/raid1/www/Hosts/bankrupt/TCR_Public/160113.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, January 13, 2016, Vol. 20, No. 13
Headlines
ADAMANT DRI: Loss, Capital Deficit Cast Going Concern Doubt
AMEDICA CORP: Cites Uncertainties Creating Going Concern Doubt
AMERICAN BREWING: Posts Net Loss, Raises Going Concern Doubt
AMERICAN RENAL: $60MM 1st Lien Add-On No Impact on Moody's CFR
ARCH COAL: Bankruptcy Bumps Up US Default Rates Again, Fitch Says
ARCH COAL: Files for Chapter 11 Bankruptcy Protection
ARCH COAL: Fitch Cuts Issuer Default Rating to D on Bankr. Filing
ARCH COAL: Mining, Shipments to Continue While in Ch. 11
ARCH COAL: Moody's Lowers Corporate Family Rating to C
ARCH COAL: S&P Lowers CCR to 'D' on Bankruptcy Filing
ARCH COAL: Seeks Joint Administration of Cases
ARCH COAL: Wants March 10 Deadline to File Schedules & Statements
AURORA OPERATING: Case Summary & 20 Largest Unsecured Creditors
BERNARD L. MADOFF: Feeder Suit Ends With $55M PwC Settlement
BLUE SUN ST. JOE: Ordered to Turn Over Funds to Gorton Research
BOOMERANG TUBE: Files Forbearance and Amended DIP Agreement
BRAINSTORM CELL: Funding Uncertainty Casts Going Concern Doubt
BROOKLYN RENAISSANCE: Can Sell Union Street Properties to JJCC
BROOKLYN RENAISSANCE: Court Approves Brunt Street Property Auction
BROOKLYN RENAISSANCE: JPMMAC Seeks to Pursue Foreclosure Suit
BROOKLYN RENAISSANCE: MGJR-Led Auction for Clinton Properties OK'd
CAESARS ENTERTAINMENT: 7th Cir. Vacates Denial of Injunction
CAL DIVE: Creditors Object to Proposed Mediation on Lien Reserves
COYNE INTERNATIONAL: Sells York Assets to Kleen Tech for $496K
CRASH RESCUE: Voluntary Chapter 11 Case Summary
CROWN CASTLE: Moody's Raises Sr. Unsecured Rating to Ba1
DEBT RESOLVE: Losses, Deficit Raise Going Concern Doubt
DIGITAL DOMAIN: DIP Agent to Forbear Remedies Until Jan. 29
DISTRICT AT MCALLEN: Lists $3.3MM in Assets, $9.9MM in Debts
DYNCORP INT'L: Moody's Lowers Corp. Family Rating to 'Caa3'
EMPIRE GLOBAL: Losses, et al. Cast Going Concern Doubt
FC WINDENERGY: Chapter 15 Case Summary
FRONTIER OILFIELD: Cash Position, Debt Cast Going Concern Doubt
FUHU INC: Greg Norman's Private Equity Leads Bid to Buy Company
GRAY TELEVISION: S&P Rates Proposed $400MM Sr. Sec. Loan 'BB'
GROW SOLUTIONS: Has Going Concern Doubt amid Losses, Deficit
HAGGEN HOLDINGS: Files Bankruptcy Rule 2015.3 Report
INTERFACE SECURITY: Has Stockholders' Deficit, Going Concern Doubt
LINDA FARWELL: MTGLQ Can Proceed with Foreclosure Suit, Court Says
LUCAS ENERGY: Has Going Concern Doubt for Next 12 Months
MADISON NICHE: Chapter 15 Case Summary
MOLYCORP INC: Creditors Attack Oaktree's Debt Claim
MOLYCORP INC: Creditors, Noteholders Object to Oaktree-Backed Plan
MOLYCORP INC: Revisions Propose Two Alternative Plan Structures
MY SIZE: Incurs Net Loss, Has Going Concern Doubt
NEW YORK CITY OPERA: To Be Revived with Bankruptcy Exit
NORTH TEXAS ENERGY: Losses, et al., Cast Going Concern Doubt
OFFSHORE GROUP: To Clash with Hsin Chi Su Over Exit Plan
OSHER AND OSHER: Case Summary & 4 Largest Unsecured Creditors
PACIFIC RECYCLING: Wins Approval to Get Financing from CPFI
PGT INC: S&P Assigns 'B+' Rating on Proposed $350MM Secured Loans
PINNACLE FOODS: S&P Assigns 'B+' Rating on Proposed $350MM Notes
PUERTO DEL REY: District Court Remands "Cortes" Suit
SAGAMORE HOTEL: Lender Wants $5 Million Interest Order Enforced
SAM WYLY: IRS Slams Offshore Scheme in $2.2BB Tax Fraud Trial
SAMSON RESOURCES: Independent Director Has Skadden Arps as Counsel
SANMINA CORP: Fitch to Withdraw BB+ IDR in February
SHERWIN ALUMINA: Case Summary & 30 Largest Unsecured Creditors
SHERWIN ALUMINA: In Chapter 11 With Deal to Sell to Corpus
SMALL BUSINESS: Meeting of Creditors Scheduled for Feb. 5
SOUTHCROSS ENERGY: Moody's Lowers CFR to Caa1, Outlook Negative
SOUTHCROSS HOLDINGS: S&P Lowers CCR to 'CCC-', Outlook Negative
STACK 2006-1: Court Affirms Dismissal of Suit vs. Morgan Stanley
STAMPEDE FOREST: Files for Chapter 11 Bankruptcy Protection
THE COLVER PROJECT: Fitch Affirms BB Rating on Series F Bonds
TRANS COASTAL: Taps Benjamin Luo to Collect Accounts Receivable
TREES UNLIMITED: Case Summary & 11 Largest Unsecured Creditors
TRUMP ENTERTAINMENT: Wants Third Circuit Ruling Before Summer
TSS INC: Losses, Stockholders' Deficit Raise Going Concern Doubt
TUSCANY ENERGY: Case Summary & 20 Largest Unsecured Creditors
VINE OIL: S&P Lowers Rating on Term Loan B to 'CCC+'
WALTER ENERGY: Has Court Authority to Reject CBAs
WASCO INC: Federal Judge Rules Push Through of Worker Pensions
WISPER LLC: GTP's Unjust Enrichment Claim Dismissed
ZAYO GROUP: Moody's Assigns Ba2 Rating on New $400MM Loan
[*] Total Bankruptcy Filings Down 10% in Calendar Year 2015
[*] White House Threatens Veto of Class Action Fairness Bill
*********
ADAMANT DRI: Loss, Capital Deficit Cast Going Concern Doubt
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Adamant DRI Processing and Minerals Group incurred a net loss of
$1,912,673 for the three months ended September 30, 2015, compared
with a net loss of $812,198 for the same period in 2014,
as a result lack of sales and production of Zhuolu Jinxin Mining
Co., Ltd. (China Jinxin) and Haixing Huaxin Mining Industry Co.,
Ltd. (China Huaxin).
Moreover, the company incurred a net loss of $5.15 million for the
nine months ended September 30, 2015. The company also had a
working capital deficit of $53.14 million as of September 30, 2015.
In addition, China Jinxin has refused to sell its iron ore
concentrate to its sole customer because of the low price offered.
"These conditions raise a substantial doubt about the company's
ability to continue as a going concern," Changkui Zhu, chief
executive officer of the company, said in a regulatory filing with
the U.S. Securities and Exchange Commission on November 16, 2015.
"China Jinxin is upgrading its facility and equipment, which when
completed, will enable the Company to produce DRI. A shareholder
of the company has indicated that she will continue to fund China
Jinxin, although there is no written agreement in place and Jinxin
currently owes $11.27 million to this shareholder. In addition,
China Huaxin currently owes $25.44 million to three of the
company's shareholders who are also the company's management (one
is also the fund provider of China Jinxin who lent $17.15 million
to China Huaxin) for constructing its DRI facility, and borrowed
$0.69 million from a company owned by its major shareholder. China
Huaxin completed the trial production and commenced the commercial
production in May 2015. However, as a result of recent
environmental initiatives by national, provincial and local
government authorities in China, starting from June 2015, China
Huaxin is upgrading the DRI facilities by converting the existing
coal-gas station systems to liquefied natural gas (LNG) station
systems. The conversion to LNG systems will reduce pollutants and
produce higher quality DRIs with less impurity."
At September 30, 2015, the company had total assets of $54,085,340,
total liabilities of $58,422,698, and total stockholders' deficit
of $4,337,357.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z86zqeb
Adamant DRI Processing and Minerals Group is engaged in producing
Direct Reduced Iron (DRI), which is used in the production of high
quality metal with a low content of harmful impurities that can be
used in high-tech and standard industries. The company operates in
China through Zhuolu Jinxin Mining Co., Ltd. (China Jinxin), an
early stage mining company that processes ore at its production
facility in Hebei Province.
AMEDICA CORP: Cites Uncertainties Creating Going Concern Doubt
--------------------------------------------------------------
Amedica Corporation noted uncertainties that create substantial
doubt about its ability to continue as a going concern, according
to B. Sonny Bal, chief executive officer, and Ty A. Lombardi, vice
president - finance of the company in a regulatory filing with the
U.S. Securities and Exchange Commission on November 16, 2015.
The company reported a total comprehensive loss of $10,133,000 for
the three months ended September 30, 2015, compared to a total
comprehensive loss of $4,932,000 for the same period in 2014.
Messrs. Bal and Lombardi pointed out: "For the nine months ended
September 30, 2015 and 2014, the company incurred a net loss of
$21.4 million and $22.9 million, respectively, and used cash in
operations of $7.1 million and $11.4 million, respectively. The
company had an accumulated deficit of $194.1 million and $172.5
million at September 30, 2015 and December 31, 2014, respectively.
To date, the company's operations have been principally financed
from proceeds from the issuance of preferred and common stock,
convertible debt and bank debt and, to a lesser extent, cash
generated from product sales. It is anticipated that the company
will continue to generate operating losses and use cash in
operations through 2015.
"The company has entered into a term loan with Hercules Technology
Growth Capital, Inc. (Hercules Technology), as administrative and
collateral agent for the lenders thereunder and as lender, and
Hercules Technology III, LP, as lender (the Hercules Term Loan).
The Hercules Term Loan has a liquidity covenant that requires the
company to maintain a cash balance of not less than $8.5 million at
September 30, 2015. At September 30, 2015, the company's cash
balance was approximately $11.3 million.
"The company anticipates that it will need to obtain additional
funding during the fourth quarter of 2015 to maintain compliance
through 2015 with the liquidity covenants related to the Hercules
Term Loan. The company received gross proceeds of $5.0 million in
November 2015 from the exercise of the Series B Warrants and could
potentially raise up to an additional $5.0 million during the
fourth quarter of 2015 from the exercise of the Series B and Series
C warrants issued in September 2015. However, if the Series C
Warrants are not exercised and the company is unable to access
additional funds prior to becoming non-compliant with the financial
and liquidity covenants related to the Hercules Term Loan, the
entire remaining balance of the debt under the Hercules Term Loan
could become immediately due and payable at the option of the
lender. Although the company is seeking additional financing,
additional funding may not be available to the company on favorable
or acceptable terms, or at all. The company's ability to access
capital when needed is not assured and, if not achieved on a timely
basis, will materially harm its business, financial condition and
results of operations.
"These uncertainties create substantial doubt about the company's
ability to continue as a going concern."
At September 30, 2015, the company had total assets of $37,193,000
and total stockholders' deficit of $1,717,000.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hnhl5tl
Amedica Corporation is a Salt Lake City-based commercial
biomaterial company focused on using its silicon nitride technology
platform to develop, manufacture and sell a range of medical
devices. The company currently markets spinal fusion products and
develops products for use in total hip and knee joint
replacements.
AMERICAN BREWING: Posts Net Loss, Raises Going Concern Doubt
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American Brewing Company, Inc., posted a net loss of $74,658 for
the three months ended June 30, 2015, compared to a net loss of
$72,022 for the three months ended March 31, 2015.
Since inception, the company has financed its operations primarily
through equity and debt financings. As of June 30, 2015, the
company had an accumulated deficit of $2,281,348 and used cash in
operating activities of $28,510 during the six months ended June
30, 2015, according to Neil Fallon, chief executive officer, chief
financial officer and director, and Julie Anderson, vice-president
and director of the company in a regulatory filing with the U.S.
Securities and Exchange Commission on November 17, 2015.
"These matters, among others, raise substantial doubt about the
company's ability to continue as a going concern."
Mr. Fallon and Ms. Anderson stated, "The company recognizes it will
need to raise additional capital in order to fund operations and
execute its business plan. There is no assurance that additional
financing will be available when needed or that management will be
able to obtain financing on terms acceptable to the company and
whether the company will become profitable and generate positive
operating cash flow. While the company believes in the viability
of its strategy to generate additional revenues and in its ability
to raise additional funds, there can be no assurances to that
effect. If the company is unable to raise sufficient additional
funds on favorable terms, it will have to develop and implement a
plan to raise capital through the issuance of debt or equity on
less favorable terms until sufficient additional capital is raised
to support further operations. There can be no assurance that such
a plan will be successful. If the company is unable to obtain
financing on a timely basis, the company could be forced scale back
its business and/or pursue other strategic avenues to develop its
business."
At June 30, 2015, the company had total assets of $2,617,252, total
liabilities of $1,178,485, and total stockholders' equity of
$1,438,767.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/za9tmkp
American Brewing Company, Inc. is a micro brewing company based in
Edmonds, Washington. The company has four beers in its portfolio
and continues to develop new flavors for distribution to its
customers.
AMERICAN RENAL: $60MM 1st Lien Add-On No Impact on Moody's CFR
--------------------------------------------------------------
American Renal Holdings Inc. (B2 stable) announced a $60 million
1st lien add-on, along with the commencement of its initial public
offering. Proceeds are expected to be used to repay the company's
$239 million second lien term loan and pay a $30 million dividend
to shareholders. Moody's views the initial public offering as
credit positive because the company plans to use the proceeds to
pay down debt. There is no change to any of American Renal's
ratings including the B2 Corporate Family Rating or stable outlook.
ARCH COAL: Bankruptcy Bumps Up US Default Rates Again, Fitch Says
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Adding Arch Coal, Inc.'s $3.2 billion of bond debt to the default
volume propels the metals/mining sector's trailing 12-month (TTM)
default rate to 15% from 11% at the end of December, according to
Fitch Ratings. Arch's Chapter 11 bankruptcy filing on Monday drives
the coal subsector default rate to an unprecedented peak of 43%.
Metals/mining is a relatively small component of the overall US
high yield debt market, accounting for just 5% total principal
outstanding, which tempers the effect of coal's profound distress
on the broader US high yield market index. The TTM default rate for
the total US high yield index is 3.4%.
US coal miners have been serial filers over the past year as a
result of unsustainably high debt leverage from past acquisitions
followed by a plunge in coal pricing. Three major coal producers,
Patriot Coal Corp., Alpha Natural Resources Inc. and Walter Energy
Inc., as well as some smaller metals/mining bond issuers including
Xinergy Corp. and Winsway Enterprises Holdings Ltd defaulted in
2015. An oversupply of steam coal, burdensome regulations and
competition from low-priced natural gas for electric generation
business drove low pricing and the resulting defaults.
Arch's own bankruptcy filing was driven by free cash flow burn
resulting from depressed metallurgical and steam coal prices and
cash needed to cover capex and debt service following a large
debt-funded acquisition made when coal prices and valuations were
at the top of the market. The bankruptcy filing came in the face of
stagnating domestic steam coal demand, limited port capacity for
export to the Asia Pacific, oversupply in metallurgical coal
markets and unsustainable capital structures.
Arch's efforts to complete a distressed debt exchange of unsecured
debt out of court were stymied when senior secured facility
lenders, concerned about diluting their own collateral position,
effectively blocked the transaction by asserting the company was in
default. Bankruptcy became the best option to stem the cash flow
bleed and reduce the debt burden.
Market expectations are for junior bond holders to receive
essentially no recoveries based on trading prices. The first lien
term loan was bid at 41.67, while the second lien notes and
unsecured bonds were bid end of day Friday at $0.026 and $.0.004,
respectively, as the market expects holders to be essentially wiped
out in the restructuring. Fitch is updating the RR analysis based
on the new management forecast released today with more adverse
assumptions. See rating action commentary "Fitch Downgrades Arch
Coal's Sr. Secured Credit Facilities to 'CCC-/RR2'," dated Oct. 27,
2015, for further details on Fitch's recovery rationale.
Arch has reached a restructuring agreement with a majority of
lenders under its $1.9 billon first lien credit facility. The
agreement lays out the terms of a pre-negotiated Chapter 11 filing,
subject to creditor and bankruptcy court approval. Furthermore, the
participating lenders agreed to eliminate more than $4.5 billion of
debt and also provide a $275 million debtor in possession facility
to provide incremental liquidity. The company had more than $600
million of cash on hand as of today.
The restructuring is aimed at reducing balance sheet debt, and the
company intends to continue to pay suppliers, retiree and employee
health benefits in the ordinary course.
ARCH COAL: Files for Chapter 11 Bankruptcy Protection
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Arch Coal, Inc., and its domestic subsidiaries, except for Arch
Receivable Company, LLC, a special purpose indirect subsidiary that
is party to a securitization facility, sought for Chapter 11
bankruptcy protection on Jan. 11, 2016, citing market challenges
facing the coal industry and regulatory hurdles. The Debtors have
seven non-Debtor foreign subsidiaries.
In papers filed with the Court, the Debtors said they expect to
restructure their debt obligations and capital structure, return to
viability and obtain the highest recovery possible for creditor
constituencies through a Chapter 11 plan of reorganization. Upon
emergence, the Debtors are confident that they will leverage their
superior low-cost thermal and metallurgical coal asset base and
their highly-skilled management team and workforce to create
substantial value for their stakeholders and continue their
prominence as a leader in the coal industry.
Arch reported revenues of $2.94 billion, adjusted EBITDA from
continuing operations of $280 million, and a net loss of $558
million for the 12 months ended Dec. 31, 2014. These figures
represent a 2.5% decrease in revenue and a 10% increase in adjusted
EBITDA from the previous fiscal year. The Debtors maintained that
the decline in revenues was caused by the drop in coal prices in
the face of a significant decrease in U.S. thermal coal consumption
and a global decline in metallurgical coal demand. A key factor in
the declining demand for coal is the availability of inexpensive
natural gas, the Debtors related.
John T. Drexler, senior vice president and chief financial officer
of Arch Coal, noted that these macroeconomic trends have been
compounded by an increasingly unfavorable regulatory environment.
He maintained that stricter enforcement of existing laws and the
promulgation of new regulations have made it more costly for
companies to use coal as an energy source. Other regulations, such
as those governing mining and reclamation, have imposed even more
direct costs on the coal industry, he added.
"Despite the many proactive steps the Debtors have taken over the
last several years to enhance the efficiency of their operations
and to focus on high-return opportunities, the Debtors' highly
leveraged capital structure, consisting of more than $5 billion in
outstanding indebtedness and approximately $360 million in annual
debt service, cannot be sustained in the current depressed coal
market," Mr. Drexler said in declaration filed with the Court.
While the Debtors had hoped to potentially avoid a Chapter 11
filing through the ongoing rationalization of operations and
consummation of the exchange offers and other transactions, market
conditions further deteriorated significantly during the latter
half of 2015.
Prior to the Petition Date, the Debtors entered into discussions
with various of their financial creditors to discuss potential
debtor-in-possession financing and the terms and conditions of a
proposed chapter 11 restructuring. The Company entered into
nondisclosure agreements with certain of their Term Loan lenders
holding in excess of 50% of the Term Loan.
$275MM DIP Financing and
Securitization of Receivables
The Debtors and the Ad Hoc Committee Lenders were able to agree on
the terms and conditions of a $275 million DIP term loan facility.
The proposed DIP Financing includes a carve-out for a
super-priority claim in connection with any environmental
reclamation bonding obligations up to $75 million and is otherwise
secured by a priming first priority lien on substantially all
assets of the Company, subject to certain customary exceptions.
The proposed DIP Financing is expected to provide the Debtors with
the liquidity needed to weather the continuing downturn in coal
prices. In connection with the proposed DIP Financing, the Ad Hoc
Committee Lenders have also agreed to consent to the Company's
continued use of cash and other collateral during the cases, in
exchange for adequate protection of their interests. The proposed
DIP Financing and the Company's use of cash collateral are
conditioned on the Company's compliance with certain milestones
with respect to progress in these Chapter 11 cases.
Through the Company's negotiations, the Company and the Ad Hoc
Committee Lenders were also able to reach an agreement on the
principal terms of a plan of reorganization. The term sheet
describes the terms of this plan and the Company's anticipated
post-reorganization capital structure. The restructuring
contemplated by the Plan Term Sheet provides unsecured creditors
with an opportunity for a recovery even though, in light of the
Company's highly-leveraged capital structure, they might otherwise
receive no recovery at all. The Debtors intend to seek approval
from the Court of a restructuring support agreement formalizing the
terms of the Plan Term Sheet.
Concurrently with the negotiations, the Debtors sought to secure
the right to preserve a securitization facility on a postpetition
basis and prevent it from terminating automatically as a result of
the commencement of these Chapter 11 cases.
The Debtors' outstanding letters of credit are issued under a $200
million accounts receivable securitization facility (the
"Securitization Facility") with PNC Bank, National Association, as
administrator (the "Administrator") and letter of credit bank on
behalf of a syndicate of purchasers and letter of credit providers
(the "Securitization Purchasers"). The letters of credit are
collateralized by a combination of eligible accounts receivable and
cash. As of the Petition Date, approximately $178 million in
letters of credit were outstanding under the Securitization
Facility, which were secured by eligible accounts receivable and
approximately $97 million of cash collateral.
Following negotiations, the Debtors, Arch Receivable, the
Administrator and the Securitization Purchasers reached agreement
on the terms of amended and restated versions of the agreements
that set forth the terms of the Securitization Facility. The
Securitization Facility Amendments prevent the automatic
termination of the Securitization Facility that would otherwise
occur as a result of the filing of these Chapter 11 cases. In
exchange for this right to continue the Securitization Facility
during their Chapter 11 cases, the Debtors agreed, inter alia, to
increase certain pricing elements of the Securitization Facility,
eliminate the ability to obtain cash advances thereunder,
relinquish control over the accounts in which the Receivables are
collected and provide more frequent reports on Receivables balances
before cash is remitted to their control.
First Day Motions
The Debtors filed certain first day motions concurrently with the
Chapter 11 petitions. The Debtors request, among other things, to
maintain existing cash management system, continue selling and
contributing receivables and related rights, pay employee wages and
compensation, pay critical vendor claims and prohibit utilities
from discontinuing services.
A copy of the declaration in support of the First Day Motions is
available for free at:
http://bankrupt.com/misc/3_ARCH_Declaration.pdf
About Arch Coal
Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country. As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves. As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.
Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016. The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.
The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion. Judge Charles E. Rendlen III has been assigned
the case.
The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent.
ARCH COAL: Fitch Cuts Issuer Default Rating to D on Bankr. Filing
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Fitch Ratings has downgraded Arch Coal, Inc.'s (Arch Coal; NYSE:
ACI) Issuer Default Rating (IDR) to 'D' from 'C'. The downgrade
reflects today's voluntary bankruptcy filing. Fitch has taken the
following rating actions:
-- IDR downgraded to 'D' from 'C';
-- Senior secured term loan downgraded to 'C/RR4' from 'CCC-
/RR2';
-- Second lien secured notes affirmed at 'C/RR6';
-- Senior unsecured notes affirmed at 'C/RR6'.
Roughly $5.1 billion in principal amount of debt and commitments
are affected by this action.
The bankruptcy filing follows the missed payment of $90 million
aggregate semi-annual coupons on the $1 billion 7% notes, the $375
million 9.875% notes and the $1 billion 7.25% notes due on Dec. 15,
2015.
The company's capital structure came under pressure following the
leveraged acquisition of International Coal Group in 2011 followed
by a prolonged slide in metallurgical coal prices and spending to
complete the Leer mine. Arch had initiated a distressed debt
exchange offer to reduce its outstanding debt and interest payments
in July 2015. First lien term loan holders prohibited necessary
actions by the facility agent to affect the transaction and the
offer was withdrawn in October 2015.
