/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160114.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, January 14, 2016, Vol. 20, No. 14 Headlines 364 N.B.E.: Wins Summary Judgment in Suit Against Edge Capital 8 WEST 58TH: BMG Directed to Comply with Plan Funding Agreements AMERICAN APPAREL: Hagan, Silver Creek Announce $300 Million Offer AMPLIPHI BIOSCIENCES: Files Investor Presentation with SEC ANACOR PHARMACEUTICALS: Submits NDA for Crisaborole Ointment AOXING PHARMACEUTICAL: Grants 80,000 Stock Options to Officers ARCH COAL: Common Stock Delisted From NYSE ARCH COAL: Names John Drexler Principal Accounting Officer ARCH COAL: Receives Court Approval of "First Day" Motions AUDIOEYE INC: Working Capital Deficit Raises Going Concern Doubt BION ENVIRONMENTAL: Provides Policy Update BLUE LINE: Has Going Concern Doubt Amid Net Loss, Capital Deficit BMB MUNAI: Peter Rosten Holds Less Than 5% Stake as of Jan. 6 BRIGHTLEAF TECHNOLOGIES: Files for Ch 11 Bankruptcy Protection COLT DEFENSE: Completes Restructuring, Exits Chapter 11 Process CONGREGATION BIRCHOS: Confirmation Hearing Adjourned to March 16 CONNEAUT LAKE VOLUNTEER: Case Summary & 15 Top Unsecured Creditors COROWARE INC: Reaches Forbearance Agreement With Blackbridge CTI BIOPHARMA: Mark Lampert Reports 15.9% Stake as of Jan. 7 CTI BIOPHARMA: Targets $92 Million Product Revenue for 2016 DUOS TECHNOLOGIES: Loss, Capital Deficit Cast Going Concern Doubt DYNACAST INTERNATIONAL: Moody's Affirms B2 CFR, Outlook Stable ENERGY TRANSFER: Fitch Affirms 'BB' LT Issuer Default Rating ENVISION SOLAR: Loss, Deficit Raise Going Concern Doubt FIRST DATA: FMR LLC Reports 7.9% Equity Stake as of Jan. 8 FREEDOM COMMUNICATIONS: ACI California Resigns From Committee GCP APPLIED: S&P Assigns 'BB-' Corp. Credit Rating, Outlook Stable GRAY TELEVISION: Moody's Changes Outlook to Pos. & Affirms B2 CFR GREENHUNTER RESOURCES: Cites Factors Raising Going Concern Doubt GREYSTONE LOGISTICS: Signs Agreement for 48x40 Plastic Pallets GROTH BROTHERS: 9th Cir. Affirms Denial of Counsel's Employment GUESTLOGIX INC: In Talks to Extend Forbearance Agreement HAGGEN HOLDINGS: Court OKs 4th DIP Credit Agreement Amendment HYDROCARB ENERGY: President and COO Charles Dommer Resigns IDERA PHARMACEUTICALS: Releases Copy of Presentation Materials INNOVATIVE CONSTRUCTION: Case Summary & 8 Top Unsecured Creditors INTRAWEST RESORTS: Moody's to Retain B2 CFR on Proposed Offer KALOBIOS PHARMACEUTICALS: Withdraws Appeal on Nasdaq Delisting KINDRED HEALTHCARE: Moody's to Retain B1 CFR Following Settlement LASER FOCUS: Case Summary & 20 Largest Unsecured Creditors MACK-CALI REALTY: Fitch Affirms 'BB+' Issuer Default Rating MAGNUM HUNTER: 341 Meeting of Creditors Set for Jan. 21 MAGNUM HUNTER: US Trustee Forms Three-Member Creditors' Committee MEDICAL IMAGING: Debt Payment Obligations Cast Going Concern Doubt MEDICURE INC: Estimates $21.9 Million Revenue for 2015 METINVEST B.V.: Chapter 15 Case Summary MIDSTATES PETROLEUM: R/C IV Eagle Reports 26% Stake as of Jan. 6 MILLENNIUM HEALTH: Immunity of Former Owners Still at Issue MILLER ENERGY: Settles Accounting Fraud Complaint with SEC MOLYCORP INC: Can Make Pension Contributions to Legacy NATIONAL ENERGY: Capital Deficit, et al., Cast Going Concern Doubt NAVIOS MARITIME: Moody's Lowers CFR to Caa1, Outlook Stable NIERZWICKI HOLDINGS: Council Can't Continue Suit Over Nightclub NORTHSTAR ASSET: Moody's Assigns Ba2 CFR, Outlook Negative OFFSHORE GROUP: F3 Capital Airs Concerns Over Bankruptcy ONE SOURCE: May Guarantee Briar Capital Replacement Factoring Deal ONE SOURCE: Santander Consumer Objects to Chapter 11 Plan ORIGINCLEAR INC: Losses, et al. Raise Going Concern Doubt OUTERBANKS KINNAKEET: Voluntary Chapter 11 Case Summary PANDA SHERMAN: S&P Lowers Rating on $372MM Term Loan B to 'B-' PANDA TEMPLE II: S&P Lowers Rating to 'B-', Outlook Stable PANDA TEMPLE: S&P Revises Outlook to Neg. & Affirms 'B' Rating PIONEER ENERGY: S&P Retains 'B+' CCR on Lower Credit Commitments PREMIER EXHIBITIONS: Secures $3 Million Note Facility PROJECT AURORA: Moody's Assigns B2 CFR, Outlook Stable PROJECT AURORA: S&P Assigns 'B' CCR on Leveraged Buyout PROTEA BIOSCIENCES: Has Going Concern Doubt, Needs to Raise Funds RANCH 967: Court Approves Distribution of Sale Proceeds RETROPHIN INC: Expects $99.9 Million Revenue for 2015 RICEBRAN TECHNOLOGIES: Hal Mintz Reports 9.7% Stake as of Dec. 31 ROBSTOWN, TX: Moody's Lowers GOLT Debt Ratings to Ba2 SAMSON RESOURCES: Chisos Ltd. Seeks Adequate Protection SAMSON RESOURCES: Has Until April 13 to Remove Actions SCIENTIFIC LEARNING: Noel Moore Lowers Stake to 1.4% as of Dec. 31 SEQUENOM INC: Expects $128 Million Revenue for 2015 SHERWIN ALUMINA: Joint Administration of Chapter 11 Cases SHERWIN ALUMINA: To Continue Plant Operations While in Ch. 11 SIFCO INDUSTRIES: Receives NYSE