/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/151127.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, November 27, 2015, Vol. 19, No. 331 Headlines 30DC INC: Delays First Quarter Form 10-Q for Review 33 PECK: Obeid Seeks Lift Stay to Pursue Derivative Claims 401 LASALLE LENDERS: Section 341(a) Meeting Set for Jan. 5 ADVANTAGE SALES: S&P Affirms 'B' CCR, Outlook Remains Stable AFFINITY GAMING: Moody's Affirms 'B2' Corporate Family Rating ALPHA NATURAL: Court Approves Appointment of Retiree Committee ALPHA NATURAL: Court Approves Jan. 27 Auction for Assets ALPHA NATURAL: Creditor Hires Spilman Thomas as Legal Counsel ALPHA NATURAL: Creditors Committee Balks at Increase in DIP Loan ALPHA NATURAL: Ronald Page Files Rule 2019 Statement AMERICAN APPAREL: Allowed to Poll Creditors on Chapter 11 Plan APOLLO MEDICAL: Reports $531,000 Net Loss for Second Quarter ATNA RESOURCES: Gets Interim OK for Equity Transfer Procedures ATNA RESOURCES: Hires Squire Patton as Legal Counsel ATNA RESOURCES: Proposes Upshot as Claims and Noticing Agent ATP OIL: To Pay $41M to Settle Gulf of Mexico Pollution Claims AXION INTERNATIONAL: Incurs $4.27-Mil. Net Loss in Third Quarter BECK & BECK: Case Summary & 12 Largest Unsecured Creditors BERNARD L. MADOFF: Rivals Say Bankruptcy Court Out in Fee Fight BERRY PLASTICS: Announces New Business Structure BG MEDICINE: Incurs $2.62 Million Net Loss in Third Quarter BGM PASADENA: Section 341(a) Meeting Scheduled for Dec. 17 BIOFUELS POWER: Delays Third Quarter Form 10-Q for Review BLACK ELK: Court Approves Wind Down of Certain Subsidiaries BMB MUNAI: Incurs $32K Net Loss in Second Quarter BOULDER BRANDS: S&P Puts 'B' CCR on CreditWatch Positive BRANDON DORTCH: Case Summary & 20 Largest Unsecured Creditors BROWARD COUNTY: Moody's Confirms Ba2 Rating on Senior 2007 Debt CAESARS ENTERTAINMENT: Creditors Say Staying Suits Is Baseless CATASYS INC: Reports Third Quarter 2015 Financial Results CDW LLC: S&P Raises Corp. Credit Rating to 'BB+' CHINA INFORMATION: Receives Nasdaq Listing Non-Compliance Notice CHINA SHIANYUN: Posts $1.45 Million Net Income for Third Quarter CICERO INC: Reports $1.57 Million Net Loss for Third Quarter CLIPPER ACQUISITIONS: Moody's Affirms 'Ba1' Corporate Family Rating COCRYSTAL PHARMA: Incurs $508,000 Net Loss in Third Quarter COMMUNICATION INTELLIGENCE: Incurs $1.67 Million Net Loss in Q3 COMPUCOM SYSTEMS: S&P Lowers CCR to 'B-', Outlook Stable CONGREGATION BIRCHOS: No Objection to TD's Amended Plan Outline CONSUMER LAW: Case Summary & 14 Largest Unsecured Creditors CORD BLOOD: Reports $228,000 Net Income for Third Quarter CRYOPORT INC: Incurs $2.66 Million Net Loss in Second Quarter CUE & LOPEZ: Modifications to Confirmed Plan Unopposed CURTIS JAMES JACKSON: Attorneys Accused of Running Up Hotel Bill DEERFIELD RANCH: Plan Confirmation Deadline Moved to Jan. 31 DEERFIELD RANCH: To Seek Approval of Consensual Plan Dec. 18 DEL MONTE FOODS: S&P Lowers CCR to 'B-', Outlook Negative DIAMONDHEAD CASINO: Incurs $736K Net Loss in Third Quarter DIGITAL DOMAIN: Forbearance Period Extended to Dec. 18 DOLPHIN DIGITAL: Delays Third Quarter Form 10-Q Filing DORAL FINANCIAL: Seeks Joint Administration of Cases DORAL FINANCIAL: Unit's Case Summary & 24 Largest Unsec. Creditors ELEPHANT TALK: Incurs $4.15 Million Net Loss in Third Quarter ENERGY & EXPLORATION: Involuntary Chapter 11 Case Summary ENERGYSOLUTIONS LLC: Moody's Puts B3 CFR on Review for Downgrade EV ENERGY: Moody's Cuts Corporate Family Rating to B2 FAMILY CHRISTIAN: Now Known as FKA FC FINJAN HOLDINGS: Signs Licensing Agreement with Avast Software FOREVERGREEN WORLDWIDE: Incurs $371K Net Loss in Third Quarter FUSION TELECOMMUNICATIONS: Incurs $5.23 Million Net Loss in Q3 GAMCO INVESTORS: Moody's Cuts Senior Note Rating to 'Ba1' GAS-MART USA: CBIZ, Mayer Hoffman to Provide Accounting Services GAS-MART USA: Court Approves Levy Craig as Panel's Local Counsel GENERAC POWER: S&P Affirms 'BB-' Corp. Credit Rating GENWORTH MORTGAGE: S&P Affirms 'BB+' CCR, Outlook Stable GLYECO INC: Incurs $736K Net Loss in Third Quarter GREAT LAKES: Moody's Changes Outlook to Stable & Affirms B3 CFR GREENSHIFT CORP: Needs More Time to File Q3 Form 10-Q GT ADVANCED: Has Until Nov. 30 to file Chapter 11 Plan HARI AUM LLC: Case Summary & 7 Largest Unsecured Creditors HUTCHESON MEDICAL: Ch.11 Trustee May Tap HMED as Special Counsel HUTCHESON MEDICAL: Trustee Retains Guggenheim as Investment Banker IMAGEWARE SYSTEMS: Incurs $2.16 Million Net Loss in 3rd Quarter INDEPENDENCE TAX II: Incurs $166K Net Loss in Third Quarter INTERNATIONAL TECHNICAL: Gets Interim Order to Use Cash Collateral INVENTIV HEALTH: Incurs $6.68 Million Net Loss in Third Quarter IRVINGTON, NJ: Moody's Affirms Ba1 Rating, Outlook Stable JACOBS ENTERTAINMENT: Moody's Hikes Corporate Family Rating to B2 JAMES RIVER: Ronald Page Files Rule 2019 Statement KONECRANES TEREX: S&P Assigns 'BB' CCR & Rates $900MM Loan 'BB+' LINN ENERGY: Moody's Raises Probability of Default Rating to Caa2 LONESTAR GEOPHYSICAL: To Seek Plan Confirmation on Dec. 22 LUZERNE COUNTY: S&P Lowers GO Debt Rating to 'BB+' M/I HOMES: Fitch Rates New $300MM Unsecured Notes 'BB-/RR3' M/I HOMES: S&P Rates New $300MM Sr. Unsecured Notes 'B+' MARINA BIOTECH: Posts $769K Net Income for Third Quarter MARION ENERGY: Chapter 11 Case Dismissed MCS AMS: S&P Affirms 'B' CCR, Outlook Remains Negative MEDIACOM COMMUNICATIONS: S&P Lowers Secured Debt Ratings to 'BB' MEMORIAL RESOURCE: S&P Revises Outlook to Pos. & Affirms 'B' CCR MOBILE MINI: Moody's Affirms B1 CFR & Revises Outlook to Stable MOUNTAIN PROVINCE: Incurs C$26.6 Million Net Loss in Q3 NEOVIA LOGISTICS: Moody's Lowers CFR to Caa1, Outlook Stable NET TALK.COM: Delays Third Quarter Form 10-Q Filing NEW DAWN ASSISTED: Subsidiary's Voluntary Chapter 11 Case Summary NEW MEDIA: S&P Revises Outlook to Positive & Affirms 'B' CCR OPTIMUMBANK HOLDINGS: Posts $46,000 Net Earnings for 3rd Quarter OW BUNKER: U.S. Trustee Amends Committee of Unsecured Creditors PACIFIC RECYCLING: Banner Wants Automatic Stay Relief PACIFIC RECYCLING: Files Rule 2015.3 Periodic Report PACIFIC RECYCLING: GE Wants Adequate Protection for Shredder PACIFIC RECYCLING: Wants to Pay GE $5K, Not $20K Per Week PENN VIRGINIA: Moody's Lowers CFR to Caa3, Outlook Negative PETCO HOLDINGS: S&P Puts 'B' CCR on CreditWatch Negative PGI INCORPORATED: Incurs $2.19 Million Net Loss in Third Quarter PINNACLE FOODS: Moody's Puts Ba3 CFR Under Review for Downgrade PINNACLE FOODS: S&P Affirms 'BB-' CCR on Boulder Brands Deal PLAZE INC: Moody's Affirms 'B2' CFR Over Loan Upsize Plans PLY GEM HOLDINGS: Number of Directors Increased to 9 PLY GEM HOLDINGS: Steven Lefkowitz Quits as Director PLZ AEROSCIENCE: S&P Affirms 'B' CCR, Outlook Stable PRECISION DRILLING: S&P Revises Outlook to Neg. & Affirms BB+ CCR PRESTIGE BRANDS: Moody's Affirms 'B2' Corp. Family Rating PROGRESSIVE SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating PROQUEST LLC: Moody's Confirms 'B2' Corporate Family Rating QUANTUM FUEL: Incurs $4.83 Million Net Loss in Third Quarter REICHHOLD HOLDINGS: Judge Okays $250K Sale of Tuscaloosa Property REICHHOLD HOLDINGS: Judge Okays Retired Workers Settlement RESPONSE BIOMEDICAL: Announces Q3 2015 Financial Results ROOFING SUPPLY: S&P Withdraws BB- Corp. Credit Rating SCHWAB INDUSTRIES: Time to Respond to Sanctions Bid Extended SCIENTIFIC GAMES: Chief Financial Officer to Retire Next Year SEALAUNCH LLC: Energia CEO Counters Boeing's $111 Million Claims SENTINEL MANAGEMENT: Ex-CEO Banned from Commodity Futures Trading SERTA SIMMONS: S&P Affirms 'B' CCR, Outlook Stable SOLAR POWER: Incurs $30.9 Million Net Loss in Third Quarter SORENSON COMMUNICATIONS: S&P Affirms 'CCC+' CCR, Outlook Positive SOUTHEASTHEALTH: Fitch Keeps B 2007 Bonds Rating on Watch Evolving SPANISH BROADCASTING: Incurs $7.69 Million Net Loss in 3rd Quarter SPENDSMART NETWORKS: Incurs $2.81 Million Net Loss in 3rd Quarter SPIRIT REALTY: S&P Raises CCR to 'BB+', Outlook Positive TAXACT INC: S&P Assigns 'BB-' Issuer Credit Rating TELESIS CENTER: S&P Lowers 2013 Bonds' Rating to 'B' TEMPEL STEEL: S&P Withdraws 'CCC+' Corp. Credit Rating TERRAFORM AP: Moody's Lowers Rating on Sr. Sec. Debt to Ba3 TERVITA CORP: Moody's Lowers CFR to Caa2, Outlook Negative TIBCO SOFTWARE: S&P Affirms 'B-' CCR, Outlook Stable TORQUED-UP ENERGY: Hires Simmons and Company as Sales Agent TORQUED-UP ENERGY: Section 341 Meeting Scheduled for Jan. 6 TORQUED-UP ENERGY: Seeks Administrative Consolidation of Cases TORQUED-UP ENERGY: Seeks Permission to Continue Using Credit Card TORQUED-UP ENERGY: Taps Searcy & Searcy and Ireland Carroll TORQUED-UP ENERGY: Wants to Use Lenders' Cash Collateral TRAFALGAR POWER: Suit vs. Algonquin, et al., Dismissed TRANS-LUX CORP: Reports Profitable Third Quarter TRANSGENOMIC INC: Incurs $7.63 Million Net Loss in Third Quarter TRISTAR WELLNESS: Incurs $771K Net Loss in Third Quarter TRUMP ENTERTAINMENT: Wants Court to Approve Increase in DIP Loan UNITED AIRLINES: Retired Pilot Ordered to Return $17K Tax Refund UNITED BANCSHARES: Delays Q3 Form 10-Q Filing UPPER IOWA UNIV.: Fitch Affirms 'BB' Rating on $64.6MM Rev. Bonds VECTOR GROUP: S&P Affirms 'B' CCR, Outlook Stable VERNUS GROUP: Case Summary & 19 Largest Unsecured Creditors VERTICAL COMPUTER: Incur $458,000 Net Loss in Third Quarter WALBERT TRUCKING: Postpetition Claim Not Entitled to Admin Status WALTER ENERGY: 'Challenge' Period Extended to Dec. 2 WESTMORELAND COAL: S&P Affirms 'B' CCR & Rates $295MM Loan 'B' YAHOO! INC: S&P Revises Outlook to Neg. & Affirms 'BB+' CCR ZAYO GROUP: Moody's to Retain B2 CFR on Acquisition Plans ZERGA PHIN-KER: Section 341(a) Meeting Set for Dec. 18 [^] BOOK REVIEW: The Sorcerer's Apprentice - Medical Miracles ********* 30DC INC: Delays First Quarter Form 10-Q for Review --------------------------------------------------- 30DC, Inc., notified the Securities and Exchange Commission it was unable to prepare its accounting records and schedules in sufficient time to allow its accountants to complete their review of the Company's financial statements for the period ended Sept. 30, 2015, before the required filing date for the subject Quarterly Report on Form 10-Q. The Company intends to file the subject Quarterly Report on Form 10-Q on or before the 30th calendar day following the prescribed due date. On July 30, 2015, the Company divested a portfolio of Internet marketing assets, including Market Pro Max, in two separate transactions, in exchange for a total of 16,743,681 shares of the Company's common stock. Ten million shares were redeemed from Marillion Partnership which owns more than 10% of the Company's outstanding shares and was a contractor to the Company including the services of Edward Dale as chief executive officer of the Company. 6,743,681 shares were redeemed from Netbloo Media. Ltd. which owns more than 10% of the Company's outstanding shares and is a contractor to the Company. After these transactions, both Marillion and Netbloo remain shareholders and each owns in excess of 10% of the Company's outstanding common stock. Results of the Internet marketing assets for the period prior to the divestiture will be included in results of discontinued operations for all periods presented in the Sept. 30, 2015 Form 10Q. On July 30, 2015, Marillion Partnership's contractor agreement with the Company was terminated, this had included Edward Dale serving as chief executive officer of the Company. Henry Pinskier, Chair of 30DC, Inc.'s Board of Directors was elected by the board as interim chief executive officer of the Company. Mr. Dale remains a director of the Company. On July 30, 2015, Netbloo Media, Ltd.'s existing contractor agreement with the Company was superseded by a new contractor agreement with an effective date of May 15, 2015. The new contractor agreement reduces annual compensation from $300,000 to $150,000 per year and reduces the services Netbloo will provide to the Company's which is now focused on the MagCast Publishing Platform. Due to the above changes, the Company expects a significant decrease in revenues and operating expenses for the period ending Sept. 30, 2015, compared to the Sept. 30, 2014, reporting period. About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. As of March 31, 2015, the Company had $2.49 million in total assets, $2.24 million in total liabilities and $252,000 in total stockholders' equity. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has accumulated losses from operations since inception and has a working capital deficit as of June 30, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. 33 PECK: Obeid Seeks Lift Stay to Pursue Derivative Claims ---------------------------------------------------------- William T. Obeid asks the U.S. Bankruptcy Court for the Southern District of New York for relief from the automatic stay in order to pursue pending derivative claims on behalf of debtors 33 Peck Slip Acquisition LLC, et. al., in the United States District Court for the Southern District of New York. Mr. Obeid is one of three equal Member-Managers of Gemini Real Estate Advisors, LLC which, together with its subsidiaries and affiliates, including the Debtors Entities, operate as a single family of closely-held entities under the brand "Gemini." Mr. Obeid's derivative claims seek to recover damages on behalf of the Gemini entities and their equity investors against La Mack, Massaro, Elevation and the Bridgeton Defendants. Mr. Obeid has alleged that, in contravention of their fiduciary duties owed to Gemini and himself, La Mack and Massaro have usurped Gemini's pipeline of retail development projects and diverted them to Elevation without any consideration being paid to Gemini in return. Among other things, Mr. Obeid's derivative claims seek to recover Gemini's damages from La Mack and Massaro's misappropriation of Gemini resources used in furtherance of their personal business interests as well as damages in the form of lost profits. Mr. Obeid has also asserted derivative claims against La Mack, Massaro and the Bridgeton Defendants in effectuating the transfer of Gemini's entire hospitality business to the Bridgeton Defendants for no consideration. Mr. Obeid tells the Court that he seeks stay relief to prosecute claims for the benefit of the Debtor Entities. He further tells the Court that the Debtor Entities are only nominal defendants, and any successful claims by him on behalf of the Debtor Entities would inure to the benefit of the Debtors' Estates. Mr. Obeid asserts that the purpose of the automatic stay -- to protect the assets of the Debtor's estate from and provide the debtor with a breathing spell to conduct either a reorganization or a liquidation -- is not undermined by the continued prosecution of Obeid's derivative claims for the benefit of the Debtor entities. William T. Obeid is represented by: Stephen B. Meister, Esq. Christopher J. Major, Esq. Alexander D. Pencu, Esq. Remy J. Stocks, Esq. MEISTER SEELIG & FEIN LLP 125 Park Avenue, 7th Floor New York, NY 10017 Telephone: (212)655-3500 E-mail: sbm@msf-law.com cjm@msf-law.com adp@msf-law.com rjs@msf-law.com About 33 Peck Slip Owners of four New York City hotel properties, namely 33 Peck Slip Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th Street LLC and 52 West 13th P, LLC, have sought Chapter 11 bankruptcy protection, intending to auction off their assets in connection with a Chapter 11 plan. The Debtors are affiliated with Gemini Real Estate Advisors. As of the bankruptcy filing, the Debtors owned: * the Best Western Seaport Hotel, at 33 Peck Slip in the South Street Seaport Historic District on the Lower Manhattan waterfront in New York City, New York; * the Wyndham Flatiron Hotel, at 37 West 24th Street in the Flatiron district of New York City, New York; * the Jade Greenwich Village Hotel at 52 West 13th Street in Greenwich Village in Lower Manhattan in New York City, New York; and * the Bryant Park Development Site, a development lot that is approved for development as a 114-room boutique hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York. 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors tapped Robins Kaplan LLP as attorneys; and Robert Douglas as real estate advisor. 401 LASALLE LENDERS: Section 341(a) Meeting Set for Jan. 5 ---------------------------------------------------------- A meeting of creditors in the bankruptcy case of 401 LaSalle Lenders LLC will be held on Jan. 5, 2016, at 1:30 p.m. at 219 South Dearborn, Office of the U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois 60604. 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 401 LaSalle 401 LaSalle Lenders LLC filed sought for Chapter 11 bankruptcy protection (Bankr. N.D. Ill.) Case No. 15-39922) on Nov. 23, 2015. First Chicago Financial, LLC signed the petition as manager. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Porter Law Network acts as the Debtor's counsel. Judge Jacqueline P. Cox has been assigned the case. ADVANTAGE SALES: S&P Affirms 'B' CCR, Outlook Remains Stable ------------------------------------------------------------ Standard & Poor's Ratings Services said that it affirmed its 'B' corporate credit rating on Irvine, Calif.-based Advantage Sales & Marketing Inc. The rating outlook remains stable. At the same time, S&P affirmed its 'B' issue-level ratings on the company's $200 million first-lien revolving credit facility due in 2019 and $2.01 billion first-lien term loan due in 2021. The recovery ratings are unchanged at '3', though S&P revised the recovery band to the upper half of the range from the lower half. The '3' recovery ratings indicate S&P's expectation for meaningful recovery (50%-70%; upper half of the range) of principal in the event of a payment default. S&P also affirmed its 'CCC+' issue-level rating on the company's $760 million second-lien debt due in 2022. The '6' recovery rating is unchanged, indicating S&P's expectation for negligible recovery (0%-10%) of principal in the event of a payment default. S&P forecasts $2.6 billion debt outstanding as of Dec. 31, 2015. "The rating affirmations reflect our view that ASM will continue to perform in line with our expectations, with low-single-digit organic revenue growth supplemented by bolt-on acquisitions," said Standard & Poor's credit analyst Katherine Heng. "However, we expect ASM's credit measures to remain weak under its financial sponsor ownership and its leverage to improve modestly to the mid-7x area, driven by modest sales and profit growth." S&P's corporate credit rating on ASM incorporates ASM and Acosta's dominance of the outsourced sales and marketing industry, with CROSSMARK being a meaningful, though struggling player. The remainder of the industry is highly fragmented. S&P believes ASM and Acosta will be able to grow their market share because having national sale forces to service large accounts gives them a competitive advantage over smaller players. S&P's rating also reflects its expectation that ASM's credit metrics will remain weak, and the company's financial policy will remain very aggressive. Because ASM is owned by a sponsor and has operated with a significant debt burden for several years, S&P believes additional debt issuance for acquisitions or dividends could offset any significant credit metric improvement from sales and profit growth. The stable rating outlook reflects S&P's expectation that ASM's credit measures will remain weak under its financial sponsor ownership, even though S&P expects continued sales and profit growth. S&P also forecasts leverage improving modestly to the mid-7x area over the next 12 months, driven by low-single-digit organic revenue growth, supplemented by bolt-on acquisitions. Although unlikely over the next 12 months, S&P could consider an upgrade if ASM's leverage declines to the 6x-area on a sustained basis. S&P estimates that EBITDA growth of about 35% or debt reduction about $750 million would be necessary for leverage to reach 6x. This could occur if ASM's customers accelerate outsourcing or if the company's financial policy becomes less aggressive. An upgrade would likely require a substantial reduction in financial sponsor control. Although a remote possibility over the next 12 months, S&P could lower the rating if ASM's operating performance weakens due to significant customer losses from continued consolidation of consumer product companies, heightened pressure from retailers due to reduced consumer spending, or escalating competition resulting in decreased market share. S&P could also lower the rating if the company's financial policy becomes more aggressive, with significant debt-financed acquisitions or dividends resulting in weakened liquidity and EBITDA interest coverage declining below 2x-area. S&P estimates that EBITDA would have to decline by more than 25% for this to occur. AFFINITY GAMING: Moody's Affirms 'B2' Corporate Family Rating ------------------------------------------------------------- Moody's Investors Service revised Affinity Gaming Corporation's rating outlook to stable from negative. At the same time, Moody's affirmed Affinity's B2 Corporate Family Rating, B2-PD Probability of Default Rating, Ba2 senior secured priority revolver rating, Ba3 senior secured term loan, and Caa1 senior notes rating. The outlook revision to stable from negative reflects Affinity's strong earnings improvement for the year-to-date period ended September 30, 2015 compared to the prior year -- EBITDA increased 32% to about $52 million for this period. Affinity's improved earnings came despite modest revenue growth of about 2% for the time period. Earnings improvement has been driven by the company's efforts to cut costs and manage promotional spending and marketing programs. For the year-to-date period ended September 30, 2015, promotional spending has been reduced to 11% of gross gaming revenue from 13% for the prior year and the company's EBITDA margin increased 400 bps to 17% from 13%. These improvements have reduced Affinity's debt/EBITDA (including Moody's standard adjustments) to 6.5 times for the 12-month period ended September 30, 2015, down from about 8.0 times for the fiscal-year end December 31, 2014. We expect leverage to be between 5.5 times - 6.0 times by fiscal-year end 2016 as a result of modest EBITDA improvement and debt reduction. The company has estimated an approximate $13 million required excess cash flow sweep that will be paid in April 2016. Ratings affirmed: Corporate Family Rating at B2 Probability of Default Rating at B2-PD $35 million senior secured priority revolving credit facility expiring May 2017 at Ba2 (LGD 1) $183 million (outstanding) senior secured term loan due November 2017 at Ba3 (LGD 2) $200 million 9% senior notes due May 2018 at Caa1 (LGD 5) Rating assigned: Speculative Grade Liquidity rating at SGL-2 Outlook Change: Outlook changed to Stable from Negative RATINGS RATIONALE Affinity's B2 Corporate Family Rating considers the company's small size in terms of earnings and cash flow relative to similarly rated peers, and its high leverage -- debt/EBITDA for the 12-month period ending September 30, 2015 was about 6.5 times (including Moody's standard adjustments). We expect leverage will improve to between 5.5 times - 6.0 times for the fiscal year-end 2016. Positive rating factors include our expectation that Affinity will continue to benefit from its improved operating leverage as gaming revenue trends improve within the markets that Affinity operates and the company's good liquidity profile. The stable rating outlook is based on our expectation that stable regional gaming trends will allow Affinity to continue to benefit from a more efficient cost structure which will result in debt/EBITDA of between 5.5 times - 6.0 times the end of 2016. Also considered is the company's good liquidity profile. Our ratings and outlook do not take into consideration the possible acquisition of Affinity by Z Capital. Z Capital has made an offer to purchase the shares of Affinity it does not currently own using an as of yet unannounced mix of debt and equity. Affinity's Speculative Grade Liquidity rating is SGL-2, reflecting good liquidity. We expect Affinity will generate positive free cash flow of about $15 million over the next 12 months after its required excess cash flow sweep. Cash balances at September 30, 2015 were $167 million. Affinity is subject to leverage and coverage maintenance financial covenants and we expect the company will maintain adequate cushion with respect to these covenants. A higher rating would require debt/EBITDA sustained below 5.0 times and would also require that the company is making progress in refinancing its senior secured term loan which matures in November 2017. Ratings could be lowered if gaming demand trends show signs of a material weakening from current levels and/or if Affinity's debt/EBITDA remains over 6.5 times for an extended period of time. Affinity Gaming Corporation owns and operates casinos in Nevada, Missouri, Iowa and Colorado. Net revenue for the latest 12-month period ended September 30, 2015 was $395 million. ALPHA NATURAL: Court Approves Appointment of Retiree Committee -------------------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Alpha Natural Resources' moving retirees' motion for the appointment of an official retiree committee. As previously reported, "In the Retiree Benefits Termination Motion, the Debtors proclaim that the 'termination of the Non-Pension Retiree Benefits does not require approval under -- and is not subject to the procedures otherwise mandated by -- section 1114 of the Bankruptcy Code.' This, as well as other items provided for in the Retiree Benefits Termination Motion, must be immediately vetted, analyzed, and determined within an appropriate timeframe that provides for all parties to adequately present their positions to this Court, and the rights of retirees must be properly protected. Furthermore, Section 5.17 of the Credit Agreement provides for numerous case milestones, many (if not all) involving retiree benefits. There is clearly a need for a Retiree Committee....Clearly, the appointment of a Retiree Committee is appropriate and warranted under the current circumstances. The Debtors are seeking in the Retiree Benefit Termination Motion to terminate non-pension retiree benefits. Furthermore, Section 5.17 of the Credit Agreement provides for numerous case milestones, many (if not all) involving retiree benefits." About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of Dec. 31, 2014, the Company operated 60 mines and 22 coal preparation plants in Northern and Central Appalachia and the Powder River Basin, with approximately 8,900 employees. Alpha Natural Resources, Inc. and certain of its wholly-owned subsidiaries filed voluntary petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Jones Day serves as general counsel to the Debtors. Hunton & Williams LLP acts as the Debtors' local counsel. Rothschild Group represents as the Debtors' financial advisor. The Debtors' investment banker is Alvarez & Marsal Holdings, LLC. Kurtzman Carson Consultants serves as the Debtors' claims and noticing agent. ALPHA NATURAL: Court Approves Jan. 27 Auction for Assets -------------------------------------------------------- Alpha Natural Resources, Inc., and its affiliated debtors sought and obtained from Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, the approval of their proposed bidding procedures and the sale of certain of their mining properties, assets and related infrastructure, free and clear of any and all liens, claims, interests and encumbrances. The Debtors related that they are in the process of developing and implementing a comprehensive long term business plan to address the unprecedented market challenges affecting them. The Debtors further related that in connection with the preparation of the Business Plan, they are developing a list of certain mining properties and related assets that they will seek to dispose of in connection with their reorganization. The Debtors told the Court that they have identified the Assets relating to inactive mines that are not generating revenue for their businesses but impose reclamation, maintenance and other costs on their estates. The bidding procedures contain, among others, the following terms: (a) Bid Deadline: Jan. 20, 2016 at 5:00 p.m. (b) Auction: Jan. 27, 2016 at 10:00 a.m. (c) Sale Hearing: Jan. 20, 2016 Limited Objections The United Mine Workers of America ("UMWA"), which represent the interests of both active and laid-off employees at the Debtors' mining complexes and various retirees and dependents, tells the Court that certain of the Debtors' mining properties, reserves and related preparation plants listed on the Bidding Procedures Asset Schedule currently employ or previously employed individuals subject to collective bargaining agreements between the Debtors and the UMWA (“UMWA Mines”). UMWA further tells the Court that it has requested to be included as a Consultation Party with respect to any UMWA Mines. However, the Debtors have not yet confirmed that they will agree to include the UMWA as a Consultation Party with respect to any UMWA Mines. UMWA asserts that given that the UMWA is an important constituency and has significant interest in the outcome of any proposed sale of a UMWA Mine, it should be designated as a Consultation Party with respect to the proposed sale of any such mine. The United Mine Workers of America 1974 Pension Plan and Trust, et. al., contend that the Debtors should not suggest without qualification that any of their assets could be sold "free and clear" of any obligation. Karen M. Crowley, Esq., at Crowley, Liberatore, Ryan & Brogan, P.C., in Norfolk, Virginia, tells the Court that the Debtors cannot sell assets free and clear of their collectively bargained obligations to the United Mine Workers of America 1974 Pension Plan and Trust, the United Mine Workers of America 1993 Benefit Plan and Trust, the United Mine Workers of America 2012 Retiree Bonus Account Plan and the United Mine Workers of America Cash Deferred Savings Plan of 1988, without following the procedure set out in sections 1113 and 1114 of the Bankruptcy Code. She further tells the Court that the Debtors have not at this time sought such relief from the Court, nor have the Debtors addressed how they intend to comply with their non-negotiable statutory Coal Act obligations, which cannot be modified through section 1114 of the Bankruptcy Code. Alpha Natural Resources, Inc. and its affiliated Debtors are represented by: David G. Heiman, Esq. Carl E. Black, Esq. Thomas A. Wilson, Esq. JONES DAY North Point 901 Lakeside Avenue Cleveland, OH 44114 Telephone: (216)586-3939 Facsimile: (216)579-0212 E-mail: dgheiman@jonesday.com ceblack@jonesday.com tawilson@jonesday.com - and - Tyler P. Brown, Esq. J.R. Smith, Esq. Henry P. (Toby) Long, III, Esq. Justin F. Paget, Esq. HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Telephone: (804)788-8200 Facsimile: (804)788-8218 E-mail: tpbrown@hunton.com jrsmith@hunton.com hlong@hunton.com jpaget@hunton.com The United Mine Workers of America is represented by: Sharon L. Levine, Esq. Paul Kizel, Esq. Philip J. Gross, Esq. Nicole M. Brown, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Telephone: (973)597-2500 E-mail: slevine@lowenstein.com pkizel@lowenstein.com pgross@lowenstein.com nbrown@lowenstein.com - and - Troy Savenko, Esq. KAPLAN VOEKLER CUNNINGHAM & FRANK, PLC 1401 East Cary Street Richmond, VA 23219 Tel: (804)823-4000 E-mail: tsavenko@kv-legal.com The United Mine Workers of America 1974 Pension Plan and Trust, et. al., are represented by: Karen M. Crowley, Esq. Ann B. Brogan, Esq. CROWLEY, LIBERATORE, RYAN & BROGAN, P.C. 150 Boush Street, Suite 300 Norfolk, VA 23510 Telephone: (757)333-4500 Facsimile: (757)333-4501 E-mail: kcrowley@clrbfirm.com abrogan@clrbfirm.com - and - Paul A. Green, Esq. John R. Mooney, Esq. MOONEY, GREEN, SAINDON, MURPHY & WELCH, P.C. 1920 L Street, N.W., Suite 400 Washington, D.C. 20036 Telephone: (202)783-0010 Facsimile: (202)783-6088 E-mail: pgreen@mooneygreen.com jmooney@mooneygreen.com - and - John C. Goodchild, III, Esq. MORGAN, LEWIS & BOCKIUS LLP 1701 Market St. Philadelphia, PA 19103-2921 Telephone: (215)963-5000 Facsimile: (215)963-5001 E-mail: jgoodchild@morganlewis.com - and - Julia Frost-Davies, Esq. Amelia C. Joiner, Esq. MORGAN, LEWIS & BOCKIUS LLP One Federal St. Boston, MA 02110-1726 Telephone: (617)341-7700 Facsimile: (617)341-7701 E-mail: julia.frost-davies@morganlewis.com amelia.joiner@morganlewis.com About Alpha Natural Resources Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of Dec. 31, 2014, the Company operated 60 mines and 22 coal preparation plants in Northern and Central Appalachia and the Powder River Basin, with approximately 8,900 employees. Alpha Natural Resources, Inc. and certain of its wholly-owned subsidiaries filed voluntary petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Jones Day serves as general counsel to the Debtors. Hunton & Williams LLP acts as the Debtors' local counsel. Rothschild Group represents as the Debtors' financial advisor. The Debtors' investment banker is Alvarez & Marsal Holdings, LLC. Kurtzman Carson Consultants serves as the Debtors' claims and noticing agent. ALPHA NATURAL: Creditor Hires Spilman Thomas as Legal Counsel ------------------------------------------------------------- Spilman Thomas & Battle PLLC disclosed in a court filing that it was hired by Donald Blankenship as legal counsel in connection with the Chapter 11 cases of Alpha Natural Resources Inc. and its affiliates. The firm previously disclosed that it serves as legal counsel for five other creditors of the companies. They are Penn Virginia Operating Co. LLC, McCreery Coal Land Co., Pardee Minerals LLC, JRY Natural Resources LLC, and The David J. Pierce Trust. Spilman Thomas made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. and its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petitions were signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the cases. The Debtors tapped David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day, as general counsel. The Debtors tapped Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., at Hunton & Williams LLP, as local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural to serve on the official committee of unsecured creditors. Sands Anderson PC, and Milbank, Tweed, Hadley & Mccloy LLP, were retained by the Committee as counsel; Jefferies LLC, serves as investment banker; and Protiviti Inc., serves as financial advisor. ALPHA NATURAL: Creditors Committee Balks at Increase in DIP Loan ---------------------------------------------------------------- BankruptcyData reported that Alpha Natural Resources' official committee of unsecured creditors filed with the U.S. Bankruptcy Court an objection to the Debtors' (i) motion for a supplemental order, pursuant to 11 U.S.C. Sections 105, 363 and 364, authorizing an amendment to its D.I.P. credit agreement for increased letter of credit commitments and payment of related fees and (ii) motion for an order extending the exclusive periods to file a Chapter 11 plan and solicit acceptances thereof. The objection explains, "The Committee's concern is twofold. First, the Debtors have agreed to pay fees that are disproportionately large in relation to the $5 million increase in Term L/C Cap. Second, and more troubling, the Debtors have agreed to include a number of additional DIP Milestones, such as the brand new RSA Milestone, and make various other modifications to the DIP Credit Agreement that, permit the DIP Lenders and Prepetition Secured Parties, permit the DIP Lenders to exert even more control and expedite the result that they desire, even though the DIP Credit Agreement already requires that the DIP Lenders be paid in full in cash and that the lenders under the Existing Credit Agreement be paid in cash in full on their secured and unsecured claims. Given the increase in the Debtors' cash position since the Petition Date, the DIP Lenders are over-secured by hundreds of millions of dollars in cash alone." About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. As of Dec. 31, 2014, the Company operated 60 mines and 22 coal preparation plants in Northern and Central Appalachia and the Powder River Basin, with approximately 8,900 employees. Alpha Natural Resources, Inc. and certain of its wholly-owned subsidiaries filed voluntary petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Jones Day serves as general counsel to the Debtors. Hunton & Williams LLP acts as the Debtors' local counsel. Rothschild Group represents as the Debtors' financial advisor. The Debtors' investment banker is Alvarez & Marsal Holdings, LLC. Kurtzman Carson Consultants serves as the Debtors' claims and noticing agent. ALPHA NATURAL: Ronald Page Files Rule 2019 Statement ---------------------------------------------------- Ronald Page PLC disclosed in a court filing that it represents these companies in the Chapter 11 cases of Alpha Natural Resources Inc. and its affiliates: (1) AAA Mine Services Inc. 18 Mountain View Drive Hazard, KY 41701 (2) Ecko Inc. P.O. Box 448, North Tazewell VA 24630 (3) Marsico Brothers Inc. 1220 Fayette Pike W. Montgomery, WV 25136 Each of the companies may hold claims "arising out of applicable agreements, law or equity pursuant to their respective relationships" with Alpha, according to the filing. Ronald Page made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. The firm can be reached at: Ronald Page PLC Ronald A. Page, Jr. P.O. Box 73524 Richmond, Virginia 23235 Phone: (804) 562-8704 Fax: (804) 482-2427 Email: rpage@rpagelaw.com Web Site: www.rpagelaw.com About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. and its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Lead Case No. 15-33896) on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petitions were signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the cases. The Debtors tapped David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day, as general counsel. The Debtors tapped Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., at Hunton & Williams LLP, as local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural to serve on the official committee of unsecured creditors. Sands Anderson PC, and Milbank, Tweed, Hadley & Mccloy LLP, were retained by the Committee as counsel; Jefferies LLC, serves as investment banker; and Protiviti Inc., serves as financial advisor. AMERICAN APPAREL: Allowed to Poll Creditors on Chapter 11 Plan -------------------------------------------------------------- Matt Chiappardi at Bankruptcy Law360 reported that a Delaware bankruptcy judge gave American Apparel the go-ahead on Nov. 19, 2015, to solicit creditors on its Chapter 11 plan despite protests from ousted CEO Dov Charney that the disclosure statement contains "inflammatory" language about him that could scare away investors if he decided to raise money to buy the company. During a hearing in Wilmington, U.S. Bankruptcy Judge Brendan L. Shannon would not allow Mr. Charney to add a letter to American Apparel's disclosure statement. About American Apparel American Apparel, Inc., American Apparel (USA), LLC, American Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc., KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Proposed Lead Case No. 15-12055) on Oct. 5, 2015. The petition was signed by Hassan Natha as chief financial officer. The Debtors reported total assets of $199,360,934 and total liabilities of $397,576,744. The Debtors and their non-debtor affiliates operate a vertically integrated manufacturing, distribution, and retail business focused on branded fashion-basic apparel, employing approximately 8,500 employees across six manufacturing facilities and approximately 230 retail stores in the United States and 17 other countries worldwide. The Debtors have engaged Jones Day as restructuring counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis & Company as investment banker, FTI Consulting, Inc. as financial advisor, DJM Real Estate as real estate consultant and Garden City Group, LLC as claims and noticing agent. APOLLO MEDICAL: Reports $531,000 Net Loss for Second Quarter ------------------------------------------------------------ Apollo Medical Holdings, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $531,366 on $11.36 million of net revenues for the three months ended Sept. 30, 2015, compared to net income attributable to the Company of $1.37 million on $11.66 million of net revenues for the same period during the prior year. For the six months ended Sept. 30, 2015, the Company reported a net loss attributable to the Company of $3.01 million on $21.57 million of net revenues compared to a net loss attributable to the Company of $301,431 on $15.75 million of net revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $13.64 million in total assets, $17.60 million in total liabilities and a total stockholders' deficit of $3.95 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/CN0kx1 About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss attributable to the Company of $1.8 million on $32.9 million of net revenues for the year ended March 31, 2015, compared to a net loss attributable to the Company of $5 million on $10.5 million of net revenues for the year ended Jan. 31, 2014. ATNA RESOURCES: Gets Interim OK for Equity Transfer Procedures -------------------------------------------------------------- Atna Resources Inc. and its debtor affiliates sought and obtained interim authority from the Bankruptcy Court to establish notification and hearing procedures for transfers of certain of their equity securities in order to preserve the value of their federal income tax net operating losses. The Court held that any purchase, sale, disposition or other transfer of Equity Securities in Atna Canada or of any beneficial interest therein in violation of the procedures will be null and void ab initio. The Debtors have experienced recent and historic losses from the operation of their business. As a result, the Debtors estimate that, as of the Petition Date, their NOLs are in the amount of approximately US$35.90 million for the Debtors incorporated in the United States and approximately US$1.5 million for the only Debtor incorporated in Canada, Atna Canada, both as of Sept. 30, 2015. According to the Debtors, in the event of a change in ownership of more than fifty percent of the stock of Atna Canada, the parent of Canyon Resources Corporation, a US Debtor, the utilization of the US$35.90 million of their NOLs will be severely restricted for U.S. federal income tax purposes pursuant to Section 382 of the Internal Revenue Code, and accordingly, the value of those NOLs would be substantially reduced. Thus, any change of control relating to the common stock of Atna Canada, the Canadian parent, will impact the value of the NOLs of Canyon and the other Debtors incorporated in the United States. Pursuant to Section 172(b) of the IRC and the United States Department of Treasury Regulations promulgated thereunder, the Debtors may be able to carry back and then forward NOLs, tax credits, and other tax attributes to offset future taxable income and tax liability, thus improving their liquidity in the future. The Debtors' NOLs consist of losses generated in individual tax years, each of which can be "carried forward" for up to 20 subsequent tax years to offset the Debtors' future taxable income, thereby reducing future aggregate tax obligations. The Debtors currently estimate that these NOLs could translate into future reductions of their federal income tax liabilities of at least US$14.36 million assuming an overall corporate income tax rate of 40%. These tax savings could substantially enhance the Debtors' cash position and value for the benefit of parties in interest and contribute to the Debtors' efforts to maximize value for the benefit of their stakeholders, the Debtors maintain. Approved Procedures Prior to effectuating any transfer or disposition of, or exchange or conversion into, shares of Equity Securities that would result in an increase in the amount of shares beneficially owned by any Entity who is a Substantial Shareholder, that would result in an increase in the amount of shares of Equity Securities of which a Substantial Shareholder has Beneficial Ownership or that would result in an Entity becoming a Substantial Shareholder, such Entity or Substantial Shareholder shall file with the Court, and serve upon the Debtors and Debtors' counsel, an advance written declaration of the intended transfer of Equity Securities specifically and in detail describing the proposed transaction in which shares of Equity Securities would be acquired. Prior to effectuating any transfer or disposition of shares of Equity Securities that would result in a decrease in the amount of shares of Equity Securities of which a Substantial Shareholder has Beneficial Ownership or would result in an Entity ceasing to be a Substantial Shareholder, such Substantial Shareholder must file with the Court, and serve upon counsel to the Debtors, an advance written declaration of the intended transfer of Equity Securities. The Debtors will have 15 calendar days after receipt of a Declaration of Proposed Transfer to file with the Court and serve on such Substantial Shareholder an objection to any proposed transfer or disposition of shares of Equity Securities described in the Declaration of Proposed Transfer on the grounds that such transfer or disposition might adversely affect the Debtors' ability to utilize their Tax Attributes. If the Debtors file an objection, such proposed transfer or disposition would not be effective unless such objection is withdrawn by the Debtors, as the case may be, or such proposed transfer or disposition is approved by a final order of the Court that becomes nonappealable. If the Debtors do not object within such 15-day period, such proposed transfer or disposition could proceed solely as set forth in the Declaration of Proposed Transfer. A hearing to consider the entry of a final order granting the relief requested in the Motion will be held on Jan. 14, 2016, at 9:30 a.m. (Mountain Time) in Courtroom D, U.S. Bankruptcy Court, U.S. Custom House, 721 19th Street, in Denver, Colorado. About Atna Resources Atna Resources, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. D. Colo. Proposed Lead Case No. 15-22848) on Nov. 18, 2015. The petition was signed by Rodney D. Gloss as vice president & chief financial officer. The Debtors estimated assets in the range of $10 million to $50 million and liabilities of $50 million to $100 million. Squire Patton Boggs (US) LLP represents the Debtors as counsel. The Company's business is to explore, acquire, develop, and mine precious metals, uranium and other mineral properties. ATNA RESOURCES: Hires Squire Patton as Legal Counsel ---------------------------------------------------- Atna Resources, Inc. and debtor affiliates seek permission from the bankruptcy court to employ Squire Patton Boggs (US) LLP as their legal counsel. The Debtors anticipate that Squire will: (a) advise the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and property; (b) attend meetings and negotiate with representatives of creditors and other parties-in-interest and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating in chapter 11; (c) assist the Debtors with the preparation of their schedules of assets and liabilities and statements of financial affairs; (d) advise the Debtors in connection with any contemplated sales of assets or business combinations, including negotiating agreements, formulating and implementing appropriate bidding, auction and other procedures with respect to the closing of any such transactions, conducting an auction and obtaining necessary court approvals in connection with such transactions, and otherwise counseling the Debtors in connection with those transactions; (e) advise the Debtors in connection with any necessary cash collateral and post-petition financing arrangements and negotiate and draft documents relating thereto; (f) advise the Debtors on matters relating to the evaluation of the assumption, rejection or assignment of unexpired leases and executory contracts; (g) advise the Debtors with respect to legal issues arising in or relating to the Debtors' ordinary course of business, including attending senior management meetings, and meetings of the board of directors; (h) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on their behalf, the defense of actions commenced against them, negotiations concerning all litigation in which the Debtors are involved and evaluating and objecting to claims filed against the Debtors' estates; (i) prepare, on the Debtors' behalf, all motions, applications, answers, orders, reports and papers necessary to the administration of the estates; (j) negotiate and prepare, on the Debtors' behalf, a plan or plans of reorganization, disclosure statement and all related agreements and/or documents and taking any necessary action on behalf of the Debtors to obtain confirmation of such plan or plans; (k) attend meetings with third parties and participating in negotiations with respect to the above matters; (l) appear before the Court, any appellate courts and protect the interests of the Debtors' estates before such courts; (m) assist and represent the interests of the Debtors with respect to all matters involving the Office of the United States Trustee; and (n) perform all other necessary legal services and provide all other necessary legal advice to the Debtors in connection with the cases. Prior to the Petition Date, Squire received a total of $250,000 as retainer. As of the Petition Date, $6,154 of the Retainer remained and will be held and applied by Squire going forward. For professional services, Squire's hourly rates for associates, partners and non-attorney personnel currently range from $130 for new associates to $1,150 or higher for the most senior partners and from $80 for new project assistants to $420 for experienced senior paralegals, with most non-attorney billing rates falling within the range of $180 to $315 per hour. The following are the current rates for certain of the attorneys expected to work on these cases: Stephen D. Lerner, $970; Nava Hazan, $750; Elliot M. Smith, $545; Aaron Boschee, $540; Andrew M. Simon, $490; Peter Morrison, $400 and Dante Marinucci, $250. Squire agreed to discount Mr. Lerner's hourly rate for this engagement by $100 to $870. Squire will charge the Debtors for services provided and for other expenses and disbursements incurred. These expenses and disbursements include, among other things, costs for telephone usage, photocopying, travel, business meals, computerized research, messengers, couriers, postage, witness fees and other fees related to trials and hearings, in each case, subject to the requirements and restrictions set forth by the United States Trustee Fee Guidelines. The Debtors believe that Squire does not hold or represent an interest adverse to their estates and is a "disinterested person," as that term is defined in Bankruptcy Code Section 101(14) as modified by Bankruptcy Code Section 1107(b), with respect to the matters for which it is to be retained. About Atna Resources Atna Resources, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. D. Colo. Proposed Lead Case No. 15-22848) on Nov. 18, 2015. The petition was signed by Rodney D. Gloss as vice president & chief financial officer. The Debtors estimated assets in the range of $10 million to $50 million and liabilities of $50 million to $100 million. Squire Patton Boggs (US) LLP represents the Debtors as counsel. The Company's business is to explore, acquire, develop, and mine precious metals, uranium and other mineral properties. ATNA RESOURCES: Proposes Upshot as Claims and Noticing Agent ------------------------------------------------------------ Atna Resources Inc. and its affiliated debtors seek authority from the bankruptcy court to appoint Upshot Services LLC as their claims, noticing and balloting agent. The Debtors have determined that they will have to provide certain notices to approximately 600 entities, many of whom may file claims. In view of the number of anticipated claimants and the complexity of their businesses, the Debtors assert that the appointment of a claims, noticing and balloting agent is otherwise in the best interests of both their estates and their creditors. "By appointing UpShot as the claims, noticing and balloting agent in these chapter 11 cases, the distribution of notices and the processing of claims will be expedited and the Office of the Clerk of the Court will be relieved of the administrative burden of processing what may be a large number of claims. Further, the Debtors will be relieved of heavy administrative and other burdens that over hundreds of creditors and parties in interest may impose during these chapter 11 cases," says Stephen D. Lerner, Esq., at Squire Patton Boggs (US) LLP, attorney for the Debtors. UpShot's services for its work in the Chapter 11 cases will be charged at the following hourly rates: Clerical $25.00 per hour Case Assistant $45.00 per hour IT Manager $80.00 per hour Case Consultant $90.00 per hour Case Director $125.00 per hour UpShot will seek reimbursement for reasonable and necessary expenses incurred in connection with the Chapter 11 cases, including transportation costs, lodging, food, telephone, copying and messenger services. Prior to the Petition Date, the Debtors provided UpShot a retainer in the amount of $10,000. UpShot may apply its retainer to all prepetition invoices, which retainer will be replenished to the original retainer amount, and thereafter, UpShot may hold its retainer under the Services Agreement during the chapter 11 cases as security for the payment of fees and expenses incurred under the Services Agreement. The Debtors request that the undisputed fees and expenses incurred by UpShot be treated as administrative expenses of their estates and be paid in the ordinary course of business without further application to or order of the Court. To the best of the Debtors' knowledge, UpShot neither holds nor represents any interest materially adverse to their estates in connection with any matter on which it would be employed. The Debtors have agreed, among other things, to indemnify, hold harmless and defend UpShot, its affiliates, parent and each such entity's officers, members, directors, and other parties under certain circumstances. About Atna Resources Atna Resources, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. D. Colo. Proposed Lead Case No. 15-22848) on Nov. 18, 2015. The petition was signed by Rodney D. Gloss as vice president & chief financial officer. The Debtors estimated assets in the range of $10 million to $50 million and liabilities of $50 million to $100 million. Squire Patton Boggs (US) LLP represents the Debtors as counsel. The Company's business is to explore, acquire, develop, and mine precious metals, uranium and other mineral properties. ATP OIL: To Pay $41M to Settle Gulf of Mexico Pollution Claims -------------------------------------------------------------- Juan Carlos Rodriguez at Bankruptcy Law360 reported that bankrupt energy player ATP Oil & Gas Corp. on Nov. 19, 2015, agreed to a $41 million settlement that will end the federal government's lawsuit against the company over its alleged unauthorized discharges of oil and chemicals into the Gulf of Mexico. The U.S. Department of the Interior's Bureau of Safety and Environmental Enforcement and the U.S. Environmental Protection Agency accused ATP of violating the Clean Water Act and the Outer Continental Shelf Lands Act by improperly releasing pollutants from a floating oil and gas production. About ATP Oil Houston, Texas-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt, APC serve as special counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. ATP disclosed assets of $3.6 billion and $3.5 billion of liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan where Credit Suisse AG serves as agent. There is $1.5 billion on second-lien notes with Bank of New York MellonTrust Co. as agent. ATP's other debt includes $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. Trade suppliers have claims for $147 million, ATP said in a court filing. An official committee of unsecured creditors has been appointed in the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley & McCloy, in New York, represents the Creditors Committee as counsel. A seven-member panel of equity security holders has also been appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio, Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel to the Equity Committee. Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, issued an order on June 26, 2014, converting ATP Oil & Gas Corporation's Chapter 11 case to one under Chapter 7 of the Bankruptcy Code. AXION INTERNATIONAL: Incurs $4.27-Mil. Net Loss in Third Quarter ---------------------------------------------------------------- Axion International Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $4.27 million on $3.53 million of revenue for the three months ended Sept. 30, 2015, compared to net income attributable to common shareholders of $2.56 million on $3.12 million of revenue 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 shareholders of $11.02 million on $9.30 million of revenue compared to a net loss attributable to common shareholders of $14.9 million on $12.02 million of revenue for the same period a year ago. As of Sept. 30, 2015, the Company had $15.5 million in total assets, $40.2 million in total liabilities, $6.82 million in 10% convertible preferred stock, and a total stockholders' deficit of $31.5 million. Bankruptcy Warning "Subsequent to September 30, 2015, we entered into an agreement with certain debt holders and investors whereby the investors agreed to sell back to us an aggregate of $19.7 million at a nominal price to facilitate our ability to restructure our balance sheet and raise additional capital. After this debt cancellation, $2.4 million of our 12% secured notes and $0.3 million of our 12% convertible promissory notes, were due on June 30, 2015 and are due upon demand by the noteholders (see Note 6). Our recurring losses from operations, negative operating cash flows and working capital deficits, raise substantial doubt about our ability to continue as a going concern. In view of these matters, realization of certain of the assets in the accompanying balance sheet is dependent upon our ability to meet our financing requirements, either by raising additional capital or the success of our business plan and future operations. We are actively seeking additional capital to take us through our current phase of growth, and consequently, we have adjusted our capacity expansion projects, engaged in discussions with our industry partners, realigned manufacturing activities with existing customer obligations, and continue to actively manage our inventory to meet customer expectations and commitments. Over the past six months, we have engaged strategic, financial and legal advisors to assist us in raising additional capital. As of the date of this Form 10-Q, there are no probable options available to us for such capital and our sole source of cash is from operations which is insufficient to maintain our operations and meet our obligations. For this reason, we soon may be forced to further curtail manufacturing activities and/or file for bankruptcy protection," the Company states in the report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/BUlar6 About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, pilings, I-beams, T-Beams, and various size boards including a tongue and groove design that are utilized in multiple engineered design solutions such as rail track, rail and tank bridges (heavy load), pedestrian/park and recreation bridges, marinas, boardwalks and bulk heading to name a few. Axion International reported a net loss attributable to common shareholders of $17.2 million on $14.4 million of revenue for the year ended Dec. 31, 2014, compared with a net loss attributable to common shareholders of $25.8 million on $6.62 million of revenue for the same period in 2013. BDO USA, LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, noting that Company has suffered recurring losses from operations and has working capital and net capital deficiencies that raise substantial doubt about its ability to continue as a going concern. BECK & BECK: Case Summary & 12 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Beck & Beck Enterprise Inc. 20831 N. Scottsdale Rd #103 Scottsdale, AZ 85255 Case No.: 15-15092 Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Madeleine C. Wanslee Debtor's Counsel: Bert L Roos, Esq. GERTELL & ROOS, PLLC 5045 N. 12th St, Suite B Phoenix, AZ 85014 Tel: 602-242-7869 Fax: 602-242-5975 Email: blrpc85015@msn.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Bo Beck, president. A list of the Debtor's 12 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb15-15092.pdf BERNARD L. MADOFF: Rivals Say Bankruptcy Court Out in Fee Fight --------------------------------------------------------------- Dani Meyer at Bankruptcy Law360 reported that Conrad & Scherer LLP and Kozyak Tropin & Throckmorton LLP called for sanctions on Nov. 17, 2015, against Segall Gordich PA for allegedly trying to get a Florida bankruptcy court involved in a fee dispute connected to Scott Rothstein's $1.2 billion Ponzi scheme, claiming the firm isn't involved in the underlying suit. The firms blasted Segall Gordich's bid to remove their motion, filed with the Bounds Law Offices, from state court to bankruptcy court, arguing that Segall Gordich was never a party to the state court suit. 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. BERRY PLASTICS: Announces New Business Structure ------------------------------------------------ Berry Plastics Group, Inc., announced a new streamlined business structure which organizes the Company into three market-focused divisions, designed to allow the Company to best serve its customers, drive future growth, and maximize shareholder value. The new divisions are: Health, Hygiene, and Specialties; Consumer Packaging; and Engineered Materials. "I am extremely excited about the transformation taking place at Berry Plastics. The new organization streamlines the Company while aligning our businesses closely with the markets that we serve," said Jon Rich, Berry Plastics' Chairman and CEO. "I am confident that this new structure will allow us to best integrate the newly acquired AVINTIV business into Berry Plastics and accelerate the strategic growth of the Company, while strengthening the service we provide to our customers and the value we create for our shareholders." The new business structure will be led by experienced leaders from the heritage Berry Plastics and AVINTIV organizations. The divisions and leaders in the new structure are: * Health, Hygiene, and Specialties - The Health, Hygiene, and Specialties Division will consist of the newly acquired AVINTIV business, in addition to Berry Plastics' heritage flexible packaging personal care and medical product lines that were previously part of the Company's Flexible Packaging Division. The Health, Hygiene and Specialties Division will be led by Scott Tracey, currently AVINTIV's North America President. Tracey joined PGI in 2004 and served as AVINTIV's Europe/Mideast/Africa President from 2012-2014. * Consumer Packaging - The Consumer Packaging Division combines Berry Plastics' heritage Rigid Open Top and Rigid Closed Top divisions, the flexible packaging food and consumer product lines that were formerly part of the Company's Flexible Packaging Division, and the shrink film product lines that were formerly part of Berry Plastics' Engineered Materials Division. Tom Salmon, currently president of the Rigid Closed Top Division, will now lead the Consumer Packaging Division. Salmon joined Covalence, a predecessor company of Berry, in 2006 and served as President of Berry Plastics' Engineered Materials Division from 2006-2014. * Engineered Materials - The Engineered Materials Division combines Berry Plastics' historical Engineered Materials Division and its Flexible Packaging converter product line, except for the shrink film products that are moving to Consumer Packaging. Curt Begle will continue in his role as president of Engineered Materials. Begle began his career with Berry Plastics in 1999 and served as President of the Company's Rigid Closed Top Division from 2009-2014. As a result of the new streamlined business structure, effective Nov. 30, 2015, several positions are no longer executive officer positions of the Company for securities law purposes, including the President - Open Top Division, who was a named executive officer in the Company's last proxy statement and will continue with the Company in a role that is not an executive officer position for securities law purposes. With the announcement of Berry Plastics' new business structure, current AVINTIV President and CEO, Joel Hackney has chosen to leave Berry Plastics to pursue other opportunities. The Company thanks him for his strong leadership and significant accomplishments in building AVINTIV and wish him well in the future. Berry Plastics completed its acquisition of AVINTIV Inc. on Oct. 1, 2015. About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At Jan. 2, 2010, the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P., and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a manufacturer of films and flexible packaging for food, personal care, medical, agricultural and industrial applications. As of Sept. 26, 2015, $5.02 billion in total assets, $5.08 billion in total liabilities, $12 million in redeemable non-controlling interest and a stockholders' deficit of $65 million. * * * As reported by the TCR on Jan. 30, 2015, Moody's Investors Service upgraded the corporate family rating of Berry Plastics to 'B1' from 'B2'. The upgrade of the corporate family rating reflects the pro-forma benefits from the recent restructuring and acquisitions. The TCR reported on Sept. 11, 2015, that Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on Evansville, Ind.-based Berry Plastics Group Inc. "The corporate credit rating affirmation reflects our view that the AVINTIV acquisition enhances Berry's operations enough to offset the additional debt incurred to fund the transaction, resulting in a neutral effect on credit quality," said Standard & Poor's credit analyst James Siahaan. BG MEDICINE: Incurs $2.62 Million Net Loss in Third Quarter ----------------------------------------------------------- BG Medicine, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $2.62 million on $334,000 of total revenues for the three months ended Sept. 30, 2015, compared to a net loss attributable to common shareholders of $2.39 million on $695,000 of total revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss attributable to common shareholders of $6 million on $1.27 million of total revenues compared to a net loss attributable to common shareholders of $6.74 million on $2.23 million of total revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $3.35 million in total assets, $2.03 million in total liabilities, $2.59 million in convertible preferred stock, and a total stockholders' deficit of $1.27 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Gvb5RG About BG Medicine Waltham, Mass.-based BG Medicine is a diagnostics company focused on the development and commercialization of novel cardiovascular diagnostic tests to address significant unmet medical needs, improve patient outcomes and contain healthcare costs. The Company is currently commercializing two diagnostic tests, the first of which is the BGM Galectin-3 test, a novel assay for measuring galectin-3 levels in blood plasma or serum for use as an aid in assessing the prognosis of patients diagnosed with heart failure. The Company's second diagnostic test is the CardioSCORE test, which is designed to identify individuals at high risk for near-term, significant cardiovascular events, such as heart attack and stroke. BG Medicine reported a net loss of $8.06 million in 2014, a net loss of $15.8 million in 2013 and a net loss of $23.8 million in 2012. Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations, recurring cash used in operating activities and accumulated deficit raise substantial doubt about its ability to continue as a going concern. BGM PASADENA: Section 341(a) Meeting Scheduled for Dec. 17 ---------------------------------------------------------- A meeting of creditors in the bankruptcy case of BGM Pasadena, LLC will be held on Dec. 17, 2015, at 2:15 p.m. at RM 5, 915 Wilshire Blvd., 10th Floor, Los Angeles, CA 90017. 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 BGM Pasadena BGM Pasadena, LLC, a single asset real estate, filed Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 15-27833) on Nov. 20, 2015. Greg Galletly, signed the petition as manager. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of at least $1 million. Tiemstra Law Group PC represents the Debtor as counsel. Judge Richard M Neiter has been assigned the case. Proofs of claim are due by March 16, 2016. BIOFUELS POWER: Delays Third Quarter Form 10-Q for Review --------------------------------------------------------- Biofuels Power Corp. notified the Securities and Exchange Commission its financial statements for the quarter ended Sept. 30, 2015, are not yet ready for distribution as a result of recent measures the Company has taken with regard to efforts to sign operating agreements which will effect subsequent events at the balance sheet date and awaiting auditors review. Biofuels Power Humble, Tex.-based Biofuels Power Corporation is a distributed energy company that is pioneering the use of biodiesel to fuel small electric generating facilities that are located in close proximity to end-users. BPC's first power plant is currently located near Houston, Texas in the city of Oak Ridge North. Biofuels Power reported a net loss of $1.08 million on $0 of sales for the year ended Dec. 31, 2014, compared with a net loss of $607,000 on $0 of sales for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $2.3 million in total assets, $8 million in total liabilities and a $5.7 million total stockholders' deficit. Clay Thomas, P.C., in Abilene, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered significant losses and will require additional capital to develop its business until the Company either (1) achieves a level of revenues adequate to generate sufficient cash flows from operations; or (2) obtains additional financing necessary to support its working capital requirements. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BLACK ELK: Court Approves Wind Down of Certain Subsidiaries ----------------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Black Elk Energy Offshore Operations' motion for authority to wind down certain of its subsidiaries (Black Elk Energy Finance and Black Elk Energy Land Operations) and for a related order authorizing the Debtors to enter into agreements for indenture trustee succession for its 13-3/4% Senior Secured Notes. As previously reported, "After the filing of the petition and entry of an Order for Relief, the noteholders sought to replace The Bank of New York as the Indenture Trustee with WSFS Bank. However, in order to complete the change of trustee, the Noteholders needed the consent of the co-issuer, Black Elk Energy Finance. It appears that there are no officers, directors or managers of this limited liability company remaining to sign the documents allowing the change of trustee. After investigation as to the ownership of Black Elk Energy Finance, the Debtor discovered that Black Elk Energy Finance Corp.'s governing documents indicated that it was owned by Black Elk Energy Land Operations, LLC and there are no assets at the Black Elk Subsidiaries." About Black Elk Black Elk Energy Offshore Operations, LLC, is a Houston, Texas based privately held limited liability company engaged in the acquisition, exploitation, development and production of oil and natural gas properties primarily in the shallow waters of the Gulf of Mexico near the coast of Louisiana and Texas. Black Elk had total assets of $339.7 million and total debt of $432.3 million as of Sept. 30, 2014. Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern District of Texas placed Black Elk under Chapter 11 bankruptcy protection on Sept. 1, 2015, converting an involuntary Chapter 7 bankruptcy petition by its creditors. Thereafter, the Company filed with the Court a voluntary Chapter 11 petition (Bankr. S.D. Tex. Case No. 15-34287) on Sept. 10, 2015. Judge Paul later recused herself from the case and the matter was given to Judge Marvin Isgur, according to information posted on the case docket on Sept. 14. The Debtor is represented by Elizabeth E. Green of Baker & Hostetler. Blackhill Partners' Jeff Jones is the Debtor's Chief Restructuring Officer. BMB MUNAI: Incurs $32K Net Loss in Second Quarter ------------------------------------------------- BMB Munai, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $32,703 on $0 of revenues for the three months ended Sept. 30, 2015, compared to a net loss of $14,208 on $0 of revenues for the same period in 2014. For the six months ended Sept. 30, 2015, the Company reported a net loss of $43,183 on $0 of revenues compared to a net loss of $42,909 on $0 of revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $8.59 million in total assets, $8.67 million in total liabilities, all current, and a total shareholders' deficit of $81,267. A full-text copy of the Form 10-Q is available for free at: http://is.gd/liuLVy About BMB Munai BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $18,800 on $0 of revenues for the year ended March 31, 2015, compared with a net loss of $1.6 million on $0 of revenues for the year ended March 31, 2014. Eide Bailly LLP, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that BMB Munai, Inc. has no continuing operations that result in positive cash flow. This situation raises substantial doubt about its ability to continue as a going concern. BOULDER BRANDS: S&P Puts 'B' CCR on CreditWatch Positive -------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including its 'B' corporate credit rating, on Boulder Brands Inc. on CreditWatch with positive implications, meaning that S&P could either raise or affirm the ratings following the completion of its review. "The CreditWatch placement follows Pinnacle's announcement that it will be acquiring Boulder Brands," said Standard & Poor's credit analyst Amanda Cusumano. S&P believes that Boulder's credit profile will improve with the acquisition by the higher-rated Pinnacle Foods Inc. (BB-/Stable/--). S&P also believes that Boulder will benefit from Pinnacle's operating scale, innovation expertise, and lean operations, and from being part of a larger and financially stronger company. S&P will resolve the CreditWatch listing following the close of the transaction. The ratings for Boulder Brands could potentially be raised as high as Pinnacle's ratings. Subsequently, S&P will withdraw the ratings on Boulder Brands' debt after it is repaid, which is expected at the close of the transaction. As of Sept. 30, 2015, the company's lease-adjusted debt outstanding was approximately $317 million. BRANDON DORTCH: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Brandon Dortch Farms, LLC 50970 US Hwy 31 Bay Minette, AL 36507 Case No.: 15-03885 Nature of Business: Farming Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court Southern District of Alabama (Mobile) Judge: Hon. Henry A. Callaway Debtor's Counsel: Lawrence B. Voit, Esq. SILVER, VOIT & THOMPSON P.C. 4317-A Midmost Dr. Mobile, AL 36609-5507 Tel: (251) 343-0800 Email: lvoit@silvervoit.com Total Assets: $4.55 million Total Liabilities: $8.23 million The petition was signed by Timothy Brandon Dortch, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/alsb15-03885.pdf BROWARD COUNTY: Moody's Confirms Ba2 Rating on Senior 2007 Debt --------------------------------------------------------------- Moody's Investors Service has confirmed the Ba2 rating on $4,650,000 of Broward County HFA, Single Family Senior 2007 A&B, and the B2 rating on $300,000 of subordinate bond series 2007C. This action concludes Moody's review. SUMMARY RATING RATIONALE The rating is being confirmed based on the financial position of the program, as reported in recently received information from the trustee and servicers, as well as cashflow projections that show the possibility of cash shortfall on all series under certain scenarios. CAESARS ENTERTAINMENT: Creditors Say Staying Suits Is Baseless -------------------------------------------------------------- Jessica Corso at Bankruptcy Law360 reported that a group of junior noteholders struck back on Nov. 18, 2015, against complaints by Caesars Entertainment Operating Co. that four creditor suits pending against its nondebtor parent threaten to sink reorganization efforts, telling the Seventh Circuit the Debtor's call to stay the suits is baseless and outside the scope of bankruptcy protections. Led by Wilmington Savings Fund Society FSB, the noteholders urged the appeals court to uphold both a bankruptcy judge's and a district court judge's rulings that they could proceed with the suits. In a separate report, Tracy Rucinski at Reuters reported that Bankruptcy Judge Benjamin Goldgar agreed to delay a crucial hearing to review the Debtor's chapter 11 plan until an Richard Davis, an independent examiner completes his probe into the casino operator's pre-bankruptcy transactions. The decision comes after junior creditor groups and a U.S. bankruptcy watchdog asked the court to reject a request from Caesars, the bankrupt operating unit of Caesars Entertainment Corp, to hold the hearing in late January. In another report, Jessica Corso at Bankruptcy Law360 said that Kirkland & Ellis LLP will almost certainly continue to helm Caesars Entertainment Operating Co.'s Chapter 11 bankruptcy after an Illinois federal judge on Nov. 18, 2015, called evidence of potential bias by a leading partner "pretty thin" and noted that he was likely to dismiss a creditor committee's challenge to the firm's retention. U.S. Bankruptcy Judge Benjamin Goldgar said he would allow a limited amount of discovery in the dispute but called out junior bondholders for assertions that partner James Sprayregen lied about his past involvement in Caesars litigation. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. On February 5, 2015, U.S. Trustee Patrick Layng appointed nine creditors to the Debtors' official committee of unsecured creditors. Two of these creditors -- the Board of Levee Commissioners for the Yazoo Mississippi Delta and MeehanCombs Global Credit Opportunities Master Fund LP -- resigned from the committee following their appointment. They were replaced by the National Retirement Fund and Relative Value-Long/Short Debt, a Series of Underlying Funds Trust. CATASYS INC: Reports Third Quarter 2015 Financial Results --------------------------------------------------------- Catasys, Inc. reported financial results for the third quarter ended Sept. 30, 2015. "We have made significant advancements rolling out and expanding our network over the past few quarters, which increased revenue by 45% for the three months ended September 30, 2015 from the same period in the prior year and deferred revenue by 82% from June 30, 2015 to September 30, 2015. We believe that this is just the beginning of what is expected to be a significant period of growth for the Company as we increase the number of Commercial Equivalent Lives under contract and enroll members into our OnTrak program from newly launched programs over the next few quarters," said Rick Anderson, president and COO. Third Quarter 2015 Financial Highlights * Enrollment increased by 230% and 128% for the three and the nine month periods ended Sept. 30, 2015, respectively. * Total revenues were $538,000, an increase of 45% compared to $370,000 in the third quarter of 2014. This increase was primarily driven by an expansion of health plan populations covered under our program and increasing enrollment in OnTrak programs. * Deferred revenue was $1.6 million at Sept. 30, 2015, an increase of $701,000, or 82% over the amount at June 30, 2015. When fees are received in advance, deferred revenue is recognized over the period the member is enrolled. Any fees subject to performance guarantees are deferred until such time as those performance standards are met; generally calculated annually. Catasys has historically been able to record its deferred revenue as actual revenue during the course of the business cycle, except for limited cases where members terminated from the program early. * Net loss was $(7.5) million, or $(0.16) per basic and diluted share in the third quarter of 2015, compared to a net loss of $(210,000), or $(0.01) per basic and diluted share in the third quarter of 2014. * Total operating expenses were $2.7 million in the third quarter of 2015, an increase of 38% compared to $2.0 million in the third quarter of 2014. This increase was primarily due to a $2.0 million increase in general and administrative expenses and to the higher cost of healthcare services based on increasing enrollment and non-cash general and administrative expenses. * General and administrative expenses were $2.0 million in the third quarter of 2015, an increase of 23% compared to $1.6 million in the third quarter of 2014. This increase was primarily due to non-cash compensation expense for stock option grants to the members of the board of directors. * Cash and cash equivalents were $225,000 as of Sept. 30, 2015. About Catasys Inc. Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. Catasys reported a loss of $27.3 million on $2.03 million of healthcare services revenues for the 12 months ended Dec. 31, 2014, compared to a loss of $4.67 million on $754,000 of healthcare services revenues for the 12 months ended Dec. 31, 2013. Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has continued to incur significant operating losses and negative cash flows from operations during the year ended Dec. 31, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2015, the Company had $1.92 million in total assets, $14.02 million in total liabilities and total stockholders' deficit of $12.09 million. Bankruptcy Warning "[W]e currently expend cash at a rate of approximately $450,000 per month, excluding non-current accrued liability payments. We also anticipate cash inflow to increase during 2015 as we continue to service our executed contracts and sign new contracts. We expect our current cash resources to cover our operations through the first quarter of 2015; however delays in cash collections, revenue, or unforeseen expenditures could impact this estimate. We are in need of additional capital, however, there is no assurance that additional capital can be timely raised in an amount which is sufficient for us or on terms favorable to us and our stockholders, if at all. If we do not obtain additional capital, there is a significant doubt as to whether we can continue to operate as a going concern and we will need to curtail or cease operations or seek bankruptcy relief. If we discontinue operations, we may not have sufficient funds to pay any amounts to our stockholders," the Company states in its quarterly report for the period ended Sept. 30, 2015. CDW LLC: S&P Raises Corp. Credit Rating to 'BB+' ------------------------------------------------ Standard & Poor's raised its corporate credit rating on Vernon Hills, Ill.-based CDW LLC to 'BB+' from 'BB'. The outlook is stable. At the same time, S&P raised its issue-level rating on the company's senior secured term loan to 'BBB-' from 'BB+'. The recovery rating remains '2', reflecting S&P's expectation for substantial recovery (70% to 90%; upper end of the range) in the event of payment default. S&P also raised its issue-level rating on CDW's unsecured notes to 'BB-' from 'B+'. The recovery rating remains '6', indicating S&P's expectation for negligible recovery (0% to 10%) in the event of payment default. "The upgrade reflects our view of CDW's continued strong operating performance during 2015," said Standard & Poor's credit analyst Christian Frank. The stable outlook reflects S&P's expectation that over the next 12 months CDW will leverage its market position to drive revenue and EBITDA growth, and that it will manage its acquisitions and share repurchases such that it maintains leverage consistent with current levels. CHINA INFORMATION: Receives Nasdaq Listing Non-Compliance Notice ---------------------------------------------------------------- China Information Technology, Inc., a provider of internet-based platforms, products and services in China, on Nov. 25 said that on November 23, 2015 it received written notice from the Nasdaq Stock Market stating that the company is no longer in compliance with the $1.00 minimum closing bid price requirement set forth in Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Select Market. The notice has no immediate effect on the listing of CNIT's ordinary shares, which will continue to trade on The Nasdaq Global Select Market under the symbol "CNIT" at this time. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the company has a grace period of 180 calendar days, or until May 23, 2016, to regain compliance with the minimum closing bid price requirement. To regain compliance, the closing bid price of the company's ordinary shares must meet or exceed $1.00 per share for at least ten consecutive business days during this 180-day compliance period. In the event the company does not regain compliance with the minimum closing bid price requirement by May 23, 2016, Nasdaq may provide the company an additional 180-day period to regain compliance, subject to the company, at that time, transferring its securities to The Nasdaq Capital Market and satisfying certain other requirements. However, if Nasdaq determines that the company will not be able to cure the deficiency, or should the company determine not to submit a transfer application or make the required representation, Nasdaq will notify the company that its securities will be subject to delisting. The company will actively monitor the closing bid price of its ordinary shares between now and May 23, 2016 and intends to consider the various options available to regain compliance. About China Information Technology, Inc. China Information Technology, Inc. (Nasdaq: CNIT) -- http://www.chinacnit.com-- is an Internet service company that makes advertising accessible and affordable for businesses of all sizes. CNIT provides cloud-based platform, exchange, and big data solutions enabling innovation and smart living in the education, health care, new media, finance and transportation sectors. Through continuous innovation, CNIT is aiming to leverage its proprietary Cloud-Application-Terminal technology to level the competitive landscape in the new media industry and deliver value for its shareholders, employees, customers, and the community. CHINA SHIANYUN: Posts $1.45 Million Net Income for Third Quarter ---------------------------------------------------------------- China Shianyun Group Corp., Ltd., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.45 million on $725,000 of revenues for the three months ended Sept. 30, 2015, compared to a net loss of $245,000 on $48,700 of revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported net income of $2.56 million on $1.53 million of revenues compared to a net loss of $1.19 million on $207,000 of revenues for the same period last year. As of Sept. 30, 2015, the Company had $7.76 million in total assets, $7.40 million in total liabilities and $362,000 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/DjSica About China Shianyun China Shianyun Group Corp., Ltd, formerly known as China Green Creative, Inc., develops and distributes consumer goods, including herbal teas, health liquors, meal replacement products, and cured meat using ecological breeding methods in China. The Company is based in Shenzhen Guandong Province, China. China Shianyun reported a net loss of $1.33 million on $210,000 of revenues for the year ended Dec. 31, 2014, compared to a net loss of $382,000 on $2 million of revenues for the year ended Dec. 31, 2013. AWC (CPA) Limited, in Hong Kong, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, noting that the Company has a significant accumulated deficits and negative working capital. These factors raise substantial doubt about the Company's ability to continue as a going concern. CICERO INC: Reports $1.57 Million Net Loss for Third Quarter ------------------------------------------------------------ Cicero, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss applicable to common stockholders of $1.57 million on $542,000 of total operating revenue for the three months ended Sept. 30, 2015, compared to a net loss applicable to common stockholders of $825,000 on $383,000 of total operating revenue for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss applicable to common stockholders of $3.16 million on $1.51 million of total operating revenue compared to a net loss applicable to common stockholders of $2.26 million on $1.47 million of total operating revenue for the same period a year ago. As of Sept. 30, 2015, the Company had $3.07 million in total assets, $9.99 million in total liabilities and a total stockholders' deficit of $6.91 million. Cash and cash equivalents increased to $1.05 million at Sept. 30, 2015, from $20,000 at Dec. 31, 2014, an increase of $1.03 million. The increase is primarily attributable to the equity issuance related to the $1 million equity financing in July 2015, collections of accounts receivable from year end, revenue generated in the first nine months of 2015 and short term borrowings. A full-text copy of the Form 10-Q is available for free at: http://is.gd/QeumsX About Cicero Inc. Cary, N.C.-based Cicero, Inc., provides business integration software solutions and also provides technical support, training and consulting services as part of its commitment to providing customers with industry-leading solutions. The Company focuses on the customer experience management market with emphasis on desktop integration and business process automation with its Cicero XM(TM) products. Cicero XM enables the flow of data between different applications, regardless of the type and source of the application, eliminating redundant entry and costly mistakes. The Company has extended the maturity dates of several debt obligations that were due in 2011 to 2012, to assist with liquidity and may attempt to extend these maturities again if necessary. Despite the recent additions of several new clients, the Company continues to struggle to gain additional sources of liquidity on terms that are acceptable to the Company. Cicero reported a net loss applicable to common stockholders of $4.05 million on $1.9 million of total operating revenue for the year ended Dec. 31, 2014, compared to a net loss applicable to common stockholders of $3.33 million on $2.19 million of total operating revenue in 2013. Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going concern" 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. CLIPPER ACQUISITIONS: Moody's Affirms 'Ba1' Corporate Family Rating ------------------------------------------------------------------- Moody's Investors Service has changed the outlook on Clipper Acquisitions Corp.)to positive from stable. At the same time, Moody's has affirmed all ratings at Clipper, namely the Ba1 corporate family rating (CFR), the Ba1 secured term loan rating, and the Ba1 rating on the company's revolving credit facility. The change in outlook to positive is driven by the company's improving operating performance including strong organic asset growth, reduction in financial leverage and improving profitability. The firm has also made great strides in strengthening firm culture and further institutionalizing its operating platform by investing in key system and infrastructure enhancements and bolstering its senior leadership team. RATINGS RATIONALE The change in outlook to positive reflects the improvement in TCW's credit metrics over the last 12 -- 24 months, which has been driven by significant growth in core assets under management (AUM), up $51 billion or 40% since 31 December 2013. TCW experienced extraordinary AUM growth from 3Q 2014 to 1Q 2015 as the company was one of the biggest beneficiaries of outflows from PIMCO following Bill Gross's departure. The substantive increase in scale has enhanced the company's earnings capacity, giving rise to improved cash flow generation and a materially stronger balance sheet from when the firm was first rated following the buyout of TCW by investment funds affiliated with Carlyle and TCW management. Further, margin improvements also reflect management's ability to realize identified cost saving opportunities and implement a new compensation structure that better aligns pay with performance. TCW's ratings remain somewhat constrained by concentration in the company's AUM mix to fixed income and within fixed income to a single fund, the MetWest Total Return Fund. Atypical net inflows into the MetWest Total Return Fund over the last year have contributed to an even more lopsided AUM mix. TCW's concentration in fixed income is a risk because it increases the company's sensitivity to changes in demand for fixed-income assets relative to peers with more balanced AUM. Nonetheless, in and of itself, the fixed income concentration does not preclude the company's ability to be rated investment grade. TCW management is reinvesting excess cash flow in the business to improve AUM diversity, but material improvement may be difficult to achieve through organic growth alone. Therefore, Moody's believes this increases the likelihood that management may pursue an acquisition to accelerate growth outside of fixed income. A prudently financed, complementary deal would be credit positive. However, a deal that entailed significant leverage could result in downward rating pressure. The future ownership strategy of private equity sponsor Carlyle, TCW's largest shareholder, will also influence the trajectory of TCW's ratings. Moody's believes the likelihood of another levered recapitalization of TCW is falling due to the significant growth in firm AUM and the risk that an aggressively levered transaction would be viewed negatively by TCW's key institutional clients and intermediary distribution partners. The other two exit options -- a corporate acquisition or initial public offering -- would likely have credit positive implications on the company's ratings. Upward ratings pressure could emerge if TCW maintains its improved financial profile over the next 12-18 months, such that (1) Moody's Debt/EBITDA remains below 2x; (2) equity and international business return to positive net flows or assets are acquired through a complementary transaction; and (3) new retail alternative products gain market traction. A ratings downgrade is unlikely given the positive ratings outlook. However, the outlook could revert to stable if (1) TCW's credit metrics deteriorate due to a decline in the company's fixed income performance; (2) if it undertakes a sizable acquisition, such that its credit metrics do not improve to levels appropriate for a ratings upgrade and/or (3) Carlyle articulates an exit strategy that would have negative implications for TCW's creditors. The TCW Group, Inc. is a private independent investment manager. Founded in 1971 and based in Los Angeles, The TCW Group, Inc. is an asset management firm offering U.S. equities, fixed income, international and alternative strategies with approximately $180 billion in assets under management as of 30 September 2015. COCRYSTAL PHARMA: Incurs $508,000 Net Loss in Third Quarter ----------------------------------------------------------- Cocrystal Pharma, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $508,000 on $24,000 of grant revenues for the three months ended Sept. 30, 2015, compared to a net loss of $2.54 million on $0 of grant revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $19.67 million on $78,000 of grant revenues compared to net income of $1.80 million on $0 of grant revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $266 million in total assets, $69.4 million in total liabilities and $197 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/NpPgZR About Cocrystal Pharma Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals, Inc., is a pharmaceutical company with a mission to discover novel antiviral therapeutics as treatments for serious and/or chronic viral diseases. Cocrystal Pharma employs unique technologies and Nobel Prize winning expertise to create first- and best-in-class antiviral drugs. These technologies and the Company's market- focused approach to drug discovery are designed to efficiently deliver small molecule therapeutics that are safe, effective and convenient to administer. The Company's primary business going forward is to develop novel medicines for use in the treatment of human viral diseases. Cocrystal has been developing novel technologies and approaches to create first-in-class and best-in-class antiviral drug candidates since its initial funding in 2008. Subsequent funding was provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals Industries, Ltd., or Teva, in 2011. The Company's focus is to pursue the development and commercialization of broad-spectrum antiviral drug candidates that will transform the treatment and prophylaxis of viral diseases in humans. By concentrating the Company's research and development efforts on viral replication inhibitors, the Company plans to leverage its infrastructure and expertise in these areas. Cocrystal Pharma reported a net loss of $99,000 in 2014 following a net loss of $3.8 million in 2013. COMMUNICATION INTELLIGENCE: Incurs $1.67 Million Net Loss in Q3 --------------------------------------------------------------- Communication Intelligence Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $1.67 million on $351,000 of total revenue for the three months ended Sept. 30, 2015, compared to a net loss attributable to common stockholders of $1.79 million on $285,000 of total revenue for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss attributable to common stockholders of $5.74 million on $1.16 million of total revenue compared to a net loss attributable to common stockholders of $5.73 million on $1.05 million of total revenue for the same period during the prior year. As of Sept. 30, 2015, the Company had $1.36 million in total assets, $2.28 million in total liabilities and a $924,000 total deficit. At Sept. 30, 2015, cash and cash equivalents totaled $358,000 compared to cash and cash equivalents of $775,000 at Dec. 31, 2014. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ToiPbO About Communication Intelligence Redwood Shores, California-based Communication Intelligence Corporation is a supplier of electronic signature products and the recognized leader in biometric signature verification. COMPUCOM SYSTEMS: S&P Lowers CCR to 'B-', Outlook Stable -------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Dallas-based CompuCom Systems Inc. to 'B-' from 'B'. The outlook is stable. At the same time, S&P is lowering its issue-level rating on the company's $580 million senior secured term loan, maturing in 2020, to 'B-' from 'B'. The recovery rating on the term loan remains '3', indicating S&P's expectations for meaningful (50% to 70%, lower half of the range) recovery in the event of a default. S&P is also lowering its issue-level rating on the company's $250 million senior unsecured notes, maturing in 2021, to 'CCC' from 'CCC+'. The recovery rating on the notes remains '6', indicating S&P's expectations for negligible (0% to 10%) recovery in the event of a default. "The rating action reflects our view of the company's recent operating performance, which is meaningfully below our forecast, and our expectation that the company's credit measures will remain weak for the next 12 to 18 months," said Standard & Poor's credit analyst Minesh Shilotri. The stable outlook reflects S&P's expectation that the company will stabilize revenues near current levels and modestly improve EBITDA margins going forward, as it moves away from the effects of its large unprofitable contract. CONGREGATION BIRCHOS: No Objection to TD's Amended Plan Outline --------------------------------------------------------------- McCarter & English, representing TD Bank, N.A., in early November, wrote a letter asking Judge Robert D. Drain to approve the First Amended Disclosure Statement explaining TD Bank's Chapter 11 plan for Congregation Birchos Yosef. Joseph Lubertazzi, Jr., Esq., explained that in its present form, the Disclosure Statement addresses the issues that the Court raised during the Sept. 10, 2015 hearing, along with the Debtor's disclosure-statement-related objections to the original version of the Disclosure Statement. Further, as TD Bank stated in its Oct. 16 letter, the Disclosure Statement and Plan are being modified to reflect the selection of Sean C. Southard, Esq. to serve as the "Independent Seller" and oversee and conduct the Sale Procedures of the Debtor's real property. The Debtor's deadline to file an objection to the Disclosure Statement was Oct. 30, 2015. TD Bank has not received any comments from the Debtor concerning the Disclosure Statement, and no objection has been filed. Mr. Lubertazzi points out: * July 9, 2015: TD Bank files the original versions of its Disclosure Statement and related Plan. * July 2015: The Debtor did not file a competing plan of reorganization, as it represented it would do in its letter dated July 10, 2015. As is evident, no Debtor plan of reorganization has been filed to date. * Sept. 9, 2015: The Debtor files an objection to the original version of the Disclosure Statement. The Debtor represents in its objection, among other things, that (i) it has engaged professionals to secure refinancing and pay TD Bank and all creditors in full, and (ii) it received a $5,000,000 purchase offer for certain real property. There has been no outward evidence of progress on the foregoing. * Sept. 10, 2015: The Court holds a hearing to consider approval of the original version of the Disclosure Statement and raises the following four issues that TD Bank has since addressed in the Disclosure Statement: (i) the Court will determine the validity and amount of the Allowed Proponent Fee Claim, which will be made payable on a pro rata basis as the other Professional Fee Claims; (ii) the Independent Seller will make business decisions to accept or reject purchase offers for the Debtor's real property; (iii) purchase agreements for the sale of the Debtor's real property are subject to the Court's approval; and (iv) sales of the Debtor's real property will be in accordance with New York Not-for-Profit law. * Oct. 4, 2015: The Debtor sends TD Bank a letter that purports to outline a proposal for the submission of a joint plan, to which TD Bank responds. The specifics of that letter is not set forth herein, as the Debtor may view it in the nature of a settlement communication. TD Bank has no objection if both letters are presented to the Court. However, the Debtor does indicate it will retain a real estate broker no later than Oct. 30, 2015. No such application has been filed. * Oct. 6, 2015: TD Bank submits its Statement in Support of the First Amended Disclosure Statement, which identifies the changes made in the Disclosure Statement, addresses the state of the Debtor's reorganization efforts and the Debtor's October 4th letter and highlights the substantial increase of claims against the Debtor's estate with each passing month. * Oct. 7, 2015: TD Bank responds to the Debtor's October 4th letter. No further discussions were held in this regard. * Oct. 13, 2015: Your Honor holds a status conference. * Oct. 14 and 15, 2015: TD Bank serves notice of the continued hearing to consider approval of the Disclosure Statement and the October 30th deadline to object to the Disclosure Statement. * Oct. 16 and 17, 2015: TD Bank submits a letter to the Court, the Debtor, and the U.S. Trustee advising that, rather than having the U.S. Trustee appoint the Independent Seller, TD Bank has selected Sean C. Southard, Esq. to serve as the Independent Seller. * Present Day: Other than the Debtor's Sept. 9, 2015 objection and October 4th letter, the Debtor has not provided TD Bank with any comments to the Disclosure Statement, the Plan or the Sale Procedures. The Debtor has not sought to retain a real estate broker, there is no evidence that the Debtor is obtaining financing, TD Bank has not been presented with any formal offers for the purchase of any real property, including the referenced $5,000,000 offer that the Debtor had supposedly received, and in summary there is no indication the Debtor is in the process of reorganizing in this case begun in late February 2015. * The Delay is Costly: The Debtor's estate is diminishing in the amount of approximately $100,000 per month due to accruing interest on the TD Secured Claim and the IRS Secured Claim, accruing interest on the pre-petition unpaid Real Property Tax Claims and accumulating Administrative Claims. "The Debtor had many, many months pre-petition to address its financial condition, and many months in this Chapter 11 case to do so. It has not done so," Mr. Lubertazzi tells the Court. The firm can be reached at: Joseph Lubertazzi, Jr. MCCARTER & ENGLISH, LLP Four Gateway Center 100 Mulberry Street Newark, NJ 07102-4056 Tel: 973-639-2082 Fax: 973-297-3940 E-mail: jlubertazzi@mccarter.com TD Bank's Plan Secured creditor TD Bank, N.A.'s proposed Chapter 11 plan for Congregation Birchos Yosef provides for the swift sale of the Debtor's real property, and the use of those sale proceeds and other proceeds to pay creditors in full. TD Bank is the largest secured creditor holding a secured claim in excess of $9.2 million. TD Bank filed its initial Chapter 11 Plan of Reorganization for the Debtor and an initial Disclosure Statement on July 9, 2015. On Oct. 5, TD Bank filed an Amended Disclosure Statement, which addresses issues raised by the Debtor. According to the Amended Disclosure Statement, the Plan provides that: -- The secured claim of TD Bank (Class 1), in the amount of not less than $9.22 million plus postpetition interest at 9% per annum, will be paid from the net proceeds of the sale of the mortgage properties. To the extent that the net proceeds are less than the amount of the TD secured claim, the deficiency portion will be treated as an allowed unsecured claim. -- The secured claim of the Internal Revenue Service (Class 2), in the amount of $255,000 as of the Petition Date, will be paid from the proceeds of the sale of the properties covered by IRS' liens. -- Mechanic's lien claims (Class 3), if allowed, will be paid from the net proceeds from the sale of the 201 Route 306 property after satisfying the closing costs, the real property tax claims, and the TD secured claim. -- As to the secured claim of TCRF Equipment Finance (Class 4), TCF will repossess the vehicles to satisfy the secured claim, with any deficiency portion to be treated as an allowed unsecured claim. -- General unsecured claims (Class 5), estimated at $1 million plus any deficiency claims will be paid in full from the available cash or the litigation proceeds. -- There are no holders of equity interests (Class 6) as the Debtor is a non-profit organization. All property of the estate that remains after the final distribution date will become property of the Debtor, as reorganized. A copy of the First Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Cong_Birchos_158_1st_Am_DS.pdf About Congregation Birchos Yosef Congregation Birchos Yosef is a religious corporation which was formed on Jan. 16, 1985 for the purposes of creating and maintaining a "House of Worship" in accordance with the traditions of the Hebrew faith and to serve and advance the affairs of the surrounding community under the leadership of the Grand Rebbe of Nikolsburg. Its principal office is located at 201 Route 306, Monsey, New York. It has real properties located in Spring Valley and Monsey, New York. Congregation Birchos Yosef sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26, 2015. Breindy Lebovits, the vice-president, signed the petition. The Debtor estimated assets and debt of $10 million to $50 million. On May 4, 2015, the Debtor won approval to hire (i) Pick & Zabicki LLP as its counsel, (ii) Frances M. Caruso as its bookkeeper and (iii) Montalbano, Condon & Frank, P.C. as special counsel for real property tax-related matters. On May 18, the Court authorized the Debtor's retention of Levine & Associates, PC as special litigation counsel. On Sept. 11, 2015, the Court approved the retention of The Law Offices of David Carlebach, Esq. as the Debtor's substituted bankruptcy counsel. * * * The Debtor's "exclusivity period" under Section 1121 of the Bankruptcy Code expired June 26, 2015. On Aug. 24, 2015, the Court entered a memorandum of decision in support of its order granting the Debtor's motion to enforce the automatic stay against Bais Chinuch L'Bonois, Inc. and certain individuals. This order is being appealed. CONSUMER LAW: Case Summary & 14 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Consumer Law and Mass Tort Litigation Group, LLC fka Whatley, Drake & Kallas, LLC 2001 Park Pl. N., Ste. 1000 Birmingham, AL 35203 Case No.: 15-04791 Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court Northern District of Alabama (Birmingham) Judge: Hon. Tamara O Mitchell Debtor's Counsel: Heather A Lee, Esq. BURR & FORMAN LLP 420 No 20th Street 3400 Wachovia Tower Birmingham, AL 35203 Tel: 205 251-3000 Email: hlee@burr.