Failure of the metallurgical coal market to recover compounded by
low natural gas price competition with steam coal, especially in
the high cost Central Appalachian basin, has resulted in several
large coal bankruptcies in recent years such as James River Coal
Company, Patriot Coal Corp., Alpha Natural Resources Inc. and
Walter Energy Inc.
The downgrade of Arch's first lien senior secured ratings reflects
a halving of Fitch's going concern EBITDA assumption from $400
million to $200 million based on lower volumes and uncommitted
pricing assumptions.
The bankruptcy filing lists total assets of $5.8 billion and total
debts of $6.5 billion as of Sept. 30, 2015.
In connection with the filing, the company entered into a
Restructuring Support Agreement dated Jan. 10, 2016, with certain
holders of the first lien term loans that would support a
restructuring upon reorganization under certain terms and
conditions. Principal among these are: extinguishment of the
existing common stock; claims arising from a new $275 million
Debtor-in-Possession (DIP) financing to be permitted to be
satisfied in cash; claims of the first lien term loan holders to be
exchanged for a combination of cash and $326.5 million of new first
lien debt and 100% of the common stock of the reorganized company,
subject to dilution on account of a proposed management incentive
plan and the distribution to unsecured creditors of any new common
stock and warrants; and first lien term loan deficiency claims as
well as second lien notes, unsecured notes and general unsecured
claims against the debtors to be exchanged for either common stock
in the reorganized company and warrants or the value of
unencumbered assets of the company, if any. The agreement was
entered into by holders of over 50% of the first lien term loans.
If the reorganization follows the restructuring plan it would
reduce Arch's long-term debt by more than $4.5 billion reducing
total debt to EBITDA to about 2 times (x) which would be
sustainable even in a weak environment.
Arch expects that its securitization financing providers will
continue its $200 million trade accounts receivable securitization
facility, subject to customary conditions, which supports Arch's
letters of credit program. The company had more than $600 million
of cash on hand as of today.
The restructuring is aimed at reducing balance sheet debt, and the
company intends to continue to pay suppliers, retiree and employee
health benefits in the ordinary course.
ACI submitted revised projections as an exhibit to its form 8K
filed Jan. 11, 2016, which show reduced volumes and prices and a
decline in EBITDA from $374 million for the latest 12 months ended
Sept. 31, 2015 to $152 million for 2017. Fitch has dropped its
going concern estimated EBITDA to $200 million from $400 million
which drops the going concern enterprise value to $1.1 billion
using a 5.5x multiple to reflect lower volumes and weaker pricing
prospects. Under this valuation, the first lien senior secured debt
including an assumption of 100% utilization under the $200 million
accounts receivable facility, has recovery given default at 50%.
The second lien and senior unsecured debt have no recovery.
A substantial portion of domestic coal production is in
restructuring. Alpha Natural Resources, Inc., Walter Energy, Inc.,
James River Coal Company, and Patriot Coal Corporation, together,
all of which have filed for bankruptcy, accounted for about 13% of
U.S. coal production in 2013 and Arch accounted for an additional
13%. Recently, coal assets have changed hands at very distressed
values comprising little or no cash given the need to invest in
capital and fund reclamation expenditures as well as legacy pension
and other postretirement liabilities.
In contrast to other restructuring companies, Arch benefits from
relatively low exposure to employee legacy liabilities and as of
Dec. 31, 2014, only six of its 5,000 employees belonged to a union.
Self-bonding of $458.5 million, $177.7 million surety bonds, and
$3.5 million in secured letters of credit support reclamation
obligations as of Dec. 31, 2014. These would need to be assumed or
replaced in the event of asset sales or an acquisition.
ARCH COAL: Mining, Shipments to Continue While in Ch. 11
--------------------------------------------------------
Arch Coal, Inc. has reached an agreement with a majority of the
lenders under its $1.9 billion first lien financing facility to
significantly restructure the company's debt load. Arch has
entered into a restructuring support agreement with the members of
an ad hoc group of lenders that hold more than 50% of the company's
first lien debt. Under the terms of the agreement, the lenders
have agreed to support a restructuring transaction that will
eliminate more than $4.5 billion in debt from Arch's balance sheet
and position the company for long-term success.
In order to facilitate this financial restructuring, Arch and
substantially all of its wholly-owned domestic subsidiaries have
filed voluntary petitions for reorganization under Chapter 11 of
the Bankruptcy Code in the United States Bankruptcy Court for the
Eastern District of Missouri. The company and the ad hoc group
have agreed to the principal terms of a Chapter 11 plan of
reorganization, which will be subject to approval by the Bankruptcy
Court.
Arch expects its mining operations and customer shipments to
continue uninterrupted throughout the reorganization process.
"Today's announcement represents another significant step in our
ongoing efforts to position the company for long-term success,"
said John W. Eaves, Arch's chairman and CEO. "After carefully
evaluating our options, we determined that implementing these
agreements through a court-supervised process represents the best
way to solidify our financial position and strengthen our balance
sheet. We are confident that this comprehensive financial
restructuring will further enhance Arch's position as a
large-scale, low-cost operator."
"Since the market downturn, we have taken many steps to enhance the
efficiency of our operations and to strengthen our asset base,"
Eaves continued. "As a result, all of our operating segments were
cash flow positive during the first three quarters of 2015. We
will continue to provide our customers with exceptional service as
we move through this process, while maintaining and further
reinforcing our position as an industry leader in safety,
environmental stewardship and productivity."
The company believes it has sufficient liquidity to continue its
normal mining activities and to meet its obligations in the
ordinary course. Arch had more than $600 million in cash and
short-term investments as of January 11, 2016, and expects to
receive $275 million in debtor-in-possession (DIP) financing from
members of the ad hoc group of lenders on terms and conditions set
forth in the DIP term sheet and DIP credit agreement filed with the
Bankruptcy Court and contemplated by the restructuring support
agreement among the company and the lenders. In addition, Arch
expects that its securitization financing providers will continue
the company's $200 million trade accounts receivable securitization
facility, subject to customary conditions, which supports Arch's
letters of credit program. Upon approval by the Bankruptcy Court
and satisfaction of customary conditions, these financings, as well
as the company's existing liquidity and cash generated from ongoing
operations, will be used to support the business during the
restructuring process.
Arch Coal has filed various motions with the Bankruptcy Court in
support of its reorganization. The company intends to continue to
pay employee wages and provide healthcare and other benefits
without interruption in the ordinary course of business and to pay
suppliers and vendors in full under normal terms for goods and
services provided on or after the Chapter 11 filing date. The
company expects to receive Bankruptcy Court approval for these
requests.
ARCH COAL: Moody's Lowers Corporate Family Rating to C
------------------------------------------------------
Moody's Investors Service downgraded Arch Coal, Inc.'s Corporate
Family Rating to C from Caa3, and the Probability of Default Rating
to D-PD from Caa3-PD. Moody's also downgraded the first lien term
loan to C from Caa1, second lien notes to C from Caa3, and the
senior unsecured notes to C from Ca. The downgrades were prompted
by the Arch's announcement that that the company and certain of its
wholly-owned subsidiaries have filed for relief under Chapter 11 of
the U.S. Bankruptcy Code in the Bankruptcy Court for the Eastern
District of Missouri on Jan. 11, 2016. Subsequent to the actions,
Moody's will withdraw all ratings and outlook.
Downgrades:
Issuer: Arch Coal, Inc.
Corporate Family Rating, Downgraded to C from Caa3
Probability of Default Rating, Downgraded to D-PD from Caa3-PD
Senior Secured Bank Credit Facilities, Downgraded to C, LGD2
from Caa1, LGD2
Senior Secured Regular Bond/Debenture, Downgraded to C, LGD3
from Caa3, LGD3
Senior Unsecured Regular Bond/Debenture, Downgraded to C, LGD5
from Ca, LGD5
Outlook Actions:
Outlook, Changed To Stable From Negative
Withdrawn:
Speculative Grade Liquidity Rating - SGL-3
RATINGS RATIONALE
The ratings also reflect a very low expected recovery for the
creditors. The company indicated that the restructuring
transaction is expected to eliminate more than $4.5 billion in
debt. As of Sept. 30, 2015 the company carried more than
$5.1 billion in debt. The company faces continued stress in the
coal sector and a capital structure that is untenable in the
current commodity price environment without restructuring. Arch
Coal is one of the largest US coal producers which operates in all
of the major US coal basins. The company's production consists
mainly of low-sulfur thermal coal from its Power River Basin mines
and thermal and metallurgical coal from Appalachia. Over the
twelve months ended Sept. 30, 2015, the company generated revenues
of over $2.7 billion.
The principal methodology used in these ratings was Global Mining
Industry published in August 2014.
ARCH COAL: S&P Lowers CCR to 'D' on Bankruptcy Filing
-----------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on St. Louis-based coal producer Arch Coal Inc. to
'D' from 'SD'. S&P also lowered its issue-level ratings on the
company's first-lien and second-lien debt to 'D' from 'CCC' and
'C', respectively. The issue-level rating on the company's
unsecured debt remains unchanged at 'D'.
The rating action follows Arch's announcement that it has filed
voluntary petitions for restructuring under Chapter 11 of the U.S.
Bankruptcy Code. Arch has entered into a restructuring support
agreement with the members of an ad hoc group of lenders that hold
more than 50% of the company's first-lien debt. Under the terms of
the agreement, the lenders have agreed to support a restructuring
transaction that will eliminate more than $4.5 billion in debt from
Arch's balance sheet.
The company closed the third quarter of 2016 with approximately
$5.7 billion of adjusted long-term debt (adjustments totaled $584
million -- including asset retirement obligations of $280
million).
ARCH COAL: Seeks Joint Administration of Cases
----------------------------------------------
Arch Coal, Inc. and its subsidiaries ask the Bankruptcy Court to
enter an order directing joint administration of their Chapter 11
cases under Lead Case No. 16-40120. Specifically, the Debtors
request that the Court maintain one file and one docket
for all of their cases under the case of Arch Coal, Inc.
Bankruptcy Rule 1015(b) provides, in relevant part, that 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." The Debtors relate they are "affiliates" as that
term is defined under Section 101(2) of the Bankruptcy Code.
The Debtors anticipate that many of the motions, hearings and
orders in these Chapter 11 cases will affect each Debtor and its
respective estate.
According to Brian C. Walsh, Esq., at Bryan Cave LLP, counsel for
the Debtors, joint administration will avoid the preparation,
replication, service and filing, as applicable, of duplicative
notices, applications and orders, thereby saving the Debtors
considerable expense and resources.
He added that the Court also will be relieved of the burden of
entering duplicative orders and maintaining duplicative files and
supervision of the administrative aspects of these Chapter 11 cases
by the United States Trustee for the Eastern District of Missouri
will be simplified.
In addition, the Debtors seek authority to file the monthly
operating reports required by the United States Trustee's
"Operating Guidelines and Reporting Requirements for Debtors in
Possession and Trustees" on a consolidated basis.
About Arch Coal
Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal
in the United States, with operations and coal reserves in each of
the major coal-producing regions of the Country. As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves. As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.
Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016. The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.
The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion. Judge Charles E. Rendlen III has been assigned
the case.
The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent.
ARCH COAL: Wants March 10 Deadline to File Schedules & Statements
-----------------------------------------------------------------
Arch Coal, Inc. and its subsidiaries ask the Bankruptcy Court to
(i) extend their time to file schedules of assets and liabilities,
schedules of executory contracts and unexpired leases and
statements of financial affairs, (ii) extend the time to schedule
the meeting of creditors, (iii) waive the requirements to file
equity lists and provide notice to equity security holders and (iv)
authorize them to file a consolidated list of 30 largest unsecured
creditors.
At present, the Debtors anticipate that they will require at least
45 additional days to complete their Schedules. The Debtors
therefore request that the Court extend the 14-day time period for
an additional 45 days, through March 10, 2016, without prejudice to
their right to seek further extensions.
"[D]ue to the complexity of their operations, the overwhelming
number of contracts to which the Debtors are party and the numerous
other matters that the Debtors must attend to in connection with
filing these cases, the Debtors anticipate that they will be unable
to complete the Schedules for the 72 Debtor entities in the 14 days
provided under Bankruptcy Rule 1007(c)," said Brian C. Walsh, Esq.,
at Bryan Cave LLP, counsel for the Debtors.
According to Mr. Walsh, collection of the necessary information
requires an enormous expenditure of time and effort on the part of
the Debtors and their employees. He added that because all
invoices related to prepetition goods and services have not yet
been received or entered into the Debtors' accounting system, it
may be some time before the Debtors have access to all of the
required information to prepare the Schedules.
The Debtors assert that the large amount of information that must
be assembled and compiled, the multiple places where the
information is located and the potentially hundreds of employee and
professional hours required to complete the Schedules constitute
good and sufficient cause for granting the requested extension of
time.
341 Meeting Extension
Local Rule 1007-7 contemplates that the United States Trustee may
reschedule the Section 341 Meeting if the Court extends the time
for filing the Schedules to a date that is less than 10 days before
the Section 341 Meeting. Bankruptcy Rule 2003(a) provides that in
a Chapter 11 case the United States Trustee shall call a meeting of
creditors to be held no fewer than 21 and no more than 40 days
after the order for relief.
The Debtors anticipate that the United States Trustee will soon
schedule the Section 341 Meeting in accordance with Bankruptcy Rule
2003(a), but that the United States Trustee may desire to instead
schedule the meeting after such 40-day period. To the extent such
relief is necessary, the Debtors also request
that the Court authorize the United States Trustee to schedule the
Section 341 Meeting after the 40-day deadline imposed by Bankruptcy
Rule 2003(a).
List of Equity Security Holders
Under Bankruptcy Rule 1007(a)(3), the Debtors are required to file
the Equity Lists within 14 days after the Petition Date. Under
Bankruptcy Rule 2002(d), unless otherwise ordered by the Court, the
Debtors are required to give notice of the order for relief to all
equity security holders.
Arch Coal, Inc. is a public company and, as of Jan. 6, 2016, had
issued and outstanding approximately 21,446,233 shares of publicly
held common stock. Each of the other Debtors has disclosed each of
its equity security holders in the corporate ownership statements
filed with their respective petitions. The Debtors maintained that
preparing a list of Arch Coal, Inc.'s equity security holders with
last known addresses and sending notices to all parties on that
Equity List would be extremely expensive and time-consuming. The
Debtors further added that, to the extent it is determined that
equity security holders are entitled to distributions from the
Debtors' estates, those parties will be provided with notice of the
bar date and will then have an opportunity to assert their
interests. Thus, equity security holders will not be prejudiced.
List of 30 Largest Unsecured Creditors
Pursuant to Bankruptcy Rule 1007(d), a debtor must file "a list
containing the name, address and claim of the creditors that hold
the 20 largest unsecured claims, excluding insiders."
According to the Debtors, numerous creditors are shared amongst
them. Thus, the Debtors asserted that compiling separate top 20
creditor lists for each individual Debtor would consume an
excessive amount of their scarce time and resources. Accordingly,
the Debtors request authority to file a single, consolidated list
of their 30 largest general unsecured creditors, which list was
filed together with the petitions.
Moreover, because the Debtors will request the United States
Trustee to appoint a single official committee of unsecured
creditors in these chapter 11 cases, a consolidated list of the
Debtors' largest creditors will better represent the Debtors' most
significant unsecured creditors, Mr. Walsh maintained.
About Arch Coal
Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal
in the United States, with operations and coal reserves in each of
the major coal-producing regions of the Country. As of January
2016, it was the second-largest holder of coal reserves in the
United States, owning or controlling over five billion tons of
proven and probable reserves. As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.
Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016. The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.
The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion. Judge Charles E. Rendlen III has been assigned
the case.
The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent.
AURORA OPERATING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Aurora Operating, LLC
1301 McKinney, Suite 2885
Houston, TX 77010
Case No.: 16-30218
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Karen K. Brown
Debtor's Counsel: James B. Jameson, Esq.
ATTORNEY AT LAW
P. O. Box 980575
Houston, TX 77098
Tel: 713-807-1705
Fax: 713-807-1710
Email: jbjameson@jamesonlaw.net
- and -
Craig H. Cavalier, Esq.
JAMES B. JAMESON
5555 West Loop South, Suite 600
Bellaire TX 77401
Tel: (713) 621-4720
Total Assets: $2.37 million
Total Liabilities: $2.35 million
The petition was signed by Andrey Platunov, operating director.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb16-30218.pdf
BERNARD L. MADOFF: Feeder Suit Ends With $55M PwC Settlement
------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that
PricewaterhouseCoopers LLP on Jan. 6, 2016, agreed to pay $55
million to escape a class action claiming it failed to recognize
and alert investors to red flags in funds invested in Bernie
Madoff's Ponzi scheme, bringing an end to seven years of litigation
just as the case was headed to trial.
PwC Canada and PricewaterhouseCoopers Accountants NV, or PwC
Netherlands, filed a stipulation of settlement in New York federal
court agreeing to pay $55 million to owners of shares or limited
partnership interests in Fairfield Greenwich Ltd.-managed funds.
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.
BLUE SUN ST. JOE: Ordered to Turn Over Funds to Gorton Research
---------------------------------------------------------------
A bankruptcy judge has ordered Blue Sun St. Joe Refining LLC to
turn over funds held by Nodaway Valley Bank to Gorton Research
Enterprises LLC.
The order, issued by U.S. Bankruptcy Judge Arthur Federman,
required the company to turn over $161,000 in grant funds awarded
to Terra Bioenergy Inc.
In his decision, Judge Federman said the funds are not property of
Blue Sun and are "burdensome" to its estate.
Terra Bioenergy was awarded grants from the Missouri Qualified
Biodiesel Producer Incentive Fund in the amount of $2.94 million in
connection with its biodiesel production facility in St. Joseph,
Missouri.
The funds were transferred to Blue Sun and then sold to Gorton
Research for $2 million. In October last year, $161,000 had been
transferred to Nodaway, court filings show.
About Blue Sun St. Joe
Originally founded in 2001 as SunFuels, Inc., privately-held Blue
Sun Energy Inc. introduced biodiesel into the existing petroleum
fuels pool by focusing on an integrated approach to addressing
market needs. In 2004, Blue Sun Energy developed the proprietary
Fusion(TM) brand of biodiesel fuel. Early in 2012, Blue Sun
Biodiesel also established a downstream terminal presence for
biodiesel blending in Knoxville, TN. In 2012, Blue Sun St. Joe
Refining began operating the St. Joe refinery to produce
high-quality biodiesel for wholesale distribution.
Blue Sun St. Joe Refining, LLC, and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Mo., Case No. 15-42231) on July 31, 2015. The cases are assigned
to Judge Arthur B. Federman.
The Debtors engaged as bankruptcy counsel Jeffrey A. Deines, Esq.,
at Lentz Clark Deines PA, in Overland Park, Kansas; and Todd A.
Burgess, Esq., John R. Clemency, Esq., and Lindsi M. Weber, Esq.,
at Gallagher & Kennedy, P.A., in Phoenix, Arizona. MCA Financial
Group, Ltd. serves as their financial advisors.
The Official Committee of Unsecured Creditors retained Stinson
Leonard Street LLP as its counsel.
BOOMERANG TUBE: Files Forbearance and Amended DIP Agreement
-----------------------------------------------------------
Boomerang Tube, LLC, has filed a Forbearance Agreement and
Amendment No. 3 to Debtor-in-Possession Credit Agreement related to
the DIP ABL Facility.
As previously reported in the TCR, the U.S. Bankruptcy Court for
the District of Delaware gave Boomerang Tube, LLC, et al., final
authority to obtain postpetition financing in the amount of up to
$145,000,000 and use cash collateral securing their prepetition
indebtedness.
The postpetition financing would consist of a $60 million new-money
term loan provided by a group of prepetition term lenders and an
asset-based loan of up to $85 million from Wells Fargo Capital
Finance, LLC, and Bank of America, N.A. Cortland Capital Market
Services LLC would serve as administrative agent on the term loan,
while WFCF would serve as administrative agent on the ABL.
The Term DIP Lenders have agreed to fund $60 million in new money
and the ABL DIP Lenders have agreed to allow the use of cash
collateral to permit the Debtors to operate and fund administrative
expenses pending confirmation of a Chapter 11 plan and to advance
up to $85 million under the ABL DIP Facility.
A copy of the Forbearance Agreement and Amended DIP Agreement is
available for free at http://is.gd/Yjpees
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing. Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets. With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America. Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to 100%
of the common stock of the reorganized company.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
BRAINSTORM CELL: Funding Uncertainty Casts Going Concern Doubt
--------------------------------------------------------------
Brainstorm Cell Therapeutics Inc. has substantial doubt about its
ability to continue as a going concern, noting uncertainty relating
to additional funds or unforeseen costs, according to Yoram
Bibring, chief financial officer of the company, in a regulatory
filing with the U.S. Securities and Exchange Commission dated
November 16, 2015.
Mr. Bibring related, "To date the company has not generated any
revenues from its activities and has incurred substantial operating
losses. Management expects the company to continue to generate
substantial operating losses and to continue to fund its operations
primarily through utilization of its current financial resources
and through additional raises of capital. In the first nine months
of 2015 net cash inflows from issuances of common stock through the
exercise of equity warrants as well as from issuances of new equity
warrants amounted to approximately $14.8 million, net. Management
believes that the company's current resources are sufficient to
fund its operations for the next 12 months, however there can be no
assurance that additional funds necessary for the company's long
term operations will be available on terms acceptable to the
company, or that the company will not incur additional unforeseen
costs or expenses.
"Such conditions raise substantial doubts about the company's long
term ability to continue as a going concern."
"Over the longer term if we are not able to raise substantial
additional capital, we may not be able to continue to function as a
going concern and may have to cease operations or the company will
reduce its costs, including curtailing its current plan to pursue
larger clinical trials in ALS and move new indications into
clinical testing. We will be required to raise a substantial
amount of capital in the future in order to reach profitability and
to complete the commercialization of our products," Mr. Bibring
added.
At September 30, 2015, the company had total assets of $18,359,000,
total liabilities of $2,838,000, and total stockholders' equity of
$15,521,000.
The company posted a net loss of $2,603,000 for the quarter ended
September 30, 2015, compared with a net loss of $2,421,000 for the
three months ended September 30, 2014.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/gtfxkf6
Brainstorm Cell Therapeutics Inc. is a biotechnology company based
in Hackensack, New Jersey. The company develops novel adult stem
cell therapies for debilitating neurodegenerative disorders like
Amyotrophic Lateral Sclerosis (ALS), Multiple Sclerosis (MS) and
Parkinson's disease (PD).
BROOKLYN RENAISSANCE: Can Sell Union Street Properties to JJCC
--------------------------------------------------------------
U.S. Bankruptcy Judge Carla E. Craig has authorized Brooklyn
Renaissance, LLC, to sell its real property located at 555 and 557
Union Street, Brooklyn, N.Y., to JJCC Real Estate LLC for
$3,800,000. An auction had been conducted on Nov. 17, 2015, but no
bidders other than the bid of JJC Real Estate, the stalking horse
bidder, were received by the Debtor.
About Brooklyn Renaissance
Brooklyn Renaissance, LLC, which manages various parcels of real
property located in Kings, New York and Suffolk County, New York,
sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-43122) on July 6, 2015 in Brooklyn. James McGown, the managing
member, signed the petition. The case is assigned to Judge Nancy
Hershey Lord.
The Debtor estimated $10 million to $50 million in assets and less
than $10 million in debt.
The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New
York, as counsel.
BROOKLYN RENAISSANCE: Court Approves Brunt Street Property Auction
------------------------------------------------------------------
U.S. Bankruptcy Judge Carla E. Craig approved bidding procedures to
govern the sale of certain of Brooklyn Renaissance, LLC's real
property located at 300 Van Brunt Street, Brooklyn, N.Y.
The Debtor has earlier reached a Purchase and Sale Agreement with
The Other Half LLC, dated Aug. 8, 2015, for the purchase of the
real property located at 300 Van Brunt Street, Brooklyn, New York
11231, for $1,800,000.