Notice of Non-Compliance SPANISH BROADCASTING: Joins FCC'S Television Spectrum Auction STAR BULK: Fails Nasdaq's Minimum Bid Price Requirement TERRAFORM GLOBAL: S&P Lowers CCR to 'B-', Outlook Stable TRANSCOASTAL CORP: Reorganization Plan Wins Approval TRANSGENOMIC INC: Obtains $2.2 Million From Private Placement TRANSGENOMIC INC: Signs Conversion Agreement with Stockholders UNITED AIRLINES: 7th Circ. Rejects Bid to Reopen Ch. 11 Case VALENER INC: S&P Lowers Then Withdraws Corp. Credit Rating VANGUARD NATURAL: S&P Lowers CCR to 'CC', Outlook Negative VARIANT HOLDING: To Sell Properties to L.A. Hedge Fund VERMILLION INC: Presented at J.P. Morgan Conference VINCE INTERMEDIATE: S&P Revises Outlook to Neg. & Affirms 'B' CCR WAFERGEN BIO-SYSTEMS: Hal Mintz Reports 9.9% Stake as of Dec. 31 WALTER ENERGY: WBWB Can Reject Royalty Agreement with Dominion WR GRACE: S&P Affirms 'BB+' Corporate Rating, Outlook Stable ZOGENIX INC: Begins Phase 3 Clinical Trial for ZX008 ZOGENIX INC: Estimates Cash & Cash Equiv. of $156M at Dec. 31 ZOGENIX INC: Presented at J.P. Morgan Healthcare Conference [*] Jeffrey Schwartz Joins Robins Kaplan's New York Office [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 364 N.B.E.: Wins Summary Judgment in Suit Against Edge Capital -------------------------------------------------------------- 364 N.B.E Corp. initiated an adversary proceeding against Edge Capital, LLC and JA Funding, Inc., for a determination that a certain deed-in-lieu (DIL) is the equivalent of a mortgage under New York Law, or alternatively, that the recordation of the deed-in-lieu by the Defendants constituted a constructive fraudulent conveyance, voidable under the Bankruptcy Code. Previously, the Court granted the Debtor's motion for a preliminary injunction, finding that its claims carried a likelihood of success on the merits. Subsequently, the Debtor moved for summary judgment on the claim under section 320 of the Real Property Law. On its face, section 320 mandates that a deed conveying real property will be considered to be a mortgage when the instrument is executed as security for a debt. The Debtor's first claim is that, as a matter of New York law, the DIL executed pursuant to the Stipulation was not an absolute conveyance, but a mortgage. Thus, the Debtor argues, the DIL did not give the Defendants the right to assert a claim of fee simple ownership over the Property. The Defendants counter that the parties intended the DIL to be a conveyance, and therefore, a genuine dispute exists with respect to intent. Here, it is apparent from the terms of the Stipulation that the DIL was used as security for a debt. The parties agreed, in unequivocal terms, that the DIL was to be held by the escrowee "as security for 364 and Nadav performing under the Modified and Extended Mortgage." Moreover, the Stipulation provides for the Debtor's right to redeem the Property. In a Decision on Summary Judgment dated December 29, 2015, which is available at http://is.gd/I11wd5from Leagle.com, Judge Nancy Hershey Lord of the United States Bankruptcy Court for the Eastern District of New York granted the Debtor's motion for summary judgment on the claim under section 320 of the Real Property Law. Accordingly, the DIL did not effect a transfer, and thus, the Court need not consider the Debtor's second claim of constructive fraudulent conveyance. The adversary proceeding is 364 N.B.E. CORP., Plaintiff, v. EDGE CAPITAL, LLC and JA FUNDING, INC., Defendants, Adv. Pro No. 13-01517 (NHL)(Bankr. E.D.N.Y.). The case is In re: 364 N.B.E. CORP., Chapter 11, Debtor, Case No. 13-46771 (NHL)(Bankr. E.D.N.Y.). 364 N.B.E. Corp., Plaintiff, is represented by Scott Markowitz, Esq. -- smarkowitz@tarterkrinsky.com -- Tarter Krinsky & Drogin LLP. Edge Capital LLC, Defendant, is represented by Ashley Koenen, Esq. -- akoenen@rosenpc.com -- Rosen & Associates PC, Nancy L Kourland, Esq. -- nkourland@rosenpc.com -- Rosen & Associates PC. 364 N.B.E. Corp. sought protection under Chapter 11 of the Bankruptcy Code on Nov. 11, 2013 (Bankr. E.D.N.Y., Case No. 13-46771). The case is assigned to Judge Nancy Hershey Lord. The Debtor's counsel is Scott Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York. The petition was signed by Nadav Ben-Eliezer, president. 8 WEST 58TH: BMG Directed to Comply with Plan Funding Agreements ---------------------------------------------------------------- In a Memorandum of Decision and Order dated December 21, 2015, which is available at http://is.gd/OBsaonfrom Leagle.com, Judge Sean H. Lane of the United States Bankruptcy Court for the Southern District of New York denies Be My Guest LLC's Motion to Allow for Limited Relief and grants 8 West 58th Street Hospitality, LLC's Motion to Compel Compliance with Order Approving Plan Funding Agreements to the extent it requires the securing of confessions of judgment by BMG and Nello Balan and/or Lucy Balan. The case is In re: 8 WEST 58TH STREET HOSPITALITY, LLC, Chapter 11, Debtor, Case No. 14-11524 (SHL)(Bankr. S.D.N.Y.). 