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joe R. Whatley Jr., managing member. A list of the Debtor's 14 largest unsecured creditors is available for free at http://bankrupt.com/misc/alnb15-04791.pdf CORD BLOOD: Reports $228,000 Net Income for Third Quarter --------------------------------------------------------- Cord Blood America, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $228,000 on $1.43 million of revenue for the three months ended Sept. 30, 2015, compared to net income of $1.50 million on $1.19 million of revenue for the same period last year. For the nine months ended Sept. 30, 2015, the Company reported net income of $417,000 on $4.12 million of revenue compared to net income of $223,000 on $3.13 million of revenue for the same period during the prior year. As of Sept. 30, 2015, the Company had $3.87 million in total assets, $3.42 million in total liabilities and $453,000 in total stockholders' equity. Joseph Vicente, President of Cord Blood America, Inc. commented, "Our third quarter results reflect the benefit of growth on the tissue side of our business. However, at the end of the third quarter a large tissue customer informed the Company that they expect a significant reduction in orders such that orders from this customer will be minimal in the foreseeable future. This reduction commenced in October. Year-to-date through the third quarter, this customer represented approximately 12% of our total gross profit. Operating expenses related to the tissue business are disproportionately lower than our cord blood and cord tissue processing and storage business. The Company should continue to generate positive EBITDA and cash flow in the fourth quarter and in 2016 inclusive of diligently managing expenses." A full-text copy of the Form 10-Q is available for free at: http://is.gd/LHTANM About Cord Blood America Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily a holding company whose subsidiaries include Cord Partners, Inc., CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc. D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel Inc, D/B/A Rainmakers International. Cord specializes in providing private cord blood stem cell preservation services to families. BodyCells is a developmental stage company and intends to be in the business of collecting, processing and preserving peripheral blood and adipose tissue stem cells allowing individuals to privately preserve their stem cells for potential future use in stem cell therapy. Properties was formed to hold the corporate trademarks and other intellectual property of CBAI. Rain specializes in creating direct response television and radio advertising campaigns, including media placement and commercial production. The Company has been the subject of a going concern opinion by its independent auditors who have raised substantial doubt as to the Company's ability to continue as a going concern. De Joya Griffith, LLC, in Henderson, NV, noted that the Company has incurred losses from operations, which losses have caused an accumulated deficit of approximately $53.46 million as of Dec. 31, 2014. The Company disclosed net income of $240,000 on $4.33 million of revenue for the year ended Dec. 31, 2014, compared to a net loss of $2.97 million on $3.82 million of revenue for the year ended Dec. 31, 2013. CRYOPORT INC: Incurs $2.66 Million Net Loss in Second Quarter ------------------------------------------------------------- Cryoport, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $2.66 million on $1.43 million of revenues for the three months ended Sept. 30, 2015, compared to a net loss attributable to common stockholders of $3.18 million on $825,000 of revenues for the same period in 2014. For the six months ended Sept. 30, 2015, the Company reported a net loss attributable to common stockholders of $9.27 million on $2.86 million of revenues compared to a net loss attributable to common stockholders of $6.25 million on $1.76 million of revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $8.91 million in total assets, $2.19 million in total liabilities and $6.71 million in total stockholders' equity. Commenting on the second quarter results, Jerrell Shelton, chief executive officer of Cryoport, stated, "We delivered strong top line growth of 74%, overcoming seasonality and orders that slipped to our third fiscal quarter. This growth was driven by the addition of a significant number of new clients, as well as continuing growth within our existing client base. Given our traction and client business that we have visibility on, our revenue guidance of $10 - $12 million for fiscal 2016 remains intact," stated Mr. Shelton. "During the first half of fiscal 2016, we added more than 160 new clients as we continue to make strides in our business development and demand for our leading cold chain logistics solutions strengthens. In fact, we estimate that Cryoport currently supports approximately 20% of all the Phase III clinical trials for regenerative therapies. We support 52 clinical trials in total. As most shareholders know, as the therapies we are supporting in the Phase III of their trials receive regulatory clearance and move to commercialization, we can expect long-term growth of substantial proportion." "There is no doubt that this is an important time for Cryoport as we are experiencing increasing demand for our unique cold chain solutions as the cellular therapy segment of the life sciences industry continues to develop and experience success. We continue adding new clinical trial clients at an impressive pace and are in late-stage discussions with several clients regarding long-term supply agreements as they prepare to commercialize their respective therapies. By our estimates, the clinical trials that we currently support could generate cumulative revenues of more than $150 million over the next five years for Cryoport. And as we continue to add new clinical trial clients, we expect to increase our five-year cumulative revenue outlook, which will shorten our pathway to profitability and drive value for our shareholders," concluded Mr. Shelton. A full-text copy of the Form 10-Q is available for free at: http://is.gd/qRYIh6 About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. Cryoport reported a net loss attributable to common stockholders of $12.2 million for the year ended March 31, 2015, compared to a net loss attributable to common stockholders of $19.6 million for the year ended March 31, 2014. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has incurred recurring operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $1.4 million at March 31, 2015, management has estimated that cash on hand, which include proceeds from Class B convertible preferred stock received subsequent to the fourth quarter of fiscal 2015, will only be sufficient to allow the Company to continue its operations into the third quarter of fiscal 2016. These matters raise substantial doubt about the Company's ability to continue as a going concern. CUE & LOPEZ: Modifications to Confirmed Plan Unopposed ------------------------------------------------------ At the behest of Cue & Lopez Construction, Inc., Judge Brian K. Tester on Nov. 4, 2015, approved a second joint modification of the Debtor's confirmed plan. No objections were filed to the Debtor's motion. Cue & Lopez won confirmation of its reorganization plan in October 2014, but the plan has not yet been substantially consummated. It asked the U.S. Bankruptcy Court for District of Puerto Rico to authorize post-confirmation modifications to the proposed treatment of Oriental Bank's secured claim. The Court of First Instance of the Commonwealth of Puerto Rico, San Juan Section -- pursuant to a stipulation, inter alia, subscribed by the Debtor and Oriental Bank -- entered judgment in Case Number KCD2013-0668, Oriental Bank v. Cue & Lopez Contractors Inc.; Cue & Lopez Construction Inc. et al., providing that upon default of the Stipulation by the Debtor, Oriental Bank could proceed with the foreclosure of its mortgages on the Debtor's real properties. Since the Debtor defaulted under the terms of the Stipulation, pursuant to the Judgment, Oriental Bank is entitled to foreclose on the mortgages on the Properties. The Plan provides for this classification and treatment of Oriental Bank: (a) Impairment and Voting - Class 3 is impaired under the Plan and is entitled to vote to accept or reject the Plan. (b) Distribution - Oriental Bank's Claim, as may be finally allowed, partially secured by the following collateral: (i) Residential Unit, Penthouse No. 515, at Hills View Plaza Condominium, Frailes Ward, Guaynabo, Puerto Rico with an estimated disposition value of $237,527; (ii) Residential Unit (Apartment No. 633), at Vistas de Gurabo, Navarro Ward, Gurabo, Puerto Rico with an estimated disposition value of $132,434; (iii) Residential Unit at Urb. Gran Palm II, Sabana Ward, Vega Alta, Puerto Rico, with an estimated disposition value of $174,825; (iv) The remaining retainage for $311,587 corresponding to the "Casa Maggiore Project; shall be paid on or before the Effective Date, by the transfer to Oriental Bank of the properties, with a combined estimated value of $856,373, and the assignment of the remaining retainage set forth. In addition, the Debtor will pay Oriental Bank $100,000 arising from the retainage assigned by the Debtor to Oriental Bank as to the Casa Maggiore Project, not property of the Debtor's estate, paid by Casa Maggiore, Inc., to the Debtor and returned by the Debtor thereto. The $100,000 will be paid by a payment of $25,000 on the Effective Date, the balance to be paid through 12 consecutive equal monthly payments of $3,125 due on the 30th day of the subsequent twelve month and a balloon payment for $37,500 on the 30th day of the 13 months after the Effective Date. Oriental Bank's Class 5 Claim for $4,192,778, which includes Oriental Bank's deficiency claim under Class 3, and Oriental Bank's current unsecured claim, will be dealt with under Class 5 of the Plan. The Debtor will submit quarterly operating reports to Oriental Bank detailing the Debtor's revenues, expenses, and results of operations, during the term of the Plan." The Debtor as the proponent of the Plan, with the consent of Oriental Bank, sought Court approval to modify Oriental Bank's treatment to provide that the secured claim will be paid on or before the Effective Date. The Debtor will cause the transfer to Oriental Bank of the three real properties, with a combined estimated value of $856,373, either by deeds of transfers or within 12 months of the Effective Date through a mortgage foreclosure process in execution of the judgment issued on April 29, 2013 -- and notified on Aug. 1, 2013 -- by the Court of First Instance of the Commonwealth of Puerto Rico, San Juan Section, in case number KCD2013-0668, titled Oriental Bank v. Cue & Lopez Contractors Inc.; Cue & Lopez Construction Inc. et als., as Oriental Bank shall elect in its sole and absolute discretion. The transfer of all or either of the three real properties to Oriental Bank by either method will have the benefits of the provisions of 11 U.S.C. Sec. 1146(a). The automatic stay provisions of 11 USC Sec. 362(a) will be deemed lifted for the event that Oriental Bank elects to proceed with the foreclosure of the properties. In addition, the Debtor will pay Oriental Bank $100,000 arising from the retainage assigned by the Debtor to Oriental Bank as to the Casa Maggiore Project, not property of Debtor's estate, paid by Casa Maggiore, Inc. to the Debtor and returned by Debtor thereto. The $100,000 will be paid by a payment of $25,000 on the Effective Date, the balance to be paid through 12 consecutive equal monthly payments of $3,125 due on the 30th day of the subsequent 12 months and a balloon payment for $37,500 on the 30th day of the 13-month after the Effective Date. Oriental Bank's Class 5 Claim for $4,192,778, which includes Oriental Bank's deficiency claim under Class 3, and Oriental Bank's current unsecured claim, will be dealt with under Class 5 of the Plan. On July 15, 2015, the Debtor transferred by deed to Oriental Bank, the Vistas de Gurabo and Grand Palm II properties. To further consummate the Plan as to the Debtor's payment of Oriental Bank's secured claim through the transfer of the Properties, the Debtor and Oriental Bank agree that in the event Oriental Bank chooses to proceed with the foreclosure process as to the Hills View Plaza property and is either (a) the winning bidder in the mortgage foreclosure process or (b) acquires the same if no third party bidder bids and prevails, then the transfer of the Hills View Plaza property will be considered a "transfer" for purposes of applying the provisions of 11 U.S.C. Sec. 1146(a), as the definition of transfer under the Bankruptcy Code includes the voluntary or involuntary disposing of or parting with property or an interest in property. Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C. Law Offices, said the proposed modification of the Plan, does not affect any other creditor or party in interest, meets the requirements of 11 U.S.C. Sec. 1122 and 1123 and will allow Oriental Bank the option of either receiving the Hills View Plaza property, through a transfer by deed or by a mortgage foreclosure which for all purposes achieves the same results, as provided for in the Plan. Counsel for the Debtor can be reached at: CHARLES A. CUPRILL, P.S.C. LAW OFFICES Charles A. Cuprill-Hernandez 356 Fortaleza Street, Second Floor San Juan, PR 00901 Tel: 787-977-0515 Fax: 787-977-0518 E-mail: ccuprill@cuprill.com Attorneys for Oriental Bank can be reached at: DE DIEGO LAW OFFICES, PSC William Santiago-Sastre PO BOX 79552 Carolina, PR 00984-9552 Tel: (787) 622-3942 Fax: (787) 622-3941 E-mail: wssbankruptcy@gmail.com About Cue & Lopez San Juan, Puerto Rico-based Cue & Lopez Construction, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 13-08297) on Oct. 4, 2013. The case is assigned to Judge Brian K. Tester. Cue & Lopez Contractors, Inc., filed a separate Chapter 11 petition (Case No. 13-08299) on the same date. The Debtors are represented by Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico. CPA Luis R. Carrasquillo & Co., P.S.C., serves as accountant. Cue & Lopez Construction scheduled $13.3 million in total assets and $17.5 million in total liabilities. The Chapter 11 petitions were signed by Frank F. Cue Garcia, president. CURTIS JAMES JACKSON: Attorneys Accused of Running Up Hotel Bill ---------------------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reported that a woman who has a legal judgment against 50 Cent said in court papers on Nov. 19, 2015, that Brewer Attorneys & Counselors, a law firm assisting the rapper with his bankruptcy, has run up an exorbitant hotel and travel bill, and demanded that the fees be lowered. Lastonia Leviston, the plaintiff in a sex tape-related privacy suit against 50 Cent, whose legal name is Curtis James Jackson III, filed an objection in Connecticut bankruptcy court over Brewer Attorneys & Counselors' bid for reimbursement of $123,455 fees. Curtis James Jackson, III, aka 50 Cent, filed for Chapter 11 bankruptcy protection (Bankr. D. Conn. Case No. 15-21233) on July 13, 2015. DEERFIELD RANCH: Plan Confirmation Deadline Moved to Jan. 31 ------------------------------------------------------------ Judge Alan Jaroslovsky granted Deerfield Ranch Winery, LLC's motion to extend the Oct. 30, 2015 deadline to confirm a Chapter 11 plan to Jan. 31, 2016. According to the order, the Debtor's Chapter 11 case will be converted to Chapter 7 on January 31, 2016, if a plan has not been confirmed by then. The Order is without prejudice to the right of any party to seek an earlier confirmation deadline. In seeking the extension, Deerfield explained that it originally anticipated filing and confirming a plan prior to the end of October. Although that has not happened, Deerfield has made substantial progress in the case, which it respectfully submits justifies an extension of the deadline. Deerfield did not want to present a plan prior to having detailed, reliable, and comprehensive long-term financial projections. For a variety of reasons, preparation of these projections took longer than anticipated. The projections were completed, however, and have served as the basis for negotiation of a consensual plan of reorganization. Once Deerfield was prepared to present a plan, in late June 2015, Deerfield chose to negotiate with its secured lender and the Creditor's Committee regarding the terms of the plan, in order to minimize costs to the estate and increase the likelihood of a consensual plan. As the Court is aware, on Aug. 27, 2015, the parties attended a successful settlement conference before Judge Carlson. The settlement conference resulted in a settlement on the record as to the essential terms for treatment of the secured lender in a consensual plan (the "Settlement"). Since then, the parties have been working diligently to reduce the Settlement to a plan and restructured loan documents. The parties agreed to use their best efforts to obtain confirmation of the consensual plan prior to year-end. The Debtor anticipates requesting the Court's assistance in shortening deadlines in order to obtain that result. Nevertheless, recognizing that this will be a very aggressive timeline, the Debtor requested that the Court extend the deadline for plan confirmation to the end of January 2016. About Deerfield Ranch Winery Sonoma Valley-based Deerfield Ranch Winery, LLC was founded in 1982 by Robert and PJ Rex. Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. The Debtor disclosed $25,197,611 in assets and $12,041,939 in liabilities as of the Chapter 11 filing. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the Debtor's counsel. Jigsaw Advisors LLC acts as the Debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. Dana Burwell, as appraiser, will assist in valuing its real property known as 10176 Sonoma Highway, Kenwood, California. Rabobank N.A, is the Debtor's primary secured lender. The U.S. Trustee for Region 17 appointed three creditors to serve on the official committee of unsecured creditors. Pachulski Stang Ziehl & Jones LLP serves as Committee counsel. DEERFIELD RANCH: To Seek Approval of Consensual Plan Dec. 18 ------------------------------------------------------------ Deerfield Ranch Winery, LLC, is proposing a Chapter 11 Plan of Reorganization that's a product of a settlement with primary secured lender Rabobank N.A. and the Official Committee of Unsecured Creditors. The Plan provides for payment of general unsecured claims over a two-year period, with 3% interest. Rabobank will be paid through a restructured note that matures in five years. Priority claims and other secured claims will be paid on or within 30 days of the effective date. The Plan also provides for ownership of the business to be retained by the current equity holders. Holders of secured claims (Classes 1A, 1B, 1C), general unsecured claims (Class 3A), voluntarily deferred unsecured Claims (Class 3B), and preferred equity Interests (Class 4A) are impaired and are entitled to vote to accept or reject the Plan. The Debtor filed the Plan and Disclosure Statement on Oct. 30, 2015. The Debtor on Nov. 10, 2015 filed a revised Plan and Disclosure Statement, which contains minor revisions made at the request of the U.S. Trustee. A copy of the amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Deerfield_R_168_Am_DS_RL.pdf Judge Alan Jaroslovsky on Nov. 9, 2015, convened a hearing to consider the adequacy of the information in the Disclosure Statement. The judge on Nov. 10 approved the Disclosure Statement, as amended, and ordered that: -- Dec. 11, 2015, is fixed as the last day for submitting ballots accepting or rejecting the Plan. -- Any objection to confirmation of the Plan must be made in writing, and must be filed and served, pursuant to Federal Rule of Bankruptcy Procedure 3020(b)(1), no later than Dec. 11, 2015. -- A hearing on confirmation of the Plan shall be held on Dec. 18, 2015, at 9:00 a.m. About Deerfield Ranch Winery Sonoma Valley-based Deerfield Ranch Winery, LLC was founded in 1982 by Robert and PJ Rex. Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition (Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015. The Debtor disclosed $25,197,611 in assets and $12,041,939 in liabilities as of the Chapter 11 filing. Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law Group LLP serve as the Debtor's counsel. Jigsaw Advisors LLC acts as the Debtor's restructuring financial advisor. Judge Alan Jaroslovsky is assigned to the case. Dana Burwell, as appraiser, will assist in valuing its real property known as 10176 Sonoma Highway, Kenwood, California. Rabobank N.A, is the Debtor's primary secured lender. The U.S. Trustee for Region 17 appointed three creditors to serve on the official committee of unsecured creditors. Pachulski Stang Ziehl & Jones LLP serves as Committee counsel. DEL MONTE FOODS: S&P Lowers CCR to 'B-', Outlook Negative --------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Walnut Creek, Calif.-based Del Monte Foods Inc. to 'B-' from 'B'. The outlook is negative. At the same time, S&P lowered its issue-level rating on the company's first-lien term loan to 'B-' and the issue-level rating on the company's second-lien term loan to 'CCC'. The recovery ratings on the term loans remain unchanged. The '3' recovery rating on the first-lien term loan indicates S&P's expectation for meaningful recovery (in the lower half of the 50%-70% range) in the event of a payment default. The '6' recovery rating on the second-lien term loan indicates that lenders could expect negligible recovery (0%-10%) in the event of a payment default. "The downgrade reflects our view that ABL borrowings exceeded our expectations during the company's peak borrowing season, leading to availability falling below the 1x springing fixed charge coverage covenant threshold of $30 million," said Standard & Poor's credit analyst Amanda Cusumano. "We had previously expected the August 2015 $42.55 million upsize to the ABL would provide sufficient covenant cushion and that the covenant would not be triggered during fiscal 2016. However, the company needed to rebuild its inventory levels, which accounted for higher cash outflows and lower cash flow from operations than we previously anticipated. We now expect negative to break-even free operating cash flow for fiscal 2016, compared to our previous expectations of at least $50 million." In October 2015, Del Monte obtained an amendment from ABL lenders to waive its fixed charge covenant as they could potentially breach it. Under the covenant, EBITDA is calculated based on the previous quarter's 12-months-ended (LTM) EBITDA. The covenant would have been tested based on LTM first quarter 2016 numbers, which includes nine months of underperformance in fiscal 2015 due to promotional pricing to clear inventory after an unsuccessful 2014 labeling strategy by the previous owners. Availability fell below the covenant threshold for a few days during Del Monte's peak borrowing season, which would have triggered the covenant to be tested, and the waiver averted a technical default. In return for the waiver, the ABL lenders enforced cash dominion through calendar 2015 to ensure that all accounts receivable collected during this time are applied towards reducing the ABL balance of over $300 million. However, the company can still borrow up to the full $442.55 million if needed during this time. Standard & Poor's believes this signals the ABL lenders' concern over the company's ability to meet its operating plan, and increases the stakes for it to perform well during the holiday selling season (second half of fiscal 2016), when the company historically begins to generate positive cash flow from operations. S&P notes that Del Monte has amended its credit facilities twice this year to ensure full availability and to not trigger the fixed charge covenant. The most recent amendment also restricted cash outflows on dividends, voluntary debt repayments, investments, acquisitions, and other non-operating cash payments through the end of the year. "We forecast Del Monte's credit metrics will remain weak, with its significant debt burden and EBITDA remaining lower than the company's historical run-rate because of continued operational challenges from 2014 that have not yet reversed. Debt to EBITDA will remain high at above 7.0x for at least the next two years and funds from operations (FFO) to debt will be weak in the high-single digit range. These measures are modestly better than in fiscal 2015 when leverage was about 11.0x and FFO to debt was approximately 2.0%. We forecast sales growth in the mid-double digits, primarily due to contribution from the Sager Creek acquisition and some improvements from returning to its classic label in fiscal 2016. In fiscal 2017, we forecast marginal organic sales growth because of low category expansion. Margins should improve in 2016 from less promotional pricing. In fiscal 2017, we forecast relatively flat margins as we believe cost savings will be reinvested in brand innovation and marketing," S&P said. Standard & Poor's views Del Monte's growth prospects as weak. The company participates in slower-growth categories in packaged foods with a greater degree of private-label penetration compared with the packaged food industry average, and lacks brand diversification. Moreover, the company could face increased competition as B&G Foods rolls out initiatives to accelerate growth of the recently acquired Green Giant brand. The corporate credit rating on Del Monte incorporates S&P's assessment that the company is "strategically important" to Del Monte Pacific Limited as per S&P's group rating methodology. The negative outlook reflects the fact that S&P could lower the ratings over the next six to 12 months if the company's second half operating performance is below S&P's expectations and leverage is sustained above 9x, or liquidity becomes constrained. S&P could revise the outlook to stable or raise the ratings over the next few months if the company restores profitability back to historical levels, resulting in leverage falling below 7x, and successfully reduces its existing ABL balance by the end of fiscal 2016 to ensure that they can manage their peak seasonal working capital needs in fiscal 2017. DIAMONDHEAD CASINO: Incurs $736K Net Loss in Third Quarter ---------------------------------------------------------- Diamondhead Casino Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss applicable to common stockholders of $736,000 for the three months ended Sept. 30, 2015, compared to net income applicable to common stockholders of $49,042 for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company reported a net loss applicable to common stockholders of $786,000 compared to a net loss applicable to common stockholders of $1.90 million for the same period a year ago. As of Sept. 30, 2015, the Company had $5.72 million in total assets, $8.73 million in total liabilities and a total stockholders' deficit of $3.01 million. "The Company has incurred continued losses over the past several years and certain conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company has had no operations since it ended its gambling cruise ship operations in 2000. Since that time, the Company has concentrated its efforts on the development of its Diamondhead, Mississippi Property. The development of the Diamondhead Property is dependent on obtaining the necessary capital, through equity and/or debt financing, unilaterally, or in conjunction with one or more partners, to master plan, design, obtain permits for, construct, staff, open, and operate a casino resort. In the past, the Company has been able to sustain itself through various short term borrowings, however, as of September 30, 2015, the Company cash on hand amounted to $87,599, while accounts payable and accrued expenses totaled $3,747,634. Therefore, in order to sustain itself, it is imperative that the Company secure a source of funds to provide further working capital," the Company states in the report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/yNRTgr About Diamondhead Casino Diamondhead Casino Corporation and Subsidiaries own a total of approximately 404.5 acres of unimproved land in Diamondhead, Mississippi on which the Company plans, unilaterally, or in conjunction with one or more partners, to construct a casino resort and hotel and associated amenities. The Company was originally formed to principally own, operate and promote gaming vessels offering day and evening cruises in international waters. DIGITAL DOMAIN: Forbearance Period Extended to Dec. 18 ------------------------------------------------------ Three years since granting DDMG Estate, et al., formerly Digital Domain Media Group, Inc., et al., final approval to access postpetition financing, the U.S. Bankruptcy Court for the District of Delaware has already approved 25 amendments to the Final DIP Order. The 25th amendment, signed Nov. 23, 2015, provides that notwithstanding the occurrence of a Termination Event, the expiration of the "remedies notice period" and the termination of the automatic stay under 11 U.S.C. Sec. 362(a) to allow the DIP agent to exercise any and all default remedies, the DIP agent and the DIP Lenders will forbear from exercising their remedies under the Final DIP Order until the earlier of: (i) Dec. 18, 2015, or (ii) the occurrence of a termination event (other than the occurrence of the Maturity Date). The 25th amendment includes an approved budget for the period Nov. 13 to Dec. 18, 2015. The prior amendment, the 24th amendment, extended the forbearance period from Oct. 2 to Nov. 13. A copy of the 25th amendment is available for free at: http://bankrupt.com/misc/DDMG_1713_25th_Am_DIP_Order.pdf About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. The Company disclosed assets of $205 million and liabilities totaling $214 million. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. At a bankruptcy auction, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. As the result of a settlement negotiated by the unsecured creditors' committee with secured lenders, there will be some recovery for the committee's constituency. DOLPHIN DIGITAL: Delays Third Quarter Form 10-Q Filing ------------------------------------------------------ Dolphin Digital Media, Inc., disclosed with the Securities and Exchange Commission that its quarterly report on Form 10-Q for the period ended Sept. 30, 2015, could not be filed within the prescribed time because additional time is required by the Company's management and auditors to prepare certain financial information to be included in that report. About Dolphin Digital Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. Dolphin Digital reported a net loss of $1.87 million on $2.07 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss of $2.46 million on $2.29 million of total revenue for the year ended Dec. 31, 2013. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered recurring losses from operations, negative cash flows from operations, and does not have sufficient working capital. These events raise substantial doubt about the Company's ability to continue as a going concern. DORAL FINANCIAL: Seeks Joint Administration of Cases ---------------------------------------------------- Doral Financial Corporation and Doral Properties, Inc. ask the Bankruptcy Court to jointly administer their Chapter 11 cases under Lead Case No. 15-10573 (SCC). Pursuant to Bankruptcy Rule 1015(b), if 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." Fed. R. Bankr. P. 1015(b). Doral Financial is the direct parent of Doral Properties. Thus, the Debtors maintain they are "affiliates" within the meaning of Section 101(2) of the Bankruptcy Code and, accordingly, under Bankruptcy Rule 1015(b). "Joint administration of the Debtors' respective estates will ease the administrative burden on this Court and all parties-in-interest in these chapter 11 cases," says Mark I. Bane, Esq., at Ropes & Gray LLP, attorney for the Debtors. "The benefits of joint administration of the chapter 11 cases come with no prejudice to creditors and other parties-in-interest of any of the Debtors, as joint administration is purely procedural and will not impact the substantive rights of any party-in-interest," he adds. According to Mr. Bane, joint administration will permit the Clerk of the Court to use a single docket for the cases and to combine notices to creditors and other parties-in-interest in the Debtors' respective cases. As there likely will be motions, applications, and other pleadings filed in these chapter 11 cases that will affect both of the Debtors, joint administration will (a) reduce the volume of paper that otherwise would be filed with the Clerk of the Court, (b) render the completion of various administrative tasks less costly, and (c) minimize unnecessary delays. About Doral Financial Doral Financial Corporation is a holding company whose primary operating asset was equity in Doral Bank. DFC maintains offices in New York City, Coral Gables, Florida and San Juan, Puerto Rico. DFC has three wholly-owned subsidiaries: (i) Doral Properties, Inc., (ii) Doral Insurance Agency, LLC ("Doral Insurance"), and (iii) Doral Recovery, Inc. On Feb. 27, 2015, regulators placed Doral Bank into receivership and named the Federal Deposit Insurance Corp. as receiver. Doral Bank served customers through 26 branches located in New York, Florida, and Puerto Rico. DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10573) in Manhattan on March 11, 2015. The case is assigned to Judge Shelley C. Chapman. DFC estimated $50 million to $100 million in assets and $100 million to $500 million in debt as of the bankruptcy filing. The Debtor tapped Ropes & Gray LLP as counsel. The U.S. trustee overseeing the Chapter 11 case of Doral Financial Corp. appointed five creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Brian D. Pfeiffer, Esq., and Taejin Kim, Esq., at Schulte Roth & Zabel LLP. On Nov. 25, 2015, Doral Properties filed a voluntary petition with the Court for relief under Chapter 11 of the Bankruptcy Code. DORAL FINANCIAL: Unit's Case Summary & 24 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Doral Properties, Inc. 999 Ponce de Leon Blvd Coral Gables, FL 33134 Case No.: 15-13160 Type of Business: Single Asset Real Estate Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Debtor's Counsel: Mark I Bane, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, NY 10036-8704 Tel: (212) 596-9000 Fax: (212) 596-9090 Email: mark.bane@ropesgray.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Carol Flaton, director. List of Debtor's 24 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Trust, as Trustee Loan $6,500,000 Attn: Jay Smith IV Corporate Trust Services 25 Charles St., 11th Floor MD2-CS58 Baltimore, MD 21201 Alarm & Control System Co., Inc. Service Provider Unknown Autoridad de Acueductos y Utilities Unknown Alcantarillado Autoridad de Energia Electrica Utilities Unknown Banco Popular de Puerto Rico Tenant Unknown Caribbean Real Estate Services Service Provider Unknown Cascade Water Services Service Provider Unknown Commerical Centers Management Service Provider Unknown Realty Consolidated Waste Services Corp. Service Provider Unknown CRIM Taxing Authority Unknown Deya Elevator Services Inc. Service Provider Unknown Doral Mortgage, LLC Former Tenant Unknown Doral Recovery II, LLC Former Tenant Unknown FDIC as Receiver for Doral Bank Former Tenant Unknown Fiddler, Gonzalez & Rodriguez PSC Service Provider Unknown GJ Fire & Burglary Equip Inc. Service Provider Unknown Gobierno de Puerto Rico Taxing Authority Unknown Jones Lang LaSalle Puerto Service Provider Unknown Rico Inc. Landa Umpierre P.S.C. Service Provider Unknown National Building Mainteance Service Provider Unknown Corp. Ranger American of P.R. Service Provider Unknown Smart Building Solutions Service Provider Unknown Triple S Service Provider Unknown Universal Equipment Sales Service Provider Unknown & Service Corp. ELEPHANT TALK: Incurs $4.15 Million Net Loss in Third Quarter ------------------------------------------------------------- Elephant Talk Communications Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.15 million on $3.48 million of revenues for the three months ended Sept. 30, 2015, compared to a net loss of $5.24 million on $4.44 million of revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company recorded net income of $3.24 million on $27.7 million of revenues compared to a net loss of $16.9 million on $14.9 million of revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $30.7 million in total assets, $14.3 million in total liabilities and $16.4 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/YvbLaE About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. Elephant Talk reported a net loss of $21.9 million in 2014, a net loss of $25.5 million in 2013 and a net loss of $23.1 million in 2012. ENERGY & EXPLORATION: Involuntary Chapter 11 Case Summary --------------------------------------------------------- Alleged Debtor: Energy & Exploration Partners Operating, LP 6706 Camp Bowie Blvd. Fort Worth, TX 76116 Case Number: 15-44722 Involuntary Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: Hon. Russell F. Nelms Petitioners' Counsel: Phil F. Snow, Jr., Esq. SNOW SPENCE GREEN LLP 2929 Allen Pkwy. Ste. 2800 Houston, TX 77019 Tel: (713) 335-4800 Fax: (713) 335-4902 Email: philsnow@snowspencelaw.com - and - James A. Collura, Jr., Esq. COATS, ROSE, YALE, RYMAN AND LEE 3 Greenway Plaza, Ste. 2000 Houston, TX 77046 Tel: (713) 653-5710 Fax: (713) 651-0220 Email: jcollura@coatsrose.com Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Baker Hughes Oilfield Goods, Materials $1,562,825 Operations, Inc. & Services c/o Christopher J. Ryan P. O. Box 4740 Houston, TX 77210-4740 Cactus Pipe & Supply, LLC Goods, Materials $2,207,732 c/o Mark D. Ryan & Services One Greenway Plaza, Suite 325 Houston, TX 77046 Baker Petrolite, LLC Goods, Materials $171,285 c/o Christopher J. Ryan & Services P O Box 4740 Houston, TX 77210-4740 Schlumberger Technology Corp Goods, Materials $1,892,110 c/o Don Burell & Services 1325 South Dairy Ashford Houston, TX 77077 M-I, LLC d-b-a M-I Swaco Goods, Materials $66,668 c/o Don Burell & Services 1325 S. Dairy Ashford Houston, TX 77077 Smith International, Inc. Goods, Materials $82,922 c/o Don Burell & Services 1325 S. Dairy Ashford Houston, TX 77077 ENERGYSOLUTIONS LLC: Moody's Puts B3 CFR on Review for Downgrade ---------------------------------------------------------------- Moody's Investors Service placed the B3 corporate family rating and B3 first-lien bank credit facility ratings of EnergySolutions, LLC (EnergySolutions) on review for downgrade and left the SGL-3 liquidity rating unchanged following the company's announcements to 1) sell its Projects, Products & Technology (PP&T) business to WS Atkins plc for $318 million and 2) acquire Waste Control Specialists LLC (WCS) for $270 million in cash, $77 million of assumed WCS debt and $20 million of preferred stock. The review reflects Moody's concern that the transactions will increase leverage and place greater reliance on more project-based reactor decommissioning projects that are prone to delays and inaction. With the sale of the PP&T division, EnergySolutions is shedding a relatively steady, lower-margin but solid EBITDA-generating business in favor of better positioning itself to pursue future growth opportunities in the higher-margin nuclear plant decommissioning arena where it largely operates under its Logistics, Processing & Disposal (LP&D) business. WCS, a wholly owned subsidiary of publicly traded Valhi, Inc., operates a facility in Texas that processes, treats, stores and disposes of a broad range of low-level radioactive and hazardous waste streams. The facility can treat, store and dispose of Class B and C level radioactive waste and depleted uranium in addition to Class A waste. Because EnergySolutions' Clive Facility in Utah is only able to treat and dispose of Class A level waste, the addition of WCS should result in sizable cost synergies as well as revenue synergies with the opportunity to cross-sell expanded services to EnergySolutions' numerous "life-of-plant" utility customers. Nonetheless, we expect the sale and purchase to represent a net reduction in EBITDA with no apparent reduction in debt as the WCS purchase price is roughly equivalent to the PP&T net sale proceeds. In addition, plant decommissioning awards have limited visibility and are often delayed, potentially extending the timeline on which WCS could contribute meaningfully to EnergySolutions' earnings and cash flow. This places added stress on the LP&D business to support a capital structure that was previously supported by the LP&D and PP&T businesses. The PP&T sale is expected to close in the first quarter of 2016 while the WCS purchase is targeted to close in the first half of 2016. Both transactions are subject to customary regulatory approvals and conditions. The following ratings of EnergySolutions, LLC were placed on review for downgrade: -- Corporate Family Rating at B3 -- Probability of Default at B3-PD -- Senior secured 1st-lien revolving credit facility at B3 (LGD3) -- Senior secured 1st-lien term loan at B3 (LGD3) -- Outlook changed to rating under review from positive -- The SGL-3 Speculative Grade Liquidity rating is not affected RATING RATIONALE The review will focus on the net impact of the transactions on EnergySolutions' capital structure, including the possibility of the company's sponsor, Energy Capital Partners, making a meaningful equity contribution to the ultimate financing structure. Moody's notes that the transactions are independent of one another and actual closing dates could vary considering that WS Atkins is UK-based. The review will also evaluate the company's prospective liquidity position and potential impact on covenant compliance with the $125 million revolving line of credit, as well as assess LP&D's earnings and cash flow prospects on a standalone basis in light of the company's underperformance through the first half of 2015. In addition, the review will focus on the earnings potential and operational benefits of the WCS facility. EnergySolutions, Inc., headquartered in Salt Lake City, Utah, provides a broad range of services to the nuclear power industry including transportation, processing and disposal of low-level radioactive waste (LLRW) and clean-up and repair of nuclear sites. With one of the only privately-owned disposal sites in the US for LLRW, the company handles 90% of all Class A LLRW disposal volume in the country. EnergySolutions was taken private when it was purchased by funds affiliated with private equity firm Energy Capital Partners in May 2013. Revenues for the latest twelve months ended June 30, 2015 were approximately $860 million. EV ENERGY: Moody's Cuts Corporate Family Rating to B2 ----------------------------------------------------- Moody's Investors Service downgraded EV Energy Partners, L.P.'s (EVEP) Corporate Family Rating (CFR) to B2 from B1, its Probability of Default Rating to B2-PD from B1-PD, and its senior unsecured notes rating to Caa1 from B3. At the same time, Moody's affirmed EVEP's Speculative Grade Liquidity Rating at SGL-3. The rating outlook was changed to negative from stable. "The downgrade reflects our expectation that EVEP's cash flow metrics will continue to deteriorate given reduced hedge prices and volumes and our view of oil and natural gas prices through at least 2016," commented John Thieroff, Moody's Vice President. "The negative outlook reflects the challenges EVEP faces as an upstream master limited partnership with a high reliance on acquisitions to replace production and to balance a market-acceptable distribution with capex sufficient to sustain production without increasing leverage." Issuer: EV Energy Partners, L.P. Ratings downgraded: Corporate Family Rating (Local Currency), Downgraded to B2 from B1 Probability of Default Rating, Downgraded to B2-PD from B1-PD Senior Unsecured Notes, Downgraded to Caa1 (LGD5) from B3 (LGD5) Ratings affirmed: Speculative Grade Liquidity Rating (SGL), Affirmed SGL-3 Outlook Actions: Outlook Changed to Negative from Stable RATINGS RATIONALE The B2 Corporate Family Rating (CFR) reflects EVEP's limited scale upstream operations, natural gas-weighted production and reserves, and its MLP structure which requires high distributions and periodic acquisitions. The rating is supported by EVEP's low decline mature wells, high proportion of proved developed reserves (87% pro forma for the October 2015 acquisition), modestly diversified operations and a meaningful level of hedging for its 2016 production. To cope with the sharp decline in commodity prices and marshal liquidity, EVEP has sold assets, slashed distributions and reduced capex since late 2014. Moody's ratings also consider the value in EVEP's 173,000 net acres in the Utica Shale. The SGL-3 Speculative Grade Liquidity Rating reflects our expectation that the partnership should maintain adequate liquidity through 2016. At November 9, 2015, EVEP had slightly more than $425 million of liquidity, primarily from availability under its secured revolving credit facility and augmented by cash on its balance sheet. EVEP's borrowing base under its revolver is $625 million and will next be redetermined in April 2016. The credit facility was amended in October 2015 to provide EVEP relief from its total debt/EBITDAX financial covenant; through 2016 the partnership must maintain secured debt to EBITDAX below 3.0x, which we expect EVEP to meet. Compliance under the total debt to EBITDAX will resume in the first quarter of 2017 with the covenant level set at 5.5x for the first two quarters, reducing to 5.25x thereafter. We project EVEP's compliance with the total debt to EBITDAX in 2017 as questionable. EVEP's next debt maturity is on its senior notes, which are due in 2019. EVEP's senior unsecured notes are rated Caa1. Their subordinate position relative to the $625 million secured borrowing base revolving credit facility's priority claim to substantially all of the partnership's assets, results in the notes being rated two notches below the B2 CFR under Moody's Loss Given Default Methodology. The negative outlook reflects concerns that reduced cash flow in 2016 could cause leverage to spike, particularly if distributions are kept at a level that requires borrowing under the partnership's revolver. Ratings could be downgraded if distributions are debt funded or EBITDAX to interest coverage appears likely to fall below 2x. Although unlikely in 2016, ratings could be upgraded if EVEP is able to grow production and maintain a leveraged full-cycle cash flow above 1x without increasing its leverage. . EV Energy Partners L.P. is an independent exploration and production master limited partnership headquartered in Houston, Texas. FAMILY CHRISTIAN: Now Known as FKA FC ------------------------------------- The Hon. John T. Gregg the U.S. Bankruptcy Court for the Western District of Michigan authorized Family Christian, LLC et al., to modify case captions; and close the bankruptcy cases of Family Christian Holding, LLC and FCS Giftco, LLC. The Debtors in these cases will be identified as: -- Family Christian, LLC will be identified as FKA FC, LLC; -- Family Christian Holding, LLC will be identified as FKA FCH, LLC; and -- FCS Giftco, LLC will be identified as FCGC, LLC. Daniel M. McDermott, U.S. Trustee for Region 9, has withdrawn his objection to the Debtors' motion to modify case captions. Defective Filing Notice Daniel M. LaVille, Clerk of Court notified Family Christian, LLC that the document -- Certificate of Service -- is deemed defective because other caption must contain a footnote which reflects the associated cases. In this relation, the filing needed to be refiled. In a separate notice, the Clerk notified FKA FC, LLC of the defective entry or filing of these documents: Notice of Withdrawal of Application; and Notice of Withdrawal of Attorney. The Clerk indicated that the Debtor refer to the proper case caption as other captions has changed. About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. The U.S. Trustee for Region 9 appointed seven creditors of Family Christian LLC to serve on the official committee of unsecured creditors. FINJAN HOLDINGS: Signs Licensing Agreement with Avast Software -------------------------------------------------------------- Finjan Holdings, Inc., announced that on Nov. 15, 2015, Finjan, Inc., a wholly-owned subsidiary of the Company, entered into a Confidential Patent License, Settlement and Release Agreement with Avast Software s.r.o., a company organized and existing under the laws of the Czech Republic. The terms of the Agreement are confidential. With its 20 year history in cybersecurity, Finjan's investments in innovation are captured in its rich portfolio of patents that are centered around proactively detecting previously unknown and emerging threats on a behavior-based basis. Finjan welcomes Avast to its growing list of stellar cybersecurity software and technology licensees. About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Finjan reported a net loss of $10.47 million in 2014 following a net loss of $6.07 million in 2013. As of Sept. 30, 2015, the Company had $9.93 million in total assets, $2.66 million in total liabilities and $7.27 million in total stockholders' equity. FOREVERGREEN WORLDWIDE: Incurs $371K Net Loss in Third Quarter -------------------------------------------------------------- Forevergreen Worldwide Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $371,000 on $16.6 million of net revenues for the three months ended Sept. 30, 2015, compared to net income of $203,000 on $15.9 million of net revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $1.48 million on $49.9 million of net revenues compared to net income of $839,000 on $40.5 million of net revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $10.4 million in total assets, $10.6 million in total liabilities and a total stockholders' deficit of $181,000. A full-text copy of the Form 10-Q is available for free at: http://is.gd/mjaOCp About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. Forevergreen Worldwide reported net income of $1.02 million on $58.3 million of net total revenues for the year ended Dec. 31, 2014, compared to net income of $117,000 on $17.8 million of net total revenues in 2013. FUSION TELECOMMUNICATIONS: Incurs $5.23 Million Net Loss in Q3 -------------------------------------------------------------- Fusion Telecommunications International, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $5.23 million on $24.53 million of revenues for the three months ended Sept. 30, 2015, compared to a net loss attributable to common stockholders of $123,049 on $22.48 million of revenues 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 $11.0 million on $74.9 million of revenues compared to a net loss attributable to common stockholders of $2.03 million on $68.5 million of revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $66.9 million in total assets, $62.5 million in total liabilities and $4.42 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/GqKyBG About Fusion Telecommunications New York City-based Fusion Telecommunications International, Inc., (OTC BB: FSNN) is a provider of Internet Protocol ("IP") based digital voice and data communications services to corporations and carriers worldwide. Fusion incurred a net loss applicable to common shareholders of $4.31 million in 2014, a net loss applicable to common shareholders of $5.48 million in 2013 and a net loss applicable to common stockholders of $5.61 million in 2012. GAMCO INVESTORS: Moody's Cuts Senior Note Rating to 'Ba1' --------------------------------------------------------- Moody's Investors Service has downgraded to Ba1 from Baa3 the senior note rating of GAMCO Investors, Inc. (GAMCO). The shelf ratings have also been downgraded by one notch. Additionally, Moody's has assigned a Corporate Family Rating of Ba1. The outlook on all ratings is stable. Moody's notes that on 18 November 2015, GAMCO announced the commencement of its offer to purchase for cash up to $100 million of the outstanding 5.875% Senior Notes due 1 June 2021. The rating actions follow the company's announced corporate restructuring, which included the spin-off of its hedge fund and alternative asset management operations to shareholders in the form of shares in newly created Associated Capital Group, Inc. (ACG) on 30 November 2015. At the close of the transaction, GAMCO will have re-levered its balance sheet to 2.2x Debt / EBITDA (as calculated by Moody's), which is in sharp contrast to the firm's historically low leverage of below 1x. In addition to debt and treasury stock issuance in the amount of $400 million for the benefit of ACG, the restructuring also includes a transfer of cash in the amount of approximately $375 million to ACG. RATINGS RATIONALE The downgrade was primarily driven by the negative effects of the transaction, including increased leverage, decreased balance sheet strength and corporate governance concerns related to creditor protections. In the context of the restructuring, liquidity is being transferred from GAMCO to ACG, without an exchange of value between the two firms. We view the transfer of $375 million of current cash to ACG, the issuance of $250 million note from GAMCO to ACG, and the issuance of $150 million of GAMCO Treasury Shares to ACG as creditor unfriendly. Moody's notes that none of the transfer of cash will be reinvested into the future earnings generation capabilities of GAMCO and that shareholder equity will decrease from $564 million to a negative $199 million. Prior to the transaction, GAMCO maintained cash and investments of $426 million and had relatively low leverage of 0.8x Debt / EBITDA (as calculated by Moody's). As a result of the restructuring, leverage will increase to 2.2x Debt / EBITDA and financial flexibility will be more restricted. Corporate governance considerations are also important to GAMCO's rating due to the controlling influence of Mario J. Gabelli, the firm's CEO and founder, who is the Chairman and principal shareholder of GAMCO and ACG. In addition to setting the tone for the strategic direction and management style of the firm, Mr. Gabelli also manages a majority of the firm's assets under management (AUM). Moody's has historically viewed Mr. Gabelli's presence as a positive for the firm's credit rating due to his stature and investing acumen, but the degree of influence he exerts as both a CEO and controlling shareholder poses governance risk. Generally, Moody's views separating CEO responsibilities from investment responsibilities as a prudent management approach in asset management businesses. As an "active" manager, GAMCO faces industry headwinds as investor preferences shift towards passive investments. Though Mario J. Gabelli has a stellar reputation as a value-oriented stock picker, the firm has not been immune to these trends. Until recent quarters the firm has weathered these challenges well, as measured by AUM resiliency metrics. One-year AUM retention was 81% while, replacement dropped to 64% compared to long-term averages of 84% and 104%, respectively. Following the transaction, GAMCO's business model will be more focused on traditional asset management and its EBITDA volatility may lessen with the distribution of its more volatile hedge fund and alternatives business to ACG. In addition, prior to the transaction, GAMCO was one of a minority of asset managers which operated an institutional research services business, G.research, Inc., alongside its asset management activities. As part of the transaction, G.research will become part of ACG, thereby largely reducing potential conflicts of interests between the sell-side and buy-side businesses. The rating could see upwards pressure if GAMCO is able to: (1)stem outflows and sustain quarterly inflows of at least $500 million; (2) exhibit clearer strides in reducing the firm's key man risk and improve corporate governance; (3) improve the firm's asset class diversification, particularly within fixed income; or (4) significantly reduce leverage associated with the corporate restructuring. The rating could see downwards pressure if (1) GAMCO continues to see persistent quarterly net asset outflows exceeding 2.5% of beginning of period AUM; (2) leverage is sustained above 2.7x debt to EBITDA; or (3) profitability decreases below 30%. AFFECTED RATINGS GAMCO Investors, Inc.: Corporate Family Rating of Ba1 assigned $100 million senior notes downgraded to Ba1 from Baa3 Senior Unsecured Shelf downgraded to (P)Ba1 from (P)Baa3 Subordinate Shelf downgraded to (P)Ba2 from (P)Ba1 Junior Subordinate Shelf downgraded to (P)Ba2 from (P)Ba1 Preferred Shelf downgraded to (P)Ba3 from (P)Ba2 Outlook is stable GAMCO, through its subsidiaries, manages private advisory accounts, mutual funds, closed-end funds, partnerships and offshore funds for both retail and institutional investors. As of 30 September 2015, GAMCO had $39.6 billion in assets under management. GAS-MART USA: CBIZ, Mayer Hoffman to Provide Accounting Services ---------------------------------------------------------------- Gas-Mart USA Inc. and its debtor-affiliates are seeking approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ CBIZ MHM LLC and Mayer Hoffman McCann P.C. as accounting services providers. CBIZ MHM will provide certain audit services while Mayer Hoffman will provide certain compilation services to the Debtors. In exchange for CBIZ MHM's and Mayer Hoffman's services, the Debtors say they agreed to pay CBIZ MHM and Mayer Hoffman pursuant to the terms of the respective engagement agreements, commencing the date the retention order is entered, subject to the order authorizing interim compensation and reimbursement of expenses of professionals. No additional fees or expenses are expected, and to the extent that any additional services extend beyond the scope of the application, the Debtors will seek further Court approval of any such services. The Debtors assure the Court that CBIZ MHM and Mayer Hoffman are each a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code and as required by Section 327(a) of the Bankruptcy Code. About Gas-Mart Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company, and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri, on July 2, 2015. Gas-Mart and Aving-Rice own and operate gasoline station/conveniences stores ("C-Stores"). With locations in Iowa, Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice operate 22 and 20 stores, respectively, as of the Petition Date. G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice locations as well as certain ConocoPhillips locations in the greater Kansas City Area. Fran is a fuel hauling business located in and serving Kansas City. Judge Arthur B. Federman presides over the Chapter 11 cases. The Debtors tapped Stinson Leonard Street LLP as attorneys; Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts counsel; and Frank Wendt as special conflicts counsel. Gas-Mart estimated $10 million to $50 million in assets and debt. In July, Daniel Casamatta, acting U.S. trustee, appointed seven creditors to serve on Gas-Mart's official committee of unsecured creditors. The committee is represented by Freeborn & Peters LLP, in Chicago, Illinois. GAS-MART USA: Court Approves Levy Craig as Panel's Local Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri authorized the Official Committee of Unsecured Creditors for Gas-Mart USA Inc. and its debtor-affiliates to retain The Levy Craig Law Firm as its local counsel. The firm is expected to: a) review and comment on motions, applications, pleadings, reports, responses, objections, and other papers to ensure conformance with local practice and local rules; b) attend hearings in this case; and c) provide such other services as are customarily provided by local counsel to a creditors' committee in cases of this kind. For any Levy Craig attorney providing legal services to the Committee, the discounted hourly rate is $275. For any Levy Craig paraprofessional providing services to the Committee, the discounted hourly rate is $85. The Committee assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael M. Tamburini, Esq. The Levy Craig 1301 Oak Street, Ste., 500 Kansas City, MO 64106 Tel: (816) 474-8181 Fax: 816/382-6618 Email: mtamburini@levycraig.com About Gas-Mart Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company, and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri, on July 2, 2015. Gas-Mart and Aving-Rice own and operate gasoline station/conveniences stores ("C-Stores"). With locations in Iowa, Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice operate 22 and 20 stores, respectively, as of the Petition Date. G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice locations as well as certain ConocoPhillips locations in the greater Kansas City Area. Fran is a fuel hauling business located in and serving Kansas City. Judge Arthur B. Federman presides over the Chapter 11 cases. The Debtors tapped Stinson Leonard Street LLP as attorneys; Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts counsel; and Frank Wendt as special conflicts counsel. Gas-Mart estimated $10 million to $50 million in assets and debt. In July, Daniel Casamatta, acting U.S. trustee, appointed seven creditors to serve on Gas-Mart's official committee of unsecured creditors. The committee is represented by Freeborn & Peters LLP, in Chicago, Illinois. GENERAC POWER: S&P Affirms 'BB-' Corp. Credit Rating ---------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its ratings, including its 'BB-' corporate credit rating, on Generac Power Systems Inc. The outlook is stable. S&P also revised its assessment of the company's liquidity to exceptional from strong. S&P's revision of Generac's liquidity profile assessment is based on the company's robust liquidity sources relative to its uses. The revision has no effect on the issue-level ratings. "The stable rating outlook reflects our expectation that the company will continue to generate positive free cash flow and maintain exceptional liquidity while maintaining total leverage below 4x and funds from operations to debt of about 25%, commensurate with a significant financial risk assessment," said Standard & Poor's credit analyst Maurice Austin. S&P could lower the rating if credit measures weakened from current levels such that leverage was likely to be maintained between 4x and 5x. This could occur if Generac pursued additional debt-financed acquisitions or other debt-financed shareholder-friendly initiatives such that S&P's estimate for debt increased in excess of 25% from current levels. Based on S&P's view of the company's "fair" business risk profile, as defined in S&P's criteria, and acquisition-driven growth strategy, it believes an upgrade is unlikely in the next year. However, S&P could raise the rating if leverage declined and were sustained below 3x and funds from operations to debt were sustained above 30%, commensurate with an "intermediate" financial risk profile. GENWORTH MORTGAGE: S&P Affirms 'BB+' CCR, Outlook Stable -------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook to stable from negative and affirmed its 'BB+' financial strength and counterparty credit ratings on Genworth Mortgage Insurance Corp. (GMICO), the U.S. mortgage insurance (MI) subsidiary of Genworth Financial Inc. (GNW). At the same time, Standard & Poor's withdrew its 'BB+' financial strength rating on Genworth Residential Mortgage Insurance Corp. of North Carolina (GRMIC-NC). "We view GMICO's risk profile as improved. The company's capitalization continues to strengthen and we expect prospective capitalization to be sustainable at upper-adequate over the next year," said Standard & Poor's credit analyst Hardeep Manku. "As a result of improvement in capitalization, the company recently announced that it would be compliant with the Private Mortgage Insurer Eligibility Requirements (PMIERs), which should help assuage market concerns and support the company's competitive position. Although there is increased competition, we view overall macro factors as supportive of a continued recovery in the mortgage and housing sector. We expect GDP to grow, employment to further improve, increased consumer spending including on house purchases, and housing starts to pick up," S&P said. GMICO's total adjusted capital (which excludes affiliated investments) at year-end 2014 has improved by about $400 million year-to-date as a result of the divestment of an affiliated investment for approximately $200 million and earnings accumulation over the last three quarters. The improvement in adjusted capital, new excess of loss reinsurance, and reduction in legacy exposure have improved GMICO's relative risk-adjusted capitalization since year-end 2014, which S&P viewed as lower-adequate. Despite anticipated strong new business growth and an increase in persistency, S&P believes that its upper-adequate opinion of GMICO's capital strength is sustainable. GMICO's earnings are expected to remain positive and improve further, and the company's capitalization is expected to benefit from progressive reduction in legacy exposure, additional reinsurance coverage, and the anticipated sale of Genworth's European MI business. S&P withdrew the ratings on GRMIC-NC because the entity has been merged into GMICO as part of its legal entity restructuring. The stable outlook reflects S&P's expectation of a supportive macro-environment, sustainable capitalization of upper-adequate, and an adequate competitive position supported by ongoing compliance with PMIERs, which should enable GMICO to write new business and achieve operating performance in line with S&P's expectations. S&P could lower the ratings over the next 12 months if it views capitalization to be below upper-adequate. This could be caused by an earnings disruption that causes capital build-up to slow or impair due to deterioration in the economy or increased capital requirements resulting from higher-than-expected volumes of new business with an expanded risk profile. S&P do not anticipate raising its ratings over the next 12 months. However, S&P could raise the ratings if it views capital growth as outpacing its expectations or if we revise GMICO's group rating methodology designation to "core," in which case the ratings would be equalized with GNW's consolidated group credit profile of 'bbb-'. GLYECO INC: Incurs $736K Net Loss in Third Quarter -------------------------------------------------- Glyeco, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $736,000 on $2.14 million of net sales for the three months ended Sept. 30, 2015, compared to a net loss of $1.79 million on $1.28 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 $2.79 million on $5.52 million of net sales compared to a net loss of $4.10 million on $4.54 million of net sales for the same period a year ago. As of Sept. 30, 2015, the Company had $15.1 million in total assets, $2.37 million in total liabilities and $12.8 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/PVjwzb About GlyEco, Inc. Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company formed to roll-out its proprietary and patent pending glycol recycling technology that transforms waste glycols, a hazardous material, into profitable green products. Glyeco reported a net loss attributable to common shareholders of $8.73 million on $5.89 million of net sales for the year ended Dec. 31, 2014, compared with a net loss of $4 million on $5.53 million of net sales for the year ended Dec. 31, 2013. Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has yet to achieve profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve viable operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. GREAT LAKES: Moody's Changes Outlook to Stable & Affirms B3 CFR --------------------------------------------------------------- Moody's Investors Service changed Great Lakes Dredge & Dock Corporation's outlook to stable from positive due to continued operating losses within the company's environmental and remediation ("E&R") segment and uncertainty regarding strategic alternatives currently under consideration for that business. The outlook change was also driven by expectations for continued negative free cash flow generation until 2017. In related rating actions, Moody's affirmed Great Lakes' B3 corporate family rating (CFR) and B3-PD probability of default rating, as well as the Caa1 rating on the senior unsecured notes due 2019 and the SGL-3 speculative grade liquidity rating. Although the acquisition of Magnus Pacific Corporation in November 2014 provided a boost to Great Lakes' E&R segment sales in 2015, increased payroll expenses, contract losses and fewer than expected project wins led to higher overhead costs and significant margin pressure for the E&R segment during the year. In addition, disruptions at two of the segment's largest project sites delayed work, pushing some of the work into 2016. Management is currently exploring strategic alternatives for the company to enhance stockholder value, but has not provided details regarding potential actions to be taken or the expected timing of any such actions. As a result, Moody's expects further losses within Great Lakes' E&R segment and weak growth in overall profitability over the next 12 months. The outlook change also reflects our expectation that free cash flow will remain negative on a trailing 12-month basis until at least mid-2017, as the company expects to spend $57 million in 2016 to complete its articulated tug-barge ("ATB") hopper dredge. The ATB is not scheduled to be completed until 4Q16 and will not be operational until 1Q17, which is the earliest the company expects to generate positive free cash flow. Cash flow generation could also be weakened by lower year-over-year margins resulting from the completion of two exceptionally high-margin international dredging projects in the last two years that will be replaced by lower-margin contracts. These ratings were affirmed: Corporate Family Rating, at B3; Probability of Default Rating, at B3-PD; $275 million 7.375% Senior Unsecured Notes due 2019, at Caa1 (LGD5) Speculative Grade Liquidity Rating, at SGL-3 Outlook actions: Rating outlook changed to stable from positive RATINGS RATIONALE Great Lakes' B3 CFR reflects the highly cyclical and high fixed-cost nature of the dredging industry, high customer concentration and dependence on government funding priorities. Historical earnings variability from quarter to quarter due to the impact of adverse weather conditions and unexpected project delays on equipment utilization, changing funding availability and variation in quarterly backlog levels also underscore the ratings. Additionally, the company's operations abroad contribute to costs related to transporting equipment to these destinations, differences in environmental and regulatory conditions, and greater working capital needs. These factors are counterbalanced by Great Lakes' strong market position in the domestic dredging industry and high barriers to entry created by the Jones Act and the sizable amount of capital required to enter the dredging business. The company also currently benefits from a historically-high backlog of $757 million as of Sept. 30, 2015, which enhances revenue visibility over the near term. Great Lakes' SGL-3 liquidity rating reflects Moody's expectation that the company will maintain an adequate liquidity profile over the intermediate term. Free cash flow (trailing 12 month basis) is expected to remain negative over the next 12 to 18 months due to the higher level of capital expenditures required for the construction of the company's sizable new ATB hopper dredge. In addition, working capital swings related to the seasonal nature of the business and operating abroad also contribute to variability in free cash flow generation. The ratings anticipate continued usage under the company's $210 million revolving credit facility to fund working capital swings and could be used to partially fund the construction of the ATB dredge, although the company expects to fund the remainder of the ATB project with internally-generated cash flow. The company had approximately $100 million of remaining availability under the revolver at Sept. 30, 2015 after accounting for about $80 million of letter of credit commitments. As of the end of 3Q15, the company's cash balances had fallen to $9 million due to variability in working capital, but we project stronger cash balances approaching FYE14 levels by early 2016. Other than its revolving credit facility that expires in June 2017, Great Lakes has no meaningful near-term debt maturities until 2019, when its $275 million senior unsecured notes mature. The company is expected to maintain comfortable headroom under covenants over the next 12 months. The stable outlook is supported by expectations for robust demand in the dredging market and Great Lakes' strong market position within the US dredging industry. Moody's expects the company will continue to execute on its substantial dredging backlog and generate new business from current bidding activity, both domestically and abroad. The ratings could be raised if the company restores profitability within its E&R segment, improves its liquidity position including free cash flow generation and continues to report a healthy backlog, while maintaining debt/EBITDA below 4.5x, inclusive of ATB dredge-related financing. A meaningful deterioration in the company's earnings performance, liquidity profile or financial metrics such that debt/EBITDA exceeds 6.0x or EBITA/interest expense is sustained below 1.0x could pressure ratings. The principal methodology used in these ratings was Construction Industry published in November 2014. Great Lakes Dredge & Dock Corporation, founded in 1890 and headquartered in Oak Brook, Illinois is the largest provider of dredging services in the United States with a portion of revenues generated abroad. The company also owns a specialty contracting service provider which primarily offers environmental and remediation services in the Northeast, Midwestern and Western US. Revenues for the 12 months ended Sept. 30, 2015, approximated $880 million. GREENSHIFT CORP: Needs More Time to File Q3 Form 10-Q ----------------------------------------------------- GreenShift Corporation notified the Securities and Exchange Commission that its quarterly report on Form 10-Q for the period ended Sept. 30, 2015, could not be filed within the required time because there was a delay in completing the procedures necessary to close the books for the quarter. About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. Greenshift reported net income of $1.97 million on $12.8 million of total revenue for the year ended Dec. 31, 2014, compared with a net loss of $4.43 million on $15.5 million of total revenue for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $5.37 million in total assets, $43.8 million in total liabilities and a total stockholders' deficit of $38.4 million. GT ADVANCED: Has Until Nov. 30 to file Chapter 11 Plan ------------------------------------------------------ BankruptcyData reported that the U.S. Bankruptcy Court approved GT Advanced Technologies' motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof through and including Nov. 30, 2015, and January 29, 2016, respectively. As previously reported, "At this time, potential investors in the new capital that would be needed to confirm a plan are conducting due diligence and dialoguing with the Debtors regarding the assumptions that are built into the revised business plan. Negotiations regarding new capital are still ongoing and the Debtors have explored numerous avenues to obtain that capital. It has only been a little over a month since the Debtors shared their revised business plan, and potential providers of new capital need time to complete due diligence, review financial and claims data, and generally test the assumptions on which the revised business plan was built. They cannot commit to fund new capital until they have completed that process....GTAT has no interest in prolonging the plan formulation process beyond what is necessary. It may become clear in the weeks ahead that it will not be possible for GTAT to raise the additional capital it needs to emerge from chapter 11, and that it needs to conduct a section 363 sale process, but GTAT is not at that point yet." About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multi-year supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. The bankruptcy case is assigned to Judge Henry J. Boroff. HARI AUM LLC: Case Summary & 7 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Hari Aum LLC dba Deluxe Motel 1662 Gause Blvd. Slidell, LA 70458 Case No.: 15-13093 Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Hon. Jerry A. Brown Debtor's Counsel: Robin R. DeLeo, Esq. THE DE LEO LAW FIRM, LLC 800 Ramon St Mandeville, LA 70448 Tel: (985) 727-1664 Fax: (985) 727-4388 Email: jennifer@northshoreattorney.com Total Assets: $1.84 million Total Liabilities: $2.89 million The petition was signed by Sureth A. Bhula, managing member. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/laeb15-13093.pdf HUTCHESON MEDICAL: Ch.11 Trustee May Tap HMED as Special Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia authorized Ronald Glass, Chapter 11 trustee for Hutcheson Medical Center Inc. and its debtor-affiliates, to continue to employ Hunter, Maclean, Exley & Dunn P.C. as his special counsel. The Court authorized the continued employment of the firm as special counsel to the Trustee under 11 U.S.C. Section 327(e) under the same terms and conditions as its employment by the Debtors, except that the scope of the services to be rendered by the firm to the Trustee would be limited to these matters: healthcare law; corporate matters; tax matters; local, state and federal government regulatory issues; and any other discrete matters as requested by the Trustee; provided, however, that the firm shall not represent the Trustee in conducting the Chapter 11 case. Because of the urgent nature of matters occurring in this case, including, without limitation, the decision to close the hospital facility which required prompt action, the Trustee has needed to turn to the firm for immediate advice on healthcare and regulatory law matters; therefore, the Trustee asks that the firm's employment as special counsel be approved effective as of Sept. 21, 2015, the date of the Trustee's appointment. As reported by the Troubled Company Reporter on Jan. 20, 2015, the Debtors said Hunter Maclean's services, as requested by the Debtors, will not include conducting the Chapter 11 case or otherwise duplicate the work of the Debtors' general bankruptcy counsel. Hunter Maclean will be paid at these hourly rates: Attorneys $195-$475 Legal Assistants $75-$185 The Chapter 11 trustee assured the Court that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. About Hutcheson Medical Center Hutcheson Medical Center, Inc., operates the 179-bed hospital and related ancillary facilities, including, without limitation, a skilled nursing home and an ambulatory surgery center, located in Ft. Oglethorpe, Georgia, known as Hutcheson Medical Center. HMC leases the land and buildings that comprise the Medical Center from The Hospital Authority of Walker, Dade and Catoosa Counties. HMC and Hutcheson Medical Division, Inc., sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 14-42863 and 14-42864) in Rome, Georgia, on Nov. 20, 2014. The cases are jointly administered under Case No. 14-42863. The cases have been assigned to the Honorable Paul W. Bonapfel. The Debtors are represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson, Esq., at Scroggins and Williamson, in Atlanta, Georgia. HMC disclosed $32.8 million in assets and $52.9 million in liabilities as of the Chapter 11 filing. HUTCHESON MEDICAL: Trustee Retains Guggenheim as Investment Banker ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Georgia authorized Ronald Glass, Chapter 11 trustee for Hutcheson Medical Center Inc. and its debtor-affiliates, to continue to employ Guggenheim Securities LLC as his investment banker. As reported in the Troubled Company Reporter on June 9, 2015, Guggenheim is expected to, among other things: a) assist the Debtors and participate in negotiations with any entities or groups involved in or affected by any transaction; b) advice and assist the Company in connection with identifying any acquirors with respect to any transaction and, at the Company's request, soliciting such acquirors; c) assist the Debtors in developing and preparing offering materials to be used in soliciting acquirors with respect to any transaction; and d) assist the Debtors and participate in negotiations with acquirors. James D. Decker, senior managing director at Guggenheim, told the Court that the firm's fee and expense structure consists of: (a) Cash Fee: A non-refundable cash fee in the amount of $150,000 upon execution of the engagement letter (the retainer), and beginning in the seventh month of Guggenheim's engagement by the Debtors and continuing thereafter during the term of the engagement letter, a non-refundable cash fee of $50,000 per month (each, the monthly fee). (b) Transaction fee(s): If at any time during the term of Guggenheim's engagement or within the 18 full months following the expiration or termination of this engagement, (A) any transaction is consummated or (B) (I) an agreement in principle, definitive agreement or plan to effect a transaction is entered into and (II) concurrently therewith or at any time thereafter (including following the expiration of the fee period), any transaction is consummated, Guggenheim will be paid in an amount equal to (x) $750,000 plus (y) 4.0% of the aggregate value in excess of $30,000,000. Any such transaction fee will be payable promptly upon the consummation of any transaction multiple transaction fee. To the best of the trustee's knowledge, Guggenheim is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Hutcheson Medical Center Hutcheson Medical Center, Inc., operates the 179-bed hospital and related ancillary facilities, including, without limitation, a skilled nursing home and an ambulatory surgery center, located in Ft. Oglethorpe, Georgia, known as Hutcheson Medical Center. HMC leases the land and buildings that comprise the Medical Center from The Hospital Authority of Walker, Dade and Catoosa Counties. HMC and Hutcheson Medical Division, Inc., sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 14-42863 and 14-42864) in Rome, Georgia, on Nov. 20, 2014. The cases are jointly administered under Case No. 14-42863. The cases have been assigned to the Honorable Paul W. Bonapfel. The Debtors are represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson, Esq., at Scroggins and Williamson, in Atlanta, Georgia. HMC disclosed $32.8 million in assets and $52.9 million in liabilities as of the Chapter 11 filing. Ronald Glass has been appointed Chapter 11 trustee for the Debtors. IMAGEWARE SYSTEMS: Incurs $2.16 Million Net Loss in 3rd Quarter --------------------------------------------------------------- Imageware Systems, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common shareholders of $2.16 million on $1.18 million of revenues for the three months ended Sept. 30, 2015, compared to a net loss available to common shareholders of $2.24 million on $919,000 of revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss available to common shareholders of $6.76 million on $3.86 million of revenues compared to a net loss available to common shareholders of $6.03 million on $2.91 million of revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $10.32 million in total assets, $4.43 million in total liabilities and $5.89 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/C3UnGO About ImageWare Systems Headquartered in San Diego, California, ImageWare Systems, Inc., is a leader in the emerging market for software-based identity management solutions, providing biometric, secure credential, law enforcement and enterprise authorization. Its "flagship" product is the IWS Biometric Engine. Scalable for small city business or worldwide deployment, the Company's biometric engine is a multi- biometric platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. The Company's identification products are used to manage and issue secure credentials, including national IDs, passports, driver licenses, smart cards and access control credentials. Its law enforcement products provide law enforcement with integrated mug shot, fingerprint LiveScan and investigative capabilities. The Company also provides comprehensive authentication security software. Imageware Systems incurred a net loss of $9.84 million in 2013, a net loss of $10.2 million in 2012 and a net loss of $3.18 million in 2011. INDEPENDENCE TAX II: Incurs $166K Net Loss in Third Quarter ----------------------------------------------------------- Independence Tax Credit Plus L.P. II filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $166,000 on $217,000 of total revenue for the three months ended Sept. 30, 2015, compared to a net loss of $128,000 on $223,000 of total revenues for the same period during the prior year. For the six months ended Sept. 30, 2015, the Company reported a net loss of $247,000 on $438,000 of total revenues compared to a net loss of $247,000 on $437,000 of total revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $2.52 million in total assets, $17.04 million in total liabilities and a total partners' deficit of $14.5 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/jMAfQC About Independence Tax Credit Plus L.P. II Based in New York, Independence Tax Credit Plus L.P. II was organized on Feb. 11, 1992, and commenced its public offering on Jan. 19, 1993. The general partner of the Partnership is Related Independence Associates L.P., a Delaware limited partnership. The general partner of Related Independence Associates L.P. is Related Independence Associates Inc., a Delaware Corporation. The ultimate parent of Related Independence Associates L.P. is Centerline Holding Company. The Partnership's business is primarily to invest in other partnerships owning leveraged apartment complexes that are eligible for the low-income housing tax credit enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. The Partnership is in the process of developing a plan to dispose of all of its investments. Independence Tax II reported a net loss of $493,000 on $868,000 of total revenues for the year ended March 31, 2015, compared with a net loss of $568,000 on $849,000 of total revenues for the year ended March 31, 2014. INTERNATIONAL TECHNICAL: Gets Interim Order to Use Cash Collateral ------------------------------------------------------------------ The United States Bankruptcy Court for the District of Arizona signed off a stipulated interim order authorizing International Technical Coatings, Inc.'s use of cash collateral to pay its operating expenses and for no other purpose without the prior written consent of Bank of America. Bank of America, N.A. asserts a lien in substantially all of the Debtor's real and personal property assets as of the Petition Date, including all "cash collateral" as defined in Section 363(a) of the Bankruptcy Code. The Court found that the Debtor is in immediate need of funds to operate and maintain its business operations, which requires the use of cash collateral. The Interim Order prohibits the Debtor from making any payments, directly or indirectly, to or for the benefit of John Caldwell (the Debtor's purported sole shareholder), his family members, or any affiliates of Mr. Caldwell, including but not limited to PAC Holdings, LLC. In addition, the Debtor is not allowed to make any payments for car allowances even if set forth in the Budget. Bank of America is granted, a replacement lien on assets acquired by the Debtor after the Petition Date of the same type as the assets on which Bank of America held a lien on the Petition Date. Bank of America's Replacement Liens will secure Bank of America to the extent necessary to adequately protect Bank of America from any diminution in value of its interests in property of the Debtor's estate as a result of the entry of the Interim Order and the use of cash collateral, and will have the same validity, priority, and enforceability as Bank of America's lien on the Debtor's assets on the Petition Date. In addition to the Replacement Liens, commencing the week of Nov. 23, 2015, the Court directed the Debtor to make weekly payments to Bank of America in the amount of $20,000. The Court will conduct a final hearing on the Motion on Dec. 18, 2015, at 1:30 p.m. Response and Limited Objection Prior to the entry of the Stipulated Interim Order, the United States Trustee for the District of Arizona, Region 14, said the order should cover only a period necessary for the immediate operations of the Debtor and protect the Bank through this emergency period until the Cash Collateral Motion can be heard in its final form. In reviewing the Budget, the UST believes that there should be some clarification given as to immediate necessity to the line items for "Travel" $5,866, "Entertainment" $1,358 and "Car Allowance" $7,306. Although these are not the largest of the Debtor's expenditures, the UST said there has been very little financial information shared with the parties to date and given the current posture of this case, bears further clarification. Bank of America filed a preliminary objection and reservation of rights with respect to the Motion for interim and final use of Cash Collateral. According to the Bank, the Debtor has failed to meet its burden of proof that the Bank's interest in the cash collateral is adequately protected. While the Bank anticipated that it will be able to arrive at an agreement with the Debtor, the Bank said there are certain troubling elements about the bankruptcy case that present a risk to the Bank's interest in cash collateral that cannot be adequately protected. Bank of America maintained it is unwilling to consent to the post-petition use of cash collateral to pay pre-petition wages absent a Court order. The Bank objected to any use of cash collateral to pay Mr. Caldwell because, among other things, the Bank has no evidence that Mr. Caldwell performs services of any value for the Debtor. Moreover, the Bank does not consent to the use of its cash collateral to the extent it is used to fund a failing, non-debtor entity that is outside the jurisdiction of the Bankruptcy Court. Similarly, the Bank does not consent to the use of its cash collateral to pay any other insiders, including the purported lease between the Debtor and PAC. The Bank also questioned the retainer paid to proposed counsel for the Debtor by Mr. Caldwell. The Bank asserted the payment of attorneys' fees by an insider raises serious conflict of interest issues, and requires that "the professional demonstrate the absence of facts that would otherwise render the professional not disinterested, in actual conflict, or facing an impermissible potential for a conflict." Bank of America is represented by: Robert J. Miller, Esq. Kyle S. Hirsch, Esq. Amanda L. Cartwright, Esq. BRYAN CAVE LLP Two North Central Avenue, Suite 2200 Phoenix, Arizona 85004-4406 Emails: rjmiller@bryancave.com kyle.hirsch@bryancave.com amanda.cartwright@bryancave.com About International Technical Phoenix, Arizona-based steel wire manufacturer International Technical Coatings, Inc. filed Chapter 11 bankruptcy petition (Bank. D. Ariz. Case No. 15-14709) on Nov. 18, 2015. John Caldwell signed the petition as chairman. The Debtor estimated assets in the range of $50 million to $100 million and liabilities of more than $10 million. Osborn Maledon, P.A. represents the Debtor as counsel. Judge Madeleine C. Wanslee has been assigned the case. ITC has facilities located in Phoenix, Arizona and Columbus, Ohio. INVENTIV HEALTH: Incurs $6.68 Million Net Loss in Third Quarter --------------------------------------------------------------- Inventiv Health, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $6.68 million on $609 million of total revenues for the three months ended Sept. 30, 2015, compared to a net loss attributable to the Company of $48.2 million on $525 million of total revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss attributable to the Company of $82.0 million on $1.70 billion of total revenues compared to a net loss attributable to the Company of $150 million on $1.51 billion of total revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $2.20 billion in total assets, $2.90 billion in total liabilities and a total stockholders' deficit of $699 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/UuC0ye inVentiv Health discussed the Company's financial results for the third quarter of 2015 during a conference call on Nov. 16, 2015. A copy of the presentation used at the Conference Call is available for free at http://is.gd/RSJSso About inVentiv Health inVentiv Health, Inc., is privately owned by inVentiv Group Holdings, Inc., an organization sponsored by affiliates of Thomas H. Lee Partners, L.P., Liberty Lane Partners and members of the inVentiv Health management team. inVentiv Health is a top-tier professional services organization that accelerates the clinical and commercial success of biopharmaceutical companies worldwide. The Company's combined Clinical Research Organization and Contract Commercial Organization helps clients improve their performance to deliver much-needed therapies to market. With 13,000 employees providing services to clients in 70 countries, inVentiv Health designs best practices, processes and systems to enable clients to successfully navigate an increasingly complex environment. - See more at: http://www.inventivhealth.com/our-company/investors#sthash.Oi040G6G.dpuf * * * As reported by the TCR on May 22, 2015, Moody's Investors Service affirmed the Caa1 Corporate Family Rating and Caa1-PD Probability of Default Rating of inVentiv Health, Inc. as well as all of the instrument ratings. The Caa1 rating reflects inVentiv's very high leverage, history of negative free cash flow and significant interest burden which will make a default event likely if the company does not significantly improve its EBITDA performance well ahead of 2018, when all of the company's debt matures. The TCR reported on Dec. 12, 2012, that Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Burlington, Mass.-based contract research organization (CRO) inVentiv Health Inc. IRVINGTON, NJ: Moody's Affirms Ba1 Rating, Outlook Stable --------------------------------------------------------- Moody's Investors Service has affirmed the Township of Irvington, NJ's Ba1 underlying rating and A3 Municipal Qualified Bond Act (MQBA) enhanced rating. The outlook on the underlying rating was revised to stable from negative. The outlook on the MQBA enhanced debt remains negative. The rating actions affect $88.4 million of GO debt and $50.4 million of MQBA-enhanced debt. SUMMARY RATING RATIONALE The Ba1 rating reflects the township's narrow financial position, reliance on cash flow borrowing, declining tax base, below-average wealth levels, above-average debt burden, and weaker internal controls demonstrated by historically poor tax collections and a track record of late adoption of budgets and late performance of audits. The A3 enhanced rating reflects the additional security provided by the state's Municipal Qualified Bond Act (MQBA) pre-default state intercept program. The A3 rating is one notch below the State of New Jersey (A2 negative), reflecting adequate 1.46 times debt service coverage of provided by qualified state aid revenues. OUTLOOK The revision of the outlook to stable from negative reflects the modest improvements in Current Fund balance and cash reserves, net of tax anticipation notes. The outlook reflects our expectation that the township's financial position will remain weak, but mostly stable, despite a drop off in a state restriction limiting the township's ability to utilize fund balance in its annual budget. The outlook for the enhancement program is negative reflecting the state's negative outlook. WHAT COULD MAKE THE RATING GO UP Sustained improvement in Current Fund balance and net cash reserves Stabilization of the tax base and population Improved wealth levels WHAT COULD MAKE THE RATING GO DOWN Material declines in Current Fund balance and net cash reserves Deterioration of the tax base and/or socioeconomic profile Increased reliance on cash flow borrowing Materially increased debt burden OBLIGOR PROFILE Irvington is a suburb of Newark (Baa3, negative) located in Essex County (Aa2 stable) about 16 miles from New York City (Aa2 stable). LEGAL SECURITY The township's bonds are secured by its general obligation unlimited tax pledge. USE OF PROCEEDS N/A PRINCIPAL METHODOLOGY The principal methodology used in the underlying rating was US Local Government General Obligation Debt published in January 2014. The principal methodology used in the enhanced rating was State Aid Intercept Programs and Financings: Pre and Post Default published in July 2013. JACOBS ENTERTAINMENT: Moody's Hikes Corporate Family Rating to B2 ----------------------------------------------------------------- Moody's Investors Service upgraded Jacobs Entertainment, Inc.'s Corporate Family Rating to B2 from B3 and its Probability of Default Rating to B2-PD from B3-PD. At the same time, Moody's upgraded the company's senior secured first lien bank facility to B1 from B2 and its senior secured term loan rating to Caa1 from Caa2. The rating outlook is stable. The upgrade reflects Jacobs' improved operating performance for the first nine months of 2015 versus the prior year -- EBITDA increased about 14% over this time period driven by earnings growth at its Louisiana truck stops and its Lodge Casino in Black Hawk, Colorado, which made up a majority of the company's earnings over the first nine months of 2015. The improvement came primarily from reduced costs and more efficient marketing, which improved the company's operating leverage as gaming revenue has stabilized in 2015. This improvement in earnings -- along with a $16 million decrease in outstandings under the company's revolver -- helped leverage improve a full turn, to 5.8 times for the last 12 month period ended September 30, 2015 from 6.8 times at fiscal year-end December 31, 2014. Ratings upgraded: Corporate Family Rating to B2 from B3 Probability of Default Rating to B2-PD from B3-PD $50 million senior secured first lien revolver due October 2017 to B1 (LGD3) from B2 (LGD3) $211 million (outstanding) senior secured first lien term loan due October 2018 to B1 (LGD3) from B2 (LGD3) $80 million senior secured second lien term loan due October 2019 to Caa1 (LGD5) from Caa2 (LGD5) Ratings Withdrawn: Speculative Grade Liquidity Rating SGL-3 RATINGS RATIONALE Jacobs' B2 Corporate Family Rating reflects its small scale in terms of revenue and EBITDA and its geographic earnings concentration -- The Lodge Casino and its truck stops in Louisiana account for more than 90% of the company's revenue and earnings. Despite good recent gaming revenue growth in Colorado and relatively stable earnings in Louisiana, this high concentration makes Jacobs vulnerable to regional economic swings, market conditions, promotional activity, and earnings compression. The rating also reflects the company's low overall operating margins compared to other gaming operators due to its mix of low margin non-gaming revenues such as fuel and convenience store sales at truck stops. Positive rating factors include the company's established market positions in its primary markets and its good liquidity profile. Jacobs' liquidity profile is considered good. Moody's expects the company will generate positive free cash flow after required debt service and capex requirements over the next 12 to 18 months and will maintain cash balances above $15 million (including cage cash). The company has access to a $50 million revolver that expires in October 2017. At September 30, 2015, the company had about $43 million of availability. We expect the company will maintain adequate cushion under its leverage and coverage financial maintenance covenants. The stable rating outlook reflects Moody's expectation that Jacobs will continue to generate positive free cash flow over the next 12 to 18 months, with a portion of the free cash flow going to reduce debt above and beyond mandatory amortization. Jacobs' ratings could be downgraded if leverage were to exceed 6.0 and/or EBIT/interest is well below 1.5 times over the next 12 to 18 months. Weakening of the company's liquidity position could also pressure the ratings. A ratings upgrade would require debt/EBITDA approaching 4.5 times and EBIT/interest maintained above 2.5 times. Jacobs Entertainment Inc. is the owner and operator of gaming facilities located in Colorado, Nevada, Louisiana and Virginia. The company owns five land-based casinos: The Lodge Casino at Black Hawk and the Gilpin Hotel Casino, both in Black Hawk, CO; the Gold Dust West Casino in Reno, NV; the Gold Dust West-Carson City in Carson City, NV and the Gold Dust West-Elko in Elko, NV. Jacobs also operates 22 truck stop facilities -- and share the revenues of an additional truck stop -- in Louisiana. Additionally, the company owns Colonial Downs, a racetrack in New Kent, Virginia. Annual net revenues approximate $345 million. Jacobs is a wholly-owned subsidiary of Jacobs Investments, Inc. Jeffrey P. Jacobs, the Chief Executive Officer and his family trusts own 100% of JII's outstanding Class A and Class B shares. JAMES RIVER: Ronald Page Files Rule 2019 Statement -------------------------------------------------- Ronald Page PLC disclosed in a court filing that it represents these companies in the Chapter 11 cases of James River Coal Co. and its affiliates: (1) AAA Mine Services Inc. 18 Mountain View Drive Hazard, KY 41701 (2) B&M Machine Shop Inc. PO Box 571 Harrogate, TN 37752 (3) Myrna Lois Brock 1672 Highway 421 Bledsoe, KY 40810 (4) Crisp Manufacturing Co. Inc. P.O. Box 396 Rural Retreat, VA 24368 (5) Dean Hall Trucking c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (6) Gerald Fields Trucking Company Inc. c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (7) Jones Mine Repair LLC PO Box 824 Hyden, KY 41749 (8) King Transport Inc. c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (9) Landscaping by Brandon Centers LLC c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (10) L. H. Burns & Associates LLC 717 Kentucky Blvd. Hazard, KY 41701 (11) Noble & Son Trucking Inc. c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (12) Slate Movers LLC 717 Kentucky Blvd. Hazard, KY 41701 (13) T & J Trucking Company 106 Patrick St. Lewisburg, WV 24901 (14) Virgil Mullins Trucking Inc. c/o Noah R. Friend Law Firm, PLLC P.O. Box 610 Pikeville, KY 41502 (15) Warex LLC P.O. Box 1065 Evansville, IN 47706 Each of the companies may hold claims "arising out of applicable agreements, law or equity pursuant to their respective relationships" with James River, according to the filing. Ronald Page made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. The firm can be reached at: Ronald Page PLC Ronald A. Page, Jr. P.O. Box 73524 Richmond, Virginia 23235 Phone: (804) 562-8704 Fax: (804) 482-2427 Email: rpage@rpagelaw.com Web Site: www.rpagelaw.com About James River Coal James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. The Debtors are represented by Tyler P. Brown, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk & Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. The Debtors, in August 2014, won authority to sell the Hampden Mining Complex (including the assets of Logan & Kanawha Coal Company, LLC), the Hazard Mining Complex (other than the assets of Laurel Mountain Resources LLC) and the Triad Mining Complex for $52 million plus the assumption of certain environmental and other liabilities, to a unit of Blackhawk Mining. The Buyer is represented by Mitchell A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham & Watkins LLP. KONECRANES TEREX: S&P Assigns 'BB' CCR & Rates $900MM Loan 'BB+' ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' corporate credit rating to Konecranes Terex Plc. The outlook is stable. At the same time, S&P assigned its 'BB+' issue-level rating and '2' recovery rating to Konecranes Terex's proposed $700 million senior secured revolving credit facility, and its $900 million senior secured term loan. The '2' recovery rating indicates S&P's expectation of significant recovery (70%-90%; higher half of the range) in the event of a payment default. Proceeds from the senior secured term loan will refinance existing debt and pay for transaction-related fees. S&P will maintain its existing 'BB' issue level and '4' recovery ratings on Terex Corp.'s existing senior unsecured notes until the merger and proposed financing close. The '4' recovery rating indicates S&P's expectation of average recovery (30%-50%; higher half of the range). The senior unsecured notes will remain on CreditWatch negative as S&P expects to lower the rating on this debt to 'BB-' and revise the recovery rating to '5' following the merger. The '5' recovery rating indicates S&P's expectation of modest recovery (10%-30%; lower half of the range) in the event of a payment default. Konecranes Terex will operate in the highly cyclical and highly competitive lifting and material handling/services industry. With pro forma revenues of approximately $9 billion as of Sept. 30, 2015, Konecranes Terex will be the largest company in its industry and feature a strong business mix of equipment sales (76%) and services (24%). Customer concentrations are minimal at both originating companies on a stand-alone basis: Terex's top 10 customers account for less than 20% of revenues and Konecranes' large servicing solutions portfolio is compatible with many of the equipment manufacturers in the industry. Modest supplier concentrations exist; however, the combined entity is likely to benefit from increased buying power due to increased scope post-merger. "We anticipate that the company's improved market position, notably in its industrial lifting and port solutions segment, presents a significant opportunity for service revenue growth," said Standard & Poor's credit analyst Jaissy Lorenzo. "Although precise estimates of market size are difficult to attain, we estimate the combined company will control between 25% and 28% of the global port solutions business." The outlook is stable. Standard & Poor's expects Konecranes Terex to maintain debt/EBITDA levels between 3x-4x over the projected period as strong cash flow generation is likely to offset buybacks and dividends. It is likely that the industry will continue to face headwinds, most notably in the aerial work platform and material processing segments; however, S&P do not expect downward pressures to be as severe as observed in fiscal 2015. LINN ENERGY: Moody's Raises Probability of Default Rating to Caa2 ----------------------------------------------------------------- Moody's Investors Service upgraded Linn Energy, LLC's (LINE) Probability of Default Rating (PDR) to Caa2-PD/LD from Caa3-PD. At the same time, Moody's affirmed LINE's Corporate Family Rating (CFR) at Caa1, its second lien secured notes rating at Caa1, its unsecured notes rating at Caa3, and its Speculative Grade Liquidity Rating at SGL-3. Moody's also affirmed Berry Petroleum Company's unsecured notes rating at Caa2. The outlooks at LINE and Berry remain negative. The appending of the PDR with an "/LD" designation indicates limited default, reflecting the closing of the company's exchange of $2 billion of its unsecured notes for $1 billion of second lien debt. Moody's views the debt exchange as a distressed exchange, which is a default under Moody's definition of default. Moody's will remove the "/LD" designation after three business days. The upgrade of the PDR reflects the closing of the debt exchange, but continues to be one-notch lower than the CFR because of elevated distressed exchange risk going forward. Issuer: Linn Energy, LLC Probability of Default Rating (PDR), upgraded to Caa2-PD/LD from Caa3-PD Corporate Family Rating (CFR), affirmed at Caa1 Second Lien Secured notes, affirmed at Caa1 (LGD 4) Senior Unsecured Notes, affirmed at Caa3 (LGD 5) Speculative Grade Liquidity Rating (SGL), affirmed at SGL-3 Outlook negative Issuer: Berry Petroleum Company Senior Unsecured Notes, affirmed at Caa2 (LGD 5) Outlook negative RATINGS RATIONALE LINE's Caa1 CFR reflects its high financial leverage profile and weak asset coverage of debt, with debt per average daily production and per proved developed reserves indicative of the Ca and B rating categories, respectively. The Caa1 rating also reflects constrained financial flexibility due to the company's high cost of capital and an external liquidity profile that is declining. LINE's Caa1 CFR is supported by the company's large reserve base and production scale across a diverse set of basins. The company's size and scale in terms of reserves, production and basin diversification is similar to Baa-rated E&P peers. In addition, the rating is supported by a profile of free cash flow generation and management's focus on debt reduction, reflecting the suspension of its distributions, the benefit of a strong hedge position through 2016, and manageable capital spending required in order to offset a base 15% decline rate and keep production flat. The SGL-3 Speculative Grade Liquidity Rating reflects LINE's adequate liquidity profile through 2016. Supporting LINE's liquidity profile is an expectation of free cash flow through 2016, with a high level of hedged production and management focus on debt reduction. However, LINE's alternative liquidity is declining, with additional borrowing base reductions expected on its revolving credit facilities in the Spring 2016 borrowing base redetermination and the need for debt reduction in order to have sufficient available liquidity. Moody's notes that with recent covenant compliance relief, EBITDA/Interest covenant compliance cushion has improved and should be adequate through 2016. The outlook is negative, reflecting the challenges the company faces in reaching sufficiently lower leverage levels prior to its hedge positions rolling off into lower commodity prices. The ratings could be downgraded if LINE is not successful in maintaining adequate liquidity and reducing debt levels sufficiently in order to improve asset coverage of debt. The ratings could be upgraded if LINE is able to meaningfully reduce debt balances such that asset coverage of debt (excluding its hedges) improves above 1.0x. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Linn Energy, LLC is an exploration and production company based in Houston, Texas. LONESTAR GEOPHYSICAL: To Seek Plan Confirmation on Dec. 22 ---------------------------------------------------------- Oklahoma Judge Sarah A. Hall entered an order approving the disclosure statement, as amended Nov. 10, 2015, explaining LoneStar Geophysical Surveys, LLC's proposed Chapter 11 Plan. The judge ordered that: -- Dec. 15, 2015 is fixed as the last day for filing written acceptances or rejections of the Plan. -- Dec. 15, 2015 is fixed as the last day for filing and serving pursuant to Fed. R. Bankr. P. 3020(b)(1) written objections to confirmation of the Plan. -- Dec. 22, 2015 at 9:30 a.m. is fixed for the hearing on confirmation of the plan. The hearing will be held in the courtroom of the Honorable Sarah A. Hall, United States Bankruptcy Judge, 215 Dean A. McGee, 9th Floor, Oklahoma City, Oklahoma. The Reorganization Plan As reported in the Oct. 7, 2015 edition of the TCR, LoneStar Geophysical Surveys' reorganization plan proposes to pay all claims in full with interest through monthly payments to creditors until the claims are paid in full in at least one year. According to the Disclosure Statement, the secured claim of Frontier State Bank will be paid in full with interest at the Market Rate in 120 equal monthly installments. The claimant will retain its security interests. Unsecured non-insider claims will be paid in full with interest at the Market Rate in 180 equal monthly installments. Unsecured insider claims will be paid in full with interest at the Market Rate in 180 equal monthly installments commencing on or before the last day of the first month following the month in which the Effective Date occurs. Equity interests will be cancelled. All member interests in the reorganized Debtor will then be owned by Heath Harris. Under the Plan, the current board of managers would be eliminated and Heath Harris, the founder and president, would act as manager. The Debtor filed a Disclosure Statement on Sept. 29, 2015, and then filed an Amended Disclosure Statement on Nov. 10, 2015. A copy of the latest iteration of the Disclosure Statement is available for free at: http://bankrupt.com/misc/LoneStar_G_139_Am_DS.pdf According to the Amended Disclosure Statement, LoneStar believes its primary asset, the equipment, and its personal property are currently worth $13,556,712. LoneStar believes that if its equipment is marketed for an adequate time, and the property continues to be properly operated in the meantime, LoneStar's assets would generate at least $14,400,000, which would allow full payment to all secured and unsecured creditors. The original iteration of the Disclosure Statement projected that the sale of the assets would generate at least $13,900,000. About LoneStar Geophysical LoneStar Geophysical Surveys, LLC, is in the business of acquiring seismic data for the oil and gas industry. It owns a fleet of 13 state-of-the-art vibes (vibrators that generate seismic waves) and a commensurately large inventory of wireless nodes (that receive those seismic waves and transmit the resulting information for processing and interpretation). LoneStar was formed as an Oklahoma limited liability company on August 4, 2009 by Heath Harris who continues to serve as its manager. LoneStar Geophysical sought Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 15-11872) on May 18, 2015. The Debtor disclosed total assets of $21,643,793 and total liabilities of $12,311,768 in its amended schedules. Judge Hon. Sarah A. Hall presides over the case. The Debtor tapped Ross A. Plourde, Esq., at McAfee & Taft, as counsel. * * * LoneStar sought and obtained an order authorizing its use of cash collateral claimed by Frontier State Bank through December 2015. LUZERNE COUNTY: S&P Lowers GO Debt Rating to 'BB+' -------------------------------------------------- Standard & Poor's Ratings Services has lowered its rating on Luzerne County, Pa.'s general obligation (GO) debt two notches to 'BB+' from 'BBB' and placed it on CreditWatch with negative implications. "The downgrade reflects our worsening view of management," said Standard & Poor's credit analyst Timothy Little, "and its political gridlock that we believe has led to uneven cash management." The CreditWatch reflects our view regarding continued uncertainty for the remainder of the year as to whether the county will be able to meet its debt service obligations if it does not take action rapidly to resolve its currently serious liquidity condition in light of pending obligations. "The rating is constrained by our 'very weak' assessment of management conditions based on prior-year structural imbalances and political instability and gridlock weakening the county's financial position and operations," added Mr. Little. The county's cash and related financial flexibility have fallen in recent months as it has not received state payments and has not taken action to actively manage liquidity. Most recently, the County Council's decision not to approve a short-term loan to ensure it meets its financial obligations, including debt service for the remainder of the fiscal year, is representative of the challenges for the county. While another vote is planned by the council to secure financing, there are political risks. Luzerne County, with an estimated population of 320,000, is in the Scranton-Wilkes-Barre-Hazleton metropolitan area in eastern Pennsylvania. "The 'BB+' noninvestment-grade rating reflects our view of the county's current financial and liquidity crisis," added Mr. Little, "largely based on the state budget impasse and management's political gridlock in the face of the shortfall." S&P expects to resolve the CreditWatch within the next 90 days or earlier after receiving clarification regarding the county's ability to meet its obligations. The CreditWatch reflects the possibility that if county council does not take the necessary actions to resolve its ability to pay its debt service obligations, S&P will likely lower the rating multiple notches. If the county does not intend to pay its obligations and S&P considers a default imminent, it may lower the rating to the 'CCC' or 'CC' category. If the current crisis is resolved without missing a required debt service payment and the county meets its obligations, S&P may resolve the CreditWatch without further downward rating movement. M/I HOMES: Fitch Rates New $300MM Unsecured Notes 'BB-/RR3' ----------------------------------------------------------- Fitch Ratings has assigned a 'BB-/RR3' rating to M/I Homes Inc.'s (NYSE: MHO) proposed offering of $300 million aggregate amount of senior unsecured notes maturing in 2020. The new issue will be equal in right of payment with all other senior unsecured debt. The company intends to use a portion of the net proceeds to repurchase or redeem all of its existing $230 million of 8.625% senior unsecured notes due 2018 and to pay related fees and expenses. MHO intends to use the remaining proceeds of the offering to reduce outstanding borrowings under the credit facility. The Rating Outlook is Stable. KEY RATING DRIVERS MHO's ratings and Outlook reflect the company's execution of its business model in the current housing environment, management's demonstrated ability to manage land and development spending, adequate liquidity position, improving credit metrics, and Fitch's expectation of further improvement in the housing market in 2015 and 2016. IMPROVING CREDIT METRICS MHO's credit metrics have improved over the past few years as the housing market continues to recover. Leverage as measured by debt-to-EBITDA declined from 6.6x at the end of 2012 to 4.9x at the end of 2013 and 4.2x at year-end 2014. Leverage was 4.8x for the latest 12 months (LTM) ending Sept. 30, 2015. Fitch expects this ratio will be approximately 4.0x at year-end 2015. Similarly, interest coverage increased from 1.7x at the close of 2012 to 2.6x at the end of 2013, 3.1x at year-end 2014 and 3.3x for the LTM Sept. 30, 2015. Fitch expects interest coverage will remain at or above 3x. THE INDUSTRY Housing metrics increased in 2014 due to more robust economic growth during the last three quarters of the year (prompted by improved household net worth, industrial production and consumer spending), and consequently, acceleration in job growth (as unemployment rates decreased to 6.2% for 2014 from an average of 7.4% in 2013), despite modestly higher interest rates, as well as more measured home price inflation. A combination of tax increases and spending cuts in 2013 shaved about 1.5 percentage points off annual economic growth, according to the Congressional Budget Office. Many forecasters estimate the fiscal drag in 2014 was only about 0.25%. Single-family starts in 2014 improved 4.8% to 648,000 as multifamily volume grew 15.6% to 355,000. Thus, total starts in 2014 were 1.003 million. New home sales were up a modest 1.6% to 436,000, while existing home volume was off 2.9% to 4.940 million largely due to fewer distressed homes for sale and limited inventory. New home price inflation moderated in 2014, at least partially because of higher interest rates and buyer resistance. Average new home prices rose 6.4% in 2014, while median home prices advanced approximately 5.4%. Housing activity has ratcheted up more sharply in 2015 with the support of a steadily growing, relatively robust economy throughout the year. Considerably lower oil prices should restrain inflation and leave American consumers with more money to spend. The unemployment rate should continue to move lower (5.0% in 2015). Credit standards should steadily, moderately ease throughout 2015, while demographics should be more of a positive catalyst. More of those younger adults who have been living at home should find jobs and these 25-35-year-olds should provide some incremental elevation to the rental and starter home markets. Single-family starts are now forecast to rise about 11.4% to 722,000 as multifamily volume expands about 11% to 394,000. Total starts would be just in excess of 1.1 million. New home sales are projected to increase 20% to 523,000, while existing home volume is expected to approximate 5.280 million, up 6.9%. New home price inflation should further taper off with higher interest rates and the mix of sales shifting more to first-time homebuyer product. Average and median home prices should increase 3.0%-3.5%. Sparked by a slightly faster growing economy, the housing recovery is expected to continue in 2016. Although interest rates are likely to be higher, a more robust economy, healthy job creation and further moderation in lending standards should stimulate housing activity. Housing starts should approximate 1.24 million with single-family volume of 0.82 million and multifamily starts of 0.42 million. New home sales should reach 617,000, up 18.0%. Existing home volume growth should again be in the mid-single digits (+4.0%). Average and median home prices should rise 2.0%-2.5%. As Fitch noted in the past, the housing recovery will likely continue in fits and starts. 2015 Financial Results Homebuilding revenues increased 11.9% for the first nine months of 2015 as home deliveries grew 0.5% and the average sales price advanced 9.6% compared with the same period last year. Homebuilding gross margins also improved during the 2015 YTD period, growing 40 basis points (bps) to 19.4% compared with 19.0% during the first nine months of 2014. Corporate pre-tax income expanded 28.2% to $64.1 million during the first nine months of 2015 (3Q15). New home orders are up 10.6% so far this year and MHO ended the third quarter with 1,788 homes in backlog (up 15.1% year-over-year [YOY]) with a value of $656.9 million (up 26.8% YOY). ADEQUATE LIQUIDITY POSITION As of Sept. 30, 2015, the company had $25.1 million of unrestricted cash and $209.4 million of borrowing availability under its $400 million revolving credit facility. During 3Q15, MHO exercised the accordion feature under the revolver, increasing the credit facility from $300 million to $400 million. The company has no major debt maturities until 2017, when $57.5 million of convertible senior subordinated notes mature. LAND STRATEGY After significantly reducing its lot inventory in 2006 to 2009, MHO began to focus on growing its business in late 2009 by investing in new communities and entering new markets. In 2010, the company increased its total lot position by 9.2% and expanded into the Houston, TX market. During 2011, the company entered the San Antonio, TX market and grew its total lot position by 1.8%. MHO extended its geographic footprint by expanding further into TX, entering the Austin market in 2012 and the Dallas/Fort Worth market in 2013. On Oct. 28, 2015, MHO entered into a purchase agreement to acquire the residential homebuilding operations of Hans Hagen Homes, Inc., a privately held homebuilder, for an undisclosed purchase price to be paid in cash. The acquisition marks MHO's entry into the Minneapolis/St. Paul market, which will represent the company's 14th housing division. Total lots controlled increased 37.2% in 2012, 39.6% in 2013 and 4.5% in 2014. Total lots controlled as of Sept. 30, 2015 are 2.3% higher YOY. MHO maintains an approximately 5.8-year supply of total lots controlled, based on trailing 12 months deliveries, and three years of owned land. Total lots controlled were 21,562 at Sept. 30, 2015. About 51.3% of the lots are owned and the balance is controlled through options. LAND SPENDING AND CASH FLOW MHO spent roughly $382 million on land and development during 2014 ($237.7 million for land and $144.3 million for development) compared with $323.6 million during 2013 ($216.8 million for land and $106.8 million for development) and $195.1 million in total spending during 2012. The company expects total land and development spending will be between $425 million and $450 million during 2015. MHO has reported negative cash flow from operations (CFFO) for the past five years as the company rebuilds its land position. In 2014, MHO reported negative CFFO of $132.7 million; this compares to negative CFFO of $74 million in 2013, $47 million in 2012, $34 million in 2011 and $37.3 million in 2010. For the LTM Sept. 30, 2015, the company had negative CFFO of $121.2 million. Fitch expects MHO will be cash flow negative by about $25 million-$75 million during 2015. Fitch is comfortable with the company's spending and cash flow strategy given its healthy liquidity position and management's demonstrated ability to manage spending. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Total industry housing starts improve 11.3%, while new and existing home sales grow 20% and 4.3%, respectively, in 2015. Housing metrics continue to improve in 2016; -- MHO's revenues grow low double-digits and the operating profit margin remains stable in 2015; -- MHO's debt/EBITDA approximates 4.0x and interest coverage exceeds 3.0x during 2015; -- The company spends between $425 million and $450 million on land acquisitions and development activities during 2015; -- The company maintains a healthy liquidity position (above $150 million with a combination of unrestricted cash and revolver availability). RATING SENSITIVITIES Future ratings and Outlooks will be influenced by broad housing-market trends as well as company specific activity, such as trends in land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new-order activity, debt levels, and in particular, free cash flow trends and uses and the company's cash position. Positive rating actions may be considered if the recovery in housing is maintained, MHO's credit metrics improve further (particularly debt-to-EBITDA sustaining at 3.5x and interest coverage exceeding 4x), and the company preserves a healthy liquidity position (above $150 million with a combination of unrestricted cash and revolver availability). A negative rating action could be triggered if the industry recovery dissipates and MHO maintains an overly aggressive land strategy; EBITDA margins decline 200bps-300bps; leverage exceeds 6x, and MHO's liquidity position falls sharply, perhaps below $100 million. FULL LIST OF RATING ACTIONS Fitch currently rates MHO as follows: -- Long-term Issuer Default Rating (IDR) 'B+'; -- Senior unsecured notes 'BB-/RR3'; -- Convertible senior subordinated notes 'B-/RR6'; -- Series A non-cumulative perpetual preferred stock 'CCC+/RR6'. The Rating Outlook is Stable. The Recovery Rating (RR) of 'RR3' on MHO's senior unsecured notes indicates good recovery prospects for holders of this debt issue. MHO's exposure to claims made pursuant to performance bonds and the possibility that part of these contingent liabilities would have a claim against the company's assets were considered in determining the recovery for the unsecured debt holders. The 'RR6' on MHO's convertible senior subordinated notes and preferred stock indicates poor recovery prospects in a default scenario. Fitch applied a liquidation valuation analysis for these RRs. M/I HOMES: S&P Rates New $300MM Sr. Unsecured Notes 'B+' -------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating to M/I Homes Inc.'s proposed offering of $300 million of unsecured senior notes due 2020. The '2' recovery rating on the debt indicates S&P's expectation for substantial (70% to 90%; low end of the range) recovery in the event of default. The 'B' corporate credit rating and positive outlook remain unchanged. M/I Homes plans to use proceeds from the offering primarily to retire $230 million of unsecured senior notes due 2018, which bear an interest rate of 8.625% and will be redeemable at 102.16 as of Nov. 15, 2015. The company indicated it plans to use the remaining proceeds to repay outstanding borrowings on its revolving credit facility, and thus, S&P views the transaction as debt-neutral. The new notes, in addition to the existing unsecured revolving credit facility, will rank ahead of the company's convertible senior subordinated notes. RATINGS LIST M/I Homes Inc. Corporate credit rating B/Positive/-- New Rating $350 mil senior unsecured notes due 2020 B+ Recovery rating 2L MARINA BIOTECH: Posts $769K Net Income for Third Quarter -------------------------------------------------------- Marina Biotech, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income applicable to common stockholders of $769,000 on $80,000 of revenue for the three months ended Sept. 30, 2015, compared to a net loss applicable to common stockholders of $7.12 million on $0 of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company reported net income applicable to common stockholders of $2.08 million on $480,000 of revenue compared to a net loss applicable to common stockholders of $18.28 million on $0 of revenue for the same period a year ago. As of Sept. 30, 2015, the Company had $8.12 million in total assets, $8.52 million in total liabilities and a $400,000 total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/W2tzu1 About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. Marina Biotech reported a net loss of $6.47 million on $500,000 of license and other revenue for the year ended Dec. 31, 2014, compared to a net loss of $1.57 million on $2.11 million of license and other revenue in 2013. Wolf & Company, P.C., in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing the Company has suffered recurring losses from operations, has a significant accumulated deficit and has been unable to raise sufficient capital to fund its operations through the end of 2015. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors noted. MARION ENERGY: Chapter 11 Case Dismissed ---------------------------------------- The U.S. Bankruptcy Court for the District of Utah entered an order dismissing the Chapter 11 case of Marion Energy Inc. The Debtor filed the case on Oct. 31, 2014. On May 6, 2015, the Court authorized the credit-bid sale of substantially all of the Debtor's assets, and the sale closed effective June 1. Since then, there has been no docket activity except for compensation requests by Debtor's counsel, and the Debtor has filed no monthly operating reports since May 11. As previously reported by The Troubled Company Reporter on May 7, 2015, the Debtor asked the Court to dismiss its Chapter 11 bankruptcy case. The Debtor stated, in the near future, all of its assets will be transferred to a purchaser. If the Purchasers are Utah Gas Solutions LLC and Utah Gas Solutions II LLC, affiliates of the Debtor's existing secured lender, TCS II Funding Solutions (TCS), then the purchase will be made by a credit bid, and no cash proceeds will result for distribution to unsecured creditors. If the Purchaser is a third party, it is the Debtor's firm expectation that the purchase price will be substantially less than the outstanding balance of TCS's secured loan. Again, in that case, no cash proceeds will be available for distribution to unsecured creditors. According to the Debtor, after the transfer, there will be no assets in the estate that require administration and no funds in the estate available for distribution to unsecured creditors. Consequently, this case should be dismissed or converted. In the Debtor's and TCS's view, dismissal is favorable to conversion because the Purchaser will require post-closing cooperation that could not easily be provided by a chapter 7 trustee. About Marion Energy Marion Energy Inc. is a Texas corporation engaged in exploration and production of natural gas in the State of Utah. Marion's core operation is a producing gas field located in Carbon and Emery Counties, Utah (the "Clear Creek Field"). The company also holds smaller, currently unproductive acreage positions in the Helper and Roan Cliffs area near Helper, Utah (the "Helper Field"). Its parent is Australia-based Marion Energy Limited (ASX:MAE). Marion Energy Limited -- http://www.marionenergy.com.au/--is principally engaged in investment in oil and gas projects and the identification and assessment of new opportunities in the oil and gas industry in Texas, Utah and Oklahoma in the United States of America. Marion Energy Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Utah Case No. 14-31632) in Salt Lake City, Utah on Oct. 31, 2014. The Debtor estimated assets and debt of $100 million to $500 million. The Debtor has tapped Parsons Behle & Latimer as attorneys. MCS AMS: S&P Affirms 'B' CCR, Outlook Remains Negative ------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Bristol, Pa.-based MCS AMS Sub-Holdings LLC. The outlook is negative. At the same time, S&P maintained its 'B' issue-level rating on the company's first-lien credit facilities, including a $20 million revolving facility due 2018 and $340 million term loan due 2019. The recovery rating on the facilities is '3', which indicates S&P's expectation for lenders to receive meaningful (50% to 70%, at the high end of the range) recovery in the event of payment default. "The ratings affirmation reflects the company's improving financial condition following the termination of unprofitable service agreements after the 2013 merger," said Standard & Poor's credit analyst Peter Deluca. "We expect credit metrics to continue to gradually strengthen over the next two years as the company amortizes the term loan, increases revenue and EBITDA, and focuses on building a more diversified business." The financial sponsor owners have contributed $15 million, which should support further revenue and profit growth or finance future acquisitions and principal amortization, and Standard & Poor's expects financial leverage (as measured by debt to EBITDA) to be in the 4x area or lower by year-end 2016. However, financial sponsor owners in general tend to focus on shareholder returns instead of lower leverage. Also, the aggressive covenant step-down schedule could have an impact on covenant cushion. But otherwise, S&P expects funds from operations (FFO) to debt to be just over 10% during the same period and believes credit metrics will remain near these levels so long as the company continues to demonstrate expense management, integrates acquisitions, and achieves planned synergies. The negative outlook reflects S&P's expectation that MCS AMS remains vulnerable to a covenant breach due to required term loan amortization and narrowing covenant cushion. This is despite S&P's expectations of sustained to improving operational and financial performance. S&P could lower its ratings if operating performance weakens such that there is a covenant breach or interest coverage declines to near 1.5x on a sustained basis, perhaps from an IT intrusion leading to unexpected customer attrition or the inability to achieve planned synergies, leading to lower cash flow and profitability. S&P estimates this could occur if EBITDA declines by about 10%. S&P could revise the outlook to stable should operating performance improve or the covenants are reset such that the covenant cushion becomes less constrained. S&P estimates that EBITDA would need to improve by more than 10% from current levels together with continuing debt amortization and integrating planned acquisitions. MEDIACOM COMMUNICATIONS: S&P Lowers Secured Debt Ratings to 'BB' ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its issue-level rating on Mediacom Broadband Group's and Mediacom LLC Group's senior secured credit facilities to 'BB' from 'BB+' and revised the recovery rating on the credit facilities to '2' from '1'. The '2' recovery rating indicates S&P's expectation for substantial (70% to 90%; upper end of the range) recovery in the event of a payment default. The recovery rating revision reflects the company's upsizing of its existing revolving credit facilities by approximately $200 million. The revolving credit facilities at Mediacom Broadband Group and Mediacom LLC Group will be upsized by $87.5 million and $112.5 million, respectively, increasing revolver commitments to $368.5 million (due 2019) and $362.5 million (due 2019), respectively. Based on S&P's assumption of an 85% draw on revolving credit facilities under its hypothetical default scenario, the revolver upsizing increases the amount of secured debt at the time of default, diluting recovery prospects for secured lenders. Mediacom Broadband Group and Mediacom LLC Group are subsidiaries of Mediacom Park, N.Y.–based cable-TV operator Mediacom Communications Corp. (MCC). The 'BB-' corporate credit rating and stable rating outlook on MCC remain unchanged. RATINGS LIST Mediacom Communications Corp. Corporate Credit Rating BB-/Stable/-- Downgraded; Recovery Ratings Revised To From Mediacom Broadband Group $368.5 mil. revolver due 2019 Senior Secured BB BB+ Recovery Rating 2H 1 Mediacom LLC Group $362.5 mil. revolver due 2019 Senior Secured BB BB+ Recovery Rating 2H 1 MEMORIAL RESOURCE: S&P Revises Outlook to Pos. & Affirms 'B' CCR ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook to positive from stable on Houston-based E&P company Memorial Resource Development Corp. (MRD) and affirmed its 'B' corporate credit rating on the company. At the same time, S&P affirmed its 'BB-' issue-level rating on the company's senior secured revolving credit facility. The recovery rating on this debt remains '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. S&P also affirmed its 'B-' rating on the company's senior unsecured notes. The recovery rating on this debt remains '5', indicating S&P's expectation for modest (10% to 30%; upper half of range) recovery in the event of a payment default. "The positive outlook reflects the likelihood of an upgrade if MRD successfully expands its reserves size and the percentage of proved developed reserves to levels more in line with its 'B+' rated peers, while keeping debt to EBITDA below 5x and funds from operations to debt above 20% on average," said Standard & Poor's credit analyst Christine Besset. S&P could return the rating outlook to stable if it expected debt to EBITDA to exceed 5x for a sustained period, leading to a reassessment of the company's financial policy. This would most likely occur if the company incurred debt to finance distributions to its shareholders, acquisitions, or from higher-than-anticipated capital spending. MOBILE MINI: Moody's Affirms B1 CFR & Revises Outlook to Stable --------------------------------------------------------------- Moody's Investors Service affirmed the B1 corporate family and B2 senior unsecured ratings of Mobile Mini, Inc., and revised the outlook on the ratings to stable from negative. RATINGS RATIONALE The affirmation of Mobile Mini's B1 Corporate Family Rating reflects its strong market position in the portable storage leasing business in the US and UK, as well as strong earnings and the long-term cash flow generating capacity from its investment in long-lived mobile storage units. The outlook revision reflects the progress Mobile Mini has made in integrating Evergreen Tank Solutions (ETS), acquired in December 2014. Moody's also notes that the revision in outlook reflects the expectation that the company will apply a meaningful portion of its free cash flows to debt repayment in 2016. After borrowing about $400 million under its ABL facility in Dec. 2014, to pay for the acquisition of ETS, Mobile Mini reduced its ABL debt by only $42 million (6% of the amount outstanding at year-end 2014) during the first nine months of 2015, compared to $81 million of capital it returned to its shareholders in the same period. Mobile Mini's leverage, measured as Debt to EBITDA, significantly increased after the acquisition and remains above 5x, according to Moody's calculations. Moody's expects the company to de-lever to approximately 4x by the end of 2016 based on its cash-flow generation capacity. The ratings could be upgraded if the company meaningfully reduces the amount of debt outstanding and builds up its tangible equity through earnings generation. Ratings would be downgraded if the combined entity's financial and operating performance proves to be weaker than anticipated. Further, negative rating pressure could develop if the company fails to de-lever as expected, either as a result of weak financial performance or by pursuing other strategic priorities, such as a large leveraged acquisition or substantial distributions to shareholders. The principal methodology used in these ratings was Finance Companies published in October 2015. MOUNTAIN PROVINCE: Incurs C$26.6 Million Net Loss in Q3 ------------------------------------------------------- Mountain Province Diamonds Inc. reported a net loss of C$26.6 million for the three months ended Sept. 30, 2015, compared to a net loss of C$966,000 for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss of C$32.9 million compared to a net loss of C$3.93 million for the same period a year ago. As of Sept. 30, 2015, the Company had C$553.29 million in total assets, $235 million in total liabilities and $318 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/quEPJN About Mountain Province Diamonds Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49 percent interest in the Gahcho Kue Project. Mountain Province incurred a net loss of C$4.39 million in 2014, a net loss of C$26.6 million in 2013 and a net loss of C$3.33 million in 2012. KPMG LLP, in Toronto, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's ability to continue operations is dependent upon its ability to obtain sufficient financing to fund its operations and development costs. NEOVIA LOGISTICS: Moody's Lowers CFR to Caa1, Outlook Stable ------------------------------------------------------------ Moody's Investors Service downgraded the corporate family rating of Neovia Logistics Intermediate Holdings, LP to Caa1 from B3. The rating agency also downgraded the rating of Neovia Logistics Services, LLC's $465 million senior secured notes to B3 from B2, and the rating of Neovia's $125 million senior unsecured PIK notes to Caa3 from Caa2. The ratings outlook is stable. RATINGS RATIONALE The downgrade of Neovia's CFR to Caa1 reflects the company's low margins, weak credit metrics, poor liquidity and recent unexpected changes in management. In particular, operating margins are less than half of our stated expectations from one year ago, and they are below those typical of B3-rated companies. As well, Leverage has increased to double-digit levels from levels which were already considered high for the rating category. This was a result of the firm's substantial amount of debt, including the issuance of senior unsecured PIK notes which funded a distribution to shareholders, a credit negative transaction which occurred at a time when Moody's believes the company was facing significant transitional challenges to an independent operation from Caterpillar. The rating also incorporates Moody's belief that Neovia is facing challenges in starting up new relationships, and that it is likely experiencing softer demand from a customer base which is housed in end markets where fundamentals are weakening. Sales have increased this year; however, Moody's believes Neovia remains at risk for lost business. The rating outlook is stable, which reflects Moody's expectation that Neovia will look to grow its top line by expanding business with existing customers while bringing in new customers. Moody's will likely further downgrade Neovia's ratings if the firm is unable maintain sales and EBITDA levels at current levels, or if it is unable to drive operating margins above ten percent. Leverage sustained above 7 times on a Moody's adjusted basis will also have negative implications for the rating. Moody's could upgrade Neovia should the company continue to add new customers and drive sales and cash flow levels higher, all while expanding operating margins above ten percent. Neovia would also need to lower leverage below 6.5 times on a Moody's adjusted basis to be considered for an upgrade. Downgrades: Issuer: Neovia Logistics Intermediate Holdings, LP Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Corporate Family Rating, Downgraded to Caa1 from B3 Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3 (LGD6) from Caa2 (LGD6) Issuer: Neovia Logistics Services, LLC Senior Secured Regular Bond/Debenture, Downgraded to B3 (LGD3) from B2 (LGD3) Outlook Actions: Issuer: Neovia Logistics Intermediate Holdings, LP Outlook, Remains Stable Issuer: Neovia Logistics Services, LLC Outlook, Remains Stable The principal methodology used in these ratings was Global Surface Transportation and Logistics Companies published in April 2013. Neovia (f/k/a Neovia Logistics Intermediate Holdings, LLC), through its wholly owned subsidiary Neovia Logistics, LP (f/k/a Neovia Logistics, LLC), is a global provider of service parts logistics. The company offers integrated supply chain solutions to its clients, primarily in the automotive, industrial and aerospace service parts, as well as retail, fulfillment and inbound to manufacturing logistics. In February 2015, an affiliate of Goldman Sachs & Co. and Rhône Capital L.L.C. completed the purchase of Neovia from prior owners Platinum Equity Partners and Caterpillar Inc. Neovia achieved sales of $826 million in for the 12 months ended Sept. 30, 2015. NET TALK.COM: Delays Third Quarter Form 10-Q Filing --------------------------------------------------- Net Talk.com, Inc. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2015. The Company said the compilation, dissemination and review of the information required to be presented in the Form 10-Q for the relevant period has imposed time constraints that have rendered timely filing of the Form 10-Q impracticable without undue hardship and expense to the registrant. The Company undertakes the responsibility to file such report no later than five days after its original prescribed due date. Based in Miami, Fla., Net Talk.com, Inc., is a telephone company, that provides, sells and supplies commercial and residential telecommunication services, including services utilizing voice over internet protocol technology, session initiation protocol technology, wireless fidelity technology, wireless maximum technology, marine satellite services technology and other similar type technologies. Net Talk.Com reported a net loss of $2.84 million on $5.06 million of net revenues for the year ended Dec. 31, 2014, compared to a net loss of $4.78 million on $6.02 million of net revenues for the year ended Dec. 31, 2013. Zachary Salum Auditors P.A., in South Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred significant recurring losses from operations, its total liabilities exceeds its total assets, and is dependent on outside sources of funding for continuation of its operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. NEW DAWN ASSISTED: Subsidiary's Voluntary Chapter 11 Case Summary ----------------------------------------------------------------- Debtor: New Dawn Assisted Living Holding Company, LLC 7655 E Gelding Drive, Suite A3 Sscottsdale, AZ 85260 Case No.: 15-15085 Type of Business: Health Care Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Paul Sala 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: $100,000 to $500,000 The petition was signed by Dennis Haydon, manager. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. NEW MEDIA: S&P Revises Outlook to Positive & Affirms 'B' CCR ------------------------------------------------------------ Standard & Poor's Ratings Services said that it revised its rating outlook on New York City-based newspaper company New Media Investment Group Inc. to positive from stable and affirmed its 'B' corporate credit rating on the company. S&P's 'B+' issue-level and '2' recovery ratings on the company's senior secured credit facilities remain unchanged. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; upper half of the range) of principal in the event of a payment default. "The outlook revision reflects our expectation that New Media will maintain pro forma leverage below 3x while funding acquisitions with a combination of debt, equity, and free operating cash flow," said Standard & Poor's credit analyst Thomas Hartman. "Although New Media will likely continue to face significant print advertising revenue declines, we believe those declines will be slightly less than those of newspapers based in large metro markets." The 'B' corporate credit rating on New Media reflects S&P's assessment of the company's business risk profile as "vulnerable" and its financial risk profile as "significant." S&P's business risk assessment is based on its expectation that newspaper print advertising revenues will continue to decline for the foreseeable future as news consumption and advertising shift to digital media. New Media is exposed to the long-term secular trends of declining newspaper readership and advertising revenues. The positive rating outlook reflects S&P's view that it would raise its corporate credit rating on New Media over the 12 months if the company's adjusted leverage remains below 3x and discretionary cash flow to debt remains above 12% as it manages high-single-digit percent declines in print advertising revenue with growth in non-advertising revenue streams. An upgrade would also be based on S&P's expectation that New Media would fund future acquisitions with a combination of debt, equity, and free operating cash flow, resulting in pro forma leverage remaining below 3x. To facilitate a potential upgrade, S&P would remove its negative comparable rating analysis modifier. S&P could revise the outlook to stable if New Media's operating performance weakens, resulting in sustained leverage above 3x. This could occur if print advertising revenue declines faster than S&P expects without the expected growth in digital marketing and other revenue streams. The outlook revision could also occur if New Media uses a higher percentage of debt to fund acquisitions. OPTIMUMBANK HOLDINGS: Posts $46,000 Net Earnings for 3rd Quarter ---------------------------------------------------------------- Optimumbank Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net earnings of $46,000 on $1.14 million of total interest income for the three months ended Sept. 30, 2015, compared to a net loss of $79,000 on $1.22 million of total interest income for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $130,000 on $3.34 million of total interest income compared to net earnings of $1.59 million on $4.27 million of total interest income for the same period a year ago. As of Sept. 30, 2015, the Company had $119.60 million in total assets, $116.42 million in total liabilities and $3.17 million in total stockholders' equity. Going Concern Status The Company is in technical default with respect to its $5,155,000 Junior Subordinated Debenture. The holders of the debenture could demand payment of the $5,155,000 principal balance plus accrued and unpaid interest totaling $913,000 at Sept. 30, 2015. No adjustments to the accompanying consolidated financial statements have been made as a result of this uncertainty. Management's plans with regard to this matter are as follows: A Director of the Company had agreed to purchase the Debenture and had agreed to provide a forbearance of the payment to the Company upon consummation of the purchase. Although the agreed upon purchase price for the Debenture had been tendered, the Trustee of the Debenture had received conflicting direction and therefore on Dec. 11, 2014, the Trustee commenced an Action for Interpleader in the United States District Court for the Southern District of New York. On Aug. 31, 2015, the court held that the Trustee could not sell the Debenture to the Director because certain conditions and requirements set forth in the indenture for the Trust had not been fulfilled. The Director intends to continue his efforts to acquire the Debenture. Based upon the underlying Debenture documents, Management does not believe the Trustee will call a Default at this time. The Company said it is continuing to pursue regulatory approval for the interest payment and other mechanisms for paying the accrued interest such as raising additional capital. A full-text copy of the Form 10-Q is available for free at: http://is.gd/HaG5x0 About OptimumBank Holdings OptimumBank Holdings, Inc., headquartered in Fort Lauderdale, Fla., is a one-bank holding company and owns 100 percent of OptimumBank, a state (Florida)-chartered commercial bank. The Company offers a wide array of lending and retail banking products to individuals and businesses in Broward, Miami-Dade and Palm Beach Counties through its executive offices and three branch offices in Broward County, Florida. Optimumbank reported net earnings of $1.6 million on $5.39 million of total interest income for the year ended Dec. 31, 2014, compared to a net loss of $7.07 million on $5.28 million of total interest income for the year ended Dec. 31, 2013. Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The independent auditors noted that the Company is in technical default with respect to its Junior Subordinated Debenture. The holders of the Debt Securities could demand immediate payment of the outstanding debt of $5,155,000 and accrued and unpaid interest, which raises substantial doubt about the Company's ability to continue as a going concern. Effective April 16, 2010, the Bank consented to the issuance of a consent order by the Federal Deposit Insurance Corporation and the Florida Office of Financial Regulation. OW BUNKER: U.S. Trustee Amends Committee of Unsecured Creditors --------------------------------------------------------------- William K. Harrington, U.S. Trustee for Region 2, amended the appointment of the committee of unsecured creditors in the Chapter 11 cases of O.W. Bunker Holding North America Inc., et al. The Committee is now composed of: 1. Nustar Energy Services, Inc. c/o Chris Rulon 19003 IH-10 West San Antonio, TX 78257 Tel: (210) 918-2048 E-mail: chris.rulon@nustarenergy.com 2. Phillips 66 Company c/o Vincent P. Conley 600 N. Dairy Ashford Road CH-02-2000A Houston, TX 77079 Tel: (832)765-3975 E-mail: vincent.p.conley@p66.com 3. Tesoro Refining & Marketing Company, LLC c/o Charles A. Cavallo 19100 Ridgewood Parkway San Antonio, TX 78259 Tel: (210) 626-4045 E-mail: Charles.A.Cavallo@tsocorp.com 4. Chevron Marine Products, LLC c/o Michael L. Armstrong 6001 Bollinger Canyon Road, Room T/2084 San Ramon, CA 94583 Tel: (925) 842-8747 E-mail: MAarmstrong@chevron.com About O.W. Bunker OW Bunker AS is a global marine fuel (bunker) company founded in Denmark. The company declared bankruptcy on Nov. 7, 2014, following its admission that it had lost US$275 million through a combination of fraud committed by senior executives at its Singaporean unit. The Danish company placed its U.S. subsidiaries -- O.W. Bunker Holding North America Inc., O.W. Bunker North America Inc. and O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014. The U.S. cases are assigned to Judge Alan H.W. Shiff. The U.S. Debtors have tapped Patrick M. Birney, Esq., and Michael R. Enright, Esq., at Robinson & Cole LLP, as counsel. McCracken, Walker & Rhoads LLP is serving as co-counsel. Alvarez & Marsal is the financial advisor.ne fuel (bunker) company founded in Denmark. The company declared bankruptcy on Nov. 7, 2014, following its admission that it had lost US$275 million through a combination of fraud committed by senior executives at its Singaporean unit. The Danish company placed its U.S. subsidiaries -- O.W. Bunker Holding North America Inc., O.W. Bunker North America Inc. and O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014. The U.S. Debtors have tapped Patrick M. Birney, Esq., and Michael R. Enright, Esq., at Robinson & Cole LLP, as counsel. McCracken, Walker & Rhoads LLP is serving as co-counsel. Alvarez & Marsal is the financial advisor. PACIFIC RECYCLING: Banner Wants Automatic Stay Relief ----------------------------------------------------- Banner Bank asks the U.S. Bankruptcy Court for the District of Oregon for relief from the automatic stay in the Chapter 11 case of Pacific Recycling, Inc. Banner Bank is the successor by merger to Siuslaw Bank, which on April 10, 2014 made a loan ("Banner Real Property Loan") to PAC Recycling, LLC, an affiliate of the debtor Pacific Recycling, Inc., based on common ownership. The Banner Real Property Loan is represented by a $2,500,000 Promissory Note, as amended by a Change in Terms Agreement. The Loan is secured by Affiliate Trust Deeds on three parcels of real property ("Affiliate Real Property Collateral"). The fee ownership interest in two parcels of the Affiliate Real Property Collateral is owned by PAC, and the fee ownership interest in the third parcel is owned by Rod M. Schultz, the Debtor's president, and his father, Ronald Schultz. Two of the three properties, located in Albany and Keizer, are not involved in debtor's scrap metal recycling business. The third property, 11 acres located in Eugene, is the heart of debtor's scrap yard, where its huge and expensive metal shredder and related improvements are located. The Debtor's sole interest in the Affiliate Real Property Collateral is its right to possession ("Lessee Rights") under unrecorded leases ("Affiliate Leases"). The Lessee Rights are junior to the liens of the Affiliate Trust Deeds. Banner Bank relates that the Banner Real Property Loan is in default, and it intends to commence either a judicial foreclosure or a non-judicial foreclosure of the Affiliate Trust Deeds. Banner Bank further relates that as of the Petition date, the balance owing to Banner Bank on the Banner Real Property Loan, excluding any pre-computed interest or other unearned charges is approximately $2,574,123. Banner Bank contends that it is not seeking relief from the automatic stay with respect to a security interest upon the Debtors' property and that it seeks only the Preliminary Foreclosure Relief, which will not affect the Debtor's Lessee Rights in the absence of further relief from the automatic stay authorizing Banner Bank to conduct a Final Foreclosure Action. Banner Bank tells the Court that the Debtor has no equity in the Lessee Rights and that the Lessee Rights are not necessary to an effective reorganization. Banner Bank further tells the Court that in its Schedule A, the Debtor listed its leasehold interests in the Affiliate Real Property Collateral, including the Eugene Property, and forthrightly stated that in each case, the "Current Value of Debtor's Interest in Property, without Deducting any Secured Claim or Exemption" of each leasehold interests was "$0.00. " Banner Bank alleges that the Debtor has admitted that the Lessee Rights for all three properties have no monetary value at all, regardless of the effect of the superior encumbrances. Debtor's Objection The Debtor contends that relief from the automatic stay is not justified at such an early stage of the bankruptcy case. The Debtor relates that it filed its bankruptcy petition on Aug. 28, 2015 and is not required to file a plan of reorganization until March 31, 2016. The Debtor further contends that relief from stay is inappropriate as the case is still in its early stages and the Debtor has not yet had an opportunity to propose a plan of reorganization. The Debtor tells the Court that the Eugene Property is necessary for an effective reorganization because the shredder system is a key component in the Debtor's operations going forward. The Debtor further tells the Court that it is currently evaluating whether the current economics of the scrap metal market will make it profitable to operate the shredder going forward. The Debtor relates that it stands to lose much more than Banner Bank if the automatic stay is lifted. Further relates that it should be permitted time to prepare and propose a plan of reorganization without having its attentions turned elsewhere, and without having a property that is vital to any plan of reorganization foreclosed upon. Pacific Recycling's attorneys: Laura J. Walker, Esq. Donald J. Koehler II, Esq. CABLE HUSTON LLP 1001 SW 5th Avenue, Suite 2000 Portland, OR 97204-1136 Telephone: (503)224-3092 Facsimile: (503)224-3176 E-mail: lwalker@cablehuston.com dkoehler@cablehuston.com Banner Bank's attorneys: Wendell Kusnerus, Esq. DAVIS WRIGHT TREMAINE LLP 1300 S.W. Fifth Avenue, Suite 2400 Portland, OR 97201 Telephone: (503)241-2300 E-mail: wendellkusnerus@dwt.com About Pacific Recycling Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015. The petition was signed by Rodney Schultz as president. The Debtor disclosed total assets of $5,996,665 and total liabilities of $21,718,414. Hon. Frank R. Alley III is assigned to the case. Cable Huston LLP represents the Debtor as counsel. The U.S. Trustee for Region 18 appointed four creditors of Pacific Recycling Inc. to serve on the official committee of unsecured creditors. PACIFIC RECYCLING: Files Rule 2015.3 Periodic Report ---------------------------------------------------- Pacific Recycling Inc. filed a report disclosing that it holds 95% stake in PRI QALICB, LLC as of Sept. 30, 2015. The report was filed pursuant to Bankruptcy Rule 2015.3, which required the company to disclose the value, operations and profitability of entities in which it holds a substantial or controlling interest. The report is available for free at http://is.gd/kcdvDl About Pacific Recycling Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015. The petition was signed by Rodney Schultz as president. The Debtor disclosed total assets of $5,996,665 and total liabilities of $21,718,414. Hon. Frank R. Alley III is assigned to the case. Cable Huston LLP represents the Debtor as counsel. The U.S. Trustee for Region 18 appointed four creditors of Pacific Recycling Inc. to serve on the official committee of unsecured creditors. PACIFIC RECYCLING: GE Wants Adequate Protection for Shredder ------------------------------------------------------------ GE Government Finance, Inc., asks the U.S. Bankruptcy Court for the District of Oregon for adequate protection with regard to its Collateral, consisting of a commercial Shredder. The Debtor entered into a Loan Agreement with GGFI, as Lender, and the State of Oregon, as Issuer, by virtue of which, the Issuer issues an Industrial Development Bond to the Debtor for $9,000,000. To secure its obligations under the Loan Agreement, the Debtor granted a first priority security interest in the Equipment purchased with the proceeds of the Bond and the Loan. The Equipment was a 80108 Spider Type Shredder System with 24 Pulse DC Drive and Motors, and Down Stream equipment including New Ferrous and Non Ferrous Conveyor System ("Shredder"). As additional security, the Debtor granted a security interest in numerous items of other equipment owned by it. The Debtor defaulted under the Loan Agreement and owes not less than $6,621,307, consisting of the principal, the principal prepayment premium and accrued interest, plus other amounts that are justly due and owing to GGFI, including all reasonable costs of collection. GGFI asserts that the Debtor continues to be in default of the Loan Agreement and that all amounts due and owing on the Loan are still outstanding and unpaid. GGFI adds that no payment has been made on the Loan Agreement since July 10, 2015. GGFI relates that the Debtor valued the Shredder at $4,580,000, and scheduled GGFI's claim as $6,580,000, leaving a scheduled deficiency claim of $2,000,000. GGFI contends that the Debtor failed to correctly schedule GGFI's perfected security interest in all of the Collateral, not just the Shredder and that based on its preliminary investigation, GGFI believes the value of the Collateral as of the Petition Date is less than the sum owed on the Loan. GGFI tells the Court that the Debtor intends to use all or a portion of the Collateral to process inventory going forward. GGFI further tells the Court that the Debtor and Banner Bank are negotiating in an effort to reach an agreement to process inventory subject to Banner Bank's security interest using the Shredder. GGFI relates that the Debtor sought approval for an order approving a supply and financing agreement with Calbag Metals Co. which appears to require the Debtor to deliver certain inventory acquired by the Debtor post-filing to Calbag. GGFI further relates that it is not clear whether the Debtor intends to use equipment which is GGFI's Collateral other than the Shredder to fulfill its agreement with Calbag. GGFI asserts that any use of the Collateral would decrease the value of GGFI's Collateral as of the Petition Date, entitling GGFI to adequate protection. GGFI tells the Court that it is entitled to adequate protection payments of not less than $25,000 per week. It further tells the Court that the Shredder itself has a substantial, but not unlimited useful life and depreciates in value with use and the passage of time, and its drive motors require constant and expensive maintenance and will require periodic rebuilds or replacement. GGFI asserts that using the additional equipment included in the Collateral will cause decline in the value of GGFI's interest in the Collateral absent adequate protection. GE Government Finance is represented by: John W. Weil, Esq. TOMASI SALYER BAROWAY 10300 SW Greenburg Road 1 Lincoln Center, Suite 430 Portland, OR 97223 Telephone: (503)894-9900 Facsimile: (971)544-7236 E-mail: jweil@tsbnwlaw.com - and - Jonathan R. Doolittle, Esq. REED SMITH LLP 101 Second Street, #1800 San Francisco, CA 94105 Telephone: (415)543-5902 Facsimile: (415)391-8269 E-mail: jdoolittle@reedsmith.com About Pacific Recycling Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015. The petition was signed by Rodney Schultz as president. The Debtor disclosed total assets of $5,996,665 and total liabilities of $21,718,414. Hon. Frank R. Alley III is assigned to the case. Cable Huston LLP represents the Debtor as counsel. The U.S. Trustee for Region 18 appointed four creditors of Pacific Recycling Inc. to serve on the official committee of unsecured creditors. PACIFIC RECYCLING: Wants to Pay GE $5K, Not $20K Per Week --------------------------------------------------------- Pacific Recycling, Inc., objects to the motion filed by GE Government Finance, Inc., asking the U.S. Bankruptcy Court for the District of Oregon, Eugene Division, for adequate protection. GE sough adequate protection payments of $20,000 per week for the use of a shredder to process prepetition inventory subject to a lien for Banner Bank. The Debtor contends that the shredder has not been used since the petition was filed. The Debtor further contends that it intends to operate the shredder to process a portion of the inventory subject to Banner's lien. The Debtor relates that once the shredder begins operating, the Debtor plans to operate at about 60% of capacity, which would be approximately 6 hours per day, 4 days a week. The Debtor further relates that the use of the shredder is far less than the hours estimated by GE to calculate the proposed adequate protection payments. The Debtor opposes GE's motion for these reasons: (1) GE did not properly perfect its lien on the shredder. The shredder is a fixture under Oregon Law. While GW recorded a fixture filing in the Lane County, Oregon, the legal description utilized by GE in the Lane County filing was incomplete and inadequate, failing to provide adequate information to put a third party to notice. (2) If GE is entitled to adequate protection the amount requested is excessive. GE seeks adequate protection payments for use of the shredder system in the amount of $25,000 per week. This figure is not calculated based on the decrease in value of the shredder. Nor is it based on the Debtor's actual planned use of the shredder. GE gathered figures and estimates from the manufacturer, assumed all of the Debtor's inventory would be processed through the shredder, and determined that the identifiable costs associated with the Banner Bank shredding would be $43,087. Without supplying any further basis or rationale, GE inexplicably parlayed that $43,087 sum total cost into $25,000 per week. The Debtor tells the Court that payment of $5,000 per week that the shredder is actually used is more than sufficient to adequately protect GE. The Debtor further tells the Court that Banner Bank has indicated a willingness to authorize payments of $5,000 per week to GE out of the cash collateral account for use of the shredder and other equipment. The Debtor asserts that GE would only be entitled to adequate protection when the Debtor uses the shredder. It further asserts that GE's concern regarding maintenance and replacement of parts is already being addressed through use of parts on hand and the weekly $4,000 maintenance reserve. The Debtor adds that beyond that, there is no indication that the shredder will realize any measurable depreciation, so the $5,000 per week payment will more than protect any interest GE may have in the shredder. GE's Reply GE contends that the shredder is not a fixture under Oregon law, by agreement of the parties or otherwise. GE further contends that it is a piece of industrial equipment larger than some and smaller than others which needs to be bolted does not change the shredder's character as equipment. GE argues that even assuming arguendo that the Shredder is a fixture, governing UCC provisions confirm that GE has a perfected security interest in the Shredder superior to the rights of a lien creditor. GE Government Finance is represented by: John W. Weil, Esq. TOMASI SALYER BAROWAY 10300 SW Greenburg Road 1 Lincoln Center, Suite 430 Portland, OR 97223 Telephone: (503)894-9900 Facsimile: (971)544-7236 E-mail: jweil@tsbnwlaw.com - and - Jonathan R. Doolittle, Esq. REED SMITH LLP 101 Second Street, #1800 San Francisco, CA 94105 Telephone: (415)543-5902 Facsimile: (415)391-8269 E0mail: jdoolittle@reedsmith.com Pacific Recycling is represented by: Laura J. Walker, Esq. Donald J. Koehler II, Esq. CABLE HUSTON LLP 1001 SW 5th Avenue, Suite 2000 Portland, OR 97204-1136 Telephone: (503)224-3092 Facsimile: (503)224-3176 E-mail: lwalker@cablehuston.com dkoehler@cablehuston.com About Pacific Recycling Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015. The petition was signed by Rodney Schultz as president. The Debtor disclosed total assets of $5,996,665 and total liabilities of $21,718,414. Hon. Frank R. Alley III is assigned to the case. Cable Huston LLP represents the Debtor as counsel. The U.S. Trustee for Region 18 appointed four creditors of Pacific Recycling Inc. to serve on the official committee of unsecured creditors. PENN VIRGINIA: Moody's Lowers CFR to Caa3, Outlook Negative ----------------------------------------------------------- Moody's Investors Service downgraded Penn Virginia Corporation's (PVA) Corporate Family Rating (CFR) to Caa3 from Caa1, Probability of Default Rating to Caa3-PD from Caa1-PD and ratings on its senior unsecured notes to Ca from Caa2. The Speculative Grade Liquidity Rating was affirmed at SGL-4 and the rating outlook remains negative. "The downgrade to Caa3 reflects PVA's high leverage, declining production, declining interest coverage and weak liquidity," stated James Wilkins, a Moody's Vice President -- Senior Analyst. "The company needs to secure additional financing to continue its operations." These summarizes the ratings: Issuer: Penn Virginia Corporation Ratings Downgraded: Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Caa3-PD from Caa1-PD Sr Unsec notes due 2019, Downgraded to Ca (LGD4) from Caa2 (LGD4) Sr Unsec notes due 2020, Downgraded to Ca (LGD4) from Caa2 (LGD4) Ratings Affirmed: Speculative Grade Liquidity Rating - SGL-4 Outlook - Negative RATINGS RATIONALE PVA's Caa3 CFR is primarily driven by its weak liquidity, high leverage and Moody's expectation that its production will decline in 2016. The company projects its production in 2015 Q4 will decline to 17 Mboepd (from the pro forma peak of 22.8 Mboepd seen in 2015 Q1) and Moody's expects that cuts in capital expenditures necessitated by little operating cash flows and limited external financing will put further downward pressure on 2016 production volumes. Debt on average daily production was $59,600 for the third quarter 2015. PVA's credit profile reflects its modest scale as measured by its limited production (22.6 Mboe/day for the twelve months ended 30 September 2015) and proved reserves base (115 million boe) relative to higher rated E&P companies as well as high leverage. The company requires significant capital to develop its large undeveloped Eagle Ford acreage. PVA's SGL-4 rating reflects Moody's expectation that the company will have weak liquidity in 2016, without securing additional funding, and has little ability to raise additional funds through further asset sales. The company projects it will outspend cash flow by $15 million to $30 million in the fourth quarter 2015, which would leave it with $103 million to $118 million of liquidity at year-end 2015. It will continue to generate negative free cash flow in 2016. PVA does not have any debt maturities until September 2017, when the revolver matures. The company relies on access to its revolving credit facility to fund its operations, but continued access to the revolver is uncertain, since PVA has indicated that it may not be able to comply with its financial covenants over the next twelve months. The terms of the revolving credit facility require the company to: (1) limit its total debt to EBITDAX ratio to 4.75x through Q1 2016 (5.25x for Q2 2016, 5.50x for Q3 and Q4 2016); (2) limit the ratio of credit exposure (revolver borrowings and letters of credit) to EBITDAX to 2.75x; and (3) maintain a current ratio greater than 1x. The two leverage ratios were 3.9x (versus the 4.75x covenant) and 0.5x (versus the 2.75x covenant), respectively, for the third quarter 2015, reflecting compliance with covenants. The company has projected its total leverage covenant to be around 4.4x at year-end 2015. Moody's expects a drop in PVA's profitability in 2016 may not allow the company to remain in compliance with its total debt to EBITDAX covenant. The outlook is negative. A rating downgrade is likely if liquidity falls below $75 million, the company is likely to violate incurable financial covenants or the company is expected to undergo a debt restructuring detrimental to existing bondholders. A positive rating action could occur if PVA stabilizes its production, maintains interest coverage sustainable above 1.5x and improves its liquidity to adequate levels, which would require external debt or equity financing. The principal methodology used in these ratings was the Global Independent Exploration and Production Industry published in Dec. 2011. Penn Virginia Corporation, headquartered in Radnor, Pennsylvania, is a publicly traded oil and gas company primarily engaged in the development, exploration, and production of natural gas and oil in the Eagle Ford shale basin in Texas, but also has properties in Oklahoma, Mississippi and the Appalachia. PETCO HOLDINGS: S&P Puts 'B' CCR on CreditWatch Negative -------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'B' corporate credit rating, on Petco Holdings Inc. on CreditWatch with negative implications. "We are placing the ratings on CreditWatch as we assess the implications of additional debt on the company's credit metrics, evaluate potential cash flow pressures emanating from higher interest costs, and determine whether these factors hinder its ability to reinvest cash flows to improve the shopping experience for pet parents," said credit analyst Andy Sookram. "Petco has increased capital spending over the past couple years, which we view as pivotal to improve operations so it could more effectively compete against online and brick-and-mortar retailers. In our estimates, leverage could increase to well above the current 5x level." S&P will resolve the CreditWatch after it concludes its assessment of the financial implications on the company's operations stemming from higher debt service costs and what S&P believes to be tighter financial flexibility because of acquisition-related debt. S&P will also discuss with management its financial policy plans. Upon resolution of the CreditWatch listing, S&P could lower the rating by one notch, or maintain the current 'B' ratings while revising the outlook to negative. PGI INCORPORATED: Incurs $2.19 Million Net Loss in Third Quarter ---------------------------------------------------------------- PGI Incorporated filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.19 million on $2,000 of revenues for the three months ended Sept. 30, 2015, compared to a net loss of $833,000 on $3,000 of revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $6.19 million on $7,000 of revenues compared to a net loss of $4.59 million on $10,000 of revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $891,000 in total assets, $90.21 million in total liabilities and a stockholders' deficiency of $89.32 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/245or2 About PGI Incorporated St. Louis, Mo.-based PGI Incorporated, a Florida corporation, was founded in 1958, and up until the mid 1990's was in the business of building and selling homes, developing and selling home sites and selling undeveloped or partially developed tracts of land. Over approximately the last 15 years, the Company's business focus and emphasis changed substantially as it concentrated its sales and marketing efforts almost exclusively on the disposition of its remaining real estate. This change was prompted by its continuing financial difficulties due to the principal and interest owed on its debt. Presently, the most valuable remaining asset of the Company is a parcel of 366 acres located in Hernando County, Florida. The Company also owns a number of scattered sites in Charlotte County, Florida (the "Charlotte Property"), but most of these sites are subject to easements which markedly reduce their value and/or consist of wetlands of indeterminate value. As of Dec. 31, 2011, the Company also owned six single family lots, located in Citrus County, Florida. PGI Incorporated reported a net loss of $6.51 million on $16,000 of revenues for the year ended Dec. 31, 2014, compared to a net loss of $6.9 million on $16,000 of revenues for the year ended Dec. 31, 2013. BKD, LLP, in St. Louis, Missouri, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has a significant accumulated deficit, and is in default on its primary debt, certain sinking fund and interest payments on its convertible subordinated debentures and its convertible debentures. These matters raise substantial doubt about the Company's ability to continue as a going concern. PINNACLE FOODS: Moody's Puts Ba3 CFR Under Review for Downgrade --------------------------------------------------------------- Moody's Investors Service has placed the Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating and debt instrument ratings of Pinnacle Foods Finance, LLC under review for downgrade following today's announcement that its parent company, Pinnacle Foods, Inc., has entered into a definitive agreement to acquire Boulder Brands, Inc. The SGL-2 Speculative Grade Liquidity rating is unaffected, subject to Moody's further review of transaction details. Pinnacle plans to launch a cash tender offer for Boulder Brands shares that values the company at $975 million, including $265 million of net debt. The transaction is expected to be completed in the first quarter of 2016. Moody's review for downgrade reflects the higher financial leverage that will result from the transaction, along with significant integration risk. In addition, today's rating action reflects Moody's need to assess important details of Pinnacle's operating plan, including the timing and sources of significant targeted cost savings and its plans to stabilize and grow Boulder's core business lines. "Whether Pinnacle can successfully increase Boulder's $60 million of run-rate EBITDA by 50% according to its plan, will depend largely on its ability to stabilize the declining Smart Balance franchise and to address various operating challenges the company has faced in recent years," commented Brian Weddington, a Moody's VP-Senior Credit Officer. "As a result, we think the execution risk on achieving these savings could be quite high," added Weddington. Moody's review will focus on Pinnacle's operating strategy for the Boulder business, the timing and sources of anticipated cost savings, its financing plans, and the de-leveraging potential subsequent to the Boulder Brands purchase including future acquisition strategies. Ratings Placed under Review for Downgrade Pinnacle Foods Finance LLC: Corporate Family Rating at Ba3; Probability of Default Rating at Ba3-PD; Senior Secured Bank Credit Facility at Ba2/LGD3; Gtd Senior Unsecured at B2/LGD6. Pinnacle Foods Finance LLC's SGL-2 Speculative Grade Liquidity rating is not affected. RATING RATIONALE Pinnacle's existing Ba3 Corporate Family Rating (CFR) reflects the company's portfolio of mature brands in frozen and shelf-stable food categories that generate relatively stable operating performance, albeit with limited growth potential. Pinnacle competes successfully against food companies with greater scale, capital resources and pricing power by focusing on optimizing its brand investment and maintaining efficient operations. The rating also reflects Moody's expectation for debt-financed acquisitions to be followed by an ample period of de-leveraging to restore credit metrics. Headquartered in Parsippany, New Jersey, Pinnacle Foods Finance LLC -- through its wholly-owned operating company, Pinnacle Foods Group -- manufactures and markets branded convenience food products in the US and Canada. Its brands include Birds Eye, Voila, Hungry-Man and Swanson frozen dinners, Vlasic pickles, Wish Bone salad dressings, Mrs. Paul's and Van de Kamp's frozen prepared sea food, Aunt Jemima frozen breakfasts, Log Cabin and Mrs. Butterworth's syrup, Duncan Hines cake mixes and Gardein meatless foods. Net sales for the last twelve month period ended Sept. 27, 2015, totaled approximately $2.6 billion. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. PINNACLE FOODS: S&P Affirms 'BB-' CCR on Boulder Brands Deal ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its ratings, including its 'BB-' corporate credit rating, on Pinnacle Foods Inc. The outlook is stable. S&P also affirmed the issue-level ratings on the company's debt, with the expectation that S&P will review them when the company discloses specific details of its debt financing plans to fund the acquisition. The issue-level ratings on the company's senior secured debt remain 'BB+' with a '1' recovery rating, indicating S&P's expectations for very high (90%-100%) recovery in the event of a payment default. The issue-level ratings on the company's senior unsecured notes remain 'B' with a '6' recovery rating, indicating S&P's expectations for negligible (0%-10%) recovery in the event of a payment default. As of Sept. 30, 2015, the company's lease and pension-adjusted debt outstanding was approximately $2.3 billion. "We are affirming our ratings on Pinnacle based on our expectation that the company will reduce leverage towards 5x within 12 months of closing its acquisition of Boulder Brands for $975 million," said Standard & Poor's credit analyst Amanda Cusumano. "We expect the company to fund the acquisition largely with incremental debt and cash flow generated at the end of 2015, and estimate pro forma leverage for the 12 months ended Sept. 30, 2015, will be in the 5.0x-5.5x range, which is in line with our expectations that the company would increase leverage to 5.5x for an acquisition." Given Pinnacle's track record of effectively integrating acquisitions and realizing synergies, Standard & Poor's believes the company will be able to deleverage quickly. S&P estimates Boulder's lower-margin profile will improve through EBITDA expansion from synergy realization including selling, general, and administrative cost savings, supply chain improvements, SKU rationalization, and reducing the number of Boulder Brand's co-packer partners. S&P also believes it is the company's financial policy to deleverage to below 5x and management has demonstrated they will apply free operating cash flow towards debt reduction after an acquisition. S&P will refine its forecast following receipt of additional financing details and our discussion with management. However, S&P's deleveraging expectations incorporate at least low-single-digit revenue growth and pro forma adjusted EBITDA margin of at least 19%. S&P also expects Pinnacle will continue to generate at least $200 million of free operating cash flow. S&P do not factor in any additional large, debt-financed acquisitions during the next 12 months. The stable outlook reflects S&P's expectation that Pinnacle will effectively integrate the Boulder Brands acquisition, realize its cost savings, and deleverage to below 5x within 12 months following the acquisition. S&P would consider lowering the ratings if operating performance deteriorates either from poor integration, inability to realize cost savings, or from a loss of market share in its key categories or a sharp rise in commodity costs resulting in margin contraction of over 250 basis points. A shift toward more aggressive financial policies, including another large debt-financed acquisition or shareholder returns such that S&P come to expect leverage to be sustained above 5x, could also result in a lower rating. S&P could raise the rating if the company demonstrates a less aggressive financial policy and S&P come to expect leverage to be sustained below 4x. A higher rating could also result from continued improvements in operating performance resulting in EBITDA margins sustained over 20%, or if the company achieves greater scale, better product diversity, and stronger brands in faster growing categories while sustaining leverage below 5.5x. PLAZE INC: Moody's Affirms 'B2' CFR Over Loan Upsize Plans ---------------------------------------------------------- Moody's Investors Service has affirmed Plaze, Inc.'s B2 corporate family rating and its B2-PD probability of default rating, following the company's announcement that it plans to upsize its $315 million first lien term loan due 2022 to $470 million to finance acquisitions. Moody's also affirmed a B2 rating on the company's existing first lien senior secured credit facilities consisting of $315 million term loan due 2022 (to be upsized to $470 million) and $22.5 million revolver due 2020. The rating outlook is stable. The proceeds from the company's proposed $155 million incremental first lien term loan, along with management rollover equity, will be used to fund two contemplated acquisitions of manufacturers and custom fillers of specialty aerosol products. The combined purchase price for both acquisitions is $165 million. The transaction raises the company's leverage to above 6.0x debt to EBITDA pro forma for acquisitions, which represents a material increase from current leverage of approximately 5.5x that reflects capitalization related to the purchase of the company by Pritzker Group in July 2015. While the resulting leverage is high for the rating category, the rating affirmation reflects our expectations that Plaze will be able to de-lever towards 5.0x over the next 12 to 18 months through a combination of cost cutting initiatives and synergy realization from integration of acquisitions. As well, the acquisitions are expected to increase the company's revenue scale and geographic reach, strengthen its market position within the automotive, insecticides and other markets and extend its product offering in the pet care market. The ratings are also supported by the relative stability of the company's operating performance due to the stability of its end market demand given the consumable nature of product offerings, its good competitive position, and solid pro forma adjusted EBITA to interest coverage of approximately 2.7x. These rating actions were taken: Issuer: Plaze, Inc.: Corporate family rating, affirmed at B2; Probability of default rating, affirmed at B2-PD; $315 million first lien senior secured term loan due 2022 (to be upsized to $470 million), affirmed at B2 (LGD4); $22.5 million first lien senior secured revolving credit facility due 2020, affirmed at B2 (LGD4); Stable rating outlook. All ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. RATINGS RATIONALE The B2 corporate family rating reflects Plaze's high leverage resulting from the leveraged buyout and the incremental term loan transactions, a history of debt-financed acquisitions, its relatively small scale compared to other manufacturing companies and niche focus in the mature and highly competitive North American aerosol market. The rating is supported by the stability of demand in many of the company's end markets due to the consumable nature of the product offerings, which include household and personal care products, along with the company's flexible manufacturing capabilities, long-standing relationships with a diversified customer base, and a good competitive position relative to smaller specialty aerosol manufacturers. Plaze has an adequate liquidity position, supported by our expectations that the company will maintain sufficient availability under its revolving credit facilities, the flexibility under its springing net leverage covenant, and an extended debt maturity profile. However, liquidity is constrained by the low cash balances the company typically carries and modest free cash flow generation. The stable outlook reflects Moody's expectations that low- to mid-single digit organic revenue and earnings growth at stable margins and synergy realization from integration of acquisitions will contribute to the company's de-leveraging over the next 12 to 18 months. The outlook also presumes that Plaze will undertake a disciplined approach to acquisitions and their integrations, while maintaining an adequate liquidity position. The ratings could be downgraded if the acquired businesses perform below expectations or lack of synergy realization causes leverage to remain elevated for a prolonged period of time. Negative ratings pressure would also arise if the company experiences a significant decline in revenues or margins, particularly if this is precipitated by a significant loss of customer accounts. Lower ratings could also ensue if the pace of acquisitions accelerates, if the company pursues shareholder-friendly activities, or if liquidity deteriorates. Adjusted debt to EBITDA sustained above 5.5x or retained cash flow to debt below 5% would warrant a lower rating consideration. The ratings could be upgraded if the company achieves robust revenue growth while increasing operating margins, resulting in strong free cash flow generation and debt reduction. A demonstrated commitment to conservative financial policies, strong liquidity, and a modest and manageable pace of acquisitions will also be key factors to a higher rating consideration. Credit metrics sustained at the following levels would support an upgrade: adjusted debt to EBITDA below 4.0x, EBITA to interest in excess of 3.0x, and retained cash flow to debt of above 15%. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Plaze, Inc., headquartered in Addison, Illinois, is a manufacturer and marketer of specialty aerosol products, including cleaners, disinfectants, lubricants, air fresheners, antiperspirants, sunscreen, polishes, adhesives and insecticides for the North American market. The company has approximately 350 proprietary aerosol formulations and serves janitorial, sanitation, industrial, automotive, paint, glass, personal care and other end markets. In July 2015, Plaze was acquired by the Pritzker Group. The company's LTM September 30, 2015 revenues pro forma for contemplated acquisitions are estimated at approximately $520 million. PLY GEM HOLDINGS: Number of Directors Increased to 9 ---------------------------------------------------- The Board of Directors of Ply Gem Holdings, Inc. increased the size of the Board from eight to nine directors and appointed John Forbes as a Class II director of the Board and Joost F. Thesseling as a Class III director of the Board. In addition, the Board appointed Mr. Forbes as a member of the Nominating and Corporate Governance Committee and Mr. Thesseling as a member of the Compensation Committee, in each case, effective Nov. 16, 2015. The Board appointed John Forbes and Joost F. Thesseling as nominees and designees of Caxton-Iseman (Ply Gem), L.P. and Caxton-Iseman (Ply Gem) II, L.P. pursuant to the terms of that certain Second Amended and Restated Stockholders' Agreement, dated as of May 22, 2013. 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. 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. * * * 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. PLY GEM HOLDINGS: Steven Lefkowitz Quits as Director ---------------------------------------------------- Steven M. Lefkowitz resigned as a member of the Board of Directors of Ply Gem Holdings, Inc., on Nov. 11, 2015, according to a Form 8-K filed with the Securities and Exchange Commission. 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. 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. * * * 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. PLZ AEROSCIENCE: S&P Affirms 'B' CCR, Outlook Stable ---------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on PLZ Aeroscience Corp. The outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating on PLZ's term loan B following the proposed $155 million incremental add-on. The recovery rating remains '3', indicating S&P's expectation of meaningful recovery (50% to 70%; lower half of the range) in the event of a payment default. S&P based all ratings on proposed terms and conditions provided by the company. S&P's ratings reflect its assessment of PLZ Aeroscience Corp.'s financial risk profile as "highly leveraged" and business risk profile as "weak," as defined in S&P's criteria. Given the choice of a 'b' or 'b-' anchor score, S&P chooses 'b' because it views the company's credit measures as being on the stronger end of the "highly leveraged" financial risk profile. "The stable outlook reflects our expectation that PLZ will generate modest organic EBITDA growth through low-single-digit organic sales increases in its key business segments, as well as our forecast for marginal improvement of the company's key credit measures over the next year," said Standard & Poor's credit analyst Allison Schroeder. S&P believes that the company's proposed acquisitions will strengthen the business risk profile but ultimately it will still remain "weak," especially given the integration risk. Furthermore, S&P believes credit measures, specifically adjusted debt to EBITDA, will remain in the 5x-6x range over the next 12 months pro forma for the acquisitions. S&P could lower the ratings if the company's operating performance is well below its expectations, such that cash flow generation is negative, which S&P believes would cause liquidity to be constrained. S&P believes such a scenario could occur if environmental concerns shift consumer preferences away from aerosol. In this scenario, S&P believes inventory levels could rise and constrain cash flow generation. Also, if adjusted debt to EBITDA goes above 6x over the next 12 months or if liquidity becomes "less than adequate," without prospects for improvement, we could lower the rating. Although unlikely within the next year, S&P could raise the ratings if the company's equity sponsors infuse additional common equity into the business to reduce existing debt and if PLZ's operating performance is in line with or exceeds S&P's expectations. If adjusted debt to EBITDA falls below 5x and S&P's assessment of financial policy supports such credit measures, it could raise ratings within the next 12 months. PLZ is one of the largest specialty aerosol providers in the world. The company's business position is strengthened by the proposed acquisition and, in S&P's view, it will expand the company's range of products; however, it still views the business risk profile as "weak" given that the company's overall business will continue to operate in niche operating markets. PRECISION DRILLING: S&P Revises Outlook to Neg. & Affirms BB+ CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Calgary, Alta.-based onshore contract drilling company Precision Drilling Corp. to negative from stable. At the same time, Standard & Poor's affirmed its 'BB+' long-term corporate credit and 'BB' unsecured debt ratings on Precision. The '5' recovery rating on the debt is unchanged, and reflects S&P's expectation of modest (10%-30%; in the upper half of the range) recovery in a default scenario. "The outlook revision reflects our expectation that industry conditions will remain weak through 2016, reflecting depressed crude oil and natural gas prices and resulting in reduced capital expenditures from exploration and production companies," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. In addition, as rigs roll off contracts, Precision will either recontract or operate them at much less favorable day rates. "However, we expect credit measures to improve in 2017 due to our assumption of improving cash flow and credit measures as commodity prices improve in our base-case assumptions," Ms. Saha-Yannopoulos added. "The company's "satisfactory" business risk profile reflects our view of Precision's high-quality land drilling rig fleet, dominant market position in Canada and presence in several unconventional producing regions in the U.S., and ability to maintain less volatile EBITDA margins throughout the hydrocarbon price cycle compared with that of peers. We believe these factors, in conjunction with the company's long-term contracts, are the primary factors supporting the overall business risk profile. Given the industry's increasing emphasis on developing unconventional oil and gas resources and drilling horizontal wells, we expect Precision will maintain its Tier 1 fleet utilization and dayrates higher than industry average, especially in Canada. At the same time, as exploration and production companies focus on improving efficiency from their vendors, we expect drillers with higher-specification assets are at an advantage and will experience better utilization and margins compared with those of peers. In both Canada and the U.S., the company is one of the top providers of Tier 1 rigs, holding about 50% of the market and meaningful market share in multiple U.S. basins. Precision's diverse customer base supports its scale, scope, and diversity. We also view as a credit positive the company's rigs on long-term contracts, as well as the recent two new-builds for Kuwait, which are a source of stable cash flow. We forecast that long-term contracts will generate 45%-55% and 20%-30% of EBITDA in 2016 and 2017, respectively," S&P said. "Our analysis of Precision's "significant" financial risk profile incorporates our view of the company's forecast core and supplemental ratios during our 2015-2017 outlook period. We are forecasting a drop in revenues and EBITDA through 2016 as industry activity drops and Precisions rigs roll off contracts. At the same time, the credit measures also reflect the upfront capital expenditures associated with the two new-builds for Kuwait, which should start operations and generate cash flow in 2017. We are also assuming that, beyond 2016, the company will limit spending to close to maintenance levels while utilization and margins recover. As a result, the forecast cash flow protection metrics, specifically fully adjusted debt-to-EBITDA and funds from operations (FFO)-to-debt, are somewhat weaker through 2016 but start improving in 2017 and beyond," S&P noted. The negative outlook reflects Standard & Poor's view that Precision's credit measures will continue to weaken significantly through 2016 such that FFO-to-debt will drop below 20% before S&P expects any improvement in the company's 2017 cash flow and credit metrics. If S&P expects operating cash flow pressure beyond its expectations in the next two years such that its estimated three-year average FFO-to-debt (2016-2018) were to decrease below 25%, S&P could lower the rating to 'BB-'. Under S&P's base-case scenario, if 2017 and later revenue growth is less than 10%, due to sustained deterioration in utilization and dayrates well below S&P's forecast levels, credit measures would weaken below 25%. In addition, Precision could breach the 25% threshold if it were to increase debt leverage to construct new contracted rigs; however, S&P would need to assess the benefit from the contracted revenues versus the uptick in debt leverage. S&P would revise the outlook to stable if it was to expect Precision's outer year FFO-to-debt to improve significantly such that the company's three-year (2016-2018), weighted FFO-to-debt improves above 30%, mostly driven by the better 2017 and 2018 credit measures. S&P expects this due to increased drilling activity following higher commodity prices. PRESTIGE BRANDS: Moody's Affirms 'B2' Corp. Family Rating --------------------------------------------------------- Moody's Investor Service affirmed Prestige Brands, Inc.'s B2 Corporate Family Rating and its B2-PD Probability of Default rating following the company's announcement that it had entered into a definitive agreement to acquire DenTek Oral Care, Inc. from TSG Consumer Partners LLC in a transaction valued at approximately $225 million. At the same time, Moody's lowered Prestige Brands' Speculative Grade Liquidity Rating to SGL-2 from SGL-1. The outlook is stable. Prestige Brands plans to finance the transaction through a combination of available cash, utilization of its ABL facility and an increase of its existing term loan facility through the utilization of the facility's accordion feature. The transaction is expected to close during the first half of the calendar year 2016 and is subject to customary regulatory approvals and closing conditions. The affirmation of the B2 Corporate Family Rating reflects Moody's expectation that financial leverage will increase modestly in the near term as a result of the planned acquisition of DenTek but gradually decline closer to current levels within the next 12 to 18 months. The lowering of the company's liquidity rating to SGL-2 reflects Moody's expectation that Prestige will need to rely on its $175 million ABL revolver to absorb a material portion of transaction which will weaken the company's liquidity profile. The company had approximately $87 million of borrowing capacity available under the ABL revolver as of Sept. 30, 2015. Ratings lowered: Speculative Grade Liquidity Rating to SGL-2 from SGL-1 Ratings affirmed: Corporate Family Rating at B2 Probability of Default Rating at B2-PD Senior secured credit facility at B1 (LGD 3) Senior unsecured debt at Caa1 (LGD 5) The rating outlook is stable. RATINGS RATIONALE Prestige Brands' B2 Corporate Family Rating reflects Moody's expectation that the company will reduce leverage closer to current levels (approximately 5 times) over the next 12 to 18 months. The rating also reflects risks associated with Prestige Brands' strategy of debt-financed acquisitions as a means to fuel growth and increase diversity of its product portfolio. The company operates in categories with flat to low single digit organic growth and acquisitions enable Prestige Brands to boost revenue growth in otherwise mature categories. The rating also reflects the company's good liquidity profile, characterized by solid free cash flow generation, and its diverse portfolio of OTC brands, albeit in niche categories. The stable outlook reflects Moody's expectation that financial leverage will decline over the next 12 months through a combination of EBITDA growth and debt repayment. The outlook also reflects Moody's belief that the company will look to supplement organic growth with acquisitions. The rating could be upgraded if the company increases its scale and product diversity, sustains steady organic growth and exhibits a more conservative financial policy such that debt to EBITDA is sustained below 5.0 times debt to EBITDA. In addition, Prestige would also need to maintain a good liquidity profile to warrant an upgrade. The rating could be downgraded if operating performance deteriorates such that debt to EBITDA would be expected to be sustained above 6.5 times. In addition, a deterioration of liquidity could also result in a downgrade. Prestige Brands, Inc., headquartered in Tarrytown, New York, manages and markets a broad portfolio of branded over-the-counter (OTC) healthcare and household cleaning products with the largest categories being feminine care (18%), eye and ear care (15%), analgesics (14%), gastrointestinal (13%) and cough & cold (13%). Key brands include Chloraseptic, BC, Monistat, Goody's, Beano, Dramamine, Compound W, Clear Eyes, Little Remedies, Efferdent and Luden's. Revenues in the last twelve months ended September 30, 2015 were $786 million. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. PROGRESSIVE SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on Progressive Solutions LLC's first-lien term loan debt to '3' from '4'. The '3' recovery rating indicates S&P's expectation for meaningful (50% to 70%; at the lower end of the range) recovery for lenders in the event of payment default. S&P's rating action follows two quarters of option prepayments totaling about $25 million on this loan, resulting in the expectation that total debt outstanding in a hypothetical default scenario would be lower, resulting in better recovery prospects for first-lien lenders. Following the repayment, Standard & Poor's has revised the recovery rating on the first-lien debt to '3' (at the lower end of the range 50% to 70% range) from '4' (which indicated average recovery of 30% to 50%, at the higher end of the range). The issue-level rating on the first-lien debt remains 'B.' The issue-level and recovery ratings on the second-lien debt remains 'CCC+' and '6', respectively. The corporate credit rating remains 'B' with a stable outlook. S&P's 'B' corporate credit rating on Progressive reflects S&P's assessment of Progressive Solutions' "weak' business risk and "highly leveraged" financial risk profiles. S&P's assessment of a "weak" business risk profile reflects Progressive's narrow business focus in the niche workers' compensation pharmacy benefit manager (PBM) space, and Progressive's high degree of operational and customer concentration. S&P's assessment of a "highly leveraged" financial risk profile reflects its expectation that Progressive's leverage will be between 5x and 6x and funds from operations to debt will be in the low–double-digit range for 2016. RATINGS LIST Progressive Solutions LLC Corporate Credit Rating B/Stable/-- Recovery Rating Revised To From Progressive Solutions LLC Senior Secured First Lien B B Recovery Rating 3L 4H PROQUEST LLC: Moody's Confirms 'B2' Corporate Family Rating ----------------------------------------------------------- Moody's Investors Service has confirmed ProQuest LLC's (ProQuest) B2 CFR and assigned a B2 rating to the new $275 million 1st lien term loan and a Caa1 to the $125 million 2nd lien term loan. The existing First out revolver rated Ba2, and 1st lien term loan rated B2 were confirmed. This concludes the review for downgraded that was initiated on October 8, 2015. The outlook is stable. While the announced acquisition of Ex Libris Group funded with $275 million of additional 1st lien debt, $125 million of second lien debt, and $170 million of equity from Goldman Sachs will raise pro-forma leverage to 6.4x, we expect leverage to decrease below 6x from modest EBITDA growth and debt repayment. The acquisition is expected to enhance the strategic position of the business by improving its software offering that we project will grow at higher levels compared to the existing businesses. The addition of Ex Libris is also expected to improve ProQuest's EBITDA margins, allow for new cross sell opportunities, and lead to greater scale in a competitive industry. Moody's took the following ratings actions: ProQuest LLC -- New $275 million 1st lien term loan maturing 2021; assigned a B2 (LGD3) rating -- New $125 million 2nd lien term loan maturing in 2022; assigned a Caa1 (LGD6) rating -- $90 million (upsized from $75 million) Senior Secured 1st lien First Out revolving credit facility maturing 2019, confirmed at Ba2 (LGD1) -- Existing $450 million Senior Secured 1st lien term loan maturing 2021, confirmed at B2; LGD changed to (LGD3) from (LGD4) Corporate Family Rating, confirmed at B2 Probability of Default Rating, confirmed at B2-PD Outlook, changed to stable from Rating Under Review The ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as provided to Moody's. RATINGS RATIONALE ProQuest's B2 corporate family rating (CFR) reflects the company's pro-forma leverage of 6.4x as of Q3 2015 (incorporating Moody's standard adjustments as well as expensing content costs) which is high for the existing rating and the challenges the company faces at its smaller global corporate and US government, public libraries & schools businesses. Despite growth in its higher education division, organic revenue growth has been modest due to declines from its Dialog business and weakness from legacy products that are in secular decline (microfilm and print). ProQuest also operates in a competitive environment and will face rising royalty payments as the sales mix changes which will need to be offset with revenue growth or cost savings elsewhere to avoid impacting EBITDA margins. The company's ratings are supported by the addition of Ex Libris' SaaS software business, a large subscription base in the library reference market with extensive content databases sold to libraries, corporations and government organizations, as well as high renewal rates and a recurring stream of revenues. We believe EBITDA margins will increase pro-forma for the Ex Libris acquisition and offset margin pressure from declining operations in other parts of the business. The company has benefited from the acquisition of Ebook Corporation Limited (EBL) in 2013 that has been the strongest source of growth for ProQuest. Declines or slower growth in other business lines are expected to limit organic revenue growth at the legacy ProQuest business over the next year. ProQuest's liquidity profile is expected to be good given the positive, although seasonal, free cash flow generation and the availability of its upsized $90 million first out revolver due 2019 ($21 million drawn and $3 million of L/C's outstanding as of Q3 2015). Cash on the balance sheet was $6 million as of the end of Q3 2015. Moody's expects free cash flow as a percentage of debt to be in the low to mid single digits. Interest coverage is expected to be approximately 3x (as calculated by Moody's) although interest rates on the new debt are not available as of publication date. We expect future free cash flow to be used for debt repayment as well as modest distributions to the owners to offset the impact of tax obligations. The term loan is covenant lite, but the revolver has a springing covenant of 6.25x the total net first lien leverage ratio (as defined in the credit agreement) when 35% of the revolver is drawn. The company has the ability to issue an unlimited amount of incremental facilities as long as the total net first lien leverage ratio does not exceed 4.25x. The company's stable outlook reflects Moody's view that pro-forma leverage will decline from 6.4x as of Q3 2015 to under 6x (including Moody's standard adjustments) over the next eighteen months from modest EBITDA growth led by the Ex Libris business and aided by voluntary debt repayment above the required principal amortization schedule. Given the high leverage level for the existing rating, an upgrade is unlikely in the near term. However, Moody's would consider an upgrade if ProQuest is able to demonstrate good organic revenue and EBITDA growth and reduce leverage below 4.25x on a sustained basis. Maintenance of a good liquidity position and a stable competitive position would also be required. In addition, confidence would be needed that the company would not raise leverage levels to address Goldman Sachs Partners' option to put their equity position to the company starting in November 2019. Ratings could experience downward pressure if leverage failed to decline below 6x on a sustained basis due to slower than expected growth at Ex Libris or challenging operating trends at the existing ProQuest business. A weakened liquidity position could also lead to negative rating pressure. Headquartered in Ann Arbor, Michigan, ProQuest LLC (ProQuest) aggregates, creates, and distributes academic and news content serving academic, corporate and public libraries worldwide. Cambridge Information Group (CIG) acquired the ProQuest Information and Learning business of Voyager Learning Company (fka ProQuest Company) in February 2007 and merged it with its Cambridge Scientific Abstracts, Limited Partnership (CSA) business to form ProQuest. In conjunction with the transaction, ABRY Partners acquired a 20% stake in ProQuest with CIG contributing CSA for the remaining 80% voting interest and a cash distribution. Goldman Sachs Partners (Goldman) acquired ABRY's ownership position as well as additional ownership units in November 2013. ProQuest entered an agreement to acquire the Ex Libris Group from Golden Gate Capital in October 2015. Annual revenue as of Q3 2015 was over $500 million. QUANTUM FUEL: Incurs $4.83 Million Net Loss in Third Quarter ------------------------------------------------------------ Quantum Fuel Systems Technologies Worldwide, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.83 million on $9.45 million of revenues for the three months ended Sept. 30, 2015, compared to a net loss of $5.20 million on $6.61 million of revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $12.3 million on $29.3 million of revenues compared to a net loss of $10.6 million on $21.1 million of revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $67.5 million in total assets, $45.5 million in total liabilities and $22.0 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/800oYj About Quantum Fuel Lake Forest, Cal.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum Fuel reported a net loss of $14.9 million in 2014, a net loss attributable to stockholders of $23.0 million in 2013, a net loss attributable to stockholders of $30.9 million in 2012 and a net loss attributable to common stockholders of $38.5 million in 2011. REICHHOLD HOLDINGS: Judge Okays $250K Sale of Tuscaloosa Property ----------------------------------------------------------------- Reichhold Holdings US Inc. received court approval to sell a real property to Southern Ionics Inc. for $250,000. The property, located at 5410 Reichhold Road, Tuscaloosa, Alabama, will be sold "free and clear" of liens, claims and encumbrances, according to court filings. The sale was approved by Judge Mary Walrath of the U.S. Bankruptcy Court in Delaware. 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. REICHHOLD HOLDINGS: Judge Okays Retired Workers Settlement ---------------------------------------------------------- A federal judge approved Reichhold Holdings US Inc.'s settlement agreements with retired workers' groups. The order, issued by U.S. Bankruptcy Judge Mary Walrath, approved the company's separate agreements with the United Steelworkers and the committee representing its non-union retired workers. The court order also approved the termination of the company's retiree medical and life insurance programs effective Nov. 30, 2015. Under the United Steelworkers deal, retirees will receive 8% of the face amount of their individual life insurance coverage. Moreover, eligible participants of Reichhold's retiree medical program who do not contribute to the program or contribute less than $70 per month will receive a one-time payment of $1,200. All other participants of the medical program will not receive any payment. The total amount to be paid under the United Steelworkers deal is approximately $54,430, according to court filings. Meanwhile, Reichhold will pay a total of $267,276 to retirees under its deal with the retirees committee. 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. RESPONSE BIOMEDICAL: Announces Q3 2015 Financial Results -------------------------------------------------------- Response Biomedical Corp. reported financial results for its third quarter and nine months ended Sept. 30, 2015. Third quarter highlights include a 60% increase in total revenue, a 10% increase in product sales, a GAAP net income of C$729,000, and a positive Adjusted EBITDA of $311,000. "We are pleased to again report both revenue growth over the prior year quarter and positive Adjusted EBITDA for the third quarter," said Dr. Barbara Kinnaird, chief executive officer of Response. "We worked with our national distribution partner in China to continue their purchases from us this quarter, albeit at a reduced rate from the first two quarters of the year. We are helping our partner to work through their excess inventory as we continue to expand our sales and marketing team in China. In addition, we made good progress in our collaboration with Joinstar, earning a US$648,000 milestone in the third quarter," noted Dr. Kinnaird. "We also continue to be encouraged by the sales growth in markets outside of China. Finally, our cost cutting and efficiency initiatives have contributed to our improved third quarter gross margin." "We continue to focus on improving efficiencies and reducing costs while at the same time making strategic investments in high growth market segments. At the end of the third quarter we launched a new environmental test to assist customers in detecting Dengue virus infected mosquitoes," said Dr. Kinnaird. About Response Biomedical Based in Vancouver, Canada, Response Biomedical Corporation develops, manufactures and sells diagnostic tests for use with its proprietary RAMP(R) System, a portable fluorescence immunoassay- based diagnostic testing platform. The RAMP(R) technology utilizes a unique method to account for sources of error inherent in conventional lateral flow immunoassay technologies, thereby providing the ability to quickly and accurately detect and quantify an analyte present in a liquid sample. Consequently, an end-user on-site or in a point-of-care setting can rapidly obtain important diagnostic information. Response Biomedical currently has thirteen tests available for clinical and environmental testing applications and the Company has plans to commercialize additional tests. Response Biomedical reported a net loss and comprehensive loss of C$5.99 million in 2013, a net loss and comprehensive loss of C$5.28 million in 2012 and a net loss and comprehensive loss of C$5.37 million in 2011. As of Sept. 30, 2015, the Company had C$12.64 million in total assets, C$13.64 million in total liabilities and a total shareholders' deficit of C$992,000. PricewaterhouseCoopers LLP, in Vancouver, Canada, in its report on the consolidated financial statements for the year ended Dec. 31, 2014, noted that the company has incurred recurring losses from operations and has an accumulated deficit at Dec. 31, 2014, which raises substantial doubt about its ability to continue as a going concern. ROOFING SUPPLY: S&P Withdraws BB- Corp. Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services said it raised its corporate credit rating on Dallas-based Roofing Supply Group LLC (RSG) to 'BB-' from 'B' following the announcement by Herndon, Va.-based Beacon Roofing Supply Inc. that it has completed the acquisition of RSG. The outlook is stable. S&P subsequently withdrew its corporate credit rating on RSG, along with the issue-level ratings on its debt, because all of the company's debt was refinanced in conjunction with the acquisition. S&P raised the rating on RSG to reflect S&P's view that its credit quality is now aligned with that of Beacon Roofing Supply, following the Oct. 1, 2015 closing of the acquisition by the roofing materials distributor. Immediately thereafter, S&P withdrew the ratings because the company's debt has been repaid. SCHWAB INDUSTRIES: Time to Respond to Sanctions Bid Extended ------------------------------------------------------------ Schwab Industries, Inc., asked the United States Bankruptcy Court for the Northern District of Ohio, Eastern Division, to extend its deadline to respond to a pending motion for sanctions until after an appeal in the adversary proceeding captioned SCHWAB INDUSTRIES, INC., Plaintiff, v. THE HUNTINGTON NATIONAL BANK, et al., Defendants, ADV. NO. 14-6024 (Bankr. N.D. Ohio) is decided. On November 24, 2014, Hahn Loeser & Parks LLP, Andrew Krause, and Lawrence Oscar , filed a motion for Rule 11 sanctions against Schwab Industries. On January 7, 2015, the court granted the Plaintiff's motion to allow them to respond to the sanctions motion 14 days after a decision on the merits of the claims. On September 21, 2015, the court dismissed the claims in the complaint and the Plaintiff appealed. On October 7, 2015, the Plaintiff filed a second motion for leave to extend its response time on the sanctions motion, this time seeking to extend its response deadline until after the appeal is decided. The HLP Defendants object, citing delay and their position that the appeal is not meritorious as grounds for denial. In a Memorandum of Decision dated November 16, 2015 which is available at http://is.gd/C01WfGfrom Leagle.com, U.S. Bankruptcy Judge Russ Kendig overruled the HLP Defendants' objection. Judge Kendig held that, first the outcome of the appeal will bear on the sanctions motion, likely providing support for one side or the other, and extending the response deadline does not result in undue prejudice to HLP Defendants. This is not a situation where additional delay has a continuing deleterious impact on an interest or prevents exercise of a specific right, Judge Kendig said. Judge Kendig further held that the HLP Defendants' objection based on delay is belied by their argument that the appeal was untimely and the district court therefore lacks jurisdiction. If true, the district court is likely to reach a decision relatively quickly, Judge Kendig said. Consequently, the motion for leave will be granted by a separate order to be entered immediately, Judge Kendig added. The bankruptcy case is IN RE: SII LIQUIDATION COMPANY, Chapter 11, Debtors, CASE NO. 10-60702 (Bankr. N.D. Ohio). Schwab Industries, Inc., Plaintiff, represented by: Matthew D. Greenwell, Esq. Charles V. Longo, Esq. CHARLES V LONGO & ASSOCIATES, ATTORNEYS 25550 Chagrin Blvd 320 Beachwood, OH 44122 Phone: (216) 514-1919 Fax: (216) 514-3663 Email: matt@cvlongolaw.com The Huntington National Bank, Defendant, represented by: Andrew S. Nicoll, Esq. PORTER WRIGHT MORRIS & ARTHUR, LLP 250 East Fifth Street Suite 2200 Cincinnati, OH 45202-5118 Phone: + 1 513.381.4700 Fax: + 1 513.421.0991 Email: anicoll@porterwright.com Hahn Loeser & Parks LLP, Defendant, represented by: Jack B Cooper, Esq., BAKER & HOSTETLER, LLP, Day Ketterer, Esq., BAKER & HOSTETLER, LLP, Karen Swanson Haan, Esq., BAKER & HOSTETLER, LLP, Michael A. VanNiel, Esq. -- mvanniel@bakerlaw.com -- BAKER & HOSTETLER, LLP, Daniel Rubin Warren, Esq. -- dwarren@bakerlaw.com -- BAKER & HOSTETLER, LLP, Thomas D. Warren, Esq. -- twarren@bakerlaw.com -- BAKER & HOSTETLER, LLP. About Schwab Industries Dover, Ohio-based Schwab Industries, Inc., produced, supplied and distributed ready-mix concrete, concrete block, cement and related supplies to commercial, governmental and residential contractors throughout Northeast Ohio and Southwest Florida. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-60702) on Feb. 28, 2010. Affiliates Medina Cartage Co.; Medina Supply Company; Quality Block & Supply, Inc.; O.I.S. Tire, Inc.; Twin Cities Concrete Company; Schwab Ready-Mix, Inc.; Schwab Materials, Inc.; and Eastern Cement Corp. also sought bankruptcy protection. The Parkland Group, Inc., provided restructuring services and designated Laurence V. Goddard as Chief Restructuring Officer. Hahn Loeser & Parks LLP served as bankruptcy counsel. Brouse McDowell, LPA, served as special counsel. Garden City Group, Inc., served as claims, noticing and balloting agent. The Company estimated its assets and liabilities at $50 million to $100 million. As part of the bankruptcy, substantially all of the Debtors' assets via auction. The Court entered a sale order on May 28, 2010. Subsequently, the Court confirmed a liquidation plan. Through the sale and plan, a creditor trust was established for the benefit of the unsecured creditors and John B. Pidcock was designated Creditor Trustee. The Debtor was later renamed SII Liquidation Company. SCIENTIFIC GAMES: Chief Financial Officer to Retire Next Year ------------------------------------------------------------- Scientific Games Corporation announced that Scott D. Schweinfurth, its executive vice president and chief financial officer, will retire from the Company, effective as of the later of: (i) the date the Company files its Form 10-K for the year ended Dec. 31, 2015, and (ii) the date Mr. Schweinfurth's successor is appointed, provided that the Separation Date will be no later than March 15, 2016. The Company has commenced a search for Mr. Schweinfurth's replacement. There are no disagreements between Mr. Schweinfurth and the Company's Board of Directors or management and his retirement is not related to the Company's operations, policies, practices or any issues regarding the integrity of the Company's financial statements or accounting policies and practices or the effectiveness of the Company's internal control over financial reporting. On Nov. 12, 2015, the Company and Mr. Schweinfurth entered into a mutual separation agreement in connection with his retirement. The Agreement provides for Mr. Schweinfurth's continued service as executive vice president and chief financial officer through the Separation Date, and sets forth employment and compensation provisions that are applicable both prior to and following the Separation Date. Pursuant to the Agreement, Mr. Schweinfurth will receive his current compensation, benefits and standard reimbursements and perquisites through the Separation Date under his Amended and Restated Employment Agreement with the Company, dated April 1, 2014. Mr. Schweinfurth will remain eligible for an annual bonus with respect to the Company's 2015 fiscal year if the Company meets the performance goals set forth in the 2015 MICP Cash Bonus Plan as approved by the Compensation Committee of the Board of Directors of the Company. The Agreement provides for, among other things, a cash payment to Mr. Schweinfurth in an amount equal to $1,100,000, which cash payment will be payable over a one-year period following the Separation Date. In addition, the Agreement provides for accelerated vesting of 84,718 of Mr. Schweinfurth's restricted stock units and accelerated vesting of 51,754 of his stock options. In addition, the Agreement provides that 21,921 performance-conditioned RSUs granted to Mr. Schweinfurth will continue to vest, which amounts are subject to potential reduction or increase based on the Committee's determinations regarding the satisfaction of the applicable performance criteria and proration based on the number of days Mr. Schweinfurth is employed during the performance period. Mr. Schweinfurth is also entitled to reimbursement of certain costs in an amount up to $160,000, plus payment for unused vacation days. All payments would generally be subject to applicable tax withholdings. These amounts are generally what Mr. Schweinfurth would have received under his Employment Agreement had he been terminated by the Company. As part of the Agreement, and subject to certain conditions, Mr. Schweinfurth has agreed that the payments described in the Agreement will not be payable to him unless he executes a release of claims against the Company and its affiliates following the Separation Date. In addition, the Agreement subjects Mr. Schweinfurth to certain restrictions regarding confidentiality, non-disparagement, and a 12-month post-Separation Date non-competition and non-solicitation agreement. 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. 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. * * * 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. SEALAUNCH LLC: Energia CEO Counters Boeing's $111 Million Claims ---------------------------------------------------------------- Daniel Siegal at Bankruptcy Law360 reported that the CEO of Energia Logistics U.S. defended the satellite launching venture from claims it was created solely as a ploy by its Russian state-controlled parent to avoid paying Boeing $111 million for work getting the satellite company's predecessor off the ground, saying Energia is seeking customers and has dozens of employees. During the third day of the bench trial before U.S. District Judge Andre Birotte Jr. in Los Angeles, Claude Montgomery of Dentons called to the stand Brett Carman, the current CEO of Energia Logistics U.S., a subsidiary created during the bankruptcy of Boeing's failed satellite launching joint-venture SeaLaunch LLC. Boeing won a judgment in the suit that one of its former partners in the joint venture -- SP Korolev Rocket and Space Corp. Energia, known as RSC Energia -- must repay it for $111 million in loan guarantees Boeing issued to get the company off the ground, and has come to trial arguing that ELUS and another Energia subsidiary, Energia Overseas, are simply sham companies created to shield RSC Energia from the bill. The suit stems from the 1995 Sea Launch joint venture between RSC Energia and Boeing that aimed to provide sea- and land-based launch sites for satellites. The JV filed for Chapter 11 protection in June 2009, listing more than $1 billion in debt and citing credit constrictions, a weakened commercial satellite industry, the effects of a failed launch and the global economy for its failure. Boeing is represented by Xanath McKeever, Michael B. Slade and Michael E. Baumann of Kirkland & Ellis LLP. The Energia subsidiaries are represented by Ronald D. Kent, Steven A. Velkei, David Simonton, Claude D. Montgomery and Lee P. Whidden of Dentons. The Yuzhnoye companies are represented by James W. Hunt of Fitzpatrick & Hunt Tucker Pagano Aubert LLP and Rudolph V. Pino Jr. of Pino & Associates LLP. The case is The Boeing Co. et al. v. KB Yuzhnoye et al., case number 2:13-cv-00730, in the U.S. District Court for the Central District of California. SENTINEL MANAGEMENT: Ex-CEO Banned from Commodity Futures Trading ----------------------------------------------------------------- John Kennedy at Bankruptcy Law360 reported that the former CEO of bankrupt Sentinel Management Group Inc. has been banned from the commodity futures trading industry, an Illinois federal judge ruled on Nov. 18, 2015, holding that Eric A. Bloom's related 2014 criminal conviction made it impossible for him to dispute the Commodity Futures Trading Commission's case. U.S. District Judge Charles P. Kocoras said that, among other restrictions, Bloom is permanently prohibited from applying for registration or claiming exemption from CFTC registration. In March 2014, a jury convicted Bloom of 18 counts of wire fraud. About Sentinel Management Based in Northbrook, Illinois, Sentinel Management Group Inc. -- http://www.sentinelmgi.com/-- was a full service firm offering a variety of security solutions. The Company filed a voluntary Chapter 11 petition (Bankr. N.D. Ill. Case No. 07-14987) on Aug. 17, 2007. Ronald Barliant, Esq., Randall Klein, Esq., and Kathryn A. Pamenter, Esq., at Goldberg, Kohn, Bell & Black Rosenbloom & Moritz, Ltd., represented the Debtor. Lawyers at Quinn, Emanuel Urquhart Oliver & Hedges, LLP, represented the Official Committee of Unsecured Creditors. When the Debtor sought bankruptcy protection, it estimated assets and debts of more than $100 million. On Aug. 28, 2007, the Court approved Frederick Grede as the Debtor's Chapter 11 Trustee. Marc I. Fenton, Esq., at DLA Piper US LLP, and Vincent E. Lazar, Esq., at Jenner & Block LLP, represent the Chapter 11 Trustee. The Court confirmed the Fourth Amended Chapter 11 Plan of Liquidation for Sentinel on Dec. 15, 2008, which created a Liquidation Trust. The Plan became effective Dec. 17, 2008, and Mr. Grede was appointed Liquidation Trustee. SERTA SIMMONS: S&P Affirms 'B' CCR, Outlook Stable -------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Atlanta-based Serta Simmons Bedding LLC. The outlook is stable. S&P raised its senior secured issue-level rating to 'BB-' from 'B+' and revising its recovery rating to '1', indicating S&P's expectations for very high (90% to 100%) recovery in the event of a payment default, from '2'. The raised ratings reflect the company's overall debt reduction. S&P also affirmed its 'CCC+' issue-level rating on the company's $650 million senior unsecured notes due 2020. The recovery rating remains '6', indicating S&P's expectations for negligible (0% to 10%) recovery in the event of a payment default. "The corporate credit rating affirmation reflects our belief that Serta Simmons' operating performance will continue to improve with volume growth and favorable mix in primarily its Serta segment from new product introductions," said Standard & Poor's credit analyst Bea Chiem. S&P estimates the company's adjusted debt was approximately $2 billion as of Sept. 26, 2015. SOLAR POWER: Incurs $30.9 Million Net Loss in Third Quarter ----------------------------------------------------------- Solar Power, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $30.95 million on $47.3 million of total net sales for the three months ended Sept. 30, 2015, compared to a net loss of $8.28 million on $22.6 million of total net sales for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $82.6 million on $107 million of total net sales compared to a net loss of $10.5 million on $32.6 million of total net sales for the same period a year ago. As of Sept. 30, 2015, the Company had $727 million in total assets, $431 million in total liabilities and $296 million in total equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/KV8p5P About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. Solar Power reported a net loss of $5.19 million in 2014, a net loss of $32.2 million in 2013 and a net loss of $25.4 million in 2012. SORENSON COMMUNICATIONS: S&P Affirms 'CCC+' CCR, Outlook Positive ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its rating outlook on Salt Lake City-based video relay services (VRS) provider Sorenson Communications Inc. to positive from negative. At the same time, S&P affirmed its 'CCC+' corporate credit rating on the company. In addition, S&P affirmed its 'CCC+' issue-level rating on the company's $550 million senior secured first-lien term loan due 2020. The '3' recovery rating is unchanged, indicating S&P's expectation for meaningful recovery (50%-70%; lower half of the range) of principal in the event of a payment default. "The outlook revision reflects the potential for an upgrade over the next 12 months if Sorenson can continue to grow its CaptionCall business at current rates, maintain 'adequate' liquidity, and improve its discretionary cash flow generation," said Standard & Poor's credit analyst Elton Cerda. The positive rating outlook reflects S&P's expectation that Sorenson will maintain "adequate" liquidity over the next 12 months and continue to grow its CaptionCall business to potentially offset declining rates in VRS. S&P would consider an upgrade if it become convince that growth at CaptionCall will offset most of the decline in the VRS segment, and Sorenson will be able to generate discretionary cash flow beyond 2017. Additionally, S&P could raise the rating if the company refinances some of its debt with better rates and negotiates a reimbursement rate with the FCC that allows it to grow EBITDA and generate sustainable positive discretionary cash flow to maintain its adjusted debt leverage at about 5x. S&P could lower the rating if further regulatory action results in more stringent rate reductions in the company's VRS or CaptionCall business. S&P could also lower the rating if the company experiences a sudden and dramatic attrition in its core customer base that leads to a discretionary cash flow deficit. This scenario could occur as a result of increased competition from other VRS providers. SOUTHEASTHEALTH: Fitch Keeps B 2007 Bonds Rating on Watch Evolving ------------------------------------------------------------------ Fitch Ratings has maintained the Rating Watch Evolving on these Cape Girardeau County Industrial Development Authority bonds issued on behalf of Southeast Missouri Hospital Association (d/b/a SoutheastHealth): -- $90.5 million hospital revenue bonds, series 2007, currently rated 'B'. Rating Watch Evolving indicates that the rating may be raised, lowered or affirmed. SoutheastHealth has $60 million in direct placement debt (series 2013) with Regions Bank which Fitch does not rate. SECURITY The bonds are secured by a pledge of security interest in the unrestricted receivables of Southeast Missouri Hospital Association, with additional security provided by a debt service reserve fund. KEY RATING DRIVERS POSSIBLE DEBT ACCELERATION: SoutheastHealth remains in violation of its debt service coverage covenant, which constitutes an event of default per the bank documents granting the bank the right to accelerate the debt. If the bank accelerates the series 2013 bonds, it would trigger a cross-default to the series 2007 bonds, and would result in further negative rating pressure. SoutheastHealth is currently working to obtain a waiver from the bank, which is expected within the next several months. EVIDENCE OF OPERATING IMPROVEMENT: Through the nine-month interim period ended Sept. 30, 2015, SoutheastHealth has maintained a solid 9.5% EBITDA margin and 3.2x coverage by same, with steady results expected through year end. RATING SENSITIVITIES WAIVER RESOLUTION: The failure of SoutheastHealth to obtain a waiver of its debt service coverage covenant violation that results in the acceleration of the 2013 bonds and a cross-default to the series 2007 bonds would prompt negative rating pressure. SUSTAINED IMPROVEMENTS: Assuming the execution of an acceptable waiver of default and resolution of its covenant violation, upward rating movement is likely should SoutheastHealth sustain improved operating results through fiscal 2015. CREDIT PROFILE Located in Cape Girardeau, MO (approximately 100 miles south of St. Louis), SoutheastHealth includes an acute care hospital with 230 staffed beds, three regional acute care facilities with a total of 94 staffed beds, home health, hospice, a new cancer center, and various other ambulatory sites and services across the Southeast Missouri region. In 2014 (unaudited; Dec. 31 year end), SoutheastHealth reported total revenues of $290.8 million. DEBT PROFILE Total debt equals approximately $157 million, including the $60 million in series 2013 direct placement debt. SoutheastHealth obtained a waiver from the bank related to the fiscal 2013 covenant violations. SoutheastHealth has approximately $27.6 million of project funds remaining from the series 2013 direct placement (trustee held funds), which will only be released upon certain conditions set forth in the waiver with the bank related to the fiscal 2013 covenant violations. DISCLOSURE SoutheastHealth covenants to disclose annual audited financial statements within 120 days after the end of the fiscal year and quarterly financial and operating information within 90 days at the end of each quarter. SoutheastHealth disseminates this information including a balance sheet, income statement, cash flow statement and utilization statistics through the Municipal Securities Rulemaking Board EMMA website. SoutheastHealth has a history of delayed disclosure, which is the case for the fiscal 2014, 2013, and 2012 audited results. SPANISH BROADCASTING: Incurs $7.69 Million Net Loss in 3rd Quarter ------------------------------------------------------------------ Spanish Broadcasting System, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $7.69 million on $36.4 million of net revenue for the three months ended Sept. 30, 2015, compared to a net loss of $4.66 million on $36.3 million of net revenue for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $19.9 million on $107 million of net revenue compared to a net loss of $14.0 million on $110 million of net revenue for the same period a year ago. As of Sept. 30, 2015, the Company had $457 million in total assets, $551 million in total liabilities and a total stockholders' deficit of $94.0 million. "We made solid progress in building-out our AIRE Radio Network platform and expanding our digital assets during the third quarter," commented Raul Alarcon, Jr., Chairman and CEO. "We are leveraging our strong station brands and multi-media assets to attract a growing mix of advertising partners who wish to connect with the rapidly growing Latino population. Looking ahead, we remain focused on supporting our leading stations in the nation's top-ten markets, while continuing to strategically invest in our network and mobile distribution channels, with the goal of further increasing our audience and expanding our share of advertising dollars." A full-text copy of the Form 10-Q is available for free at: http://is.gd/3ZcKpo About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. Spanish Broadcasting reported a net loss of $20.0 million on $146 million of net revenue for the year ended Dec. 31, 2014, compared with a net loss of $88.6 million on $154 million of net revenue in 2013. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. SPENDSMART NETWORKS: Incurs $2.81 Million Net Loss in 3rd Quarter ----------------------------------------------------------------- Spendsmart Networks, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.81 million on $1.19 million of total revenues for the three months ended Sept. 30, 2015, compared to a net loss of $2.38 million on $1.18 million of total revenues for the same period last year. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $5.05 million on $5.29 million of total revenues compared to a net loss of $8.17 million on $2.86 million of total revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $8.52 million in total assets, $4.48 million in total liabilities and $4.04 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/aPaCD1 About SpendSmart Networks SpendSmart Networks, Inc., provides proprietary loyalty systems and a suite of digital engagement and marketing services that help local merchants build relationships with consumers and drive revenues. These services are implemented and supported by a vast network of certified digital marketing specialists, aka "Certified Masterminds," who drive revenue and consumer relationships for merchants via loyalty programs, mobile marketing, mobile commerce and financial tools, such as prepaid card and reward systems. We enter into licensing agreements for our proprietary loyalty marketing solution with "Certified Masterminds" which sell and support the technology in their respective markets. The Company's products aim to make Consumers' dollars go further when they spend it with merchants in the SpendSmart network of merchants, as they receive exclusive deals, earn rewards and ultimately build a connection with their favorite merchants. SpendSmart Networks incurred a net loss of $12.2 million on $4.03 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $14.09 million on $0 of total revenues for the year ended Dec. 31, 2013. EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring net losses since inception and has yet to establish a profitable operation. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern. SPIRIT REALTY: S&P Raises CCR to 'BB+', Outlook Positive -------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Scottsdale, Ariz.-based Spirit Realty Capital Inc. to 'BB+' from 'BB'. The outlook is positive. "The upgrade primarily reflects Spirit Realty Capital's (Spirit) continued efforts related to deleveraging the balance sheet and reducing exposure to its largest tenant, Shopko. We expect the credit metrics to continue improving over the next couple of years, as we think Spirit will fund acquisitions largely with asset sales and supplemented by equity issuance," said credit analyst Michael Souers. "We could raise the corporate credit rating by one notch to investment grade within the next 12 months if operating results remain consistent and the company continues to steadily unencumber its asset base while also addressing its debt maturity towers in 2016 and 2017." The positive outlook reflects S&P's view that the company's same-store portfolio will perform steadily and that a fairly aggressive appetite for investment growth will be funded primarily with asset sales and equity issuance. S&P projects debt to EBITDA will decline to the high-6x area, with FCC rising to the high-2x area over the next year. S&P could raise the rating to investment grade if the company successfully navigates the Haggen bankruptcy (which affects 20 of Spirit's properties) without suffering notable deterioration to its operating metrics. In addition, S&P would need to see the company continue to unencumber its asset base with a plan to address upcoming debt maturities, while also maintaining its strategy of funding additional acquisitions on a leverage-neutral basis. S&P could revise the outlook back to stable if the company's operating performance weakens or if Spirit invests using more debt financing than S&P expects, such that debt to EBITDA rises back above 7.0x or FCC falls back below 2.3x on a sustained basis. TAXACT INC: S&P Assigns 'BB-' Issuer Credit Rating -------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' issuer credit ratings on TaxACT Inc. and HD Vest Inc. (HDV). The outlook on the ratings is stable. At the same time, S&P assigned its 'BB-' issue rating and '3' recovery rating--indicating its expectation for 50%-70% recovery for lenders in the event of a payment default (upper half of the range)--on the senior secured debt the companies are co-issuing. "Our ratings on TaxACT and HDV reflect the companies' aggressive leverage and fair market position in a competitive landscape," said Standard & Poor's credit analyst Robert Hoban. "We view their relatively stable profits, product diversification, and adequate liquidity as countervailing strengths to the rating." TaxACT is the third-largest online tax preparation service provider with good profit margins. Customer retention is in the mid-70%, which S&P believes provides some stability to earnings. HDV is a relatively small retail brokerage and investment adviser serving independent financial advisers who are also tax professionals. Despite its relatively small market position, S&P believes its leadership in the more stable tax adviser niche boosts its financial adviser loyalty and pricing power. Recurring fees account for just over 75% of HDV's revenue. S&P considers TaxACT and HDV's combined financial risk profile to be "aggressive" based on S&P's expectation that debt to adjusted EBITDA will be 3.75x-4.3x over the next couple years. S&P expects the companies to pay down the $400 million term loan through the stated excess cash-flow sweep. S&P expects modest earning's growth for both firms. The stable outlook reflects S&P's expectation that integration will not be an issue. Further, it reflects S&P's view that TaxACT and HDV have relatively stable businesses, and their stable and diverse cash flows should allow the firms to gradually pay down debt to improve leverage. Over the next year, S&P could lower the rating if earnings deteriorate and it expects debt to EBITDA to rise above 5x, or if liquidity deteriorates. S&P could also lower the rating if the company's market position faces increased pressure for industry participants. More specifically, S&P could lower the rating if HDV's client assets substantially decline, or if TaxACT sees a meaningful decline in customer activity. S&P believes an upgrade is unlikely over the next 12 months. Over the longer term, S&P could raise the ratings if leverage, measured as debt to EBITDA, were to approach 3x while the company maintains adequate contingent liquidity. TELESIS CENTER: S&P Lowers 2013 Bonds' Rating to 'B' ---------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on Florence Industrial Development Authority Inc., Ariz.'s (Telesis Prep Academy project) series 2013 educational revenue bonds, issued for Telesis Center for Learning Inc., three notches to 'B' from 'BB'. The outlook is stable. "The downgrade reflects our opinion of Telesis' volatile enrollment, which -- contrary to growth expectations -- resulted in a 5% decline in fall 2015. This was accompanied by large cash declines as a result of operating deficits and higher expenses," said Standard & Poor's credit analyst Stephanie Wang. "The school also engaged in short-term borrowing in fiscal 2015 to manage cash flow, a step we view negatively. Maximum annual debt service (MADS) coverage remains below 1.0x, which we consider weak. In our opinion, the school's financial metrics are no longer commensurate with a 'BB' rating." The downgrade also incorporates the ratings service's view of inherent risk associated with uncertain future enrollment, the potential for heightened financial pressure if enrollment does not improve, and the risk of debt refinancing in 2019. "We would consider a lower rating or negative outlook if enrollment declines from its current level, operations weaken such that lower MADS coverage results, cash further deteriorates from its current level with continued reliance on short-term financing, or any issue involving the charter renewal arises," Ms. Wang added. "We would consider a higher rating highly unlikely within the one-year outlook period due to the declining enrollment and weak financials." Telesis operates two schools -- Telesis Preparatory and Telesis Preparatory Academy, serving kindergarten through 12th grade students -- under one charter agreement. These schools share a single campus in Lake Havasu City, Ariz., about 150 miles south of Las Vegas. TEMPEL STEEL: S&P Withdraws 'CCC+' Corp. Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'CCC+' corporate credit and issue-level ratings on Tempel Steel Company. The outlook is stable. S&P subsequently withdrew the ratings on Tempel Steel at the company's request. The rating actions follow the redemption of Tempel Steel's $126 million senior secured notes due August 2016 on Nov. 22, 2015. S&P is withdrawing the ratings in a separate action at the company's request. TERRAFORM AP: Moody's Lowers Rating on Sr. Sec. Debt to Ba3 ----------------------------------------------------------- Moody's Investor Service downgraded TerraForm AP Acquisition Holdings, LLC's rating on its senior secured debt to Ba3 from Ba2 and changed the outlook to negative. Issuer: TerraForm AP Acquisition Holdings, LLC Downgrades: Senior Secured Bank Credit Facility, Downgraded to Ba3 from Ba2 Outlook Actions: Outlook, Changed To Negative From Stable RATINGS RATIONALE TerraForm AP's downgrade to Ba3 from Ba2 incorporates our view that the diminished financial strength at TerraForm Power (TERP, not rated) and its subsidiary, TerraForm Power Operating, LLC's (TPO: B2, negative) greatly reduces the prospects for future sales by TerraForm AP to TERP under the call rights agreement. Asset sale proceeds under the call rights agreement were originally intended to rapidly pay down TerraForm AP's debt resulting in full debt repayment by the end of 2019. With the rapid debt pay down, consolidated financial metrics were expected to rise well above 10% FFO to debt and 1.6x debt service coverage ratio (DSCR) under the Moody's Case. Without any asset sales, which we now believe is the more appropriate scenario, proforma financial metrics at TerraForm AP are not expected to materially improve through at least 2020 and stay at around 6% FFO to Debt and 1.4x DSCR under the Moody's Case with around 60% of the debt outstanding at maturity. The negative outlook incorporates the family contagion that exist among TPO, TERP, and its parent, SunEdison, Inc (SUNE, not rated) driven in large part by liquidity concerns at SUNE which have impacted the credit quality at its subsidiaries, TERP and TPO. In that vein, Moody's downgraded TPO's Corporate Family Rating (CFR) to B2 from Ba3 based upon the significant credit deterioration at SUNE and the interlocking relationships across the SUNE family. TerraForm AP is exposed to contagion risks associated with two these entities since SUNE indirectly owns 100% of TerraForm AP's common equity and the project has contractual links with them. In addition to the call rights agreement that provided TERP the option to purchase assets from TerraForm AP, SUNE affiliates provide asset management and non-turbine operations and maintenance and services for TerraForm AP's assets. That said, Moody's recognizes third party preferred equity holders (PREPP) have invested $150 million in TerraForm AP that provide significant ring fencing like protections since these third party equity investors must approve of major actions like a bankruptcy filing of TerraForm AP. Without the PREPP investors providing ring fencing like protections, TerraForm AP's ratings would likely be lower. The rating could be downgraded further if severe credit deterioration at TERP, TPO, or SUNE gives rise to an increased prospect that TerraForm AP's ring fencing like features will be challenged, altered, or not work as expected. The rating could also be downgraded if TerraForm AP incurs substantial operating issues or has financial metrics lower than expected. TerraForm AP's outlook could stabilize if TPO and SUNE's credit quality stabilizes. The outlook could also stabilize if additional comfort is gained that the ring fencing like protections work as anticipated and TerraForm AP demonstrates financial and operating performance according to expectations. The principal methodology used in these ratings was Power Generation Projects published in December 2012. TerraForm AP owns a 521 MW portfolio of operating wind power plants. The portfolio includes interests in the 120 MW (100% ownership) Meadow Creek, 80 MW (50%, 40 MW) Rockland Wind, 183 MW (27.6%, 50 MW) Idaho Wind and 125 MW (12.5%, 16 MW) Goshen projects in Idaho and the 298 MW (99%, 295 MW) Canadian Hills project in Oklahoma. Output from the projects have been fully contracted with investment grade utilities with a remaining average term of about 18 years. TERVITA CORP: Moody's Lowers CFR to Caa2, Outlook Negative ---------------------------------------------------------- Moody's Investors Service downgraded Tervita Corporation's Corporate Family Rating to Caa2 from Caa1, Probability of Default Rating to Caa2-PD from Caa1-PD, senior secured term loan rating to Caa1 from B3, senior secured notes rating to Caa1 from B3, and the senior unsecured notes rating to Caa3 from Caa2. The first lien senior secured revolver rating was affirmed at B1. The outlook was changed to negative from stable. Moody's withdrew the SGL rating. "The downgrade reflects the expected decline in Tervita's EBITDA that will lead to leverage of 15x in 2016," said Paresh Chari, Moody's Analyst. "Tervita's capital structure is untenable in this weak commodity price environment." Downgrades: Issuer: Tervita Corporation Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD Corporate Family Rating, Downgraded to Caa2 from Caa1 Senior Secured Bank Credit Facility, Downgraded to Caa1(LGD3) from B3(LGD3) Senior Secured Regular Bond/Debenture, Downgraded to Caa1(LGD3) from B3(LGD3) Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3(LGD5) from Caa2(LGD5) Affirmations: Issuer: Tervita Corporation Senior Secured Bank Credit Facility, Affirmed B1(LGD1) Outlook Actions: Issuer: Tervita Corporation Outlook, Changed To Negative From Stable Withdrawals: Issuer: Tervita Corporation Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-3 RATINGS RATIONALE Tervita's Caa2 CFR is driven by its high and weakening leverage (debt to EBITDA of 15x expected in 2016), low EBITDA to interest (0.7x), and weak liquidity as its oilfield waste management business is adversely affected by depressed oil and gas prices, reducing production volumes and lower drilling/completion activities. Tervita's capital structure is untenable without significant earnings growth or debt reduction, which Moody's views as unlikely given the weak commodity price environment. Moody's expects that Tervita will likely restructure its debt in the near term to improve its credit metrics. Moody's expects Tervita's liquidity will be weak through 2016. As of Sept. 30, 2015, Tervita had C$101 million of cash and C$253 million available (after C$97 million of letters of credit) under its C$350 million revolving credit facility that matures in Feb. 2018. Moody's expects the company will have about C$260 million of negative cash flow in the 15 months to December 2016. Tervita is likely to breach its sole financial covenant (senior secured debt to EBITDA of less than 5.75x) in the second half of 2016. Alternate liquidity is limited by the significant security interest in the company's assets. Tervita has no material debt maturities until 2018, when most its debt comes due. In accordance with Moody's Loss Given Default (LGD) Methodology, the C$350 senior secured first lien revolver is rated B1, four notches above the Caa2 CFR. The US$750 million senior secured term loan, US$650 senior secured notes, and C$200 senior secured notes, which rank pari passu, are rated Caa1, one notch above the Caa2 CFR, reflecting the loss absorption cushion provided by the lower ranking unsecured notes and subordinated notes. The US$335 million and US$290 million senior unsecured notes are rated Caa3, one notch below the CFR. The negative outlook reflects our view of the untenable capital structure and the company's weak liquidity position. The Caa2 rating could be downgraded if liquidity deteriorates further or if Moody's believes that a debt default is likely in the very near term. The Caa2 rating could be upgraded if debt to EBITDA is sustained below 8x, interest coverage above 1x, and the company's liquidity improves. Tervita is a privately-owned Calgary, Alberta-based oilfield waste management service provider. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in December 2014. TIBCO SOFTWARE: S&P Affirms 'B-' CCR, Outlook Stable ---------------------------------------------------- Standard & Poor's affirmed its 'B-' corporate credit rating on Palo Alto, Calif.-based TIBCO Software Inc. The outlook is stable. At the same time, S&P affirmed its 'B-' issue-level rating on the company's senior secured term loan and revolving credit facility, and its 'CCC' issue-level rating on its unsecured notes. S&P's '3' recovery rating on the secured instruments (50% to 70% recovery in the event of a payment default; in the lower half of the range) and S&P's '6' recovery rating on the notes are unchanged. "The stable outlook reflects our view that cost saving opportunities, modest revenue growth, and adequate liquidity will allow the company to meet its debt service obligations in 2016," said Standard & Poor's credit analyst Christian Frank. TORQUED-UP ENERGY: Hires Simmons and Company as Sales Agent ----------------------------------------------------------- Torqued-Up Energy Services, Inc., filed an application with the Bankruptcy Court to employ Simmons and Company International to market and sell approximately 345 pieces of rolling stock and other specialized oil and gas related equipment. Contemporaneous with the filing of the bankruptcy petition, the Debtor is proposing to sell substantially all of its equipment and other operating assets. "Simmons and Company International is an experienced and respected firm which deals in the marketing and sales of the type of equipment," says Patrick Kelley, Esq. at Ireland, Carroll & Kelley, P.C., attorney for the Debtor. "Further, Simmons is well familiar with the particular equipment seeking to be sold by Debtor inasmuch as it has engaged in sales efforts for this Debtor and for this equipment for a substantial time period preceding the filing of this bankruptcy," he adds. Subject to approval of the Bankruptcy Court, Simmons agrees to perform the above-described duties at a reduced commission rate of $150,000, or 1.5% of the gross sales price, payable at closing and funding of the sale, whichever is greater. The agreement is an exclusive listing agreement during the time period granted by the Court for interested buyers to propose Qualifying Bids and any auction of the equipment. Although Simmons has performed similar services for Debtor in the past, Simmons asserts no claim for those prepetition services, expressly waiving same and agrees that its sole compensation from Debtor will be that compensation which is set forth in this Application. To the best of Debtor's knowledge, Simmons has no adverse interest to the estate and to the secured creditors thereof and are disinterested within the meaning of that term under the Bankruptcy Code. About Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Arctic and Enterprises, while non-operating, are guarantors on TUES debt to the senior secured lenders and have pledged assets to secure that debt. As of Oct. 9, 2015, the Company had on hand the sum of approximately $1.2 million in cash. The Debtor also owns approximately $3 million in outstanding accounts receivables of which approximately $1.5 million is collectible. The Company's other non-insider, third-party debt is approximately $1.5 million as of Oct. 9, 2015, consisting largely of approximately 41 capital leases. The Company has unsecured subordinated debt which has been advanced by one or more equity owners over time. That sub-debt is contractually subordinated to the secured debt of the Banks and as of Oct. 9, 2015, totals in the amount of $32.5 million. No interest or other payments have been made on the sub-debt. TORQUED-UP ENERGY: Section 341 Meeting Scheduled for Jan. 6 ----------------------------------------------------------- A meeting of creditors in the bankruptcy case of Torqued-Up Energy Services, Inc. will be held on Jan. 6, 2016, at 10:00 a.m. at Plaza Tower (341). 