The deed to 300 Van Brunt currently being held by Annabelle McGown,
a minor, subject to the right of the Debtor to purchase 300 Van
Brunt from Annabelle for $100,000. The Kings County Surrogates
Court (New York State) authorized the conveyance of the remaining
100% interest in 300 Van Brunt to the Debtor in order to effectuate
a sale of the property.
The deadline for submitting bids to become Qualified Bidder will be
no less than 35 days after the conveyance of the Properties from
Annabelle and should be submitted to Debtor’s counsel no later
than one hour prior to the commencement of the Auction.
If any Qualified Bids are received in accordance with the Bidding
Procedures, the Debtor will conduct an Auction commencing the next
business day following the Bid Deadline at 11:00 a.m. (EST) at the
United States Bankruptcy Court for the Eastern District of New
York, on a date to be determined.
If no Qualified Bid, other than the Qualified Bid of Purchaser, is
timely received, the Debtor may exercise its right to cancel the
Auction, and is authorized to proceed to seek approval of the
Qualified Bid at the Sale Hearing.
About Brooklyn Renaissance
Brooklyn Renaissance, LLC, which manages various parcels of real
property located in Kings, New York and Suffolk County, New York,
sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-43122) on July 6, 2015 in Brooklyn. James McGown, the managing
member, signed the petition. The case is assigned to Judge Nancy
Hershey Lord.
The Debtor estimated $10 million to $50 million in assets and less
than $10 million in debt.
The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New
York, as counsel.
BROOKLYN RENAISSANCE: JPMMAC Seeks to Pursue Foreclosure Suit
-------------------------------------------------------------
J.P. Morgan Mortgage Acquisition Corp. asks the U.S. Bankruptcy
Court for the Eastern District of New York to lift the automatic
stay imposed in the Chapter 11 case of Brooklyn Renaissance, LLC,
in order to proceed with its foreclosure action with the New York
State Court.
JPMMAC contends that it is not adequately protected and is being
undersecured by several hundred thousand dollars. JPMMAC also
contends that the Debtor's failure of to make postpetition mortgage
payments left it inadequately protected.
According to JPMMAC, lifting the stay will result in a resolution
of the issues relating to the property subject to the foreclosure
action and will not significantly interfere with the bankruptcy
case, which is being administered by a Chapter 11 Trustee, while
the State Court has the expertise to address the foreclosure
issues.
Alternatively, JPMMAC asks the Court to appoint a Chapter 11
trustee to manage the Property. JPMMAC alleged that, contrary to
the claims of the Debtor, the Property generates or is at least
capable of generating substantial rental income in as much as
$15,000 in rent each month. JPMMAC further contends that the
Debtor is either hiding those rents from its creditors or is
failing to collect rents from the tenants of the Property in the
first instance.
J.P. Morgan Mortgage Acquisition Corp. is represented by:
R. Christopher Owens, Esq.
PARKER IBRAHIM & BERG LLC
5 Penn Plaza 23rd Floor, Suite 2371
New York, NY 10001
Tel: (212) 596-7037
Fax: (212)596-7036
Email: christopher.owens@piblaw.com
About Brooklyn Renaissance
Brooklyn Renaissance, LLC, which manages various parcels of real
property located in Kings, New York and Suffolk County, New York,
sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-43122) on July 6, 2015 in Brooklyn. James McGown, the managing
member, signed the petition. The case is assigned to Judge Nancy
Hershey Lord.
The Debtor estimated $10 million to $50 million in assets and less
than $10 million in debt.
The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New
York, as counsel.
BROOKLYN RENAISSANCE: MGJR-Led Auction for Clinton Properties OK'd
------------------------------------------------------------------
U.S. Bankruptcy Judge Carla E. Craig has approved bidding
procedures to govern the sale of certain of Brooklyn Renaissance,
LLC's real property located at 84 Clinton Street, Brooklyn, N.Y.
The Debtor earlier reached a Purchase and Sale Agreement with MGJR
Nominee LLC, dated August 10, 2015, for the purchase of the real
property for $2,500,000.
The deed to 84 Clinton is currently being held 90% by PJ McGown, a
minor, and 10% by the Debtor. The Kings County Surrogates Court
(New York State) authorized the conveyance of the remaining 90%
interest in 84 Clinton to the Debtor in order to effectuate a sale
of the property.
The deadline for submitting bids to become Qualified Bidder will be
no less than 35 days after the conveyance of the Properties from
Annabelle or PJ and should be submitted to Debtor's counsel no
later than one hour prior to the commencement of the Auction.
If any Qualified Bids are received in accordance with the Bidding
Procedures, the Debtor will conduct an Auction commencing the next
business day following the Bid Deadline at 11:00 a.m. (EST) at the
United States Bankruptcy Court for the Eastern District of New
York, on a date to be determined.
If no Qualified Bid, other than the Qualified Bid of Purchaser, is
timely received, the Debtor may exercise its right to cancel the
Auction, and is authorized to proceed to seek approval of MGJR
Qualified Bid at the Sale Hearing.
About Brooklyn Renaissance
Brooklyn Renaissance, LLC, which manages various parcels of real
property located in Kings, New York and Suffolk County, New York,
sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-43122) on July 6, 2015 in Brooklyn. James McGown, the managing
member, signed the petition. The case is assigned to Judge Nancy
Hershey Lord.
The Debtor estimated $10 million to $50 million in assets and less
than $10 million in debt.
The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, in White Plains, New
York, as counsel.
CAESARS ENTERTAINMENT: 7th Cir. Vacates Denial of Injunction
------------------------------------------------------------
The United States Court of Appeals for the Seventh Circuit vacated
the denial of the injunction sought by Caesars Entertainment
Operating Company.
CEOC had borrowed billions of dollars to finance its operations,
issuing notes to the lenders that were guaranteed by its principal
owner, Caesars Entertainment Corp. ("CEC"). As CEOC's financial
position worsened, CEC tried to eliminate its guaranty obligations
by selling assets of CEOC to other parties and terminating the
guaranties that it had issued. Creditors of CEOC challenged CEC's
repudiation by filing suits in state and federal courts against
CEC.
CEOC asked the bankruptcy court to enjoin the guaranty suits until
60 days after a bankruptcy examiner, appointed by the judge to make
an independent assessment of the bankruptcy claims, completes his
report.
The bankruptcy judge denied CEOC's motion, believing that he lacked
statutory authority to enter an injunction order under the relevant
provisions of the Bankruptcy Code, Section 105(a). This was
affirmed by the district court.
The Seventh Ciruit, however, held that the bankruptcy judge and the
district judge erred in thinking that section 105(a) foreclosed the
stay sought by CEOC. The 7th Circuit explained that the statute
authorizes "any order...that is...appropriate to carry out the
provisions of" the Bankruptcy Code. The case was thus remanded for
the bankruptcy court to determine whether the temporary injunction
sought by CEOC is such an "appropriate" order.
The case is IN RE CAESARS ENTERTAINMENT OPERATING COMPANY, INC., et
al., Debtors. CAESARS ENTERTAINMENT OPERATING COMPANY, INC., et
al., Plaintiffs-Appellants, v. BOKF, N.A., et al.,
Defendants-Appellees, No. 15-3259 (7th Cir.).
A full-text copy of the Seventh Circuit's December 23, 2015
decision is available at http://is.gd/19imUTfrom Leagle.com.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
On Feb. 5, 2015, U.S. Trustee Patrick Layng appointed nine
creditors to the Debtors' official committee of unsecured
creditors. Two of these creditors -- the Board of Levee
Commissioners for the Yazoo Mississippi Delta and MeehanCombs
Global Credit Opportunities Master Fund LP -- resigned from the
committee following their appointment. They were replaced by the
National Retirement Fund and Relative Value-Long/Short Debt, a
Series of Underlying Funds Trust.
CAL DIVE: Creditors Object to Proposed Mediation on Lien Reserves
-----------------------------------------------------------------
Parties-in-interest responded to Cal Dive International, Inc., et
al.'s motion for an order (i) directing parties to mediation to
determine the distribution of lien reserves related to the American
Constitution, Cal Diver I, Lone Star, and Uncle John; and (ii)
authorizing the Debtors to file an interpleader action with respect
to the lien reserves if mediation fails to result in settlement.
Blue Marlin Services of Acadiana LLC, filed a reservation of
rights, stating that the motion does not provide specificity
concerning who will pay for the mediators. Blue Marlin does not
interpret the applicable general order and local rules as providing
conclusive guidance on the matter. Blue Marlin provided food
catering services to Debtors and has asserted maritime liens
against the Lonestar and Uncle John (the vessels) among other
vessels belonging to or formerly belonging to the Debtors.
Adam Tuma, in his objection, stated that he does not consent or
voluntarily submit to the jurisdiction and venue of the Court for
the adjudication or liquidation of his claim or to a determination
of rights related thereto. Mr. Tuma is a Jones Act seaman who
alleges that he was injured while in the course and scope of his
duties on board Debtors' vessel Lone Star and Debtor does not
dispute the fact.
Jacob O'Neil objected to Debtors' motion noting that he does not
consent or voluntarily submit to the jurisdiction and venue of the
Court for the adjudication or liquidation of his claim or to a
determination of rights related thereto. Mr. O'Neil is a Jones Act
seaman who alleges that he was injured while in the course and
scope of his duties on board Debtors' vessel Uncle John and Debtor
does not dispute the fact. Upon information and belief, there are
no other tort claims against the Uncle John. The other alleged
liens against the Uncle John are for maritime necessaries and other
liens subordinate to that of O'Neil's. Mr. O'Neil also objected
because the proposed mediation procedures are defective and do not
adequately protect his substantive rights and interests as a
maritime tort lienholder.
Kenneth H. Bratkowski, joined in the objection of Messrs. O'Neil
and Tuma.
Support to the Motion
Gulf Copper & Manufacturing Corp. expressed support of the Debtors'
motions.
Prior to the Petition Date, Gulf Copper provided "necessaries" to
one or more of the Debtors' vessels by providing services, labor,
equipment or materials to the Debtors for and in connection with
the operation of one or more of the Debtors' vessels pursuant to
various contracts and master service agreements with the Debtors.
Gulf Copper filed two secured proofs of claim, each in the amount
of $279,905. The Debtors do not dispute Gulf Copper's valid
maritime liens on any of the liened vessels.
According to Gulf Copper, the Debtors have confirmed, among other
things, that the amount Gulf Copper will receive under the lien
reserves motion from proceeds of the Midnight Star is $91,846,
which is the proper amount reflected in Gulf Copper's proofs of
claim attributable to that vessel.
On Dec. 2, 2015, the Debtors filed a proposed list of mediators.
The Debtors noted that certain of the proposed mediators are
conducting internal research to determine whether they may
appropriately mediate disputes between the parties to the
mediation. Accordingly, the Debtors may revise the list based
upon, among other things, the outcome of the discussions and
internal research.
The proposed mediators are:
1. William P. Bowden, Esq.
ASHBY & GEDDES
Wilmington, DE
2. Robert S. Brady
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Wilmington, DE
3. Edward Dobbs, Esq.
PARKER, HUDSON, RAINER & DOBBS, LLP
Atlanta, Georgia
4. Francis A. Monaco, Jr., Esq.
WOMBLE CARLYLE SANDRIDGE & RICE LLP
Wilmington, DE
5. Hon. Randall J. Newsome
JAMS
San Francisco, CA
Blue Marlin is represented by:
Brian Arban, Esq.
Adam Hiller, Esq.
HILLER & ARBAN, LLC
1500 N. French St., 2nd Fl.
Wilmington, DE 19801
Tel: (302) 442-7676
Fax: (302) 442-7045
E-mail: barban@hillerarban.com
Mr. Bratkowski is represented by:
Gregory A. Taylor, Esq.
Benjamin W. Keenan, Esq.
ASHBY & GEDDES
P.O. Box 1150
500 Delaware Ave.
Wilmington, DE 19899
Tel: (302) 654 1888
E-mail: bkeenan@ashby-geddes.com
-- and --
Thomas M. Discon, Esq.
Charlotte E. Discon, Esq.
DISCON LAW FIRM
Mandeville, LA 70448
Tel/Fax: (985) 674-9748
E-mail: tdiscon@disconlawfirm.com
Mr. Tuma is represented by:
Mark T. Hurford, Esq.
CAMPBELL & LEVINE, LLC
222 Delaware Avenue, Suite 1620
Wilmington, DE 19801
Tel: (302) 426-1900
Fax: (302) 426-9947
E-mail: mhurford@camlev.com
-- and --
Steven P. Lemoine, Esq.
ROBERT H. SCHMOLKE, A Professional Law Corporation
4313 Bluebonnet Blvd., Suite A
Baton Rouge, LA 70809
Tel: (225) 292-1717
E-mail: steve@schmolkelaw.com
Mr. O'Neil is represented by:
Mark T. Hurford, Esq.
CAMPBELL & LEVINE, LLC
222 Delaware Avenue, Suite 1620
Wilmington, DE 19801
Tel: (302) 426-1900
Fax: (302) 426-9947
E-mail: mhurford@camlev.com
-- and --
Brian C. Colomb, Esq.
Domengeaux Wright Roy, Esq.
EDWARDS & COLOMB, LLC
556 Jefferson St.
Lafayette, LA 70501
Tel: (337) 233-3033
E-mail: brianc@wrightroy.com
About Cal Dive
Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe. Cal Dive and
its U.S. subsidiaries filed simultaneous voluntary petitions
(Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015.
Through the Chapter 11 process, the Company intends to sell non-
core assets and intends to reorganize or sell as a going concern
its core subsea contracting business.
Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.
The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker
LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent. The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.
The U.S. Trustee for Region 3 amended the committee of unsecured
creditors in the case from five-member committee to four members.
The Committee retained Akin Gump Strauss Hauer & Feld LLP and
Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC
as exclusive investment banker.
Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.
COYNE INTERNATIONAL: Sells York Assets to Kleen Tech for $496K
--------------------------------------------------------------
Coyne International Enterprises Corp. seeks authority from the U.S.
Bankruptcy Court for the Northern District of New York to sell its
York, Pennsylvania assets, comprising of real property and certain
machinery and equipment pursuant to an asset purchase agreement
with Kleen Tech, Inc.
According to the Debtor, the opportunity at this time to sell the
York Assets to Kleen, subject to higher and better offers,
represents a benefit to the estate, because the Debtor is not aware
of other interested buyers for these assets at a comparable price.
The salient terms of the transaction are as follows:
a. Kleen will purchase the York Assets for the aggregate
purchase price of $496,000, allocated 50% to the real property and
50% to the machinery and equipment. The machinery and equipment
does not include any of the Debtor's vehicles.
b. Kleen will make a good faith deposit of 10% of the Purchase
Price upon the execution of the APA.
c. The sale of the York Assets is "as-is where is."
d. The sale of the York Assets is free and clear of all liens,
claims and encumbrances, other than permitted encumbrances as set
forth in the APA.
e. The Debtor will be entitled to solicit offers from other
parties for the York Assets in connection with a "Competing
Transaction."
f. Kleen will be entitled to a breakup fee of $9,920 (or 2% of
the Purchase Price), subject to Court approval.
The Debtor maintains that the relationship between the Debtor and
Kleen is not tainted by self-dealing or manipulation because Kleen
is an independent third party with no prior relationship to the
Debtor. Additionally, the offer of a Breakup Fee to Kleen serves
to enhance the ability of the Debtor to obtain higher and better
proposals through the auction process by encouraging and providing
a potential financial inducement for third parties to participate.
Coyne International Enterprises Corp. is represented by:
Robert L. Rattet, Esq.
Stephen B. Selbst, Esq.
Hanh V. Huynh, Esq.
HERRICK, FEINSTEIN LLP
2 Park Avenue
New York, NY 10016
Tel: (212) 592-1400
Fax: (212) 592-1500
Email: rrattet@herrick.com
sselbst@herrick.com
hhuynh@herrick.com
About Coyne International
Coyne International Enterprises Corp. filed a Chapter 11 Bankruptcy
petition (Bankr. N.D.N.Y. Case No. 15-31160) on July 31, 2015. The
petition was signed by Mark Samson as CEO.
Herrick Feinstein LLP serves as the Debtor's general counsel.
Phillips Lytle LLP acts as the Debtor's local bankruptcy counsel.
Cohnreznick LLP is the Debtor's financial advisor. SSG Capital
Advisors LLC is the Debtor's investment banker. Rust Omni serves
the Debtor as claims and administrative agent. Raab, Sturm &
Ganchrow, LLP acts as labor counsel to the Debtor. Harbridge
Consulting Group, LLC serves as the Debtor's pension consultant.
Beveridge & Diamond PC is the Debtor's environmental counsel. GZA
Geoenvironmental, Inc. serves as the Debtor's environmental
consultant.
CRASH RESCUE: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Crash Rescue Equipment Service, Inc.
3912 W. Illinois Ave.
Dallas, TX 75211
Case No.: 16-30197
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Hon. Harlin DeWayne Hale
Debtor's Counsel: John P. Lewis, Jr., Esq.
LAW OFFICE OF JOHN P. LEWIS, JR.
1412 Main St. Ste. 210
Dallas, TX 75202
Tel: (214) 742-5925
Fax: (214) 742-5928
Email: jplewisjr@mindspring.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Kevin Ashton, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
CROWN CASTLE: Moody's Raises Sr. Unsecured Rating to Ba1
--------------------------------------------------------
Moody's Investors Service upgraded Crown Castle International
Corp's senior unsecured rating to Ba1 from Ba3, senior unsecured
shelf rating to (P)Ba1 from (P)Ba3, and senior subordinate shelf
rating to (P)Ba2 from (P)B1, affirmed Crown Castle's Corporate
Family Rating at Ba1 and revised the ratings outlook to positive
from stable. Concurrently, Moody's affirmed CC Holdings GS V LLC's
senior secured notes rating at Baa2 with a stable outlook. All
ratings are subject to the execution of the bank credit facility
refinancing as currently proposed and Moody's review of the final
documentation. The Ba1 rating and stable outlook on the REIT's
existing senior secured credit facility at Crown Castle Operating
Company is unchanged and will be withdrawn upon repayment and
cancellation of the credit facilities.
The rating action follows Crown Castle's announcement that it is in
the process of refinancing its existing secured credit facility at
CCOC with a new unsecured credit facility at its holding company,
Crown Castle International Corp. CCI disclosed that it had
received commitments from a group of lenders for a new $5.5 billion
senior unsecured credit facility, which is expected to consist of
up to $3.5 billion of senior unsecured revolving credit facilities
and a $2 billion senior unsecured term loan A facility. Crown
Castle intends to use net proceeds from the new facility, together
with cash on hand, to repay all outstanding borrowings under the
existing secured credit facility. As of Sept. 30, 2015, CCI's
existing secured credit facility consisted of a $2.2 billion
revolver of which approximately $1 billion was outstanding, and
$2.9 billion of term loans outstanding. Although CCI has not yet
announced full details of the proposed bank facility, it is our
assumption that the proposed bank facility will be pari passu with
its existing unsecured bonds. CCI expects to close the new
facility by the end of January 2016.
CCI's complex capital structure and structural subordination were
the main negative drivers of CCI's ratings. A successful
refinancing of its bank facility, while not completely eliminating
them, will significantly alleviate these key rating concerns. The
proposed refinancing transaction benefits CCI's credit profile in
several ways. A key credit consideration behind the two-notch
upgrade of the senior unsecured rating is that the refinancing will
remove a material amount of secured debt (approximately
$3.9 billion as of the end of 3Q15) that would have been ranked
higher than the existing unsecured notes in the recovery waterfall
in a distressed scenario. Secondly, the transaction demonstrates
CCI's commitment to improving its balance sheet and credit profile
by significantly reducing the complexity and structural
subordination within its capital structure. Third, the refinancing
releases the pledge of stock that constitutes the collateral
package under the existing credit facility, thus eliminating risks
associated with such arrangement in a distressed scenario. In
addition, the refinancing further increases the REIT's financial
flexibility by extending the debt maturity profile.
The affirmation of CCI' corporate family rating at Ba1 incorporates
Moody's view that the REIT's operating results and financial
performance are solid and in line with Moody's expectations.
Moody's expects CCI's standing as one of the leading operators in
the wireless infrastructure industry to support improving credit
fundamentals over the rating horizon that could potentially trigger
upward ratings movement over time if the REIT maintains its current
course of simplifying its capital structure, de-leveraging and
liquidity preservation.
The REIT's senior secured notes at CC Holdings GS V LLC are
currently rated the highest of all corporate debt instruments at
Baa2 reflecting the strong collateral coverage of this obligation
in the overall waterfall of debts. Since these debt obligations
are not materially impacted by the proposed refinancing, Moody's
affirmed the senior secured ratings at GS V LLC with a stable
outlook
Moody's took these rating actions on Crown Castle International
Corp.:
-- Corporate Family Rating is affirmed at Ba1;
-- Senior Unsecured debt is upgraded to Ba1 from Ba3;
-- Senior Unsecured Shelf upgraded to (P)Ba1 from (P)Ba3;
-- Subordinate Shelf upgraded to (P)Ba2 from (P)B1;
-- Ratings outlook revised to positive from stable
Moody's took these rating actions on CC Holdings GS V LLC:
-- Senior secured debt is affirmed at Baa2 with a stable
Outlook
RATINGS RATIONALE
Crown Castle's Ba1 corporate family rating reflects the REIT's
position as one of the leading independent provider of wireless
infrastructure in the U.S., good geographic diversification within
the domestic market, and ample liquidity. CCI's high visibility
into future earnings due to long-term leases with annual
escalations, high credit quality tenants, and the ability to
generate significant free cash flow also support the rating.
Moody's believes that the wireless infrastructure industry
fundamentals and growth trends in both -- towers and small cells --
remain favorable over the next several years owing to continued
strong demand for wireless, data services, and the acceleration in
mobile traffic and continued build out of carriers' wireless
networks. These credit strengths are counterbalanced by the REIT's
material share of secured debt in its capital structure, and
structural subordination that will both significantly improve as a
result of the proposed refinancing, but would still remain a credit
challenge. While Crown Castle benefits from its major tenants'
strong credit quality, the REIT's tenant concentration is high.
Crown Castle's ratings are also tempered by its exposure to
technology network shifts or major technological transformation and
untested alternative use for its properties should such dramatic
changes occur -- risks that are not typically associated with
traditional commercial REITs.
The positive outlook reflects Moody's expectation that Crown Castle
will continue Its efforts in simplifying its capital structure and
reducing reliance on secured funding. It also incorporates Moody's
expectation of CCI's continued strong financial and operating
performance that will result a stronger credit profile.
In order to strengthen its credit profile sufficiently to warrant
an upgrade to investment grade, Crown Castle will need to continue
its efforts in aligning its capital structure with its strong
fundamentals by further simplifying its capital structure and
further reducing its reliance on secured debt funding. Equally
important, an upgrade to investment grade would also require Crown
Castle to sustain strong credit metrics, including net debt/EBITDA
below 6x (calculated including Moody's operating lease adjustment)
and effective leverage (debt plus preferred over gross assets)
closer to 60%.
A downgrade is unlikely in the next 12 to 18 months given the
positive outlook on the rating but would be precipitated by
significant deterioration in operating performance or if the REIT
chose to pursue an aggressive financial policy (including large
debt-funded acquisitions or shareholder-friendly return policy)
such that net debt/EBITDA is sustained above 7x or effective
leverage (defined as debt plus preferred over gross assets) is
sustained in the high 70% range. The rating outlook would revert
back to stable if operating or financial performance would weaken,
or, if contrary to its current strategy, the REIT were to increase
its reliance on secured debt funding.
Moody's last rating action with respect to Crown Castle was on
September 8, 2015, when the rating agency rated Crown Castle
International Corp's senior unsecured debt shelf at (P)Ba3 and
subordinate debt shelf at (P)B1.
The principal methodology used in this rating was Global Rating
Methodology for REITs and Other Commercial Property Firms published
in July 2010.
Crown Castle [NYSE: CCI] is real estate investment trust based in
Houston, Texas which owns, operates and leases towers and other
infrastructure for wireless communications. Crown Castle's
portfolio includes approximately 40,000 towers and 15,000 small
cell nodes supported by approximately 16,000 miles of fiber.