8 West 58th Street Hospitality, LLC, Debtor, is represented by J. Ted Donovan, Esq. -- Goldberg Weprin Finkel Goldstein LLP, Kevin J. Nash, Esq. -- Goldberg Weprin Finkel Goldstein LLP. United States Trustee, U.S. Trustee, represented by Paul Kenan Schwartzberg, Office of the United States Trustee. AMERICAN APPAREL: Hagan, Silver Creek Announce $300 Million Offer ----------------------------------------------------------------- An investor group comprised of Hagan Capital Group and Silver Creek Capital Partners have submitted a $300 million offer to acquire American Apparel, Inc. -- Offer valuing American Apparel at $300 million is superior to the debtor's plan of reorganization and is a win-win solution for the Company and all of its stakeholders -- Debtor's plan is not feasible and will lead to poor long-term recoveries for the Company's stakeholders and put thousands of manufacturing jobs in Los Angeles at risk -- The acquisition proposal has the support of the Company's founder, Dov Charney, whose leadership and vision is central to American Apparel's long-term viability The American Apparel investment would be managed by PressPlay Group, the private equity arm of San Francisco and Shanghai based PressPlay Global, which is backed by Hagan and Silver Creek. The terms of the proposal includes an investment from the Investor Group of $130 million, including $90 million of new equity and $40 million of a new term loan. American Apparel would exit bankruptcy with approximately $160 million of liquidity and new equity, including cash, a new $50 million undrawn revolving credit facility, and $90 million of equity cushion at closing, versus approximately $75 million under the debtor's plan of reorganization. The total enterprise value of the proposed transaction is $300 million, an attractive valuation to the debtor and above the valuation range of $180 to $270 million publicly stated by the debtor in its disclosure statement. The Investor Group's offer is an upward revision to a prior proposal submitted by the Investor Group to the Company in December 2015. Under the Investor Group's offer, the Company's pre-petition senior lenders will receive a recovery of over 100% versus 33% to 77% under the debtor's plan, assuming the low and high values of the debtor's valuation range. Additionally, the unsecured creditors will receive a recovery of ten times that under the debtor's plan, plus the benefits from the enhanced long-term viability of the enterprise. "American Apparel is a proven viable business model that needs to be scaled from a sales point of view and should not be in bankruptcy. If the Company is not turned around it will be a pointless loss of American manufacturing jobs. We strongly urge the creditors to evaluate and accept our offer," stated Chad Hagan, Managing Partner of Hagan Capital Group. Headquartered in Los Angeles, American Apparel is an iconic company in the apparel industry, operating the largest clothing manufacturing facility in the United States. In 2014, the Company generated over $600 million of net sales and reported $40 million of Adjusted EBITDA. Mr. Charney has a consistent track record of driving the Company's business, growing sales for 25 consecutive years with just one exception. Hagan states, "Dov's creativity, entrepreneurialism, and dedication are the cornerstone of American Apparel. Removing him from the Company's board and leadership was a shortsighted mistake and we are seeing the results of this error unfold in the declining performance of the Company today." In the nine months ended September 30, 2015, following Mr. Charney's departure from the Company, but prior to the Company's bankruptcy filing, net sales and gross profits at American Apparel declined 15.5% and 29.2%, respectively. These trends have not showed signs of reversing with net sales down 19.1% on a year-over-year basis for the third quarter of 2015, the last publicly disclosed financial information for the Company. "The Company's existing management team has had a year to prove its business strategies for American Apparel. The historical record on this is clear at this point: the Company is a far less profitable business than it was under Mr. Charney's tenure as Chairman and CEO, and the Company's sales and EBITDA only continue to deteriorate further under the new regime. We believe that under the strategy being pursued by current management, the debtor's plan, if confirmed by the court, will ultimately prove unfeasible. This will result in disastrous outcomes for the Company's various stakeholders," commented Hagan. Charney has developed a business plan that he and