,964.80 (427.30) 197.30
YRC WORLDWIDE IN YEL1 GR 1,964.80 (427.30) 197.30
YRC WORLDWIDE IN YRCW US 1,964.80 (427.30) 197.30
*********
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
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firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
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