DEBT RESOLVE: Losses, Deficit Raise Going Concern Doubt
-------------------------------------------------------
Debt Resolve, Inc. reported a net loss of $1,227,093 for the three
months ended September 30, 2015 as compared with a net loss of
$359,788 for the three months ended September 30, 2014. The
company incurred a net loss of $1,318,125 for the nine months ended
September 30, 2015. Additionally, the company has negative working
capital (total current liabilities exceeded total current assets)
of $7,652,257 as of September 30, 2015.
"These factors among others raise substantial doubt about the
company's ability to continue as a going concern," stated Stanley
E. Freimuth, director/chief executive officer/principal accounting
officer of the company, in a regulatory filing with the U.S.
Securities and Exchange Commission on November 16, 2015.
Mr. Freimuth pointed out, "September 30, 2015 marked the second
consecutive quarter that the company has reported an operating
profit. While distributions from the company's majority owned
joint venture have improved liquidity, the company continues to
raise additional funds through private debt offerings to meet short
term needs. In addition, the company is undertaking further steps
as part of a plan to improve operations with the goal of sustaining
our operations for the next twelve months and beyond and to address
its lack of liquidity by raising additional funds, either in the
form of debt or equity or some combination thereof. However, there
can be no assurance that the company can successfully accomplish
these steps and or business plans, and it is uncertain that the
company will achieve a profitable level of operations and be able
to obtain additional financing.
"The company's continued existence is dependent upon management's
ability to develop profitable operations and resolve its liquidity
problems. There can be no assurance that any additional financings
will be available to the company on satisfactory terms and
conditions, if at all. In the event that the company is unable to
continue as a going concern, it may elect or be required to seek
protection from its creditors by filing a voluntary petition in
bankruptcy or may be subject to an involuntary petition in
bankruptcy."
At September 30, 2015, the company had total assets of $1,752,862,
total liabilities of $10,376,103, and total stockholders'
deficiency of $8,623,241.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/gvs66qk
Debt Resolve, Inc. offers DR Settle(TM) system, an online
collections tool designed to resolve debt quickly, privately
online. The company maintains its headquarters in White Plains,
New York and trades on the OTC under the symbol DRSV.
DIGITAL DOMAIN: DIP Agent to Forbear Remedies Until Jan. 29
-----------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
Digital Domain Media Group's 26th amendment to the order (I)
authorizing the Debtors to obtain postpetition financing and use
cash collateral, (II) granting adequate protection, (III)
scheduling a final hearing and (IV) granting certain related
relief. According to documents filed with the Court,
"Notwithstanding the occurrence of a Termination Event, the
expiration of the Remedies Notice Period and the termination of the
automatic stay under section 362(a) to allow the DIP Agent to
exercise any and all default remedies, the DIP Agent and DIP
Lenders will forebear from exercising their remedies under the
Final DIP Order, DIP Term Sheet Documentation and applicable
bankruptcy law and non-bankruptcy law through and until the earlier
of (i) Jan. 29, 2016, or (ii) the occurrence of a Termination
Event....The Approved Budget will, for the period from Dec. 18,
2015 to Jan. 29, 2016, be replaced with the Approved Budget."
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.
DISTRICT AT MCALLEN: Lists $3.3MM in Assets, $9.9MM in Debts
------------------------------------------------------------
The District at McAllen, L.P., filed with the U.S. Bankruptcy Court
for the Southern District of Texas its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $3,236,471
B. Personal Property $153,963
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $5,038,159
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $4,873,389
----------- -----------
Total $3,390,434 $9,911,548
Full-text copies of the schedules are available for free at:
http://bankrupt.com/misc/DISTRICTATMCALLEN_62_sal.pdf
About The District at McAllen, LP
Dr. Ernesto Ramirez filed an involuntary Chapter 11 bankruptcy
petition against McAllen, Texas-based The District at McAllen LP
(Bankr. S.D. Tex., Case No 14-70661) on Dec. 2, 2014. The
petitioner's counsel is Nathaniel Peter Holzer, Esq., at Jordan
Hyden Womble Culbreth & Holzer PC.
DYNCORP INT'L: Moody's Lowers Corp. Family Rating to 'Caa3'
-----------------------------------------------------------
Moody's Investors Service has downgraded ratings of DynCorp
International, Inc. ("DI"), including the Corporate Family Rating
to Caa3 from Caa2 and the senior unsecured bond rating to Ca from
Caa3. Concurrently, the senior secured bank credit facility rating
has been affirmed at B2 and the rating outlook has been maintained
at Negative.
Ratings Changed:
Corporate Family, to Caa3 from Caa2
Probability of Default, to Caa3-PD from Caa2-PD
Senior Unsecured Notes due 2017, to Ca LGD4 from Caa3 LGD5
Ratings Affirmed:
Senior Secured Bank Credit Facility due 2016, at B2 LGD2
Speculative Grade Liquidity, at SGL-4
Rating Outlook, unchanged at Negative
Outlook remains Negative
RATINGS RATIONALE
The Caa3 CFR considers the high default (per Moody's definition)
and financial restructure risk as DI's $187 million senior secured
term loan and $144.8 million revolving credit facility come due
this July. Cash was $66 million on Sept. 25, 2015 and although no
borrowing then existed under the revolver, the line supported $43
million in letters of credit. In addition, the rating further
incorporates the liquidity pressure associated with the July 2017
maturity of the $455 million of senior unsecured notes.
It is likely that DI reduced working capital in the fourth quarter
of 2015, thereby meeting its goal of positive free cash flow for
the calendar year. But Moody's estimates that the level of free
cash flow was probably rather modest (around $10 million) for a
services contractor of DI's size and relative to the level of debt.
Reported funds from operation interest coverage (FFO + Interest
divided by Interest) anticipated at or below 1x for 2015, makes the
debt load potentially untenable.
The reduced business opportunity that accompanied US wartime
budgets falling to the $59 billion level expected in the
government's FY2016 from $159 billion in FY2011, and DI's negative
backlog trend since 2013 also raise the risk of near-term financial
restructuring.
While the probability of default has risen, the senior secured bank
credit facility rating has been affirmed at B2. In Moody's view
the relative size of the first lien claim in a default
scenario—which whould affect its loss rate—would be lower than
had been previously anticipated due to covenant effective borrowing
limits on the revolver.
The rating acknowledges favorable developments that occurred in
2015 and could help DI's financial restructuring prospect. These
include: an improved US defense budgetary outlook, DI's protest of
its INL Airwing contract loss has thus far been successful as the
contract was extended into 2016 and DI is now competing for the
successor vehicle, and a permanent CEO who possesses a successful
established background in business development activity was
appointed.
Success on contract re-competes in 2016 will be instrumental to
earnings traction and backlog trend, which could also influence the
financing effort. Broad labor qualifications, a long
well-established contract performance record and broad geographic
presence continue as competitive attributes of DI. That said, the
defense services industry is becoming more competitive, mergers are
driving contractor efficiency levels and agencies continue to
emphasize price within services procurement. The company's ability
to keep pace with sector-wide efficiency gains despite several
years of contraction presents an operational challenge.
Upward rating momentum for DI would depend on reduced default
potential.
The ratings could be downgraded upon a default, or if the estimate
for recovery on liability claims at default were to weaken below
the present level. (Moody's currently estimates a 50% recovery
rate on DI's stress scenario liability claims.)
DynCorp International Inc., headquartered in McLean, VA, provides
mission-critical support services outsourced by US military,
non-military US governmental agencies and foreign governments. The
company is an operating subsidiary of Delta Tucker Holdings, Inc.,
which is owned by affiliates of Cerberus Capital Management, LP.
Revenues for the twelve months ended Sept. 30, 2015, were
approximately $1.9 billion.
The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.
EMPIRE GLOBAL: Losses, et al. Cast Going Concern Doubt
------------------------------------------------------
Empire Global Corp. had operating losses for the past two years and
has a working capital deficit of $1,118,961 at September 30, 2015.
The company posted a net loss of $467,125 for the three months
ended September 30, 2015, compared with a net loss of $3,898 for
the same period in 2014.
"There are no assurances that management will be successful in
achieving sufficient cash flows to fund the company's working
capital needs, or whether the company will be able to refinance or
renegotiate its obligations when they become due or raise
additional capital through future debt or equity," said Michele
Ciavarella, chairman of the board, chief executive officer and
chief financial officer of the company, in a November 12, 2015
regulatory filing with the U.S. Securities and Exchange
Commission.
"These factors, among others, raise substantial doubt about the
company's ability to continue as a going concern."
According to Mr. Ciavarella, "Management plans to increase its
marketing in order to generate more revenues and to reduce certain
other operating expenses. The company expects that its current
cash position will be insufficient to support the company's
operations at current capacity for the next twelve month period
and, therefore, will need to seek additional financing of its
operations. We may rely on bank borrowing as well as capital
issuances and loans from existing shareholders. We are actively
exploring various proposals and alternatives in order to secure
sources of financing and improve our financial position. We may
raise such additional capital through the issuance of our equity
securities, which may result in significant dilution to our current
investors. We are also exploring potential strategic partnerships,
which could provide a capital infusion to the company. There is no
assurance that we will be successful in obtaining financing and if
such financing would be available, at terms which are acceptable to
us."
At September 30, 2015, the company had total assets of $3,980,650,
total liabilities of $2,260,278, and total stockholders' equity of
$1,720,372.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hxpnuoe
Empire Global Corp. (OTCQB: EMGL), together with its subsidiaries,
is a licensed gaming operator based in Ontario, Canada. The
company, through its online gaming website and shops, provides a
suite of gaming products and services like sports betting, online
casino, poker, bingo and interactive games.
FC WINDENERGY: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Petitioner: Holger Blumle
Chapter 15 Debtor: FC Windenergy GmbH
Paulinenstrasse 41
70178 Stuttgart
Stuttgart
Germany
Chapter 15 Case No.: 16-10056
Type of Business: To develop, construct (as general contractor),
operate, buy and sell wind energy plants,
including managing and representing other
companies.
Chapter 15 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Mary F. Walrath
Chapter 15 Petitioner's Counsel: Adam Hiller, Esq.
HILLER & ARBAN, LLC
1500 North French Street
2nd Floor
Wilmington, DE 19801
Tel: (302) 442-7677
Fax: 302-442-7045
Email: ahiller@hillerarban.com
Estimated Assets: Not Indicated
Estimated Debts: Not Indicated
FRONTIER OILFIELD: Cash Position, Debt Cast Going Concern Doubt
---------------------------------------------------------------
Frontier Oilfield Services, Inc.'s current cash position and
operating cash flows and principal and interest due on the
company's outstanding debt raise substantial doubt about its
ability to continue as a going concern, according to Donald Ray
Lawhorne, chief executive officer and chief accounting officer of
the company, in a regulatory filing with the U.S. Securities and
Exchange Commission on November 16, 2015.
As of September 30, 2015, the company had total current assets of
$744,000 and total current liabilities of $12.4 million resulting
in a working capital deficit of $11.6 million. "The company is
severely cash constrained and needs to utilize the available cash
from operations to fund operating expenses and service our long and
short term debt. The company's current cash position and operating
cash flows are insufficient to fund operating costs and the
principal and interest due on the company's outstanding
indebtedness," Mr. Lawhorne pointed out.
"Management is currently working with the holders of the company's
senior and subordinated indebtedness to seek mutually acceptable
solutions to the company's current liquidity shortfall. Management
may seek to sell underperforming assets to further reduce
indebtedness, including certain real estate, equipment and disposal
wells. There can be no assurance that management will be
successful in its efforts with the holders of the company's
indebtedness.
"These factors raise substantial doubt regarding the company's
ability to continue as a going concern."
Mr. Lawhorne further noted: "Prior to March 31, 2015, the company
had one customer which represented over 50% of its revenue. As
previously reported in the company's Annual Report on Form 10-K,
the company's Master Services Agreement (MSA) with this customer
expired on March 31, 2015 and the customer informed Frontier it was
not renewing the MSA. As a result of the loss of this customer,
the company's revenues have been significantly reduced. Management
is currently seeking additional business from new and existing
customers to offset the loss of this significant customer's volumes
and revenues. In the near term, management intends to reduce
employee headcount and other operating expenses. Management
expects the future near term operational and financial results to
reflect significantly lower revenues, losses from operations and
negative cash flows. If the company is unable to replace this
customer's business or is unable to do so in a cost effective
manner, the company could explore other options, including the
possible sale of its disposal wells, or entering into new lines of
business.
"The market for trucking and transport of saltwater and other
oilfield fluids has deteriorated as the market price of crude oil
has declined in the most recent nine months. Pricing for the
transport of oilfield fluids has declined significantly as oil
producers seek to reduce costs. As a consequence, management
exited saltwater trucking and transport business and sold the
company's trucking assets and equipment. Management intends to
attract new business for the Company's disposal well operations.
"Management is also working closely with our current lenders to pay
interest costs when excess cash becomes available. We plan to seek
additional capital through third parties or other debt or equity
financing arrangements to stabilize and improve our financial
condition. Management also plans to work with our current lenders
and debt holders to lower our cost of borrowing by renegotiating
the terms of our existing debt and potentially offering debt
holders an opportunity to exchange their debt for equity in the
company.
"In addition, management, along with certain company sponsors may
seek to acquire other profitable oilfield service companies to
broaden the company's customer base and capabilities. Management
believes that certain acquisitions could be potentially achieved
through the issuance of the company's equity securities or through
other sources of financing. Management will seek additional
financing in those instances in which we believe such additional
financings will assist in accomplishing our goals. There can be no
assurance that management's plan will succeed."
At September 30, 2015, the company had total assets of $7,045,341,
total liabilities of $12,435,001, and total stockholders' deficit
of $5,389,660.
For the three months ended September 30, 2015, the company posted a
net loss of $5,194,133 as compared with a net loss of $2,445,891
for the same period in 2014.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hk775xd
Chico, Texas-based Frontier Oilfield Services, Inc. operates in the
oilfield service industry and is primarily involved in the
transportation and disposal of saltwater and other oilfield fluids
in Texas. The company owns and operates 11 disposal wells,
comprised of six wells located in the Barnett Shale region in north
central Texas and five wells located in east Texas near the
Louisiana border. Management is currently seeking additional
business from new and existing customers to offset the loss of the
company's significant customer's volumes and revenues in light of
the expiration of the company's Master Services Agreement with this
customer on March 31, 2015.
FUHU INC: Greg Norman's Private Equity Leads Bid to Buy Company
---------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that children's
tablet maker Fuhu Inc. sought court approval on Jan. 5, 2016, for a
$2 million bankruptcy loan to continue funding its operations
through Chapter 11, days after a private equity firm headed by
retired golfer Greg Norman emerged as the leader to acquire the
company.
Norman's GWS Fuhu LLC has supplanted Mattel Inc. as the leading
bidder for the Debtor, which filed for bankruptcy last month. GWS
has offered a stalking horse bid of $10 million for Fuhu --
$500,000 more than Mattel bid for the company.
About Fuhu
Fuhu, Inc. and Fuhu Holdings, Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12465) on Dec.
7, 2015. The petition was signed by James Mitchell as chief
executive officer. The Debtors estimated assets in the range of
$10 million to $50 million and liabilities of $100 million to $500
million. Pachulski Stang Ziehl & Jones LLP represents the Debtors
as counsel. Judge Christopher S. Sontchi presides over the case.
Fuhu is headquartered in El Segundo, California, and employs
approximately 115 employees and retains one independent contractor
who work in various areas including marketing, sales, operations,
creative, technology, development and management.
Court document indicates that between 2010 and 2013, Fuhu's
revenue grew to more than $195 million in 2013. Fuhu's array of
nabi tablets are sold in more than 10,000 retail outlets, including
Target, Best Buy, Costco Wholesale, Toys R'Us and Walmart stores.
Fuhu Moldings owns significant intellectual property assets of the
Debtors, including trademarks and copyrights.
GRAY TELEVISION: S&P Rates Proposed $400MM Sr. Sec. Loan 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '1' recovery rating to Gray Television Inc.'s proposed
$400 million senior secured first-lien term loan C due 2021. The
'1' recovery rating indicates S&P's expectation for very high
recovery (90%-100%) of principal in the event of a payment default.
The issue-level rating is two notches above S&P's 'B+' corporate
credit rating on the company.
The company is also upsizing its senior secured revolver to
$60 million from $50 million. The upsize does not affect the 'BB'
issue-level and '1' recovery ratings on the revolver. The 'B'
issue-level and '5' recovery ratings on the company's senior
unsecured notes are also unaffected. The '5' recovery rating
indicates S&P's expectation for modest recovery (10%-30%; lower
half of the range) of principal in the event of a payment default.
The company will use the proceeds from the new debt issuance to
fund its pending acquisition of Schurz Communications Inc. for $432
million.
Pro forma for the debt offering, Gray Television's adjusted
trailing-eight-quarter leverage will increase to the high-5x area
from the low-5x area as of Sept. 30, 2015. However, S&P expects
adjusted trailing-eight-quarter leverage to decline toward the
low-5x area by the end of 2016 due to strong cash flow generation
from the upcoming elections -- in line with S&P's "highly
leveraged" financial risk profile assessment.
S&P assesses Gray Television's business risk profile as "fair,"
reflecting the company's position as a midsize broadcaster focusing
on small and midsize markets, with a large concentration in state
capitals and college campus-affiliated cities. Gray Television has
a strong position in local news and the highest overall audience
ratings in most of its markets. It also has good diversity of TV
stations by geography and network affiliation, and a sizable
presence in key battleground swing states, which results in
significant political advertising revenue in election years. This
is somewhat offset by the company's lack of critical mass and its
concentration in small to midsize television markets that offer
smaller pools of ad revenues than larger markets.
S&P's stable rating outlook on Gray Television reflects S&P's
expectation that the company will continue to increase its size and
scale while maintaining a high number of No. 1- or No. 2-rated
stations in the markets it competes in, and that its leverage,
based on average trailing-eight-quarter EBITDA, will gradually
decline to about 5x over the next one to two years.
RATINGS LIST
Gray Television Inc.
Corporate Credit Rating B+/Stable/--
New Ratings
Gray Television Inc.
Senior Secured
$400 million first-lien term loan C due 2021 BB
Recovery Rating 1
Ratings Unchanged
Gray Television Inc.
$60 million* senior secured revolver BB
Recovery Rating 1
Senior unsecured notes B
Recovery Rating 5L
*Upsized amount.
GROW SOLUTIONS: Has Going Concern Doubt amid Losses, Deficit
------------------------------------------------------------
Grow Solutions Holdings, Inc. posted a net loss of $224,501 for the
three months ended September 30, 2015, compared with a net loss of
$18,085 for the quarter ended September 30, 2014.
As of September 30, 2015, the company had a working capital of
$336,380 and an accumulated deficit of $1,343,217.
"The company has a history net losses since inception," said
Jeffrey Beverly, president of the company, in a regulatory filing
with the U.S. Securities and Exchange Commission dated November 16,
2015. "The company believes that it has sufficient cash to fund
its operations. However, there is no assurance that the company's
projections and estimates are accurate. In the event that the
company does not receive anticipated proceeds operations and
financings, it is possible that the company would not have
sufficient resources to continue as a going concern for the next
year. In order to mitigate these risks, the company is actively
managing and controlling the company's cash outflows.
"These matters raise substantial doubt about the company's ability
to continue as a going concern."
Mr. Beverly continued, "The company's primary sources of operating
funds since inception have been private equity, and debt and equity
financings. The company intends to raise additional capital
through private debt and equity investors. The company needs to
raise additional capital in order to be able to accomplish its
business plan objectives. The company is continuing its efforts to
secure additional funds through debt or equity instruments.
Management believes that it will be successful in obtaining
additional financing based on its history of raising funds;
however, no assurance can be provided that the Company will be able
to do so. There is no assurance that any funds it raises will be
sufficient to enable the company to attain profitable operations or
continue as a going concern. To the extent that the company is
unsuccessful, the company may need to curtail or cease its
operations and implement a plan to extend payables or reduce
overhead until sufficient additional capital is raised to support
further operations. There can be no assurance that such a plan
will be successful."
At September 30, 2015, the company had total assets of $1,216,903,
total liabilities of $978,590, and total stockholders' equity of
$238,313.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hfm383y
Grow Solutions Holdings, Inc. formerly Lightouch Vein & Laser, Inc.
provides services within the legal cannabis industry to those
growing, processing and dispensing legal cannabis and legal
cannabis related products. The company maintains its headquarters
in New York.
HAGGEN HOLDINGS: Files Bankruptcy Rule 2015.3 Report
----------------------------------------------------
Haggen Holdings LLC and its affiliated debtors filed a report with
the U.S. Bankruptcy Court in Delaware, disclosing that they hold
100% interest in these companies:
Companies Interest of Estate
--------- ------------------
Haggen Property Holdings LLC 100%
Haggen Property South LLC 100%
Haggen Property North LLC 100%
Haggen SLB LLC 100%
Haggen Property Holdings II LLC 100%
Haggen Property Holdings III LLC 100%
Haggen Fuel Holdings LLC 100%
Haggen Holdings filed the report pursuant to Bankruptcy Rule
2015.3. The report is available for free at http://is.gd/wVLfeD
About Haggen Holdings
Headquartered in Bellingham, Washington, Haggen was founded in 1933
as a single grocery store. From 1933 to 2014, Haggen grew into a
30 store family-run grocery chain, with stores located in the
northwestern United States. From 2011 to 2014, Haggen reduced its
store base to 18, including a stand-alone pharmacy location.
Haggen rapidly expanded in 2014 and 2015, and, as of the Petition
Date, Haggen owned and operated 164 stores through three operating
companies: Haggen, Inc., Haggen Opco North, LLC and Haggen Opco
South, LLC.
Haggen Holdings, LLC, and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11874 to
15-11879) on Sept. 8, 2015, with the intention of reorganizing, or
selling as a going concern, their stores for the benefit of their
creditors.
The petitions were signed by Blake Barnett, the chief financial
officer.
The Debtors estimated assets of $50 million to $100 million and
estimated liabilities of $10 million to $50 million.
Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors'
local counsel. Stroock & Stroock & Lavan LLP serves as the
Debtors' general counsel. Alvarez & Marsal North America, LLC,
acts as the Debtors' financial advisor. Kurtzman Carson
Consultants LLC serves as the Debtors' claims and noticing agent.
In September 2015, T. Patrick Tinker, assistant U.S. trustee for
Region 3, appointed seven creditors to the official committee of
unsecured creditors.
INTERFACE SECURITY: Has Stockholders' Deficit, Going Concern Doubt
------------------------------------------------------------------
Interface Security Systems Holdings, Inc., incurred a total
stockholders' deficit of $303,151,000 as of September 30, 2015,
compared with a total stockholders' deficit of $312,189,000 at
December 31, 2014.
"As of March 31, 2015, the company could not provide assurance that
it would achieve positive cash flow during high volume net new
recurring monthly revenue (RMR) growth periods, produce sufficient
cash flow to meet all of its obligations if it were to cease
investing in creating new RMR and replacing attrition (Steady
State) or that it could raise additional debt and/or equity
capital," recounted Michael T. Shaw, chief executive officer, and
Kenneth Obermeyer, chief financial officer of the company, in a
regulatory filing with the U.S. Securities and Exchange Commission
on November 16, 2015. "These factors raised substantial doubt
about the company's ability to continue as a going concern."
On June 30, 2015, the company entered into a consent and fifth
amendment to the Revolving Credit Facility (defined in Note 7) with
Capital One, N.A. (Capital One) to permit, and in which Capital One
consented to, certain events in connection with the establishment
of Grand Master, as the owner of 100% of the capital stock of
Master Holdings (Grand Master Restructuring). In connection with
the restructuring, Grand Master closed a private placement of $67.0
million aggregate principal amount of unsecured notes on July 7,
2015. Also on July 7, 2015, Grand Master made a capital
contribution through its subsidiaries of $49.8 million of the net
proceeds from the offering to fund the company's growth
initiatives. On June 30, 2015, the company entered into a Master
Services Agreement with a specialty retailer and distributor of
professional beauty supplies, pursuant to which the company will
provide a fully-managed bundled services solution to approximately
4,200 locations. A portion of the net proceeds from the notes
offering is expected to be used to fund the deployment of this
contract, which is expected to be completed in February 2016.