the Investor Group believe would rapidly improve the Company's business performance. He has also held discussions with many highly regarded industry executives, with exceptional track records, interested in joining the Company if the Investor Group's proposal were to be successful and Charney returns. Mr. Charney stated, "American Apparel is one of the largest private sector employers in the city of Los Angeles, providing thousands of manufacturing jobs. This discussion is not just about the impact on the investor returns, but also about the livelihood of thousands of workers. I am confident that given the opportunity I will successfully turn around the Company's fortunes, return it to profitability and to a market leading position again." Cardinal Advisors, LLC, is serving as financial advisor to Mr. Charney and Proskauer Rose LLP is serving as legal counsel to Hagan Capital Group and Silver Creek Capital Partners. AMPLIPHI BIOSCIENCES: Files Investor Presentation with SEC ---------------------------------------------------------- AmpliPhi Biosciences Corporation has included certain previously nonpublic information about the Company in its presentation handout to be utilized in various meetings with securities analysts and/or investors at the 34th Annual J.P. Morgan Healthcare Conference, commencing on Jan. 11, 2016. A copy of the presentation is available for free at http://is.gd/9GgqUk About AmpliPhi AmpliPhi Biosciences Corp. is a biopharmaceutical company that develops bacteriophage-based therapeutics. It also develops an internally generated pipeline of naturally occurring viruses called bacteriophage (Phage) for the treatment of bacterial infection, such as drug-resistant strains of bacteria that are commonly found in the hospital setting. The company's Phage discovery also focuses on acute & chronic lung, sinus and gastrointestinal infections. AmpliPhi Biosciences was founded in March 1989 and is headquartered in Glen Allen, Virginia. The Company reported net income attributable to common stockholders of $21.82 million for the year ended Dec. 31, 2014, compared to a net loss attributable to common stockholders of $65.2 million for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $34.07 million in total assets, $7.47 million in total liabilities, $10.94 million in series B redeemable convertible preferred stock, and $15.66 million in total stockholders' equity. ANACOR PHARMACEUTICALS: Submits NDA for Crisaborole Ointment ------------------------------------------------------------ Anacor Pharmaceuticals, Inc., announced that it has submitted a New Drug Application to the U.S. Food and Drug Administration seeking approval of crisaborole topical ointment, 2%, a novel non-steroidal topical anti-inflammatory phosphodiesterase-4 (PDE-4) inhibitor in development for the potential treatment of mild-to-moderate atopic dermatitis in children and adults. "The submission of the NDA for crisaborole topical ointment, 2% represents an important milestone for our atopic dermatitis development program, as we continue to leverage our boron chemistry platform to pursue innovative new therapies," said Paul L. Berns, chairman and chief executive officer of Anacor. "We believe there is a significant unmet medical need for a novel non-steroidal topical anti-inflammatory treatment option for the patients who are suffering with mild-to-moderate atopic dermatitis and we look forward to working with the FDA during its review of the crisaborole NDA." In July 2015, Anacor announced the positive top-line results from its two Phase 3 pivotal studies of crisaborole. In each of the two Phase 3 pivotal studies, crisaborole achieved statistically significant results on all primary and secondary endpoints and demonstrated a safety profile consistent with previous studies. In October 2015, Anacor announced the top-line results from its long-term safety study, in which crisaborole was found to be well-tolerated and demonstrated a safety profile consistent with that seen in the Phase 3 pivotal studies when used intermittently for up to 12 months. About Crisaborole Topical Ointment, 2% Crisaborole topical ointment, 2%, is an investigational non-steroidal topical anti-inflammatory PDE-4 inhibitor in development for the potential treatment of mild-to-moderate atopic dermatitis. Crisaborole is a novel boron-containing small molecule and, although the specific mechanism of action is not yet completely defined, Anacor believes that crisaborole inhibits PDE-4 in target cells, which reduces the production of pro-inflammatory cytokines thought to cause the signs and symptoms of atopic dermatitis. Meanwhile, Anacor will be conducting investor meetings during the week of Jan. 11, 2016. A copy of the investor presentation that may be used by representatives of the Company at such meetings is