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 Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Proofs of claim are due by April 6, 2016. Government proofs of claim are due by May 24, 2016. TORQUED-UP ENERGY: Seeks Administrative Consolidation of Cases -------------------------------------------------------------- Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC ask the bankruptcy court to enter an order directing the consolidation of their cases under case styled, In Re: Torqued-Up Energy Services, Inc., Case No. 60796, for administrative purposes. The Debtors relate they are "affiliates" as that term is defined in Section 101(2) of the Bankruptcy Code in that TUES owns 100% of the equity interests in Cougar and LLC. Each of the entities operate from the same location using the same office equipment and records. The assets of Cougar and LLC are pledged to the secured lender of TUES. Neither Cougar nor LLC have independent operations but may possibly have one or more creditors which are not creditors of TUES. About Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Arctic and Enterprises, while non-operating, are guarantors on TUES debt to the senior secured lenders and have pledged assets to secure that debt. As of Oct. 9, 2015, the Company had on hand the sum of approximately $1.2 million in cash. The Debtor also owns approximately $3 million in outstanding accounts receivables of which approximately $1.5 million is collectible. The Company's other non-insider, third-party debt is approximately $1.5 million as of Oct. 9, 2015, consisting largely of approximately 41 capital leases. The Company has unsecured subordinated debt which has been advanced by one or more equity owners over time. That sub-debt is contractually subordinated to the secured debt of the Banks and as of Oct. 9, 2015, totals in the amount of $32.5 million. No interest or other payments have been made on the sub-debt. TORQUED-UP ENERGY: Seeks Permission to Continue Using Credit Card ----------------------------------------------------------------- Torqued-Up Energy Services, Inc. is asking authority from the bankruptcy court to continue utilizing its credit card and to incur the debt associated therewith. The credit card is issued by Wells Fargo Bank, one of Debtor's primary secured creditors where the Debtor maintains most of its bank accounts. "[The] Debtor cannot operate its business... without the ability of its employees to travel to and from job sites and without the use of a credit card..." according to Jason R. Searcy, Esq., at Searcy & Searcy, P.C., counsel for the Debtor. "By using the credit card, Debtor can monitor and manage such expenses in an efficient manner," he adds. The Debtor will have a balance due and owing on the credit card as of the Petition Date through the use of the credit card and may have charges incurred in the field not yet reflected in the balance shown. In order to maintain the use of the cards, the Debtor seeks authority for Wells Fargo Bank to continue its pre-petition process and debit the Debtor's accounts to pay the balance due on the credit card. About Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Arctic and Enterprises, while non-operating, are guarantors on TUES debt to the senior secured lenders and have pledged assets to secure that debt. As of Oct. 9, 2015, the Company had on hand the sum of approximately $1.2 million in cash. The Debtor also owns approximately $3 million in outstanding accounts receivables of which approximately $1.5 million is collectible. The Company's other non-insider, third-party debt is approximately $1.5 million as of Oct. 9, 2015, consisting largely of approximately 41 capital leases. The Company has unsecured subordinated debt which has been advanced by one or more equity owners over time. That sub-debt is contractually subordinated to the secured debt of the Banks and as of Oct. 9, 2015, totals in the amount of $32.5 million. No interest or other payments have been made on the sub-debt. TORQUED-UP ENERGY: Taps Searcy & Searcy and Ireland Carroll ----------------------------------------------------------- Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-Up Enterprises, LLC seek permission from the Bankruptcy Court to employ the law firms of Searcy & Searcy, P.C. and Ireland, Carroll & Kelley, P.C., to, among other things, prepare and file the petitions, prepare and file all Schedules, Disclosure Statements, Plan of Reorganizations, determine the status of executory contracts, review claims, attend creditors' meeting, respond to and appear at motions on contested matters and any further actions that may arise. The customary hourly billing rates of the law firm of Searcy & Searcy, P.C. are $450.00 for services rendered by Jason R. Searcy as a senior attorney; $275.00 for services rendered by Joshua P. Searcy as partner and associate attorney; $200.00 for services rendered by Callan C. Searcy as associate attorney; and $125.00 for paraprofessionals. The normal hourly billing rates of the law firm of Ireland, Carroll & Kelley, P.C. are $450.00 for services rendered by Pat Kelley; and $125.00 for paraprofessionals. The law firms of Searcy & Searcy, P.C. and Ireland, Carroll & Kelley, P.C. will file applications for approval of their fees and expenses. The Debtors paid a pre-petition retainer in the amount of $177,402. This amount is held in trust at the law firm of Searcy & Searcy, P.C. pending future approval of fees and expenses by the Bankruptcy Court. The Debtors believe that the law firms of Searcy & Searcy, P.C. and Ireland, Carroll & Kelley, P.C., its members and associates, do not hold or represent any interest adverse to that of the Debtors' estates; and that the law firms are disinterested parties within the meaning of Section 101(14) of the Bankruptcy Code with respect to the services for which said firms are being sought to be hired. About Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Arctic and Enterprises, while non-operating, are guarantors on TUES debt to the senior secured lenders and have pledged assets to secure that debt. As of Oct. 9, 2015, the Company had on hand the sum of approximately $1.2 million in cash. The Debtor also owns approximately $3 million in outstanding accounts receivables of which approximately $1.5 million is collectible. The Company's other non-insider, third-party debt is approximately $1.5 million as of Oct. 9, 2015, consisting largely of approximately 41 capital leases. The Company has unsecured subordinated debt which has been advanced by one or more equity owners over time. That sub-debt is contractually subordinated to the secured debt of the Banks and as of Oct. 9, 2015, totals in the amount of $32.5 million. No interest or other payments have been made on the sub-debt. TORQUED-UP ENERGY: Wants to Use Lenders' Cash Collateral -------------------------------------------------------- Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation d/b/a Cougar Pressure Control and Torqued-Up Enterprises LLC seek permission from the bankruptcy court to use cash collateral in which Amegy Bank National Association, as, among other things, administrative agent, and the lenders, including Wells Fargo Bank, National Association, assert a security interest. Pursuant to prepetition loan documents, the Debtors are indebted to the Administrative Agent and Lenders approximately $12,261,882, plus accrued and unpaid interest, fees, and expenses, as of the Petition Date The Debtors seek to grant adequate protection to the Banks for any diminution of the value of the Pre-Petition Collateral as a result of the use of Cash Collateral and the imposition of the automatic stay through, among other things, the issuance of adequate protection liens in favor of the Banks. "The relief requested herein is necessary to prevent immediate and irreparable harm to the Debtor's Chapter 11 estate and should provide sufficient funds, on an interim basis, to permit the Companies to satisfy their payroll and other direct operating expenses as is necessary to wind down the business and sell assets," says Patrick Kelley, Esq., at Ireland, Carroll & Kelley, P.C., attorney for the Debtor. The Debtors request approval for interim use of Cash Collateral through Dec. 18, 2015, and thereafter on a permanent basis. Prior to filing the Motion, the Debtors sought and obtained consent to use Cash Collateral of the Lenders. The Debtors estimate that, as of the Petition date, they have cash deposits in various bank accounts totaling approximately $900,000 and hold collectible receivables of approximately $1,200,000. "The Company has no material source of income other than from its operations and the collections of its accounts receivable. At the present time an immediate and critical need exists for the Company to be permitted access to funds in order to continue the operation of its business, to pay its employees, and to protect its ability to maximize the value of its assets in accordance with Chapter 11 of the Bankruptcy Code," Mr. Kelley tells the Court. "Without the use of Cash Collateral, significant losses will result to the Debtor's estate and its creditors," he adds. About Torqued-Up Energy Torqued-Up Energy Services, Inc., Arctic Acquisition Corporation and Torqued-up Enterprises, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 15-60796, 15-60798, and 15-60799, respectively) on Nov. 24, 2015. The petition was signed by Kelly W. Prentiss as CEO. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Ireland, Carroll, & Kelley and Searcy & Searcy, P.C. serve as the Debtors' counsel. Judge Bill Parker has been assigned the case. Arctic and Enterprises, while non-operating, are guarantors on TUES debt to the senior secured lenders and have pledged assets to secure that debt. As of Oct. 9, 2015, the Company had on hand the sum of approximately $1.2 million in cash. The Debtor also owns approximately $3 million in outstanding accounts receivables of which approximately $1.5 million is collectible. The Company's other non-insider, third-party debt is approximately $1.5 million as of Oct. 9, 2015, consisting largely of approximately 41 capital leases. The Company has unsecured subordinated debt which has been advanced by one or more equity owners over time. That sub-debt is contractually subordinated to the secured debt of the Banks and as of Oct. 9, 2015, totals in the amount of $32.5 million. No interest or other payments have been made on the sub-debt. TRAFALGAR POWER: Suit vs. Algonquin, et al., Dismissed ------------------------------------------------------ In a Memorandum-Decision and Order dated November 12, 2015, which is available at http://is.gd/mzgePWfrom Leagle.com, Judge Diane Davis of the United States Bankruptcy Court for the Northern District of New York denied Trafalgar Power, Inc., et al's Partial Summary Judgment Motion, granted Algonquin Power Corporation, et al.'s Summary Judgment Motion, and dismissed the Adversary Complaint on its merits. The Debtors seek partial summary judgment granting in part their Objection to the Allowance of Certain Claims wherein the Debtors seek assorted relief including, but not limited to, recoupment against Claim Numbers 5 and 7 filed by Algonquin Power Income Fund in the Trafalgar Power bankruptcy case and the Christine Falls bankruptcy case, respectively, in the principal amount of $18,821,496, plus interest, costs, expenses, and attorneys' fees. Algonquin seeks summary judgment dismissing the Debtors' and Marina's remaining causes of action against it in their adversary proceedings to recover allegedly fraudulent transfers and to equitably subordinate the Algonquin Claims. The adversary proceeding is In re: CHRISTINE FALLS OF NEW YORK, INC., Chapter 11 Case, Debtor. In re: TRAFALGAR POWER, INC., Chapter 11 Case, Debtor. MARINA DEVELOPMENT, INC., TRAFALGAR POWER, INC., CHRISTINE FALLS OF NEW YORK, INC., FRANKLIN INDUSTRIAL COMPLEX, INC., and PINE RUN OF VIRGINIA, INC., Plaintiffs, v. ALGONQUIN POWER CORPORATION, INC., ALGONQUIN POWER SYSTEMS, INC., ALGONQUIN POWER FUND (CANADA), INC., ALGONQUIN POWER INCOME FUND, ALGONQUIN POWER SYSTEMS NEW HAMPSHIRE, INC., ALGONQUIN POWER (U.S. HOLDINGS), INC., AETNA LIFE INSURANCE COMPANY, CIT CREDIT GROUP, INC. f/k/a NEWCOURT CREDIT GROUP, INC. and CANADIAN INCOME PARTNERS 1 LIMITED PARTNERSHIP, Defendants. MARINA DEVELOPMENT, INC., TRAFALGAR POWER, INC., CHRISTINE FALLS OF NEW YORK, INC., FRANKLIN INDUSTRIAL COMPLEX, INC., and PINE RUN OF VIRGINIA, INC., Plaintiffs, v. ALGONQUIN POWER CORPORATION, INC., ALGONQUIN POWER SYSTEMS, INC., ALGONQUIN POWER FUND (CANADA), INC., ALGONQUIN POWER INCOME FUND, ALGONQUIN POWER SYSTEMS NEW HAMPSHIRE, INC., ALGONQUIN POWER (U.S. HOLDINGS), INC., AETNA LIFE INSURANCE COMPANY, CIT CREDIT GROUP, INC. f/k/a NEWCOURT CREDIT GROUP, INC. and CANADIAN INCOME PARTNERS 1 LIMITED PARTNERSHIP, Defendants, ADV. PRO. NO. 02-80005., 02-80008 (Bankr. N.D.N.Y.). The bankruptcy case is In re: FRANKLIN INDUSTRIAL COMPLEX, INC., Chapter 11 Case, Debtor, MAIN CASE NO. 01-67457 (Bankr. N.D.N.Y.). Trafalgar Power, Inc., Debtor, represented by David M. Capriotti, Esq. -- dcapriotti@harrisbeach.com -- Harris Beach PLLC, Kelly C. Griffith, Esq. -- kgriffith@harrisbeach.com -- Harris Beach PLLC, Camille Wolnik Hill, Esq. -- Hancock & Estabrook, LLP, Wendy A. Kinsella, Esq. -- wkinsella@harrisbeach.com -- Harris Beach PLLC, Kevin W. Tompsett, Esq. -- ktompsett@harrisbeach.com -- Harris Beach PLLC, Lee E. Woodard, Esq. -- lwoodard@harrisbeach.com -- Harris Beach PLLC. TRANS-LUX CORP: Reports Profitable Third Quarter ------------------------------------------------ Trans-Lux Corporation reported financial results for the quarter ended Sept. 30, 2015. Trans-Lux President and Chief Executive Officer J.M. Allain made the announcement. Trans-Lux Corporation announced a profitable third quarter with net income of $173,000 ($0.10 per share) and EBITDA of $897,000. This is a significant turnaround from the previous year's quarterly net loss of $407,000 (loss of $0.25 per share) and EBITDA of $433,000. The company reported revenues for the three months ended September 30, 2015 of $8.2 million, up from $6.1 million for the three months ended September 30, 2014. This was achieved on the back of strong growth in the company's digital display sales segment which recorded revenues of $7.3 million in 2015 compared to $4.9 million in 2014. "Sales are up, gross profit is up, and general and administrative expenses are lower; overall we are very pleased with our performance. Our success is attributed to the strength of our OEM program, which saw key installs in several major league and many amateur facilities. The company also continued to establish itself as a key player in the LED Lighting space, where we scored key wins with global supply agreements that show great promise for growth in the future," said J.M. Allain, president and CEO. "Key factors are all navigating the right way, and with our Rights Offering closing in the next two weeks, we are seeing a significant return on the use of working capital. The lack of cash during the past years severely hampered progress as it related to larger jobs. Our access to working capital is transforming our business," Mr. Allain added. About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. Trans-Lux Corporation incurred a net loss of $4.62 million on $24.4 million of total revenue for the year ended Dec. 31, 2014, compared with a net loss of $1.86 million on $20.9 million of total revenue for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $15.4 million in total assets, $18.6 million in total liabilities and a total stockholders' deficit of $3.24 million. BDO USA, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered recurring losses from operations and has a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the auditors said, the Company is in default of the indenture agreements governing its outstanding 9-1/2% Subordinated debentures which were due in 2012 and its 8-1/4% Limited convertible senior subordinated notes which were due in 2012 so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. TRANSGENOMIC INC: Incurs $7.63 Million Net Loss in Third Quarter ---------------------------------------------------------------- Transgenomic, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common stockholders of $7.63 million on $3.96 million of net sales for the three months ended Sept. 30, 2015, compared to a net loss available to common stockholders of $384,000 on $4.06 million of net sales for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported a net loss available to common stockholders of $14.6 million on $13.7 million of net sales compared to a net loss available to common stockholders of $8.98 million on $11.6 million of net sales for the same period last year. As of Sept. 30, 2015, the Company had $24.5 million in total assets, $17.7 million in total liabilities and $6.71 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/1htWKS About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. Ernst & Young LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. TRISTAR WELLNESS: Incurs $771K Net Loss in Third Quarter -------------------------------------------------------- Tristar Wellness Solutions, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $771,000 on $956,000 of sales revenue for the three months ended Sept. 30, 2015, compared to a net loss of $480,000 on $1.90 million of sales revenue for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $4.18 million on $2.88 million of sales revenue compared to a net loss of $5.98 million on $4.43 million of sales revenue for the same period during the prior year. As of Sept. 30, 2015, the Company had $2.82 million in total assets, $17.3 million in total liabilities and a total stockholders' deficit of $14.5 million. The Company said that during the nine months ended Sept. 30, 2015, and 2014, because of the Company's operating losses, it did not generate positive operating cash flows. The Company's cash and cash equivalents as of Sept. 30, 2015, was $336,000. Due to the Company's monthly cash burn rate, the Company has significant short term cash needs. According to the Company, it currently does not believe it will be able to satisfy its cash needs from its revenues for some time. The Company's management is exploring all strategic obtain additional liquidity and continue operating including a potential sale of the company. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ysc30S About TriStar Wellness TriStar Wellness Solutions, Inc., offers products and technologies in the areas of wound care, women's health and therapeutic skin care. The Company is based in Westport, Connecticut. TriStar Wellness reported a net loss of $8.87 million on $5.54 million of sales revenue for the year ended Dec. 31, 2014, compared to a net loss of $12.6 million on $3.77 million of sales revenue for the year ended Dec. 31, 2014. M&K CPAS, PLLC, in Houston, TX, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered reoccurring losses from operations, and has an accumulated deficit and working capital deficit as of Dec. 31, 2014. These conditions raise substantial doubt about its ability to continue as a going concern. TRUMP ENTERTAINMENT: Wants Court to Approve Increase in DIP Loan ---------------------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reported that Trump Entertainment Resorts on Nov. 19, 2015, asked a Delaware bankruptcy judge to sign off on modifications to its Chapter 11 financing that would increase the size of its bankruptcy loan by $12.6 million to cover the cost of paying Atlantic City property taxes due on its Taj Mahal casino. Trump Entertainment filed a motion seeking to modify its debtor-in-possession financing. The company wants the principal amount of its bankruptcy loan increased from $26.5 million to $39.1 million. About Trump Entertainment Based in Atlantic City, New Jersey, Trump Entertainment Resorts Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and operates three casino hotel properties in Atlantic City, New Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza Hotel and Casino, and Trump Marina Hotel Casino. The Company conducts gaming activities and provides customers with casino resort and entertainment. Donald Trump is a shareholder of the Company and, as its non- executive Chairman, is not involved in the daily operations of the Company. The Company is separate and distinct from Mr. Trump's privately held real estate and other holdings. Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other affiliates filed for Chapter 11 protection on Feb. 17, 2009 (Bankr. D. N.J. Lead Case No. 09-13654). The Company tapped Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP served as the Company's auditor and accountant and Lazard Freres & Co. LLC was the financial advisor. Garden City Group was the claims agent. The Company disclosed assets of $2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008. Trump Hotels & Casino Resorts, Inc., filed for Chapter 11 protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898 through 04-46925). Trump Hotels obtained the Court's confirmation of its Chapter 11 plan on April 5, 2005, and in May 2005, it exited from bankruptcy under the name Trump Entertainment Resorts Inc. UNITED AIRLINES: Retired Pilot Ordered to Return $17K Tax Refund ---------------------------------------------------------------- The United States of America brought an action against Walter A. Bates, a retired pilot from United Airlines, Inc., and his wife Sandra J. Bates, to recover, with interest, an erroneous refund of federal taxes paid to them. The United States District Court for the Middle District of Florida, Tampa Division, denied the Plaintiff's Motion for Summary Judgment and the Defendants' Motion to Dismiss, construed as a Motion for Summary Judgment. Thereafter, the Court conducted a bench trial on August 19, 2015. In an Opinion and Order dated November 20, 2015 which is available at http://is.gd/dzAG33from Leagle.com, Judge Charlene Edwards Honeywell of the United States District Court for the Middle District of Florida, Tampa Division, granted judgment in favor of the Plaintiff and against the Defendants in the amount of $17,742, plus pre-judgment interest from May 17, 2010. Judge Honeywell entered a corrected Opinion and Order dated November 23, 2015, a full-text copy of which is available at http://is.gd/7LWPzyfrom Leagle.com. The case is USA, Plaintiff, v. WALTER A. BATES and SANDRA J. BATES, Defendants, CASE NO. 8:12-CV-833-T-36TBM. USA, Plaintiff, represented by Michael W. May, US Department of Justice. Walter A. Bates, Defendant, Pro Se. Sandra J. Bates, Defendant, Pro Se. About UAL Corp. Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors before the Committee was dissolved when the Debtors emerged from bankruptcy. Judge Eugene R. Wedoff confirmed the Debtors' Second Amended Plan on Jan. 20, 2006. The company emerged from bankruptcy protection on Feb. 1, 2006. * * * The Troubled Company Reporter, on Aug. 24, 2014, reported that Standard & Poor's Ratings Services assigned its 'A- (sf)' rating to United Airlines Inc.'s series 2014-2 class A pass-through certificates (with an expected maturity of Sept. 3, 2026). At the same time, S&P assigned its 'BB+ (sf)' rating to the company's series 2014-2 class B pass-through certificates (with an expected maturity of Sept. 3, 2022). The TCR, on July 30, 2014, reported that S&P assigned its preliminary 'A-(sf)' rating to United Airlines Inc.'s series 2014- 2 class A pass-through certificates (with an expected maturity of Sept. 3, 2026). At the same time, S&P assigned its preliminary 'BB+ (sf)' rating to the company's series 2014-2 class B pass- through certificates (with an expected maturity of Sept. 3, 2022). On the same date, the TCR reported that Fitch Ratings assigned the following expected ratings to United Airlines' (UAL, rated 'B'; Outlook Positive by Fitch) proposed Pass Through Trusts Series 2014-2: (i) $823,071,000 Class A certificates due in September 2026 'A(EXP)'; and (ii) $238,418,000 Class B certificates due in September 2022 'BB+(EXP)'. The TCR, on July 29, 2014, reported that S&P assigned its 'BB-' issue rating and '1' recovery rating to United Airlines Inc.'s new $500 million senior secured term loan B due 2021. The '1' recovery rating indicates S&P's expectation for very high recovery (90%-100%) in a payment default scenario. At the same, the 'BB-' issue level rating and '1' recovery rating on the upsized $1.35 billion revolving credit facility due 2019 remain unchanged. On July 28, 2014, the TCR reported that Moody's Investors Service assigned a Ba2 rating to the $500 million incremental term loan facility due 2021 that United Airlines, Inc. ("United") announced it plans to arrange. The Corporate Family rating of UAL is B2. UNITED BANCSHARES: Delays Q3 Form 10-Q Filing --------------------------------------------- United Bancshares, Inc., notified the Securities and Exchange Commission it was unable to file the its quarterly report on Form 10-Q for the period ended Sept. 30, 2015, in a timely manner because the Company is still in the process of completing its financial statements. About United Bancshares Located in Philadelphia, Pennsylvania, United Bancshares, Inc., is an African American controlled and managed bank holding company for United Bank of Philadelphia, a commercial bank chartered in 1992 by the Commonwealth of Pennsylvania, Department of Banking. United Bancshares reported a net loss of $343,000 on $2.90 million of total interest income for the year ended Dec. 31, 2014, compared with a net loss of $669,000 on $2.90 million of total interest income for the year ended Dec. 31, 2013. McGladrey LLP, in Blue Bell, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, noting that the Company's regulatory capital amounts and ratios are below the required levels stipulated with Consent Orders between the Company and its regulators under the regulatory framework for prompt corrective action. Failure to meet the capital requirements exposes the Company to regulatory sanctions that may include restrictions on operations and growth, mandatory asset disposition, and seizure of the Company. These matters raise substantial doubt about the ability of the Company to continue as a going concern. UPPER IOWA UNIV.: Fitch Affirms 'BB' Rating on $64.6MM Rev. Bonds ----------------------------------------------------------------- Fitch Ratings has affirmed its 'BB' rating on $64.6 million private college facility (PCF) revenue bonds, series 2010 and 2012, issued by the Iowa Higher Education Loan Authority (IHELA) on behalf of Upper Iowa University (UIU). The Rating Outlook is Stable. SECURITY The series 2010 and 2012 bonds are general obligations of the university, payable from all legally available resources. The 2012 bonds are further secured by a first mortgage lien on five campus buildings. Both issues have a debt service reserve. KEY RATING DRIVERS OPERATING IMPROVEMENT SUPPORTS RATING: Continued operating improvement, largely driven by expense controls, resulted in essentially break-even operations in fiscal 2015. A small but positive operating margin is projected for fiscal 2016. IMPROVED COVERAGE: The 'BB' rating reflects UIU meeting the fiscal 2014 and 2015 coverage calculation (per the bond covenants). For fiscal 2015, pledged coverage was 2.26x annual debt service (ADS). Fitch uses a more conservative coverage calculation, maximum annual debt service (MADS) coverage from operating revenues; MADS coverage improved to 1.5x. STRESSED ENROLLMENT: Overall full-time equivalent (FTE) enrollment declined 11.9% in fall 2015, at both the traditional Fayette campus and for the large on-line and academic center programs. Overall enrollment remains a concern for UIU, which has very high tuition dependence. SLIM BALANCE SHEET: UIU's balance sheet ratios improved in fiscal 2015 but remain slim and consistent with the 'BB' rating category. HIGH DEBT BURDEN: Fitch considers UIU's 8.2% MADS burden in fiscal 2015 to be high, particularly given improved but still break-even GAAP operations in 2015. Fitch views UIU as having no new debt capacity at this time. RATING SENSITIVITIES FAILURE TO GROW MARGINS: Upper Iowa University's failure to steadily improve GAAP operations and maintain positive MADS coverage from operating revenues would result in a negative rating action. ADDITIONAL DEBT ISSUANCE: Issuance of additional debt prior to stabilized enrollment and financial operations, or without an increase in resources, would result in a negative rating action. MANAGE EXPENSES AND ENROLLMENT: UIU's ability to control expenses, grow net tuition revenue, and stabilize enrollment would be viewed favorably, and could support a positive rating action over time. CREDIT PROFILE UIU was founded in 1857 in Fayette, Iowa. Fayette is located in north central Iowa, about 37 miles northeast of Waterloo and 65 miles north of Cedar Rapids. The university offers undergraduate and graduate level programming at its residential Fayette campus, 20 educational extension centers mainly in the Midwest, international centers in two countries, and various on-line and self-paced programs. UIU's multiple education markets add diversity, but are subject to significant competition and recent volatility. The non-traditional on-line and academic center programs (roughly 70% of operating revenue) subsidize full-time undergraduate students on the Fayette campus. Students attending on-line or at various regional academic centers have six distinct entry points during each academic year, allowing two full-credit courses over an eight-week term, and some student scheduling flexibility. Full-time students at the Fayette campus have a more traditional two-semester calendar. Slim but Improved Operations UIU reported essentially break-even GAAP operations in fiscal 2015 (negative $40,000), an improvement from negative $2.6 million in fiscal 2014 (negative 4.8% margin), and negative $8.2 million in fiscal 2013 (negative 15.6% margin). Tight budgets and significant management attention to expense management are expected to continue in fiscal 2016 and 2017. Management projects a modest GAAP operating surplus for the fiscal year ending June 30, 2016. UIU's revenues are heavily student-fee dependent (97% in fiscal 2015). Net tuition revenue increased about 7% in fiscal 2015, reversing declines in the previous two fiscal years, and supporting the stronger operating performance. However, discounting pressures at the traditional Fayette campus (about a 60% discount) continue to challenge management. Expense controls largely drove improved operating results in fiscals 2015 and 2014. A large portion of the faculty is part-time and non-tenured, which provides some expense flexibility. The university has made no or limited raises or employer retirement contributions in recent years, which Fitch views as unsustainable long-term. Given enrollment and discount pressures at the traditional Fayette campus, overall UIU operating performance is likely to be driven by the large on-line and academic center programs. The Fayette campus operations are significantly subsidized by the non-traditional academic programs. More Stable Management UIU management stabilized in 2015, following significant management turnover since 2013. President Duffy has been in place since 2013, and a new provost since 2014. The current CFO was appointed in July 2014, and is the fourth person in this position since about 2013. The admissions function continues to see changes. An interim Vice President for Enrollment Services for UIU was appointed in 2015, and that position now reports directly to the president (instead of the provost). IMPROVED DEBT SERVICE COVERAGE UIU's bond covenants include a 1.25x annual debt service (ADS) coverage covenant, which was not achieved in 2013 but was in 2014 and 2015 (and is expected to be met in 2016). ADS coverage - as calculated per bond covenants - was 2.26x in fiscal 2015, and 1.45x in fiscal 2014. Fitch uses a more conservative coverage calculation based on net operating revenue (rather than gross net revenue including non-operating operations), and MADS instead of ADS. This is relevant to UIU, which has an increasing debt structure: $4.3 million was due in 2015, and MADS of $4.7 million occurs in 2016 and remains level thereafter. MADS coverage in fiscal 2015, as calculated by Fitch, improved to 1.5x, up from 0.87x in fiscal 2014 and negative 0.44x in 2013. Weak Balance Sheet UIU's available funds (AF; defined by Fitch as cash and investments less permanently restricted net assets) improved to $21.6 million at fiscal year-end 2015, up from $13.8 million in 2014. This equaled a slim 37% of expenses and 29% of debt, levels that remain consistent with the 'BB' rating category. Stressed Enrollment FTE enrollment at fall 2015 fell 11.9% overall at UIU, following a 5.5% decline in fall 2014. University-wide FTE was 4,435, a contrast to about 5,500 in both fall 2011 and 2010. The decline was related to the on-line and academic center enrollment (EU, which represents about 80% of UIU's enrollment) as well as the smaller traditional Fayette campus. At Fayette (fall 2015 headcount of 872), management reports declines were largely due to a discontinued international recruitment contract and continued regional competition. Student retention remains weak at Fayette, another management focus. For the EU component (fall 2015 headcount of 3,657 primarily older, non-traditional students), there is continued price competition as well as economic counter-cyclicality in enrollment. The University reports it is focusing on enrollment management and retention for all delivery systems. EU students include about 17% students who are military or military families. High Debt Leverage UIU debt totaled $74.5 million at June 30, 2015, including $9 million of leases and $65.5 million bonds. UIU's operating leases are primarily related to its various academic sites. The bonds are fixed rate and, starting in fiscal 2016, essentially have level debt service. MADS burden remained high in fiscal 2015 at 8.2%, but has moderated slightly over time. At this time, Fitch does not view UIU as having additional debt capacity at the current rating. VECTOR GROUP: S&P Affirms 'B' CCR, Outlook Stable ------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Miami, Fla.-based Vector Group Ltd. The outlook is stable. At the same time, S&P raised its issue-level rating on the company's $600 million senior secured notes to 'BB-' from 'B+'. The '1' recovery rating (revised up from '2') on the notes indicates that bondholders could expect very high (90% to 100%) recovery in the event of a payment default. Total debt outstanding is about $1.1 billion. "The improved issue-level rating reflects our revised assessment of the emergence value of Vector's tobacco and real estate businesses," said Standard & Poor's credit analyst Brennan Clark. Standard & Poor's corporate credit rating on Vector reflects Vector's participation in the intensely competitive and declining discount cigarette industry, its weaker scale and brand equity compared to that of its larger competitors, and inherent legal and regulatory risk. S&P's ratings also incorporate the strong profitability, high barriers to entry, and fairly recession-resistant nature of the tobacco industry. To a lesser extent, notwithstanding subsidiary Douglas Elliman Realty's good brand equity, S&P's ratings also consider the limited geographic diversity, slim margins, and potentially higher cash flow volatility of the real estate business that is currently driving the company's revenue growth. However, while real estate represents a significant percentage of sales, it comprises less than 20% of EBITDA and S&P believes the tobacco business continues to be the foundation of the company's credit risk profile. S&P's ratings also reflect Vector's aggressive financial policy and weak credit ratios, notwithstanding credit ratio improvement over the last year. S&P forecasts debt to EBITDA will improve to the mid-4x area by the end of 2015, but S&P also expects that discretionary cash flow will continue to be substantially negative due to an aggressive dividend policy. While S&P believes the company can cover these dividends over the next three to five years through its meaningful cash and investments on hand, and possibly by monetizing a portion of its real estate holdings, S&P do not view the dividend as being sustainable without additional debt financing. The stable outlook reflects S&P's expectation that Vector's tobacco business profitability will remain stable thanks to good conditions in the industry. S&P believes the tobacco business, which constitutes the majority of Vector's cash flow, should largely offset any potential moderate declines in the more cyclical real estate brokerage business, which derives the majority of its cash flow from the New York metropolitan area. VERNUS GROUP: Case Summary & 19 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Vernus Group Corp. PO Box 8140 San Juan, PR 00910 Case No.: 15-09339 Chapter 11 Petition Date: November 25, 2015 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A CUPRILL, PSC LAW OFFICE 356 Calle Fortaleza, Second Floor San Juan, PR 00901 Tel: 787 977-0515 Email: cacuprill@cuprill.com Total Assets: $3.69 million Total Liabilities: $225,686 The petition was signed by Jose Rafael Hernandez, chairman and president. A list of the Debtor's 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb15-09339.pdf VERTICAL COMPUTER: Incur $458,000 Net Loss in Third Quarter ----------------------------------------------------------- Vertical Computer Systems, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common stockholders of $458,000 on $1.02 million of total revenues for the three months ended Sept. 30, 2015, compared to a net loss available to common stockholders of $985,000 on $1.07 million of total revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss available to common stockholders of $2.24 million on $3.23 million of total revenues compared to a net loss available to common stockholders of $1.72 million on $6.11 million of total revenues for the same period last year. As of Sept. 30, 2015, the Company had $1.60 million in total assets, $17.6 million in total liabilities, $9.90 million in convertible cumulative preferred stock, and a total stockholders' deficit of $25.9 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/f8Sez1 About Vertical Computer Richardson, Tex.-based Vertical Computer Systems, Inc., is a multinational provider of Internet core technologies, application software, and software services through its distribution network with operations or sales in the United States, Canada and Brazil. Vertical Computer reported a net loss applicable to common stockholders of $2.07 million on $7.43 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss applicable to common stockholders of $3.08 million on $6.05 million of total revenues for the year ended Dec. 31, 2013. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company suffered net losses and has a working capital deficiency, which raises substantial doubt about its ability to continue as a going concern. WALBERT TRUCKING: Postpetition Claim Not Entitled to Admin Status ----------------------------------------------------------------- In a Memorandum-Opinion dated November 16, 2015, which is available at http://is.gd/r9PKeefrom Leagle.com, Judge Joan A. Lloyd of the United States Bankruptcy Court for the Western District of Kentucky denied the motion of creditor Premier Trailer Leasing, Inc., to treat its postpetition claim as an administrative claim. The case is IN RE: WALBERT TRUCKING, INC. Debtor(s), CASE NO. 14-11001(1)(11)(Bankr. W.D. Ky.). Walbert Trucking, Inc, Debtor, represented by: Jamie Lynn Harris, Esq. Dean A. Langdon, Esq. DELCOTTO LAW GROUP PLLC 200 N. Upper Street Lexington, Ky 40507 Tel: 859-231-5800 Email: jharris@dlgfirm.com dlangdon@dlgfirm.com WALTER ENERGY: 'Challenge' Period Extended to Dec. 2 ---------------------------------------------------- Walter Energy Inc.'s official committee of unsecured creditors has entered into an agreement to extend the deadline for the panel to challenge the liens on collateral held by pre-bankruptcy lenders. The agreement, entered into by the committee, Morgan Stanley Senior Funding Inc., Wilmington Trust N.A. and the steering committee of first lien lenders and noteholders, extends the deadline to Dec. 2 from Nov. 18. 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. WESTMORELAND COAL: S&P Affirms 'B' CCR & Rates $295MM Loan 'B' -------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Englewood, Colo.–based Westmoreland Coal Co. The outlook is stable. S&P also assigned its 'B' issue-level rating to the $295 million term loan (issued by Oxford Mining) associated with subsidiary WMLP. The recovery rating on the term loan is '3', indicating S&P's expectation for meaningful (50% to 70%; upper half of the range) recovery in the event of a default. At the same time, S&P revised the recovery ratings on Westmoreland Coal Co.'s senior secured notes and senior secured term loan to '4' from '3', indicating S&P's expectation for average (30% to 50%; upper half of the range) recovery in the event of a default. The related issue-level ratings remain unchanged at 'B', in line with the corporate credit rating. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. "The company's long dated contracts reduce the impact of falling coal prices while the mine mouth strategy offers transportation and delivery advantages." S&P could lower its rating on Westmoreland if liquidity remains "less than adequate" beyond the next quarter or leverage rises back above 8x. This could be the result of debt-financed acquisitions, particularly if sale volumes fall due to weak demand. S&P could consider a positive rating action if leverage is sustained below 5x or if the diversification in incoming cash flows increases to a point that S&P views to be more consistent with a "fair" business risk profile. The latter scenario is less likely to occur over the next 12 months. YAHOO! INC: S&P Revises Outlook to Neg. & Affirms 'BB+' CCR ----------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its unsolicited rating outlook on Sunnyvale, Calif.-based Internet company Yahoo! Inc. to negative from stable. At the same time, S&P affirmed its unsolicited 'BB+' corporate credit rating on the company. S&P also affirmed its unsolicited 'BB+' issue-level rating on the company's $1.25 billion convertible notes due 2018. The unsolicited '3' recovery rating is unchanged, indicating expectation for meaningful recovery (50%-70%; upper half of the range) of principal in the event of a payment default. "The revised rating outlook reflects our expectation that Yahoo's performance will remain week over the next 12 months, primarily due low revenue growth and rising traffic acquisition cost," said Standard & Poor's credit analyst Elton Cerda. S&P could lower its rating on Yahoo if the company's competitiveness in its display or search advertising businesses continues to decline and it is not able to reverse the negative operating trends affecting EBITDA. A near double-digit percentage decline in revenue, excluding traffic acquisition costs, could indicate a worsening competitive position. Additionally, S&P could lower the rating if Yahoo pursues large debt-financed, shareholder-oriented initiatives or acquisitions. S&P could revise the outlook to stable if Yahoo develops and effectively implements a business plan in which it would maintain its market share, improve the monetization of its portfolio, and stem EBITDA declines. Additionally, an outlook revision to stable would entail Yahoo converting the improvement in its user engagement into revenue growth and meaningful market share gains in search and display advertising. ZAYO GROUP: Moody's to Retain B2 CFR on Acquisition Plans --------------------------------------------------------- Moody's Investors Service said Zayo Group, LLC.'s plan to acquire Allstream Inc. is strategically positive but it does not impact the company's B2 corporate family rating. The C$465 million (US$350 million ) purchase is expected to be funded with existing cash and drawing on available funds from the company's revolving credit facility. As of Sept. 30, 2015, the company had $346 million of cash and $441 million available on the revolver. ZERGA PHIN-KER: Section 341(a) Meeting Set for Dec. 18 ------------------------------------------------------ A meeting of creditors in the bankruptcy case of Zerga Phin-Ker LP will be held on Dec. 18, 2015, at 1:30 p.m. at Plano Centre. 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 Zerga Phin-Ker Zerga Phin-Ker LP filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex. Case No. 15-42087) on Nov. 20, 2015. The petition was signed by Jerry Green as co-president. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Lewis Brisbois Bisgaard & Smith LLP represents the Debtor as counsel. Judge Brenda T. Rhoades is assigned to the case. Proofs of claim due by March 17, 2016. Government proofs of Claim due are due by May 18, 2016. [^] BOOK REVIEW: The Sorcerer's Apprentice - Medical Miracles ------------------------------------------------------------- Author: Sallie Tisdale Publisher: BeardBooks Softcover: 270 pages List Price: $34.95 Review by Henry Berry Order your own personal copy at http://is.gd/9SAfJR An earlier edition of "The Sorcerer's Apprentice" won an American Health Book Award in 1986. The book has been recognized as an outstanding book on popular science. Tisdale brings to her subject of the wide nd engrossing field of health and illness the perspective, as well as the special sympathies and sensitivities, of a registered nurse. She is an exceptionally skilled writer. Again and again, her descriptions of ill individuals and images of illnesses such as cancer and meningitis make a lasting impression. Tisdale accomplishes the tricky business of bringing the reader to an understanding of what persons experience when they are ill; and in doing this, to understand more about the nature of illness as well. Her style and aim as a writer are like that of a medical or science journalist for leading major newspaper, say the "New York Times" or "Los Angeles Times." To this informative, readable style is added the probing interest and concern of the philosopher trying to shed some light on one of the central and most unsettling aspects of human existence. In this insightful, illuminating, probing exploration of the mystery of illness, Tisdale also outlines the limits of the effectiveness of treatments and cures, even with modern medicine's store of technology and drugs. These are often called "miracles" of modern medicine. But from this author's perspective, with the most serious, life-threatening, illnesses, doctors and other health- care professionals are like sorcerer's trying to work magic on them. They hope to bring improvement, but can never be sure what they do will bring it about. Tisdale's intent is not to debunk modern medicine, belittle its resources and ways, or suggest that the medical profession holds out false hopes. Her intent is do report on the mystery of serious illness as she has witnessed it and from this, imagined what it is like in her varied work as a registered nurse. She also writes from her own experiences in being chronically ill when she was younger and the pain and surgery going with this. She writes, "I want to get at the reasons for the strange state of amnesia we in the health professions find ourselves in. I want to find clues to my weird experiences, try to sense the nature of being sick." The amnesia of health professionals is their state of mind from the demands placed on them all the time by patients, employers, and society, as well as themselves, to cure illness, to save lives, to make sick people feel better. Doctors, surgeons, nurses, and other health-care professionals become primarily technicians applying the wonders of modern medicine. Because of the volume of patients, they do not get to spend much time with any one or a few of them. It's all they can do to apply the prescribed treatment, apply more of it if it doesn't work the first time, and try something else if this treatment doesn't seem to be effective. Added to this is keeping up with the new medical studies and treatments. But Tisdale stepped out of this problem- solving outlook, can-do, perfectionist mentality by opting to spend most of her time in nursing homes, where she would be among old persons she would see regularly, away from the high-charged atmosphere of a hospital with its "many medical students, technicians, administrators, and insurance review artists." To stay on her "medical toes," she balanced this with working occasional shifts in a nearby hospital. In her hospital work, she worked in a neonatal intensive care unit (NICU), intensive care unit (ICU), a burn center, and in a surgery room. From this combination of work with the infirm, ill, and the latest medical technology and procedures among highly-skilled professionals, Tisdale learned that "being sick is the strangest of states." This is not the lesson nearly all other health-care workers come away with. For them, sick persons are like something that has to be "fixed." They're focused on the practical, physical matter of treating a malady. Unlike this author, they're not focused consciously on the nature of pain and what the patient is experiencing. The pragmatic, results-oriented medical profession is focused on the effects of treatment. Tisdale brings into the picture of health care and seriously-ill patients all of what the medical profession in its amnesia, as she called it, overlooks. Simply in describing what she observes, Tisdale leads those in the medical profession as well as other interested readers to see what they normally overlook, what they normally do not see in the business and pressures of their work. She describes the beginning of a hip-replacement operation, the surgeon "takes the scalpel and cuts--the top of the hip to a third of the way down the thigh--and cuts again through the globular yellow fat, and deeper. The resident follows with a cautery, holding tiny spraying blood vessels and burning them shut with an electric current. One small, throbbing arteriole escapes, and his glasses and cheek are splattered." One learns more about what is actually going on in an operation from this and following passages than from seeing one of those glimpses of operations commonly shown on TV. The author explains the illness of meningitis, "The brain becomes swollen with blood and tissue fluid, its entire surface layered with pus...The pressure in the skull increases until the winding convolutions of the brain are flattened out...The spreading infection and pressure from the growing turbulent ocean sitting on top of the brain cause permanent weakness and paralysis, blindness, deafness...." This dramatic depiction of meningitis brings together medical facts, symptoms, and effects on the patient. Tisdale does this repeatedly to present illness and the persons whose lives revolve around it from patients and relatives to doctors and nurses in a light readers could never imagine, even those who are immersed in this world. Tisdale's main point is that the miracles of modern medicine do not unquestionably end the miseries of illness, or even unquestionably alleviate them. As much as they bring some relief to ill individuals and sometimes cure illness, in many cases they bring on other kinds of pains and sorrows. Tisdale reminds readers that the mystery of illness does, and always will, elude the miracle of medical technology, drugs, and practices. Part of the mystery of the paradoxes of treatment and the elusiveness of restored health for ill persons she focuses on is "simply the mystery of illness. Erosion, obviously, is natural. Our bodies are essentially entropic." This is what many persons, both among the public and medical professionals, tend to forget. "The Sorcerer's Apprentice" serves as a reminder that the faith and hope placed in modern medicine need to be balanced with an awareness of the mystery of illness which will always be a part of human life. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***