"As a result of the capital contribution from Grand Master,
management believes its near-term financial position has improved
significantly since March 31, 2015 and sufficient liquidity exists
to fund the deployment of the Master Services Agreement and pay the
interest payments of $10.6 million due under the 9 1/4% Senior
Secured Notes due 2018 (the Notes) in January 2016 and July 2016,"
Messrs. Shaw and Obermeyer told the SEC.
"During the nine months ended September 30, 2015, we added more new
RMR from existing customers new store activity or RMR upgrades than
our total gross attrition for the same period creating a structure
to replace attrition at a lower cost of new RMR if we were to
operating in Steady State. Management believes that our current
capital resources are adequate to continue operations, maintain our
business strategy and steadily grow RMR for the next twelve months.
Based on our current cash projections which include our expected
continued investment in RMR growth activities through the end of
2015 from the current Contracted Backlog of $1.7 million which
will start to generate additional cash flows from contracted RMR
revenues during 2015 and beyond."
The company also posted a net loss of $11,034,000 for the three
months ended September 30, 2015, compared with a net loss of
$15,487,000 for the three months ended September 30, 2014. At
September 30, 2015, the company had total assets of $175,040,000
and total liabilities of $314,792,000.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jlwydc3
Interface Security Systems Holdings, Inc. provides IP managed
security solutions, enabling its primarily large, commercial,
multi-state customers to Simplify To The Power One(R) by combining
both physical and network security solutions into one
highly-efficient, managed, integrated service bundle. The company
maintains its headquarters in Earth City, Missouri.
LINDA FARWELL: MTGLQ Can Proceed with Foreclosure Suit, Court Says
------------------------------------------------------------------
Linda E. Farwell has moved for a stay pending the appeal of the
Bankruptcy Court's order terminating the automatic stay in favor of
MTGLQ Investors, LP.
That order granted relief from the automatic stay to permit MTGLQ
to proceed to foreclose upon the Debtor's real property on Jones
Lane, property that the Debtor concedes lacks equity.
In a Memorandum Decision and Order dated December 22, 2015, which
is available at http://is.gd/L4AVpvfrom Leagle.com, Judge S.
Martin Teel, Jr., of the United States Bankruptcy Court for the
District of Maryland, Greenbelt denied the Debtor's motion for a
stay pending appeal.
The case is IN RE: LINDA E. FARWELL, Chapter 11, Debtor, Case No.
14-10126 (Bankr. D. Md.).
Linda E. Farwell, Debtor, is represented by Douglas N. Gottron,
Esq. -- Morris Palerm, LLC.
US Trustee - Greenbelt, 11, U.S. Trustee, represented by Leander D.
Barnhill, U.S. Department of Justice, Office of the U.S. Trustee.
LUCAS ENERGY: Has Going Concern Doubt for Next 12 Months
--------------------------------------------------------
Lucas Energy, Inc., has substantial doubt about its ability to
continue as a going concern for the next 12 months, according to
Anthony C. Schnur, chief executive officer and acting chief
financial officer of the company, in a regulatory filing with the
U.S. Securities and Exchange Commission on November 16, 2015.
Mr. Schnur related: "On August 1, 2015, the company was required to
provide approximately $3.4 million of funding in order to
participate in the future drilling activities contemplated through
the June 2015 sale of certain oil and gas properties by us to
Earthstone Energy, Inc. (Earthstone). As of August 1, 2015, we
were unable to provide the required funding, and as a result, we
were not able to exercise our option to participate, which has
since expired.
"Over the next several months, we anticipate requiring funding of
approximately $0.5 million for drilling and workover activities on
existing properties. In order to address the company's capital
obligations over the next several months and ensure the future
viability of the company, we plan to seek to acquire the necessary
funding through our ability to make $200,000 monthly draws on our
Line of Credit, a combination with another entity with the
financing to recapitalize the new company or by acquiring the
necessary development funding on a stand-alone basis either through
the Line of Credit or separately. Lucas is actively discussing
potential transactions (financings, acquisitions and mergers) which
we believe, if finalized and completed, will provide the financial
mass to develop the significant reserves at our disposal. As of
this date, Lucas has not entered into any binding agreements to
date and no definitive transactions are pending in connection with
our planned strategic transaction.
"The company failed to make the required May, June and July 2015
interest payments (approximately $73,000 for each month) due under
the terms of the Letter Loan, as amended. Consequently, the amount
owed under the Letter Loan, as amended, of approximately $7.3
million was declared in default in May 2015, and accrued a default
interest rate of 18% per annum. On August 12, 2015, the company
entered into an amendment to the Letter Loan and the promissory
note entered into in connection therewith (as amended to date).
Pursuant to the amendment, the maturity date of the Letter Loan and
the promissory note, which was August 13, 2015, was extended to
September 13, 2015, and among other things, we also agreed to
reprice the exercise price of the outstanding warrants to purchase
11,195 shares of common stock held by Robertson Global Credit, LLC,
the administrator of the loan, to $0.01 per share (from $33.75 per
share prior to the amendment).
"On August 28, 2015, we and our lender entered into an Amendment
dated August 28, 2015 to the Second Amended Letter Loan Agreement
and the Second Amended Promissory Note, both Dated November 13,
2014 (the Letter Loan Amendment). Pursuant to the Letter Loan
Amendment, we and our lender agreed to extend the maturity date of
the Amended Note to October 31, 2016 (from September 13, 2015); we
agreed to pay all professional fees due to our lender; we agreed to
make principal payments to our lender from certain insurance
proceeds to be received after the date of the Letter Loan
Amendment; we agreed to pay our lender $39,000 in lieu of interest
on the Amended Note as well as all operating income of
collateralized assets (starting October 1, 2015); and the parties
agreed that if after 90 days a related party of Silver Star Oil
Company and our lender could not agree to a buyout of the Amended
Note, the company would transfer all of its assets to a
wholly-owned subsidiary. In connection with the Letter Loan
Amendment, our lender also agreed to waive all past events of
default which had occurred under the Amended Letter Loan and the
Amended Note as of the date of the Letter Loan Amendment.
"On August 30, 2015, we entered into a Non-Revolving Line of Credit
Agreement with Silver Star (the Line of Credit). The Line of
Credit, which had an effective date of August 28, 2015, provides us
the right to sell up to $2.4 million in convertible promissory
notes (the Convertible Notes) to Silver Star. Specifically, the
company has the right to request advances in an amount not to
exceed $200,000, each thirty days, and each advance is evidenced by
a Convertible Note. To date, Lucas has drawn $400,000 under the
Line of Credit for the months of October and November 2015.
"All of the Convertible Notes are due and payable on October 1,
2016, accrue interest at the rate of 6% per annum (15% upon the
occurrence of an event of default), and allow the holder thereof
the right to convert the principal and interest due thereunder into
common stock of the Company at a conversion price of $1.50 per
share, provided that any conversion is subject to us first
receiving shareholder approval for the issuance of shares of our
common stock under the Convertible Notes and Line of Credit under
applicable NYSE MKT rules and regulations (NYSE Approval), which we
have not sought or obtained to date.
"On or around September 17, 2015, Allied Petroleum, Inc. entered
into a Subscription Agreement with, and agreed to purchase 45,546
shares of the restricted common stock of, Lucas, which shares were
held in the company's treasury.
"Although we have access to $2.0 million ($200,000 per month)
remaining under the Line of Credit over the next 10 months, due to
the fact that we are not currently generating sufficient revenue to
pay our monthly expenses or prepay our outstanding liabilities, and
due to the nature of oil and gas interests, i.e., that rates of
production generally decline over time as oil and gas reserves are
depleted, if we are unable to drill additional wells and develop
our proved undeveloped reserves (PUDs) or acquire additional
operating properties; we believe that our revenues will continue to
decline over time and we will need to raise significant additional
funds to support our operations and repay our outstanding
liabilities, including amounts due under the Letter Loan (which is
due October 31, 2016) and the Convertible Notes (which are all due
October 1, 2016). Furthermore, in the event we are unable to raise
additional funding in the future, we will not be able to
participate with Earthstone in the drilling of planned additional
wells, and will not be able to complete other drilling and/or
workover activities. Therefore, in the event we do not raise
additional funding in the future, we may be forced to scale back
our business plan, sell assets to satisfy outstanding debts or take
other remedial steps which may include seeking bankruptcy
protection.
"These conditions raise substantial doubt about our ability to
continue as a going concern for the next twelve months."
At September 30, 2015, the company had total assets of $36,483,419,
total liabilities of $11,560,153 and total stockholders' equity of
$24,923,266.
The company posted a net loss of $952,691 for the three months
ended September 30, 2015, compared with a net loss of $1,488,793
for the three months ended September 30, 2014.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zd6m8dl
Lucas Energy, Inc. is an independent oil and natural gas company
based in Houston. The company is engaged in the acquisition and
development of crude oil and natural gas from known productive
geological formations, including the Austin Chalk and Eagle Ford
formations, primarily in Gonzales and Wilson counties, Texas, south
of the city of San Antonio, Texas.
MADISON NICHE: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Petitioners: Christopher Barnett Kennedy and Matthew
James Wright
Chapter 15 Debtors:
Madison Niche Assets Fund, Ltd. 16-10043
RHSW (Cayman) Limited
2nd Fl., Windward 1, Regatta Office Park
P.O. Box 897
Grand Cayman KY1-11103
Cayman Islands
Madison Niche Opportunities Fund, Ltd. 16-10045
SW (Cayman) Limited
2nd Fl., Windward 1, Regatta Office Park
P.O. Box 897
Grand Cayman KY1-11103
Cayman Islands
Chapter 15 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Kevin J. Carey
Chapter 15 Petitioners' Counsel: Matthew Barry Lunn, Esq.
Edmon L. Morton, Esq.
Ian J. Bambrick, Esq.
YOUNG, CONAWAY, STARGATT & TAYLOR
LLP
1000 North King Street
Wilmington, DE 19801
Tel: 302-571-6600
Email: MLunn@ycst.com
emorton@ycst.com
ibambrick@ycst.com
- and -
Warren E. Gluck, Esq.
Barbra R. Parlin, Esq.
Kathleen M. St. John, Esq.
HOLLAND & KNIGHT LLP
31 West 52nd Street
New York, New York 10019
Tel: (212) 513-3200
Fax: (212) 385-9010
Email: warren.gluck@hklaw.com
barbra.parlin@hklaw.com
kathleen.stjohn@hklaw.com
Estimated Assets: Not Indicated
Estimated Debts: Not Indicated
MOLYCORP INC: Creditors Attack Oaktree's Debt Claim
---------------------------------------------------
Steven Church, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that after two months of mediation, Molycorp Inc. is due
in court on Jan. 15 to confront
bondholders who say the rare earths miner is rigging its bankruptcy
so lender Oaktree Capital Management LP can collect about $374
million on $200 million in loans.
According to the report, a committee of creditors says the 2014
loans were a bad deal for Molycorp. They're ready to sue company
managers and Oaktree to nullify the claim or have it greatly
reduced, the report related.
Bloomberg pointed out that the dispute cuts to the heart of
Greenwood Village, Colorado-based Molycorp's plan to sell its
assets. Under bidding rules the mining company proposed, Oaktree
can swap its claims for equity in Molycorp, the report noted.
Creditors say that gives Oaktree an unfair advantage over other
potential suitors because the distressed-debt giant can use those
claims instead of cash at the auction, the report related.
"Oaktree, thus, can use 'Monopoly money' in the form of inflated
claims to ensure that bidders will stay away," the committee said
in court papers filed in December.
About Molycorp Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt &
Taylor LLP act as legal counsel to the Company in this process.
Prime Clerk serves as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.
MOLYCORP INC: Creditors, Noteholders Object to Oaktree-Backed Plan
------------------------------------------------------------------
Following the filing of the Chapter 11 Joint Plan of Reorganization
and its accompanying disclosure statement, Molycorp Inc. and its
debtor affiliates received comments and responses to the Disclosure
Statement from various parties, including the ad hoc group of
holders of the 10% senior secured notes issued by Molycorp Inc.,
the Official Committee of Unsecured Creditors, and the United
Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied
Industrial and Service Workers International Union, AFL-CIO·CLC.
The Ad Hoc Group complained that the so-called "9019 Settlement"
that the Debtors admit is "integral" to the Oaktree Plan offers
victory on all fronts to Oaktree in exchange for absolutely
nothing. Even if the "Accepting GUC Distribution" had concrete
value that could conceivably be discerned by creditors -- and it
does not -- the Disclosure Statement admits that such "gift" from
Oaktree would evaporate in the face a single plan objection from
any constituency.
"It is inconceivable that this 'death trap' would not be
triggered," the Ad Hoc Committee told the Court. "Therefore, every
reference to the Accepting GUC Distribution in the Disclosure
Statement should be revised to state that no such distribution will
be paid, and every reference to the 9019 Settlement should state
that the Debtors believe everything should be conceded to Oaktree
(and the Debtors' own directors and officers) for no
consideration."
The Ad Hoc Committee further complained that the Oaktree Plan is
rigged to self-destruct if any of the Committee's objections,
defenses, and counterclaims against Oaktree succeed. Effectively,
the Debtors threaten suicide if the Committee obtains the very
value for creditors that the Debtors were unable or unwilling to
pursue, the Noteholders said.
The Creditors' Committee complained that the proposed broad
releases of the Debtors' former and current officers and directors
are improper and raise a voting issue that must be addressed prior
to solicitation of acceptances of the Oaktree Plan. Indeed, the
Committee said, the releases are being forced on creditors through
the Oaktree Plan's "death trap" provisions.
The Creditors' Committee further complained that the Disclosure
Statement lacks basic information on critical items required for
creditors to make an informed judgment about the Oaktree Plan
including estimated recoveries for unsecured creditors, the legal
basis for Oaktree's acquisition via credit bid for assets over
which it has no liens, and the benefits (or lack thereof) to
unsecured creditors of a 9019 Settlement with Oaktree that resuts
in the releases of causes of action.
The USW, which is the exclusive bargaining agent of the employees
of the Debtor employed at Mountain Pass, objected and reserved its
rights under its collective bargaining agreement and the workers it
represents. According to USW, the Bidding Procedures Motion and
the proposed plan of reorganization establish a two-track process
that could include a sale of all or part of the Debtors' business
and a reorganization that could result in a sale of the
Mountain Pass, California facility.
In response to the objections, the Debtors argue that the
accusations leveled principally by the official committee of
unsecured creditors and an ad hoc group of 10% Noteholders that the
Debtors have either intentionally, or through gross incompetence,
presented the Court with a fundamentally flawed or sham sales
process and have not acted in good faith in negotiating and filing
the Plan because both are designed to deliver Debtors' valuable
downstream magnetic materials and alloys, chemicals and oxides, and
rare metals businesses to Oaktree are overarching. The Debtors
maintained that the Plan is fair and confirmable, respects the
absolute priority rule and makes distributions to creditors that
are consistent with the Debtors' capital structure and various
creditors' legal entitlements under the Bankruptcy Code.
As a result, the Debtors have revised the Disclosure Statement on
account of these and changes to the Plan. A full-text copy of the
Disclosure Statement dated Jan. 6, 2016, is available at
http://bankrupt.com/misc/MOLYCORPds0106.pdf
The Plan contemplates two potential outcomes for these Chapter 11
Cases. Baseline recoveries for creditors are established under the
Plan in a reorganization where the Debtors will sell Mountain Pass
and reorganize around the Downstream Businesses. In the
Stand-Alone Reorganization, Oaktree has agreed to equitize its
secured claims, including claims under the DIP Facility. Holders
of General Unsecured Claims at each of the Downstream Debtors will
be paid in full, and Oaktree has agreed, in settlement of the
potential claims and causes of action which have been or may be
asserted against Oaktree and are released pursuant to the Plan, to
contribute a portion of its recovery on account of the Oaktree
Early Payment Premium Claims in the form of new warrants to
purchase shares of Reorganized Parent Common Equity in an amount
equal to [7.5]% of the Reorganized Parent Common Equity outstanding
as of the Effective Date at a strike price of
[$467 million] (in the case of Tranche A Warrants) or [$512.5
million] (in the case of Tranche B Warrants) to be shared Pro Rata
among the Holders of General Unsecured Claims in Class 5A who do
not opt out of the Third Party Releases, if (a) Class 5A votes to
accept the Plan, and (b) none of (i) the Creditors' Committee or
any of its members, (ii) the Ad Hoc Group of 10% Noteholders or any
of its members or (iii) the 10% Notes Indenture Trustee objects to
the Plan.
While the Stand-Alone Reorganization locks in minimum recoveries
for creditors and puts the Debtors on a path to exit bankruptcy
before the maturity of the DIP Facility, the Plan also allows the
Debtors to pursue a value-maximizing sale of the Downstream
Businesses along with the sale of Mountain Pass. The Entire
Company Sale will be pursued by the Debtors only if (a) the
Debtors' Existing Board determines that acceptance of a bid (or
combination of bids) for the Downstream Businesses is
value-maximizing for the Debtors' estates and (b) the aggregate
total of the estimated net sale proceeds from the Entire Company
Sale (but excluding any non-Cash proceeds) from the highest bid(s)
is greater than $[510] million, unless the Debtors and Oaktree
otherwise agree to a lesser amount.
The Debtors are represented by M. Blake Cleary, Esq., Edmon L.
Morton, Esq., Justin H. Rucki, Esq., and Ashley E. Jacobs, Esq., at
Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware; and
Paul D. Leake, Esq., Lisa Laukitis, Esq., and George R. Howard,
Esq., at Jones Day, in New York; and Brad B. Erens, Esq., and
Joseph M. Tiller, Esq., at Jones Day, in Chicago, Illinois.
The Ad Hoc Committee is represented by:
Laura Davis Jones, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705
Tel: (302) 652-4100
Fax: (302) 652-4400
Email: ljones@pszjlaw.com
jo'neill@pszjlaw.com
crobinson@pszjlaw.com
-- and --
Thomas Moers Mayer, Esq.
Gregory Horowitz, Esq.
Joshua K. Brody, Esq.
Andrew M. Dove, Esq.
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, NY 10036
Tel: (212) 715-9100
Fax: (212) 715-8000
Email: tmayer@kramerlevin.com
ghorowitz@kramerlevin.com
jbrody@kramerlevin.com
adove@kramerlevin.com
The Creditors' Committee is represented by:
Benjamin W. Keenan, Esq.
William P. Bowden, Esq.
Gregory A. Taylor, Esq.
Philip Trainer, Jr., Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue, 8th Floor
P.O. Box 1150
Wilmington, DE 19899
Tel: (302) 654-1888
Fax: (302) 654-2067
Email: wbowden@ashby-geddes.com
gtaylor@ashby-geddes.com
-- and --
Luc A. Despins, Esq.
Andrew Tenzer, Esq.
Robert E. Winter, Esq.
John J. Ramirez, Esq.
PAUL HASTINGS LLP
Park Avenue Tower
75 East 55th Street, First Floor
New York, NY 10022
Tel: (212) 318-6000
USW is represented by:
Susan E. Kaufman, Esq.
LAW OFFICE OF SUSAN E. KAUFMAN, LLC
919 N. Market Street
Suite 460
Wilmington, DE 19801
Tel: 302-472-7420
Fax: 302-792-7420
Email: skaufman@skaufmanlaw.com
-- and --
David R. Hock, Esq.
COHEN, WEISS AND SIMON LLP
330 West 42nd Street
New York, NY 10036
Tel: (212) 563-4100
Fax: (646) 473-8220
Email: dhock@cwsny.com
-- and --
David R. Jury, Esq.
Associate General Counsel
UNITED STEELWORKERS
Five Gateway Center, Room 807
Pittsburgh, PA 15222
Tel: (412) 562-2545
Email: djury@usw.org
About Molycorp Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt &
Taylor LLP act as legal counsel to the Company in this process.
Prime Clerk serves as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.
MOLYCORP INC: Revisions Propose Two Alternative Plan Structures
---------------------------------------------------------------
BankruptcyData reported that Molycorp filed with the U.S.
Bankruptcy Court an Amended and Revised Joint Plan of
Reorganization and related Disclosure Statement.
According to the Disclosure Statement, "In broad strokes, the Plan
contemplates two possible alternative plan structures (the Plan
Alternatives): (1) the sale of substantially all of the Debtors'
assets pursuant to the Plan and distributions to creditors of the
net proceeds from such sale on the effective date of the Plan (the
Entire Company Sale); or (2) if the Debtors' sales process is
unsuccessful in attracting a bid (or combination of bids)
sufficient to trigger the conditions for the Entire Company Sale,
(a) the sale or liquidation of the Debtors' Mountain Pass rare
earth mining facility (Mountain Pass) and related assets; and (b) a
stand-alone reorganization around the Debtors' three remaining
business units (the foregoing clauses (a) and (b), together, the
Stand-Alone Reorganization)….In its Stand-Alone Reorganization,
Oaktree has agreed to equitize its secured claims, including claims
under the DIP Facility.
Holders of General Unsecured Claims at each of the Downstream
Debtors will be paid in full, and Oaktree has agreed, in settlement
of the potential claims and causes of action which have been or may
be asserted against Oaktree and are released pursuant to the Plan,
to contribute a portion of its recovery on account of the Oaktree
Early Payment Premium Claims in the form of new warrants to
purchase shares of Reorganized Parent Common Equity in an amount
equal to [7.5]% of the Reorganized Parent Common Equity outstanding
as of the Effective Date at a strike price of [$467 million] (in
the case of Tranche A Warrants) or [$512.5 million] (in the case of
Tranche B Warrants) to be shared Pro Rata among the Holders of
General Unsecured Claims in Class 5A who do not opt out of the
Third Party Releases, if (a) Class 5A votes to accept the Plan, and
(b) none of (i) the Creditors' Committee or any of its members,
(ii) the Ad Hoc Group of 10% Noteholders or any of its members or
(iii) the 10% Notes Indenture Trustee objects to the Plan.
While the Stand-Alone Reorganization locks in minimum recoveries
for creditors and puts the Debtors on a path to exit bankruptcy
before the maturity of the DIP Facility, the Plan also allows the
Debtors to pursue a value-maximizing sale of the Downstream
Businesses along with the sale of Mountain Pass (the Entire Company
Sale).
The Entire Company Sale will be pursued by the Debtors only if (a)
the Debtors' Existing Board determines that acceptance of a bid (or
combination of bids) for the Downstream Businesses is
value-maximizing for the Debtors' estates and (b) the aggregate
total of the estimated net sale proceeds from the Entire Company
Sale (but excluding any non-Cash proceeds) from the highest bid(s)
is greater than $[510] million, unless the Debtors and Oaktree
otherwise agree to a lesser amount (the Entire Company Sale
Trigger)."
Fighting with Creditors Heats Up Again
Matt Chiappardi at Bankruptcy Law360 reported that the fight
pitting Molycorp and senior lender Oaktree Capital Management LP
against unsecured creditors and certain noteholders over the rare
earth miner's bankruptcy heated up on Jan. 6, 2016, with the Debtor
and top creditor saying mediation has so far failed and calling the
other side's criticisms "hyperbole" and "reckless insinuations."
About Molycorp Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt &
Taylor LLP act as legal counsel to the Company in this process.
Prime Clerk serves as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.
MY SIZE: Incurs Net Loss, Has Going Concern Doubt
-------------------------------------------------
My Size Inc. incurred a net loss from continuing operations of
$1,614,000 for the three months ended September 30, 2015, compared
with a net loss from continuing operations of $287,000 for the same
period in 2014.
During the year ended December 31, 2014, the company continues to
incur losses and negative cash flows from operating activities
amounting to $468,000 and $733,000 respectively, noted Ronen Luzon,
chief executive officer, secretary and treasurer, and Uri Ben Or,
chief financial officer of the company, in a regulatory filing with
the U.S. Securities and Exchange Commission on November 16, 2015.
"These conditions raise substantial doubts about the company's
ability to continue as a going concern," Messrs. Luzon and Or
stated.