available for free at http://is.gd/TN8VZm About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds - tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. Anacor reported a net loss of $87.1 million on $20.7 million of total revenues for the year ended Dec. 31, 2014, compared with net income of $84.8 million on $17.2 million of total revenues for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $188 million in total assets, $128 million in total liabilities, $4.95 million in redeemable common stock and $55.8 million in total stockholders' equity. AOXING PHARMACEUTICAL: Grants 80,000 Stock Options to Officers -------------------------------------------------------------- Aoxing Pharmaceutical Company, Inc.'s Board of Directors granted common stock options to each of the Company's senior officers. Zhenjiang Yue, the chief executive officer, received an option to purchase 50,000 shares; Guoan Zhang, the interim chief financial officer, received an option to purchase 30,000 shares. The purchase price on exercise of the options will be $0.64 per share, which was the closing market price on Jan. 4, 2016. The options have a term of five years. The options will not vest until the grant has been approved by a vote of the Company's shareholders. About Aoxing Aoxing Pharmaceutical Company, Inc., has one operating subsidiary, Hebei Aoxing Pharmaceutical Co., Inc., which is organized under the laws of the People's Republic of China. Since 2002, Hebei Aoxing has been engaged in developing narcotics and pain management products. In 2008 Hebei Aoxing supplemented its product lines by acquiring Shijiazhuang Lerentang Pharmaceutical Company, Ltd., a specialty pharmaceutical company focusing on herbal pain related therapeutics. The Company owns 95% of the equity in Hebei Aoxing. Aoxing Pharmaceutical reported net income attributable to shareholders of the Company of $5.49 million on $25.48 million of sales for the year ended June 30, 2015, compared to a net loss attributable to shareholders of the Company of $8.21 million on $12.7 million of sales for the year ended June 30, 2014. As of Sept. 30, 2015, the Company had $55.0 million in total assets, $41.4 million in total liabilities and $13.6 million in total equity. BDO China Shu Lun Pan Certified Public Accountants LLP, in Shanghai, People's Republic of China, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, stating that the Company accumulated a large deficit and a working capital deficit that raise substantial doubt about its ability to continue as a going concern. ARCH COAL: Common Stock Delisted From NYSE ------------------------------------------ The New York Stock Exchange determined that Arch Coal Inc. is no longer suitable for listing pursuant to Section 8.02.01D of the NYSE continued listing standards and trading in the Company's common stock has been suspended. The NYSE reached this decision in view of the Company's Jan. 11, 2016, announcement that it 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. In reaching its delisting determination, the NYSE noted that existing common stock of the Company would be extinguished, and existing equity holders would not receive consideration in respect of their equity interests. The NYSE has informed the Company that it will apply to the U.S. Securities and Exchange Commission to commence proceedings to delist Arch's common stock upon completion of all applicable procedures. At this time, the Company does not intend to take any further action to appeal the NYSE's decision. 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: Names John Drexler Principal Accounting Officer ---------------------------------------------------------- Arch Coal, Inc.'s Board of Directors determined that Mr. John T. Drexler would, in addition to his role as senior vice president and chief financial officer, also serve as Arch's principal accounting officer, replacing Mr. John W. Lorson who had previously served in that capacity. Such change took effect beginning Dec. 31, 2015. Mr. Lorson will continue to serve in a senior accounting role and has assumed other leadership responsibilities at Arch. 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: Receives Court Approval of "First Day" Motions --------------------------------------------------------- Arch Coal, Inc. has received approval from the United States Bankruptcy Court for the Eastern District of Missouri for all of its First Day motions related to its Chapter 11 restructuring. Collectively, the First Day orders issued by the Court on either an interim or final basis will help Arch continue operating its business in the ordinary course as it implements the agreements it reached with the majority of the lenders under its $1.9 billion first lien financing facility to significantly restructure the company's debt load. "These approvals represent a positive step forward in our financial restructuring process," said John W. Eaves, Arch's chairman and CEO. "With these approvals, Arch will continue normal operations as we implement a comprehensive financial restructuring that will further enhance Arch's position as a large-scale, low-cost operator. We will continue providing our customers exceptional service as we move through this process, and we will continue to operate safely, responsibly and efficiently." The Court granted Arch interim approval of a $275 million debtor-in-possession (DIP) financing it expects to receive from members of the ad hoc group of lenders that hold more than 65% of the company's first lien debt. The Court also granted interim approval for the company to continue its $200 million trade accounts receivable securitization facility, which is subject to customary conditions and supports Arch's letters of credit program. In addition, the company had more than $600 million in cash and short-term investments as of January 11, 2016. Together, with cash generated from ongoing operations, the company's new financing and existing liquidity will be used to support the business during the restructuring process. The company also received approval to, among other things, pay employee wages, salaries, benefits and certain other employee obligations, as well as use existing cash management systems. The company also received approval to take certain other actions to help ensure that Arch's mining operations and customer shipments continue in the ordinary course. Arch intends to meet its obligations in the ordinary course and expects its mining operations and customer shipments to continue uninterrupted throughout the reorganization process. As previously announced, on January 11, 2016, Arch reached an agreement with a majority of the lenders under its $1.9 billion first lien financing facility that will eliminate more than $4.5 billion in debt from Arch's balance sheet. To facilitate this financial restructuring, Arch and substantially all of its wholly-owned domestic subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Missouri. AUDIOEYE INC: Working Capital Deficit Raises Going Concern Doubt ---------------------------------------------------------------- AudioEye, Inc., had a working capital deficit of $57,533 as of Sept. 30, 2015. In addition, the company used net cash in operations of $4,804,778 during the nine months ended Sept. 30, 2015. "Even with a greater focus on cash revenue generation and the ongoing cost reductions, the conditions described, raise substantial doubt about the company's ability to continue as a going concern," said Carr Bettis, executive chairman, and Sean Bradley, president of the company in a regulatory filing with the U.S. Securities and Exchange Commission dated November 16, 2015. "While the company has been successful in raising capital in the past, there is no assurance that it will be successful at raising additional capital in the future. Additionally, if the company's plans are not achieved and/or if significant unanticipated events occur, the company may have to further modify its business plan." At Sept. 30, 2015, the company had total assets of $3,788,371, total liabilities of $385,344 and total stockholders' equity of $3,403,027. For the three months ended Sept. 30, 2015, the company posted a net loss of $578,543 as compared with a net loss of $2,469,517 during the same period in 2014. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/ht8qaqh AudioEye, Inc.'s suite of technologies enables its customers to provide their site visitors with an enhanced web experience. The Tucson, Arizona-based company offers businesses with solutions designed to reach more customers, improve brand image and build additional brand loyalty. BION ENVIRONMENTAL: Provides Policy Update ------------------------------------------ Bion Environmental Technologies, Inc. released the following policy update: Pennsylvania is in default of its Chesapeake Bay nutrient reduction targets and has acknowledged it will default on its 2017 Milestones. As pointed out in the Auditor General's April 2015 report, this could result in EPA taking actions leading to billions in additional costs to tax and rate payers. Looming are EPA-mandated storm water requirements that Pennsylvania's 2004 Tributary Strategy estimated would cost taxpayers $5.6 billion (and would meet only 9 percent of their Chesapeake Bay mandate). The same Tributary Strategy had originally estimated a cost of $376 million to upgrade publicly-owned treatment works (POTWs) while the actual cost of those upgrades was over $2 billion and still counting, a 500 percent 'miss'. Senate Bill 724 was introduced by Senator Elder Vogel, Jr., in response to the Pennsylvania Legislative Budget and Finance