"The company's ability to continue to operate is dependent upon
raising additional funds to finance its activities. The company
plans to raise capital to finance its operations. There are no
assurances, however' that the company will be successful in
obtaining an adequate level of financing needed for the long-term
development and commercialization of its products."
At September 30, 2015, the company had total assets of $4,087,000
and total stockholders' deficiency of $2,626,000.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/h2ttnq7
Israel-based My Size Inc. (TLV: MYSZ) is engaged in the research
and development of a medical magnetic resonance imaging (MRI)
technology to diagnose and treat prostate cancer and heart disease.
In December 2013, the company changed its name from Topspin
Medical Inc. to Knowledgetree Ventures Inc. and on February 16,
2014, the company changed its name to My Size Inc. In January
2014, the company established a wholly-owned subsidiary, My Size
(Israel) 2014 Ltd., engaged in the development of an application
that assists the consumer to accurately take the measurements of
his/her own body using a mobile device.
NEW YORK CITY OPERA: To Be Revived with Bankruptcy Exit
-------------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that the New York City Opera will sing again.
According to the report, more than two years after it ran out of
money and had to shut down mid-season, the cultural institution
known as "the people's opera" won approval of its plan to exit
bankruptcy and relaunch performances under the control of an
organization headed by hedge-fund manager Roy Niederhoffer.
As previously reported by The Troubled Company Reporter, Jan. 7,
2016, reported that Jennifer Smith, writing for The Wall Street
Journal, reported that the sniping over rival proposals to
resurrect New York City Opera may be over, but the remaining plan,
now awaiting confirmation in federal bankruptcy court, is still
raising some eyebrows.
According to the Journal, on Jan. 4, the New York state attorney
general's office filed a somewhat skeptical response to the
reorganization plan sponsored by NYCO Renaissance Ltd., a group led
by former City Opera trustee Roy Niederhoffer. The filing fell
short of a formal objection to the plan, which would pay off NYCO's
creditors and relaunch the moribund company with an initial budget
of $5.5 million, the Journal said.
The attorney general's office, which oversees nonprofits, said
NYCO
Renaissance hadn't yet provided sufficient evidence supporting its
financial projections, the Journal related. Though "the Plan is
almost certainly financially viable in the short run," wrote
Assistant Attorney General Rose Firestein, that "cannot be said
for
the Plan's financial sustainability beyond its first few years,"
the report further related.
About New York City Opera
New York City Opera, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 13-13240) on Oct. 3, 2013. Created 70
years ago, the company was once dubbed "the people's opera" by
Mayor Fiorello LaGuardia, and was a breeding ground for young
talent that included Beverly Sills and Placido Domingo.
The Opera estimated between $1 million and $10 million in both
assets and debt.
The petition was signed by George Steel, general manager and
artistic director. Kenneth A. Rosen, Esq., at Lowenstein Sandler
LLP, serves as the opera's counsel. Ewenstein Young & Roth LLP
serves as special counsel.
NORTH TEXAS ENERGY: Losses, et al., Cast Going Concern Doubt
------------------------------------------------------------
North Texas Energy, Inc. posted a net loss of $276,294 for the
three months ended September 30, 2015, compared with a net loss of
$57,344 for the same period in 2014.
"As shown in the accompanying financial statements, the company has
incurred losses from operations and has generated limited revenue
at this time," said Kevin Jones, chief executive officer, and Sanah
Marah, Jr., chief financial officer of the company in a regulatory
filing with the U.S. Securities and Exchange Commission dated
November 16, 2015.
"These factors raise substantial doubt about the company's ability
to continue as a going concern."
Messrs. Jones and Marah continued, "In addition to the offering of
securities for sale to the public, the company currently is
diligently searching for other short-term and long-term sources of
liquidity for its producing operations.
"Without additional investment capital from shareholders or other
sources, the company has no short term source of liquidity. In
order to bring wells on-line and produce crude oil and natural gas
to bring to market, significant amounts of working capital will be
needed to continue. Accordingly, the company plans to
systematically bring wells on-line that have the greatest initial
production possibility as capital is available. The company's
illiquid financial position could cause it to not be able to start
producing oil in the near future unless working capital from the
offering or some other source of short term liquidity is
developed.
"Management does not believe that the company's current capital
resources will be sufficient to fund its operating activity and
other capital resource demands during the next year. Our ability
to continue as a going concern is contingent upon our ability to
obtain capital through the sale of equity or issuance of debt, and
ultimately attaining profitable operations. There is no assurance
that we will be able to successfully complete any one of these
activities."
At September 30, 2015, the company had total assets of $1,549,570,
total liabilities of $325,821, and total shareholders' equity of
$1,223,749.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/j9h3aoj
North Texas Energy, Inc. (NTE) is a non-traditional enhanced oil
recovery (EOR) crude oil and natural gas production company. This
public company is headquartered in Addison, Texas.
OFFSHORE GROUP: To Clash with Hsin Chi Su Over Exit Plan
--------------------------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reported that Vantage Drilling Co. is in for a court clash this
week with Hsin Chi Su, an equity stakeholder hit with corruption
charges growing out of the bribery scandal at Brazil's state-run
oil firm, Petrobras.
According to the report, Mr. Su says Vantage's U.S. bankruptcy
turnaround effort is rushed and tainted. He denies allegations
that he was involved in bribery designed to land a lucrative
Petrobras drilling contract for Vantage, the report related.
About Offshore Group
Offshore Group Investment Limited, et al., filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No.
15-12421) on Dec. 3, 2015. Christopher G. DeClaire signed the
petitions as authorized officer.
The Debtors have engaged Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co.
LLC as investment banker; Alvarez & Marsal North America, LLC, as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as
claims
and noticing agent.
The Debtors are an international offshore drilling company
operating a fleet of modern, high-specification drilling units
around the world. The Debtors' principal business is to contract
their drilling units, related equipment, and work crews to drill
underwater oil and natural gas wells for major, national, and
independent oil and natural gas companies.
OSHER AND OSHER: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Osher and Osher, Inc.
16060 Ventura Boulevard, #110321
Encino, CA 91436
Case No.: 16-10069
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Hon. Maureen Tighe
Debtor's Counsel: Raymond H Aver, Esq.
LAW OFFICES OF RAYMOND H AVER APC
1950 Sawtelle Blvd Ste 120
Los Angeles, CA 90025
Tel: 310-473-3511
Fax: 310-473-3512
Email: ray@averlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sara Boodaie, as co-trustee of Yahouda
Revocable Living Trust, shareholder.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb16-10069.pdf
PACIFIC RECYCLING: Wins Approval to Get Financing from CPFI
-----------------------------------------------------------
Pacific Recycling Inc. received court approval to enter into an
insurance premium finance agreement with Capital Premium Financing
Inc.
Under the agreement, the company will receive financing from CPFI
to renew its existing insurance coverage necessary to operate its
business.
The amount of the premium to be financed is $94,930, court filings
show.
In exchange for the financing, CPFI will get a "fully perfected
first priority lien" on all unearned premiums it financed.
The order was issued by Judge Frank Alley of the U.S. Bankruptcy
Court for the District of Oregon.
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. Cassie K. Jones, Esq., and the law firm of Gleaves
Swearingen LLP represent the Committee as its counsel.
PGT INC: S&P Assigns 'B+' Rating on Proposed $350MM Secured Loans
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
issue-level rating (same as the corporate credit rating) to
U.S.-based residential impact-resistant window manufacturer PGT
Inc.'s proposed $350 million senior secured credit facilities,
comprising a $40 million revolving credit facility and a $310
million term loan B. The recovery rating is '3', indicating S&P's
expectation of meaningful (50% to 70%, higher end of range)
recovery in the event of default. The company will use the
proceeds to support the previously announced purchase of WinDoor, a
Florida-based window and door manufacturer, and to refinance
existing debt.
The 'B+' corporate credit rating and stable outlook on PGT Inc. are
unchanged and reflect S&P's view of the company's weak business
risk profile and significant financial risk profile. S&P's
business risk assessment incorporates PGT's relative small size
compared with much larger and better-capitalized competitors; low
barriers to entry; the lack of geographic diversity, with about 88%
of sales coming from the state of Florida; the company's limited
product diversity, because its WinGuard-branded windows and doors
represent about 70% of total sales; and possible substitution risk.
S&P's business risk assessment also takes into account PGT's
above-average EBITDA margins relative to its competitors. S&P's
assessment of the significant financial risk profile is based on
its expectations of 2016 pro forma leverage of about 3x and funds
from operations to debt of about 20%.
The combination of a weak business risk profile and a significant
financial risk profile produces a 'bb-' anchor score. The
comparable ratings analysis modifier had a one-notch negative
impact on the rating to reflect its small size, limited product
diversity, and concentrated geographic footprint, relative to its
peers.
PGT Inc. is the leading U.S. manufacturer and supplier of
residential impact-resistant windows and doors.
Ratings List
PGT Inc.
Corporate Credit Rating B+/Stable/--
New Rating
PGT Inc.
$40 million revolving credit facility B+
Recovery Rating 3H
$310 million term loan B B+
Recovery Rating 3H
PINNACLE FOODS: S&P Assigns 'B+' Rating on Proposed $350MM Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services, on Jan. 11, 2016, assigned its
'B+' senior unsecured debt rating to Parsippany, N.J.-based
Pinnacle Foods Inc.'s proposed $350 million senior unsecured notes
due 2024 (being issued by Pinnacle Foods Finance LLC and Pinnacle
Foods Finance Corp.; for analytical purposes, S&P views Pinnacle
Foods Inc. and its subsidiaries as one economic entity). The
recovery rating is '5', indicating S&P's expectations for modest
(10% to 30%, in the upper end of range) recovery in the event of a
payment default. Proceeds from this debt issuance, along with the
company's $550 million term loan I and roughly $100 million of
cash, will fund the acquisition of Boulder Brands Inc. for
$975 million.
"We believe the acquisition of Boulder Brands will provide further
penetration into the health and wellness categories and entry into
the gluten-free category, which have both been growing above the
packaged food industry averages. We estimate pro forma leverage
will be in the 5.0x to 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, we believe the
company will be able to reduce leverage quickly and manage Boulder
Brands similar to its existing brand portfolio. This includes
providing greater brand and marketing support behind its
faster-growing categories in the natural foods segment and
improving the cash flow of the declining Smart Balance brand. We
also expect Pinnacle will continue to execute on Boulder Brands'
restructuring and realignment initiatives, which will contribute to
our EBITDA expansion expectations," S&P said.
RATINGS LIST
Pinnacle Foods Inc.
Corporate credit rating BB-/Stable/--
Rating Assigned
Pinnacle Foods Finance LLC
Pinnacle Foods Finance Corp.
Senior unsecured
$350 mil. notes due 2024 B+
Recovery rating 5H
PUERTO DEL REY: District Court Remands "Cortes" Suit
----------------------------------------------------
Due to the lack of subject-matter jurisdiction, Judge Jose Antonio
Fuste of the United States District Court for the District of
Puerto Rico remanded to the Court of First Instance, Fajardo
Superior Court, the case captioned YVETTE CORTES-PACHECO, et al.,
Plaintiffs, v. PBF-TEP ACQUISITIONS, INC., et al., Defendants,
Civil No. 3:15-CV-01460 (JAF) (D.P.R.).
On or about March 12, 2015, a civil action was commenced by Yvette
Cortes-Pacheco, her husband Eric Ramos-Martinez, their conjugal
partnership, and their child Kristian Javier Melendez-Cortes
against PBF-TEP Acquisitions Inc., PDR Acquisitions LLC, Marina PDR
Tallyman LLC, Marina PDR Equipment LLC, Marina PDR Operations LLC,
and executive officers Nicholas Prouty and Jeremy Griffiths. The
Puerto Rico local-law claims stem from the defendants' allegedly
wrongful firing of Cortes from her job at Marina Puerto del Rey in
Fajardo, Puerto Rico, which the defendants allegedly own and
operate. The complaint was filed in the Court of First Instance,
Fajardo Superior Court.
On April 24, 2015, the defendants removed the action to the United
States District Court for the District of Puerto Rico on the
grounds that every non-diverse defendant had been "fraudulently
joined" and thus should be dismissed and that an alleged federal
defense to the plaintiffs' local-law claims triggered the said
court's arising-under jurisdiction.
Judge Fuste found the defendants' argument in favor of the court's
diversity jurisdiction to be inadequate, because while they alleged
that Marina PDR Equipment was "a Delaware limited liability
company," they failed to identify the company's members or their
citizenship. The judge explained that these allegations are
"insufficient to establish that the parties are diverse for
purposes of diversity jurisdiction because the citizenship of a
limited liability company 'is determined by the citizenship of all
of its members.'"
Judge Fuste also found nothing on the face of the complaint that
would demonstrate that virtually all the defendants have been
fraudulently joined to the action.
A full-text copy of Judge Fuste's December 22, 2015 remand order is
available at http://is.gd/P6khDFfrom Leagle.com.
Yvette Cortes-Pacheco, Khristian Melendez-Cortes, Conjugal
Partnership Doe-Cortes are represented by:
Jessica A. Figueroa-Arce, Esq.
Moraima S. Rios-Robles, Esq.
ARROYO & RIOS LAW OFFICES, P.S.C.
Meramar Plaza
101 San Patricio Ave.
Guaynabo PR 00968
Tel: (787)522-8080
Fax: (787)523-5696
Email: jfigueroa@arroyorioslaw.com
mrios@arroyorioslaw.com
PBF-TEP Acquisitions, Inc., Marina PDR Operations, LLC, Marina PDR
Equipment, LLC, Marina PDR Tallyman, LLC and PDR Acquisitions, LLC
are represented by:
Jaime Luis Sanabria-Montanez, Esq.
SCHUSTER & AGUILO LLC
221 Ponce de Leon Ave. 15th Floor
Hato Rey, PR 00917-3128
Tel: (787)765-4646
Fax: (787)765-4611
-- and --
Pedro A. Buso-Garcia, Esq.
BARRESI LAW OFFICE
Jeremy Griffiths, Nicholas Prouty, Conjugal Partnership Prouty-Doe
and Conjugal Partnership Griffiths-Doe are represented by:
Roberto Abesada-Aguet, Esq.
CORREA ACEVEDO & ABESADA LAW OFFICES, PSC
Centro Internacional De Mercado, Torre II, 90 Carr.
Suite 470
Guaynabo, PR 00968
Tel: (787)273-8300
About Puerto del Rey
Puerto del Rey, Inc., a/k/a Marina Puerto Del Rey, filed a
petition for Chapter 11 protection (Bankr. D.P.R. Case No.
12-10295) on Dec. 28, 2012, in Old San Juan, Puerto Rico, owing
$43 million to secured lender First Bank Puerto Rico Inc. The
22-acre facility in Fajardo, Puerto Rico, has 918 wet slips and
dry storage for 600 boats. Bankruptcy was designed to forestall
creditors from attaching assets. In its amended schedules, the
Debtor disclosed $99.9 million in assets and $44.6 million in
liabilities as of the Petition Date.
The Charles A. Cuprill, PSC Law Offices, in San Juan, Puerto Rico,
represents the Debtor as counsel.
SAGAMORE HOTEL: Lender Wants $5 Million Interest Order Enforced
---------------------------------------------------------------
Carolina Bolado at Bankruptcy Law360 reported that a creditor
holding a $31.5 million mortgage on Miami Beach's bankrupt Sagamore
Hotel asked a Florida bankruptcy judge on Jan. 6, 2016, to enforce
an Eleventh Circuit decision finding the lender is owed more than
$5 million in default-rate interest.
In a hearing before U.S. Bankruptcy Judge A. Jay Cristol, Jeffrey
Snyder of Bilzin Sumberg Baena Price & Axelrod LLP, who represents
secured creditor JPMCC 2006-LDP7 Miami Lodging LLC, called the
Eleventh Circuit's decision "unequivocal" and urged the judge to
order the payment of the interest.
SAM WYLY: IRS Slams Offshore Scheme in $2.2BB Tax Fraud Trial
-------------------------------------------------------------
Jess Davis at Bankruptcy Law360 reported that the Internal Revenue
Service on Jan. 6, 2016 said the use of offshore trusts and shell
companies by business tycoon Sam Wyly and his late brother was "one
of the largest, most egregious tax frauds in the U.S," meriting a
whopping $2.2 billion tax bill.
Kicking off a bench trial in Dallas bankruptcy court -- Wyly and
his sister-in-law Dee Wyly used Chapter 11 bankruptcy proceedings
to trigger litigation of a long-looming tax fight with the IRS --
the agency said the Wyly brothers had used lies.
About Sam Wyly
Sam Wyly is a lifelong entrepreneur and author. His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.
His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.
Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil
fraud case. In September 2014, a federal judge ordered Mr. Wyly
and the estate of his deceased brother to pay more than $300
million in sanctions after they were found guilty of committing
civil fraud to hide stock sales and nab millions of dollars in
profits.
About Caroline Wyly
Caroline Wyly is the widow of business tycoon Charles Wyly. She
and her brother-in-law Sam Wyly sought Chapter 11 bankruptcy
protection as leverage to settle a looming tax bill and a $329
million claim from the Securities and Exchange Commission. Her
bankruptcy is In re Caroline D. Wyly, 14-35074, in U.S. Bankruptcy
Court, Northern District Texas (Dallas).
SAMSON RESOURCES: Independent Director Has Skadden Arps as Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Samson Resources Corporation, et al., to employ Skadden, Arps,
Slate, Meagher & Flom LLP as counsel to Alan B. Miller in his
capacity as independent director of each of the Debtors, nunc pro
tunc to Sept. 17, 2015.
On Dec. 7, the Debtors replied to the objection filed by the
official committee of unsecured creditors noting that the
committee's objection to Skadden's retention is a tactical play to
position the committee to control potential litigation claims that
are the subject of ongoing review.
According to the Debtors, Kirkland & Ellis LLP has conducted an
investigation into certain potential claims or causes of action in
connection with the 2011 leveraged buyout and the Debtors' entry
into the second lien term loan and recently produced an
approximately 100-page report of its findings to both Mr. Miller
and the committee. The committee has previously argued that
Kirkland may be conflicted and intends to monitor Kirkland's
relationships and their potential impact on the cases.
The Debtors also added that Skadden's services are critical to the
Independent's Director's performance as a fiduciary to the
Debtors.
Prior to the entry of the Court's order, Michael W. Yurkewicz,
Esq., at Klehr Harrison, certified that as a result of the ruling
of the Court, the Debtors revised the proposed order submitted with
the application.
About Samson Resources
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015.
Philip W. Cook signed the petition as executive vice president and
chief financial officer. The Debtors estimated assets and
liabilities of more than $1 billion.
Samson is an onshore oil and gas exploration and production
company with interests in various oil and gas leases primarily
located in Colorado, Louisiana, North Dakota, Oklahoma, Texas, and
Wyoming. The Operating Companies operate, or have royalty or
working interests in, approximately 8,700 oil and gas production
sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors'
investment banker. Garden City Group, LLC serves as claims and
noticing agent to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.
SANMINA CORP: Fitch to Withdraw BB+ IDR in February
---------------------------------------------------
Fitch Ratings is planning to withdraw the ratings on Sanmina
Corporation on or about Feb. 10, 2016 (approximately 30 days from
the date of this release) for commercial reasons.
Fitch currently rates Sanmina as follows:
-- Long-term Issuer Default Rating (IDR) 'BB+';
-- Senior secured revolving credit facility 'BBB- / RR1';
-- Senior secured notes 'BB+ /RR3'.
The Rating Outlook is Stable.
Fitch reserves the right in its sole discretion to withdraw or
maintain any rating at any time for any reason it deems sufficient.
Believing that investors benefit from augmented rating coverage
Fitch is providing approximately 30 days' notice to the market of
the rating withdrawal of Sanmina. Ratings are subject to analytical
review and thus may change up to the time Fitch withdraws the
ratings.
Fitch's last rating action for Sanmina was on Sept. 30, 2015; at
that time the long-term IDR was upgraded to 'BB+' from 'BB'. In
addition, Fitch affirmed the senior secured revolving credit
facility rating at 'BBB-', assigning a Recovery Rating (RR) of
'RR1', and affirmed the senior secured notes at 'BB+', assigning an
RR of 'RR3'.
SHERWIN ALUMINA: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Sherwin Alumina Company, LLC 16-20012
fka Sherwin Alumina LP
4633 Highway 361
Gregory, TX 78359
Sherwin Pipeline, Inc. 16-20013
Type of Business: Sherwin operates an alumina plant in Gregory,
Texas that produces aluminum oxide (or alumina),
which is the primary component of aluminum, from
bauxite.
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
Southern District of Texas (Corpus Christi)
Judge: Hon. David R Jones
Debtors' James H.M. Sprayregen, P.C.
General Gregory F. Pesce, Esq.
Counsel: KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: james.sprayregen@kirkland.com
gregory.pesce@kirkland.com
- and -
Joshua A. Sussberg, Esq.
KIRKLAND & ELLIS LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: joshua.sussberg@kirkland.com
Debtors' Local Zack A Clement, Esq.
Counsel: ZACK A. CLEMENT PLLC
3753 Drummond
Houston, TX 77025
Tel: 832-274-7629
Email: zack.clement@icloud.com
Debtors' HURON CONSULTING SERVICES LLC
Financial
Advisor:
Debtors' KURTZMAN CARSON CONSULTANTS LLC
Claims,
Notice and
Balloting
Agent:
Estimated Assets: $100 million to $500 million
Estimated Debts: $100 million to $500 million
The petition was signed by Thomas Russell, authorized signatory.
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
CCC Group Inc. Trade $3,202,395
5797 Dietrich Road
San Antonio, TX 78219-3507
Attn.: Roger Crider
Office Phone: (210) 662-4561
Office Fax: (210) 661-6060
Email: rogercr@cccgroupinc.com
Strom Engineering Corporation Trade $2,106,201
10505 Wayzata Boulevard, #300
Minnetonka, MN 55305-1521
Attn.: Mark Hammerlund
Office Phone: (612) 594-9984
Office Fax: (952) 544-2451
Email: mhammerlund@stromengineering.com
Noranda Bauxite Limited Trade $1,942,539
c/o Noranda Alumina LLC
1111 Airline Highway, US 61
Suite 3370
Gramercy, LA 70052-6303
Attn.: Christopher Matlosz
Office Phone: (225) 869-2100
Office Fax: (615) 771-5701
Email: chris.matlosz@noralinc.com
Worley Parsons Group Inc. Trade $959,567
4805 Rue Lapiniere, Bureau 400
Brossard, QC J4Z0G2
Attn.: Pierre Parent
Office Phone: (905) 299-3420
Office Fax: (418) 628-3723; (514) 871-8236
Email: Pierre.Parent@worleyparsons.com
Host Terminals, Inc. Trade $938,551
500 Plume Street East, Suite 600
Norfolk, VA 23510-2309
Rexco Inc. Trade $821,532
1104 Mildred Drive
Port Lavaca, TX 77979-5564
Attn.: Mickey Thomas
Office Phone: (361) 552-5371
Office Fax: (361) 552-2308
Email: mickey@rexcoinc.com
McWhorter Electric Trade $723,071
807 Railroad Drive
Portland, TX 78374-1543
Attn.: Monte McWhorter
Office Phone: (361) 777-3180
Office Fax: (361) 777-3182
Email: melectric@corpus.twcbc.com
Lhoist North America Trade $691,788
P.O. Box 985004
Fort Worth, TX76185-5004
Attn.: Antonie Beghmans
Office Phone: (817) 806-1521 x 611521
Office Fax: (817) 732-8564
Email: antoine.berghmans@lhoist.com
Austin White Lime Co. Trade $685,838
14001 McNeil Road
Austin, TX 78728-6310
Attn.: Oscar Robinson
Office Phone: (512) 244-5888
Office Fax: (512) 388-1220
Email: orobinson@austinwhitelime.com
Occidental Chemical Corp. Trade $600,000
1100 Lenway St
Dallas, TX 75215-3364
Attn.: Tim Hillsley
Office Phone: (972) 404-3317
Office Fax: (972) 404-3406
Email: Tim_Hillsley@oxy.com
South Texas Valve & Controls Trade $366,086
1729 N Clarkwood Road,
Building 100
Corpus Christi, TX 78409-2415
Attn.: Eric Burnett
Office Phone: (361) 960-5894
Office Fax: (361) 289-6263
Email: eburnett@southtexasvalue.com
Cytec Industries Inc. Trade $350,250
Garret Mountain Plaza
Woodland Park, NJ 07424-3317
Attn.: Dave Dennis
Office Phone: (305) 491-0825
Office Fax: (480) 730-2000
Email: dave.dennis@cytec.com
Securitas Critical Infrastructure Trade $338,944
7007 Gulf Freeway, Ste. 248
Houston, TX 77087-2501
Attn.: Mike Morton
Office Phone: (713) 946-1015
Office Fax: (713) 946-1700
Email: mike.morton@scisusa.com
San Patricio Municipal Water Trade $321,400
District
PO BOX 940
Ingleside, TX 78362-0940
Attn.: Brian Williams
Office Phone: (361) 777-4037
Office Fax: (361) 643-9093
Email: bgw@spmwd.net
Nalco Chemical Co. Trade $308,165
c/o Nalco Energy Services
Ref: 97160510
7705 Highway 90-A
Sugar Land, TX 77478-2121
Attn.: David Davis
Office Phone: (800) 288-0879
Office Fax: (800) 288-0878
Email: ddavis@nalco.com
MMR Constructors Inc. Trade $235,529
GHX Industrial LLC Trade $227,878
Holt Company Of Texas Trade $209,411
EMR Holdings, LLP Trade $192,439
TDC LLC (Tessenderlo Davison) Trade $184,183
Hertz Corp Trade $168,499
Veolia Es Industrial Services Trade $136,059
Hooks Industrial Service Center Trade $122,322
Sealing Products of Corpus Christi LLP Trade $113,131
FS-Compression Co LLC Trade $101,944
Slover & Loftus LLP Trade $101,000
Bosch Rexroth Corporation Trade $81,784
GHD Services Inc. Trade $78,634
Air Specialty & Equipment Company Trade $72,617
Goulds Pumps Inc. Trade $70,000
SHERWIN ALUMINA: In Chapter 11 With Deal to Sell to Corpus
----------------------------------------------------------
Texas alumina plant operator Sherwin Alumina Company, LLC sought
for Chapter 11 bankruptcy protection with an agreement to sell
substantially all of its assets to Corpus Christi Alumina LLC, an
affiliate of Commodity Funding, LLC.