Committee's (LBFC) bipartisan 2013 report that recommended a competitive bidding program to engage the private sector and unlock $1.5 billion in annual taxpayer savings. The Bill is specifically focused on substituting low-cost verified nutrient reductions from agriculture for expensive stormwater reductions. Proven manure control technologies such as Bion's can deliver large-scale and verifiable solutions from agriculture at dramatically lower cost than stormwater treatment. The legislation is supported by state and national agricultural and livestock producers, among others. Collectively, SB 724 supporters have made progress in highlighting to the Wolf Administration and senior legislative leaders the real costs of today's failed clean water strategy as well as the benefits and challenges involved with restructuring that system to support private-sector solutions and investment. Both senior administration and legislative leaders have come to understand that the existing strategy has failed because it lacks certainty, transparency, and accountability, and restricts private sector competition. Most of the goods and services acquired by federal (and state) government on behalf of the taxpayer are acquired from the private sector through competitive bidding, which provides a transparent process that levels the playing field and identifies the low-cost provider. A 'verified credit' standard was adopted by US EPA in 2014, enabling a framework to allow nutrient reductions from alternative sources like agriculture to be quantified and used to offset EPA-mandated reductions. The verified credit allows reductions to be compared based solely on cost, opening the door for states to use competitive bidding to identify the lowest-cost nutrient solutions. Provisions in the Federal Water Pollution Control Act, as well as Pennsylvania's Fiscal Code, are already in place to ensure that taxpayer funds are used only for the most cost-effective solutions. Craig Scott, Bion's Director of Communications, said, "We believe that once the budget is resolved, the Wolf Administration and the Legislature will address Pennsylvania's Chesapeake Bay default. The current system is riddled with conflicts of interest and clearly failing as a result. The billions of dollars in taxpayer savings outlined in the LBFC report are so large that we are optimistic that Pennsylvania will be able to adopt a competitively-bid program like SB 724 that protects the interests of the taxpayer, and will also accelerate implementation to get the Commonwealth back on track with its Chesapeake Bay commitments. That said, Pennsylvania is one state in a nationwide battle against nutrient runoff that US EPA calls the greatest water quality issue today. Policies are evolving at the national level to deal with complex multi-state watersheds like the Bay - there is a consensus that the Great Lakes and Mississippi River Basin are next. Both US EPA and USDA now publicly support engaging the private sector, as well as nutrient trading that will allow states access to lower cost solutions. Livestock producers are ready to engage; onsite treatment of animal waste such as Bion provides can supply large-scale low-cost verifiable reductions. It is now up to the leadership in the more than thirty states in the U.S. that are affected to use all of the tools available. As we have seen in Pennsylvania, this will not be a popular decision with the entrenched interests that benefit from today's failed strategy; however, from the perspective of the taxpayer and the environment it should be an easy one." Established in 1990, Bion's Environmental Technologies' patented, next-generation technology provides comprehensive treatment of livestock waste that achieves substantial reductions in nutrients (nitrogen and phosphorus), ammonia, greenhouse and other gases, as well as pathogens, hormones, herbicides and pesticides in the waste stream. Nutrients and renewable energy can now be recovered in the form of valuable by-products, providing substantially improved resource and operational efficiencies. For more information, see Bion's Web site, www.biontech.com. About Bion Environmental Bion Environmental Technologies Inc.'s patented and proprietary technology provides a comprehensive environmental solution to a significant source of pollution in US agriculture, large scale livestock facilities known as Confined Animal Feeding Operations. Bion's technology produces substantial reductions of nutrient releases (primarily nitrogen and phosphorus) to both water and air (including ammonia, which is subsequently re-deposited to the ground) from livestock waste streams based upon the Company's operations and research to date (and third party peer review). Bion Environmental reported a net loss of $5.6 million on $3,658 of revenue for the year ended