Sherwin is an indirect wholly owned subsidiary of Glencore plc, a
multinational commodity trading and mining enterprise. Glencore
subsidiary Commodity Funding is Sherwin's prepetition secured
lender and proposed postpetition debtor-in-possession lender.
Kent Britton, the chief financial officer of Sherwin, disclosed in
a declaration filed with the Court that due to a confluence of
factors beyond its control, including the precipitous decline in
the alumina market, labor disputes, and recent power outages,
Sherwin has suffered substantially decreased margins and cash
flows. He added that alumina prices have also declined by nearly
44 percent in the past year alone, dropping from approximately
$354.50 per metric ton as of Jan. 1, 2015, to $199 per metric ton
as of Jan. 1, 2016.
$40 Million DIP and Stalking Horse Agreement
In connection with these Chapter 11 cases, Commodity Funding has
committed to fund the $40-million DIP Facility, on a junior basis.
In addition, Corpus Christi has agreed to serve as the stalking
horse for substantially all of Sherwin's assets pursuant to a
Chapter 11 plan, which will preserve the going-concern value of
Sherwin's business, protect jobs, and preserve business
opportunities and important relationships with Sherwin's key
vendors.
In addition to satisfying all priority and administrative claims
against the estates, including all of Sherwin's obligations under
the Prepetition Secured Credit Agreement, the Stalking Horse
Purchase Agreement provides a $250,000-cash pool to fund
distributions for Sherwin's general unsecured creditors if they
vote to accept the Plan.
The Stalking Horse Sale Transaction contemplates a marketing and
overbid process to allow any strategic or financial investor to
"top" the Stalking Horse Sale Bid. To facilitate the overbid
process, Sherwin intends to seek approval of certain bidding
procedures that will set the framework and timeline for the
submission of overbids. Sherwin is requesting that the Court
establish a hearing date for approval of the bidding procedures no
later than Feb. 10, 2016.
First Day Motions
To minimize the possible adverse effects on Sherwin's businesses,
the Company and its wholly-owned subsidiary Sherwin Pipeline, Inc.
filed motions and pleadings seeking various types of standard and
customary "first day" relief. The Debtors are seeking authority
to, among other things, continue using cash management system, pay
employee obligations, provide adequate assurance payment for future
utility services and pay critical vendor claims.
A copy of the declaration in support of the First Day Motions is
available for free at:
http://bankrupt.com/misc/10_SHERWIN_Declaration.pdf
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
SMALL BUSINESS: Meeting of Creditors Scheduled for Feb. 5
---------------------------------------------------------
BankruptcyData reported that The U.S. Trustee assigned to the case
scheduled a Feb. 5, 2016 meeting of creditors under 11 U.S.C. Sec.
341(a), and May 5, 2016 is the final date by which interested
parties must file proofs of claim.
In response to its failure to submit the Chapter 11 filing fee,
U.S. Bankruptcy Court Judge Michael Fagone docketed an order to
comply and notice to dismiss the case, with a Jan. 12, 2016 final
due date for the filing fee.
Rockland, Maine-based Small Business Development Group, Inc.,
formerly known as Virogen, Inc., filed for Chapter 11 protection
(Bankr. D. Me. Case No. 16-10005) on Jan. 5, 2016. Jeffrey P.
White, Esq., at Jeffrey P. White And Associates, P.C., represent
the Debtor in its restructuring effort. The Debtor disclosed total
assets of $5.32 million, and total liabilities of
$1.21 million. The petition was signed by Roy Y. Salisbury,
CEO/President.
SOUTHCROSS ENERGY: Moody's Lowers CFR to Caa1, Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Southcross Energy Partners,
LP's Corporate Family Rating to Caa1 from B2, Probability of
Default (PDR) to Caa1-PD from B2-PD, and senior secured term loan
rating to Caa1 from B2. The Speculative Grade Liquidity Rating was
downgraded to SGL-4 from SGL-3. The rating outlook is negative.
Moody's simultaneously downgraded the ratings of Southcross
Holdings Borrower LP's (Holdings) ratings, which wholly owns the
general partner (GP) of Southcross. Holdings' CFR was downgraded to
Caa3 from Caa1, PDR to Ca-PD from Caa1-PD, and senior secured term
loan rating to Caa3 from Caa1. Holdings' Speculative Grade
Liquidity Rating was also downgraded to SGL-4 from SGL-3. The
outlook is negative.
"These rating actions were prompted by Southcross's announcement on
Jan. 8, 2016, to suspend distributions and the hiring of legal and
financial advisors to explore strategic alternatives and capital
structure matters," said Sajjad Alam, Moody's Analyst. "Both
entities have very high debt burdens and will have difficulties
achieving projected cash flows in a depressed commodity price
environment. The suspension of quarterly distributions will make
it particularly difficult for Holdings to continue debt service
absent additional equity contribution from its private equity
partners."
Ratings Downgraded:
Southcross Energy Partners, LP
Corporate Family Rating, Downgraded to Caa1 from B2
Probability of Default Rating, Downgraded to Caa1-PD from B2-PD
Senior Secured Bank Credit Facility, Downgraded to Caa1 (LGD-3)
from B2 (LGD-3)
Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
SGL-3
Southcross Holdings Borrower LP
Corporate Family Rating, Downgraded to Caa3 from Caa1
Probability of Default Rating, Downgraded to Ca-PD from Caa1-PD
Senior Secured Bank Credit Facility, Downgraded to Caa3 (LGD-3)
from Caa1 (LGD-4)
Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
SGL-3
Outlook Actions:
Southcross Energy Partners, LP
Negative Outlook
Southcross Holdings Borrower LP
Negative Outlook
RATINGS RATIONALE
Southcross' Caa1 CFR reflects its high financial leverage, limited
scale, concentration in the Eagle Ford Shale and our expectation of
continued high leverage and challenging industry conditions into
2017. Given the uncertainty around future upstream drilling and
spending levels in the Eagle Ford, there is risk that the company
may not be able to hit the previously anticipated volume and cash
flow targets. The CFR also assumes the continued support from
Southcross' private equity sponsors to comply with the credit
facility financial covenants. Southcross' ratings benefit from its
significant minimum volume commitment contracts with upstream
customers, fixed-fee and fixed-spread contractual arrangements that
mitigate commodity price risk, and integrated midstream business
model that helps earn fees multiple times as it moves natural gas
and NGLs from the wellhead to end user markets.
Holdings' Caa3 CFR reflects its untenable capital structure with a
very high debt burden relative to its cash flows, structurally
subordinated position to Southcross, in which Holdings owns a 61%
limited partnership (LP) stake as well as the 2% GP interest, and
weak liquidity because of the uncertainty around future
distributions from Southcross. The Ca-PD PDR reflects the high
likelihood of a debt restructuring at Holdings following the
distribution suspension by Southcross. The two-notch rating
separation between the GP parent and the MLP subsidiary reflects
Holdings' extraordinarily high leverage that may not improve in the
foreseeable future. The Caa3 rating also recognizes the execution
risk associated with Holdings' growth plans and the slow projected
ramp up in earnings through 2016.
The SGL-4 rating of Southcross reflects weak liquidity through
2016, primarily its high reliance on external financing. Southcross
had $135 million outstanding on its $200 million revolver as of
Sept. 30, 2015. Borrowings will increase as the partnership
continues investing in growth projects despite a $50 capital
commitment from its private equity sponsors. The distribution
suspension will help conserve roughly $45 million of cash in 2016
that could be used to fund projects or repay debt. The revolver
requires leverage (debt/EBITDA) to be limited to 5.75x on Sept. 30,
2015, stepping down to 5.5x on Dec. 31, 2015, and 5.25x on Sept.
30, 2016, and to 5x after Dec. 31, 2016. Given the slower than
expected ramp up in EBITDA, Southcross could be in violation of its
leverage covenant in early-2017 if earnings do not increase from
current levels. Southcross has received equity commitments from
its sponsors to provide the necessary equity cures as allowed for
in the debt agreement to keep Southcross in compliance. Alternate
sources of liquidity for the partnership through potential asset
sales are limited.
Holdings has weak liquidity, reflected in the SGL-4 rating.
Holdings has minimal cash balance and availability under its $50
million revolving credit facility. As a result, the company may
not be able to accumulate enough cash to make its next coupon
payment in March 2016 absent additional equity contributions from
its sponsors.
The negative outlook for Southcross reflects its high leverage and
the challenging industry environment. Southcross's CFR could be
downgraded if leverage does not decline below 6x. Moody's expects
that Southcross will use a portion of its suspended distributions
to reduce debt. If the partnership can eliminate its covenant
violation risks, increase revolver availability above $100 million
and sustain a leverage ratio of 5x, an upgrade could be
considered.
If Holdings misses a coupon payment or restructures its debt,
Holdings' CFR will be downgraded. A downgrade of Southcross will
also trigger a downward adjustment to Holdings' ratings. An
upgrade of Holdings is unlikely absent a significant debt
reduction.
The Caa1 rating on Southcross' senior secured term loan facility
reflects its first-lien interest in substantially all of the assets
of Southcross. The $450 million term loan and the $200 million
revolving credit facility at Southcross rank pari passu. Having a
single class of debt in the capital structure results in the term
loan being rated at the Caa1 CFR level under Moody's Loss Given
Default Methodology.
The Caa3 rating on Holdings' senior secured second-lien term loan
reflects the relatively small size of the first-lien $50 million
revolver in relation to Holdings' term loan, resulting in the term
loan being rated the same as the Caa1 CFR under Moody's Loss Given
Default Methodology.
The principal methodology used in these ratings was Global
Midstream Energy published in December 2010.
Southcross Energy Partners, LP is a midstream MLP headquartered in
Dallas, Texas. Southcross Holdings Borrower LP wholly owns the
general partner of Southcross and is also headquartered in Dallas,
Texas.
SOUTHCROSS HOLDINGS: S&P Lowers CCR to 'CCC-', Outlook Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit and
senior secured debt ratings on Southcross Holdings Borrower L.P.
(Holdings) to 'CCC-' from 'B-'. The outlook is negative. The
recovery rating is unchanged at '4'. The '4' rating indicates
S&P's expectation of "average" (30% to 50%; lower half of the
range) recovery if a default occurs.
At the same time, S&P revised the rating outlook on Southcross
Energy Partners L.P. to negative from stable and affirmed the 'B-'
corporate credit and senior secured debt ratings on the
partnership. The '3' recovery rating on the company's senior
secured term loan and revolving credit facility is unchanged, and
indicates S&P's expectation for "meaningful" (50% to 70%; upper
half of the range) recovery if a default occurs.
"The downgrade of Southcross Holdings [Holdings] follows Southcross
Energy Partners' [Partners] announcement that it is suspending its
quarterly distribution," said Standard & Poor's credit analyst Mike
Llanos. Holdings relies heavily on distributions it receives from
Partners to service its debt obligations. In addition, the
announcement that the company is retaining an adviser to pursue
potential strategic alternatives and capital structure matters
increases the likelihood that the company could default or pursue a
distressed debt exchange in the next few months. In S&P's view,
the suspension of distributions leads to adjusted debt leverage
that is unsustainable on a stand-alone basis.
Although Southcross' owners have previously announced a capital
commitment of roughly $175 million in August 2015 ($125 million for
Holdings and $50 million to Partners), those commitments have yet
to be funded.
The negative outlook on Southcross Holdings reflects Standard &
Poor's Ratings Services' expectation it could default or
restructure its debt within the next six months.
S&P could lower the rating if it believes a default is a virtual
certainty.
S&P would not expect to raise the rating unless the company's
liquidity position improves such that a default or distressed
exchange were to take longer than S&P's current expectations.
The negative outlook on Southcross Energy Partners reflects S&P's
expectation that the partnership will have sufficient liquidity to
meet capital expenditure needs over the next 12 months. However,
market factors such as weak commodity prices could place further
pressure on the capital structure such that it could become
unsustainable in the long term.
S&P could lower the rating if liquidity becomes constrained due to
operational underperformance or if the partnership's capital
structure appears to be unsustainable.
S&P could revise the outlook to stable if the partnerships
liquidity position improves or if leverage returns to the 5x
range.
STACK 2006-1: Court Affirms Dismissal of Suit vs. Morgan Stanley
-----------------------------------------------------------------
Defendants Morgan Stanley, et al., appeal from an order of the
Supreme Court, New York County, entered March 11, 2013, which, to
the extent appealed from, denied their motion to dismiss the fraud
and fraudulent concealment causes of action as against them.
The appeal presents the question of whether a sophisticated
investor has sufficiently alleged that it justifiably relied on
credit ratings of securities that the defendants, the organizers of
the offering, allegedly had manipulated and otherwise knew, from
nonpublic information, to be inaccurate.
In a Decision dated December 29, 2015, which is available at
http://is.gd/5zK2wqfrom Leagle.com, the Appellate Division of the
Supreme Court of New York, First Department, held that the element
of reasonable reliance has been sufficiently pleaded in support of
plaintiff Basis Yield Alpha Fund Master's fraud and fraudulent
concealment causes of action, and therefore affirm the denial of
the defendants' motion to dismiss those claims.
The case is BASIS YIELD ALPHA FUND MASTER, Plaintiff-Respondent, v.
MORGAN STANLEY, ET AL., Defendants-Appellants, JOHN DOES 1-50,
Defendants, 652129/12, 12527, 2015 NY Slip Op 09645.
Appellants are represented by James P. Rouhandeh, Esq. --
rouhandeh@davispolk.com -- Davis Polk & Wardwell LLP, New York,
Paul S. Mishkin, Esq. -- paul.mishkin@davispolk.com -- Davis Polk &
Wardwell LLP, New York,Daniel J. Schwartz, Esq. --
daniel.schwartz@davispolk.com -- Davis Polk & Wardwell LLP, New
York, Nicholas N. George, Esq. -- Davis Polk & Wardwell LLP, New
York and Scott A. Eisman, Esq. -- Davis Polk & Wardwell LLP, New
York
Respondents are represented by Jane M.N. Webre, Esq. --
jwebre@scottdoug.com -- Scott, Douglass & McConnico, L.L.P. and
Debra J. Guzov, Esq. -- Guzov, LLC, New York and Anne W. Salisbury,
Esq. -- Guzov, LLC, New York
STAMPEDE FOREST: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Stampede Forest Products, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Wash. Case No. 15-04150) on Dec. 22, 2015
Kevin O'Rourke, Esq., at Southwell And O'Rourke serves as the
Company's bankruptcy counsel.
The Company says in its bankruptcy filing that it has almost
$178,000 in assets, primarily in the form of inventory and accounts
receivable, and owes more than $720,000 in debt to less than 50
creditors.
Mateusz Perkowski at Capital Press reports that the Company's
annual statement of earnings show that it earned $2 million in
revenues in its last fiscal year but lost about $170,000 after its
cost of goods and other expenses were deducted.
Stampede Forest Products, Inc., is an Omak, Washington-based forest
products company.
THE COLVER PROJECT: Fitch Affirms BB Rating on Series F Bonds
-------------------------------------------------------------
Fitch Ratings has affirmed the rating on the Pennsylvania Economic
Development Financing Authority's (the Colver Project)
approximately $53.4 million in 2005 series F resource recovery
revenue refunding bonds due 2018 at 'BB'. The Rating Outlook is
Stable.
The affirmation reflects the fixed-revenue nature of the asset
under the power purchase agreement (PPA) that extends about a year
and a half beyond the maturity of the debt in 2018. This aging
waste coal facility will continue to face the risk of increased
maintenance, reduced output and low energy price growth tied to
lower than expected GDP growth over the remaining debt tenor. While
projected debt service coverage is expected to remain near
breakeven levels, Colver's strong liquidity is sufficient to cover
a full year's debt service and support the rating at the 'BB'
level.
KEY RATING DRIVERS
Contractual Revenues Reliant on Strong Operations -- Revenue Risk:
Midrange
The project relies on the ability of the operator to maintain high
availability and capacity factors in order to maximize variable
payments under the PPA, capture the benefit of excess energy sold
at the locational marginal price (LMP) and provide revenue
stability. LMP sales, despite price variability and small
percentage relative to total revenues, help to add cushion to the
cash flow profile. As the PPA expires in May 2020, the project
benefits from an estimated 18 month tail to generate additional
contracted cash flow after debt maturity.
Operating Margin Subject to Cost Control -- Operating Risk: Weaker
The project remains exposed to price fluctuations in commodities,
uncertain emissions compliance costs and persistent maintenance
challenges. Colver is meeting the Cross State Air Pollution Rule
(CSAPR) requirements. A recently approved deferral to comply with
Mercury Air Toxic Standards (MATS) standards after debt maturity
provides near-term cash flow relief.
Adequate Coal Supply -- Supply Risk: Midrange
Despite 75% of waste coal under contract through debt maturity, the
project is susceptible to potential price swings in the remaining
25% of spot coal supply. The relative liquidity and depth of the
waste coal market helps to mitigate this risk over the remaining
debt tenor. Increased use of opportunity coal has also mitigated
cost risk.
Debt Structure Supports Cash Flow -- Debt Structure: Midrange
The debt structure is typical for project finance as it is fixed
rate and fully amortizes in 2018. The short tenor mitigates
exposure to longer term operating risks. The available liquidity
bolsters cash flows against periods of production shortfalls or
increased operating costs over the next three years.
Uncertain Financial Profile
Under a modest stress scenario which combines flat revenues and a
5% operating expense increase, Fitch projects near-term debt
service coverage ratios (DSCR) to average 1.31x with a minimum of
1.00x. While these coverage levels may suggest a lower rating under
Fitch's criteria for fully contracted thermal power projects, the
stable operating history near-term debt maturity and considerable
liquidity support the rating at the current level.
Peer Comparison: Colver and Choctaw (series 1 rated 'B', series 2
rated 'B-'/Outlook Stable) face operating performance challenges
typical for coal facilities, though Colver has a longer history of
established operating performance. With at least 16 years remaining
to debt maturity, Choctaw is exposed to longer term risks of
variability in plant performance and potential exposure to merchant
revenues and lacks liquidity reserves to mitigate potential
shortfalls in operating cash. Conversely, Colver has a strong cash
balance to support debt service under scenarios of material cash
flow erosion through the remaining short tenor of 2018.
RATING SENSITIVITIES
Negative - Operating Expenses: Increased operating costs above the
projected increased maintenance costs could result in a downgrade;
Negative - Availability: Any extended outage resulting in decreased
availability and reduced cash flow could result in a downgrade.
CREDIT SUMMARY
Financial performance was adequate in 2015 with a Fitch calculated
debt service coverage ratio (DSCR) of 1.30x, which is just below
the Fitch calculated 2014 DSCR of 1.37x. Financial performance in
2015 YTD (11 months through November) was better than the sponsor's
budget mostly due to cost savings as revenues were 1.3% below 2015
budget and 2% below 2014. Cost savings stemmed from Colver taking
advantage of the sponsor's access to a proprietary opportunity
coal, which is cheaper, more efficient, and cleaner than
fixed-price contracted coal options. The project benefitted from
decreased usage of limestone with the higher utilization of the
cleaner opportunity coal. The project's cost profile further
benefitted from an approval by the Pennsylvania Department of
Environmental Protection (DEP) to defer compliance with MATS
environmental requirements to April 2019, resulting in nearly $2
million in lower costs in 2015. Overall, Fitch estimates that
operating expenses were 15% lower than budget and 1.3% lower than
fiscal 2014.
Colver continued to experience persistent tube leaks through fiscal
2015, averaging one to two per month, typical of an aging coal
facility. Combined with a boiler feed pump failure in July 2015,
dispatch at the project was reduced to roughly 90% YTD through
November, which represents a deviation from levels traditionally
above 96%. In an environment of low demand, as well as the plant's
persistent tube leaks and major maintenance scheduled in autumn of
2016 to restore a rotor, Fitch expects near term dispatch to remain
consistent with 2015 levels.
Plant maintenance costs are expected to rise in FY 2016 due to the
planned generator rotor re-winding which will cost approximately
$3.2 million. In addition, persistent tube leaks will place
pressure on maintenance costs going forward. The increased
utilization of cheaper and more efficient opportunity fuel is
expected to continue to benefit the project's cost profile. The
opportunity fuel will enhance Colver's management of sulfur content
and resulting usage of limestone costs. Continuation of lower
diesel costs will help Cover to manage transportation costs for
fuel delivery and ash disposal.
Fitch's base case assumes 1% revenue growth through fiscal 2018
with inflationary expense growth resulting in average debt service
coverage of 1.42x with a minimum of 1.11x in fiscal 2016. Under a
combined stress, Fitch's rating case assumes flat revenue
throughout the projected period with a 5% rise in expenses in
fiscal 2016, thereafter rising at inflationary levels based off of
2015 actuals. In this scenario, Fitch estimates coverage levels are
average 1.31x with a minimum of 1.00x through fiscal 2018. While
these metrics are not indicative of a 'BB' rating, the short
remaining debt tenor and available liquidity of $24 million help to
significantly reduce the probability of default and support the
rating at the current level.
The Colver Project consists of a nominal 111.15MW waste coal-fired
qualifying facility located on a 62-acre site in Cambria,
Pennsylvania. The project also includes a 9.6-mile, 115-kilovolt
transmission line interconnecting with the Pennsylvania Electric
Company Glory Substation. The Colver facility began commercial
operations on May 16, 1995. The senior bonds were issued on behalf
of an owner-participant as part of a leveraged-lease transaction.
Colver's sponsor is a limited partnership, Inter-Power/AhlCon
Partners, which is held by subsidiaries of Northern Star
Generation.
Under the terms of the PPA, Pennsylvania Electric Company (Penelec)
pays flat rates on annual energy up to 278 gigawatt-hours (GWh) of
on-peak production and 501 GWh/year off-peak production. Penelec
purchases excess energy, produced in excess of caps above, at the
posted hourly LMP or day-ahead price of PJM Interconnection, LLC.
TRANS COASTAL: Taps Benjamin Luo to Collect Accounts Receivable
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of Illinois
authorized Trans Coastal Supply Company, Inc., to employ Benjamin
Luo, Esq., at Shanghai Kaizheng Law Firm, in Shanghai, China, to
collect the Debtor's accounts receivables.
The Debtor related that it has several million dollars in unpaid
accounts receivable involving contracts with Chinese companies. It
has attempted to collect some of those accounts receivable by use
of Altus Global Trade Solutions. The Debtor has placed one or more
of those accounts receivable with the Chinese attorneys and, to
that end, has contacted Mr. Luo.
Trans Coastal has conferred with Altus Global Trade Solutions and
has confirmed that any accounts which Altus is attempting to
collect, which are placed with the Shanghai Kaizheng Law Firm for
collection, will not generate any claimed fees by Altus.
Shanghai Kaizheng Law Firm requests a non-refundable retainer of
$9,000 and will attempt to collect any accounts receivable placed
with it for 30% of the amount recovered with the retainer to be
deducted from any contingency fee earned.
Trans Coastal believes that Mr. Luo and any other attorneys of his
firm who will work on the collection have no conflict of interest
and are not disqualified from representing Trans Coastal
in the aforesaid collection efforts.
The Debtor is represented by:
Jeffrey D. Richardson, Esq.
132 South Water Street, Suite 444
Decatur, IL 62523
Tel: (217) 425-4082
Mr. Lou may be reached at:
Benjamin Luo
SHANGHAI KAIZHENG LAW FIRM
6/F, 5 th Building
839 Dalian Rd., Hongkou Dist.
Shanghai 200086, China
Tel: 86-21-38973161
About Trans Coastal
Headquartered in Decatur, Illinois, Trans Coastal Supply Company
Inc. ships grain and other agricultural products like the ethanol
byproduct distillers dried grains (DDGS) in containers to overseas
buyers.
Trans Coastal filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Ill. Case No. 15-71147) on July 23, 2015. Judge Mary P.
Gorman presides over the Debtor's case. Jeffrey D. Richardson,
Esq., at Richardson & Erickson, represents the Debtor.
The Debtor estimated both assets and liabilities between
$10 million and $50 million.
TREES UNLIMITED: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Trees Unlimited of Connecticut, Inc.
77 Turkey Plain Road
Bethel, CT 06801
Case No.: 16-50039
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
District of Connecticut (Bridgeport)
Judge: Hon. Carla E. Craig
Debtor's Counsel: James M. Nugent, Esq.
HARLOW, ADAMS & FRIEDMAN, P.C.
One New Haven Ave, Suite 100
Milford, CT 06460
Tel: (203) 878-0661
Fax: (203) 878-9568
Email: jmn@quidproquo.com
Total Assets: $730,110
Total Liabilities: $1.57 million
The petition was signed by Robert Lehning, president.
A list of the Debtor's 11 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ctb16-50039.pdf
TRUMP ENTERTAINMENT: Wants Third Circuit Ruling Before Summer
-------------------------------------------------------------
Cara Salvatore Bankruptcy Law360 reported that the Third Circuit is
taking too long to rule on the fate of the bankrupt Trump Taj Mahal
casino and nearly 1,000 of its unionized workers, its attorneys
say, telling court officials on Jan. 4, 2016, that the casino has
been in limbo for 10 months and wants to get ready for the summer
gambling season.
Billionaire Carl Icahn is the would-be buyer of Trump Entertainment
Resorts Inc., but his courtship is stalled in the Third Circuit,
where arguments took place in March.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owns two Atlantic City Boardwalk
casinos that bear the name of Donald Trump.
The predecessor, Trump Hotels & Casino Resorts, Inc., first filed
for Chapter 11 protection on Nov. 21, 2004 (Bankr. D.N.J. Case No.
04-46898 through 04-46925) and exited bankruptcy in May 2005 under
the name Trump Entertainment Resorts Inc. Trump Entertainment
Resorts sought Chapter 11 protection on Feb. 17, 2009 (Bankr.
D.N.J. Lead Case No. 09-13654) and exited bankruptcy in 2010.
Trump Entertainment Resorts Inc. returned to Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 14-12103) on Sept. 9, 2014, with plans to
shutter its casinos.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien
debt issued under their 2010 bankruptcy-exit plan. The Debtors
also have trade debt in the amount of $13.5 million.
* * *
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on March 12, 2015, confirmed Trump Entertainment Resorts,
Inc., et al.'s Third Amended Joint Plan of Reorganization and
Disclosure Statement pursuant to Section 1129 of the Bankruptcy
Code.
The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions. Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount. The Amended Plan
also includes language reflecting the recently-approved $20 million
loan from Carl Icahn.
The Effective Date of the Plan has not yet occurred, as certain
conditions precedent to the occurrence of the Effective Date,
including the CBA Order having become a Final Order, have not yet
been met.
TSS INC: Losses, Stockholders' Deficit Raise Going Concern Doubt
----------------------------------------------------------------
TSS, Inc.'s history of operating losses, declining current ratio
and its stockholders' deficit cause substantial doubt about its
ability to continue to operate our business as a going concern,
according to Anthony Angelini, president and chief executive
officer, and John K. Penver, chief financial officer of the company
in a regulatory filing with the U.S. Securities and Exchange
Commission on November 16, 2015.
At September 30, 2015, the company had total assets of $9,238,000,
total liabilities of $9,964,000 and total stockholders' deficit of
$726,000.
The company posted a net loss of $601,000 for the three months
ended September 30, 2015 as compared with a net loss of $366,000
for the three months ended September 30, 2014.
Messrs. Angelini and Penver related: "In the second quarter of 2014
we extended the term of our bank credit facility to ensure
availability of this resource through May 2016. In October 2014 we
entered into a customer financing program with our largest customer
that allows us to accelerate the receipt of cash from receivables
owed by that customer that resulted in the accelerated receipt of
$3.1 million from outstanding receivables. In September 2014 we
also restructured the repayment terms of our notes payable held by
Gerard Gallagher, a director and our Chief Technical Officer, to
defer payments of a large portion of this obligation to 2016,
further reducing short term liquidity requirements on our
business.
"We continue to seek additional funding to support our ongoing
operations. In the first quarter of 2015 we borrowed $945,000
under a 5-year multiple advance term loan agreement. During 2014
we also adjusted our overhead structure to reduce our level of
overhead as business conditions and our revenue mix shifted
consistent with our strategic focus. We believe that there are
further adjustments that could be made to our business if we were
required to do so.
"If we raise additional funds through the issuance of convertible
debt or equity securities, the ownership of our existing
stockholders could be significantly diluted. If we obtain
additional debt financing, a substantial portion of our operating
cash flow may be dedicated to the payment of principal and interest
on such indebtedness, and the terms of the debt securities issued
could impose significant restrictions on our operations. We do not
know whether we will be able to secure additional funding, or
funding on terms acceptable to us, to continue our operations as
planned. If financing is not available, we may be required to
reduce, delay or eliminate certain business activities or to sell
all or parts of our operations.
"Our primary liquidity and capital requirements are to fund working
capital for current operations. Our primary sources of funds to
meet our liquidity and capital requirements include cash on hand,
funds generated from operations including the funds from our
customer financing programs, and borrowings under our revolving
credit facility. All of the foregoing risks and the other risks
defined in our Annual Report for the year ended December 31, 2014,
may have a material adverse effect on our business results or
liquidity. We believe that if future results do not meet
expectations, we can implement reductions in selling, general and
administrative expenses to better achieve profitability and
therefore improve cash flows, or take further steps such as the
issuance of new equity or debt or the sale of part or all of our
operations. However, the timing and effect of these steps may not
completely alleviate a material effect on liquidity."
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/j8rfvzf
Round Rock, Texas-based TSS, Inc. provides services for the
planning, design, development and maintenance of mission-critical
facilities and information infrastructure, as well as integration
services. The company provides a single source solution for highly
technical mission-critical facilities like data centers, operation
centers, network facilities, server rooms, security operations
centers, communications facilities and the infrastructure systems.
TUSCANY ENERGY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tuscany Energy, LLC
6751 N. Federal Highway, #200
Boca Raton, FL 33487
Case No.: 16-10398
Chapter 11 Petition Date: January 11, 2016
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Hon. Erik P. Kimball
Debtor's Counsel: Bradley S Shraiberg, Esq.
SHRAIBERG, FERRARA, & LANDAU P.A.
2385 NW Executive Center Dr. #300
Boca Raton, FL 33431
Tel: (561) 443-0801
Fax: (561) 998-0047
Email: bshraiberg@sfl-pa.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Donald Sider, manager.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb16-10398.pdf
VINE OIL: S&P Lowers Rating on Term Loan B to 'CCC+'
----------------------------------------------------
Standard & Poor's Ratings Services lowered its issue-level rating
on Plano, Texas-based exploration and production company Vine Oil &
Gas L.P.'s term loan B to 'CCC+' (two notches below the corporate
credit rating) from 'B'. S&P simultaneously revised the recovery
rating on this debt to '6', indicating the expectation of
negligible (0% to 10%) recovery in the event of a payment default,
from '4'. The lower term loan B rating reflects a decrease in the
zV-10 valuation of the company's reserves as of year-end 2015,
resulting in lower recovery prospects.
S&P's 'B' corporate credit rating on Vine and 'CCC+' issue-level
rating on the company's term loan C are unchanged. The rating
outlook remains stable.
RECOVERY ANALYSIS
Key analytical factors:
-- S&P's simulated default scenario contemplates a sustained
period of weak crude oil and North American natural gas
prices (consistent with past defaults in this sector).
-- S&P bases its valuation of Vine's reserves on a company-
provided present value of oil and gas reserves at a 10%
discount rate (PV10) report as of year-end 2015, using S&P's
recovery price deck assumptions of $50 per barrel for West
Texas Intermediate crude oil and $3.5 per million Btu for
Henry Hub natural gas.
-- The company's reserve-based lending credit facility has a
floor of $350 million, and commitment is currently set at
$350 million. S&P assumes that it is drawn at 85% at
default, in line with S&P's cash flow revolver assumptions
criteria.
Simulated default assumptions:
-- Simulated year of default: 2018
Simplified waterfall:
-- Net enterprise value (after 5% in administrative costs):
$263 million
-- Collateral value available to secured creditors:
$263 million
-- Secured first-lien debt: $301 million
-- Recovery expectation: Not applicable
-- Total value available to unsecured claims: $0 million
-- Senior unsecured debt: $517 million
-- Recovery expectation: 0% to 10%
Note: All debt amounts include six months of prepetition interest.
RATINGS LIST
Vine Oil & Gas L.P.
Corporate credit rating B/Stable/--
Issue-Level Rating Lowered; Recovery Rating Revised
To From
Vine Oil & Gas L.P.
Term loan B CCC+ B
Recovery rating 6 4L
WALTER ENERGY: Has Court Authority to Reject CBAs
-------------------------------------------------
Walter Energy, Inc., et al., filed a motion asking the U.S.
Bankruptcy Court for the Northern District of Alabama, Southern
Division, for authority to reject collective bargaining agreements,
implement final labor proposals, and terminate retiree benefits.
The United Mine Workers of America ("UMWA") and the United Mine
workers of America 1974 Pension Plan and Trust and its Trustees,
United Mine Workers of America 1992 Benefit Plan and its Trustees,
United Mine Workers of America 1993 Pension Plan and Trust and its
Trustees, United Mine Workers of America 2012 Retiree Bonus Account
Trust and its Trustees, United Mine Workers of America Cash
Deferred Savings Trust of 1988 and its Trustees, United Mine
Workers of America Combined Benefit Fund and its Trustees ("UMWA
Funds"), objected to the motion.
In a Memorandum Opinion and Order dated December 28, 2015, which is
available at http://is.gd/RnjLrQfrom Leagle.com, Judge Tamara O.
Mitchell of the United States Bankruptcy Court for the Northern
District of Alabama, Southern Division, overruled the objections by
the UMWA and UMWA Funds and granted the Debtor's bid to reject the
CBAs, implement final labor proposals and terminate retiree
benefits. Judge Mitchell ruled that any Sale of Assets will be
free and clear of any encumbrances and liabilities under either the
CBA or with respect to any UMWA Funds.
"Even though this Court fully appreciates the enormous potential
hardship on many, the Court must follow the law and in doing so
must decide what is best for all creditors and parties, including
union and non-union employees. While the Union appears willing to
risk the sale by insisting the Court deny the Motion, the Court is
not in position to do so. This Court must assume the terms of the
APA are firm and that if any condition is not met, there will be no
sale. This Court finds that maintaining the coal operations as a
going concern, keeping the mines open, offering future job
opportunities and continuing to be a productive member of the
business community all require this Court to overrule the UMWA and
the UMWA Funds' objections," Judge Mitchell held.
"This result is based on the Court's conclusion that the (1)
Debtors are out of time to close a sale; (2) the Proposed Buyer
will not close the sale unless all the conditions are met,
including rejection of the UMWA CBA and elimination of any
liability for the UMWA Funds' as to the Proposed Buyer; and, (3)
based on the statutory and substantial case law cited: (a) the
elimination of CBA obligations is not new or novel in bankruptcy
cases; and, (b) there is substantial and persuasive case law to
support the Proposed Buyer's conditions regarding the CBA and
related obligations. The relief sought in the Debtor's Motion
pursuant to 11 U.S.C. Sections 1113 and 1114 is due to be granted,"
Judge Mitchell further ruled.
The case is In re: WALTER ENERGY, INC., et al., Chapter 11,
Debtors, Case No. 15-02741-TOM11, Jointly Administered (Bankr. N.D.
Ala.).
Walter Energy, Inc., et al., Jointly Administered, Debtor,
represented by Allan J. Arffa, Esq. -- aarffa@paulweiss.com --
Paul, Weiss, Rifkind, Wharton & Garrison, James Blake Bailey, Esq.
-- jbailey@babc.com -- Bradley Arant Boult Cummings LLP, Jay R.
Bender, One Federal Place, Patrick Darby, Esq. -- pdarby@babc.com
-- Bradley Arant Boult Cummings, LLP, Robert N. Kravitz, Esq. --
rkravitz@paulweiss.com -- Paul, Weiss, Rifkind, Wharton & Garrison,
Jayna Partain Lamar, Maynard, Cooper & Gale, P.C., Daniel J.
Leffell, Esq. -- dleffell@paulweiss.com -- Paul, Weiss, Rifkind,
Wharton & Garrison, Cathleen C Moore, Esq. -- cmoore@babc.com --
Bradley Arant Boult Cummings LLP, Dan Youngblut, Esq. --
dyoungbluth@paulweiss.com -- Paul, Weiss, Rifkind, Wharton &
Garrison.
sshimshak@paulweiss.com
UMWA 1974 Pension Plan and Trust, Creditor Committee, is
represented by Robert Moore Weaver, Esq. -- Quinn, Connor, Weaver,
Davies & Rouco LL.
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.
WASCO INC: Federal Judge Rules Push Through of Worker Pensions
--------------------------------------------------------------
Katy Stech at Dow Jones' Daily Bankruptcy Review, reported that
union leaders won a battle against Wasco Inc ., one of the
country's largest commercial masonry companies, after a federal
judge ruled that the Nashville-based company can't get out of
paying millions of dollars in worker pensions using bankruptcy. In
an opinion that rejected Wasco's debt-payment plan, U.S. District
Court Judge Todd J. Campbell said that Wasco executives who paid
out nearly $300,000 in bonuses as the company prepared to file for
bankruptcy made financial decisions that were "inappropriate and
troubling at best."
About WASCO, Inc.
Headquartered in Nashville, Tennessee, WASCO, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No.
15-00068) on Jan. 6, 2015, estimating assets between $1 million
and $10 million and its liabilities between $10 million and $50
million. The petition was signed by William A. Sneed, Jr., chief
executive officer. Judge Keith M Lundin presides over the case.
David Phillip Canas, Esq., Craig Vernon Gabbert, Jr., Esq.,
Barbara Dale Holmes, Esq., Tracy M Lujan, Esq., R. Alex Payne,
Esq., and Glenn Benton Rose, Esq., at Harwell Howard Hyne Gabbert &
Manner PC, serve as the Debtor's bankruptcy counsel.
WISPER LLC: GTP's Unjust Enrichment Claim Dismissed
---------------------------------------------------
GTP Structures I, LLC, brought an action against Wisper II, LLC,
alleging claims for breach of contract, unjust enrichment, and
mandatory injunctive relief. Before the Court are the parties'
cross-motions for summary judgment.
The Plaintiff claims it is entitled to "$1,839,696, before
interest." The Defendant failed to address the Plaintiff's
calculation of damages in its response to GTP's motion for summary
judgment or in its own motion, instead alleging an issue of
disputed fact as to mitigation.
In an Order dated December 22, 2015, which is available at
http://is.gd/LeXzZDfrom Leagle.com, Judge J. Daniel Breen of the
United States District Court for the Western District of Tennessee,
Eastern Division, granted the Plaintiff's motion for summary
judgment as to the claim of breach of contract and granted the
Defendant's motion for summary judgment as to the allegation of
unjust enrichment and that claim is dismissed. Further, the
parties are directed to submit briefs to the Court within fifteen
days from entry of the Order addressing the issue of damages.
The case is GTP STRUCTURES I, LLC, Plaintiff, v. WISPER II, LLC,
Defendant, No. 14-1317 (Bankr. W.D. Tenn.).
GTP Structures I, LLC, Plaintiff, is represented by Andrew Paul
Fishkin, Esq. -- afishkin@FishkinLucks.com -- FISHKIN LUCKS LLP &
E. Franklin Childress, Jr., Esq. -- fchildress@bakerdonelson.com --
BAKER DONELSON BEARMAN CALDWELL & BERKOWITZ.
Wisper II, LLC, Defendant, represented by John D. Burleson, Esq. --
jburleson@raineykizer.com -- RAINEY KIZER REVIERE & BELL, Matthew
Robert Courtner, Esq. -- mcourtner@raineykizer.com -- RAINEY KIZER
REVIERE & BELL, PLC, Milton Dale Conder, Jr., Esq. --
dconder@raineykizer.com -- RAINEY KIZER REVIERE & BELL & Robert O.
Binkley, Jr., Esq. -- rbinkley@raineykizer.com -- RAINEY KIZER
BUTLER REVIERE & BELL.
ZAYO GROUP: Moody's Assigns Ba2 Rating on New $400MM Loan
---------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Zayo Group,
LLC's new $400 million incremental term loan offering. The new
loan is expected to be pari passu with the company's existing
senior secured indebtedness. Proceeds from the issuance will be
used for the previously announced Allstream Inc. acquisition. Over
the next 12-18 months, we expect Zayo's leverage to remain in the
4.5x to 5x range (Moody's adjusted, pro forma for recent M&A) as
recent increases in debt should be offset by higher EBITDA from
acquisitions and organic growth. The rating outlook for Zayo is
stable.
Assignments:
Issuer: Zayo Group, LLC
Senior Secured Bank Credit Facility, Assigned Ba2 (LGD2)
RATINGS RATIONALE
Zayo's B2 corporate family rating reflects its somewhat high
leverage and the company's aggressive financial policy which
features frequent debt-financed acquisitions. Zayo's business
model requires heavy capital investment and is susceptible to
customer churn, both of which pressure free cash flow. And, in
addition to increasing its credit risk, Zayo's serial debt-financed
acquisition activity has also led to poor visibility into the
company's organic growth and steady state cost structure. These
credit weaknesses are offset by Zayo's strong revenue growth,
stable base of contracted recurring revenues and valuable fiber
optic network assets. Management has demonstrated its ability to
execute a high quantity of both small and large acquisitions and
achieve (or exceed) projected merger benefits. Although Zayo's
aggressive M&A stance is generally credit negative, management's
skill in navigating these transactions does offset a meaningful
amount of this risk.
The ratings for the debt instruments reflect both the overall
probability of default of Zayo, to which Moody's has assigned a
probability of default rating (PDR) of B2-PD, and individual loss
given default assessments. The senior secured credit facilities
are rated Ba2 (LGD2), three notches higher than the CFR given the
loss absorption from the Caa1 (LGD5) rated senior unsecured notes.
The stable outlook is based on Moody's view that Zayo will continue
to generate positive free cash flow and reduce leverage while
maintaining good liquidity.
Downward rating pressure could develop if liquidity deteriorates or
if capital intensity increases such that Zayo is unable to generate
sustainable positive free cash flow or if leverage approaches 6x on
a sustained basis. Moody's could upgrade Zayo's ratings if
adjusted leverage approaches 4x and FCF/Debt is sustained around
10%. Upward rating migration would also be contingent on
management's commitment to lower leverage and a less aggressive
stance towards debt-financed M&A.
The principal methodology used in these ratings was Global
Communications Infrastructure Rating Methodology published in June
2011.
Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and national reach.
[*] Total Bankruptcy Filings Down 10% in Calendar Year 2015
-----------------------------------------------------------
American Bankruptcy Institute reported that total bankruptcy
filings totaled 819,240 nationwide for calendar year 2015 (Jan. 1 -
Dec. 31), a 10% decrease from the 910,397 total filings during the
same period a year ago, according to data provided by Epiq Systems,
Inc.
The 789,222 total noncommercial filings during calendar year 2015
also represented a 10% drop from the noncommercial filing total of
875,648 during calendar year 2014. Total commercial filings during
calendar year 2015 (Jan. 1 - Dec. 31) were 30,018, a 14% drop from
the 34,749 filings during the same period in 2014.
Conversely, commercial chapter 11s registered their first year -
over-year percentage increase since 2009 as the 5,309 filings
during calendar year 2015 represented a 2% increase over the 5,188
commercial chapter 11s filed the previous year.
"While commercial chapter 11 filings increased slightly last year,
total filings fell for the sixth consecutive year and bankruptcies
decreased to their lowest number recorded since 2006," said ABI
Executive Director Samuel J. Gerdano. "However, as interest rates
increase the cost of borrowing, more debt-burdened consumers and
businesses may turn to the financial fresh start of the Bankruptcy
Code in 2016."
The 53,806 total bankruptcy filings for the month of December
represented a 15% decrease compared to the 63,202 filings in
December 2014. The 51,171 total noncommercial filings for December
represented a 16% drop from the December 2014 noncommercial filing
total of 60,700. Conversely, total commercial filings for December
2015 were 2,635, representing a 5% increase from the 2,502 filings
during the same period in 2014. The 396 commercial chapter 11
filings in December 2015 registered an 11% increase over the 357
filings in December 2014. Average total filings per day in
December 2015 were 1,736, a 15% decrease from the 2,039 total daily
filings in December 2014.
The average nationwide per capita bankruptcy filing rate for
calendar year 2015 (Jan. 1 - December 31) decreased to 2.63 (total
filings per 1,000 per population) from the 2.93 rate during
calendar year 2014. States with the highest per capita filing rate
(total filings per 1,000 population) through 2015 were:
1. Tennessee (5.73)
2. Alabama (5.36)
3. Georgia (5.02)
4. Illinois (4.34)
5. Utah (4.28)
ABI has partnered with Epiq Systems, Inc. in order to provide the
most current bankruptcy filing data for analysts, researchers and
members of the news media. Epiq Systems is a leading provider of
managed technology for the global legal profession.
For further information about the statistics or additional
requests, please contact ABI Public Affairs Manager John Hartgen at
703-894-5935 or jhartgen@abiworld.org
[*] White House Threatens Veto of Class Action Fairness Bill
------------------------------------------------------------
Daniel Wilson at Bankruptcy Law360 reported that the White House
threatened on Jan. 6, 2015, to veto a bill tightening standards for
class certification in lawsuits and requiring asbestos bankruptcy
trusts to make claimants' details public, saying it would wrongly
block access to courts and hurt the privacy of asbestos victims.
The Fairness in Class Action Litigation and Furthering Asbestos
Claim Transparency Act, H.R. 1927, imposes unnecessary restrictions
on class actions, which are intended to allow individuals to
"vindicate their rights" as a group more efficiently and
effectively than individual suits, according to the policy
statement.
*********
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,
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Copyright 2016. All rights reserved. ISSN: 1520-9474.
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