June 30, 2015, compared to a net loss of $5.8 million on $5,931 of revenue for the year ended June 30, 2014. As of Sept. 30, 2015, the Company had $2.22 million in total assets, $13.3 million in total liabilities and a total deficit of $11.08 million. GHP Horwath, P.C., in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, citing that the Company has not generated significant revenue and has suffered recurring losses from operations. These factors raise substantial doubt about its ability to continue as a going concern. BLUE LINE: Has Going Concern Doubt Amid Net Loss, Capital Deficit ----------------------------------------------------------------- Blue Line Protection Group, Inc. posted a net loss of $264,456 for the three months ended September 30, 2015, compared with a net loss of $752,016 for the same period in 2014. The company incurred a net loss of $1,272,829 during the nine months ended September 30, 2015, and had negative working capital at September 30, 2015. "These conditions raise substantial doubt about the company's ability to continue as a going concern," said Daniel Allen, chief executive officer, and Patrick Deparini, chief financial officer of the company in a regulatory filing with the U.S. Securities and Exchange Commission on November 16, 2015. "In order to continue as a going concern, the company will need, among other things, additional capital resources. The company is significantly dependent upon its ability, and will continue to attempt, to secure additional equity and/or debt financing. There are no assurances that the company will be successful and without sufficient financing it would be unlikely for the company to continue as a going concern." At September 30, 2015, the company had total assets of $1,560,390, total liabilities of $1,515,227 and total stockholders' equity of $45,163. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/gpfnepf Blue Line Protection Group, Inc. provides armed protection, financial solutions, logistics and compliance services to businesses engaged in the legal cannabis industry. The Lakewood, Colorado-based company provides on-site security, transportation and compliance verification services to marijuana businesses to ensure that they are operating according to local, state and federal regulations. BMB MUNAI: Peter Rosten Holds Less Than 5% Stake as of Jan. 6 ------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Peter Rosten disclosed that as of Jan. 6, 2016, he beneficially owns less than 5 percent of BMB Munai, Inc.'s outstanding common stock. A copy of the regulatory filing is available for free at http://is.gd/6NavKR About BMB Munai BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $18,800 on $0 of revenues for the year ended March 31, 2015, compared with a net loss of $1.6 million on $0 of revenues for the year ended March 31, 2014. As of Sept. 30, 2015, the Company had $8.59 million in total assets, $8.67 million in total liabilities, all current, and a total shareholders' deficit of $81,267. Eide Bailly LLP, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that BMB Munai, Inc. has no continuing operations that result in positive cash flow. This situation raises substantial doubt about its ability to continue as a going concern. BRIGHTLEAF TECHNOLOGIES: Files for Ch 11 Bankruptcy Protection -------------------------------------------------------------- BrightLeaf Technologies, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 16-10121) on Jan. 7, 2016, listing $1.3 million in total assets and $11.8 million in total liabilities. The Company told its shareholders it was contemplating bankruptcy in December 2015, after potential equity investors backed out of a tentative financing plan to help the Company manufacture generators for commercial sale, Amy DiPierro at BusinessDen reports, citing the Company's CEO and founder, Douglas Kiesewetter. BusinessDen quoted Mr. Kiesewetter as saying, "We've been in active fundraising mode, both equity and debt, and had some success. But lots of negotiations were bogging down largely due to this large debt load. Investors didn't want their capital going to servicing the debt upfront." According to BusinessDen, Mr. Kiesewetter said that the Company now has a few prospective investors lined up and that the Company will strive to repay all of its debts. The Company said in court filings that it had no cash on hand but maintains checking accounts at Alpine Bank and a certificate of deposit at Wells Fargo totaling less than $100,000. Judge Elizabeth E. Brown presides over the case. Craig K. Schuenemann, Esq., at Bryan Cave LLP serves as the Company's bankruptcy counsel. BrightLeaf Technologies, Inc., fka BrightLeaf Power and Aquasoladyne Partners, L.P., is a solar energy company headquartered in Montrose, Colorado. It makes a photovoltaic-powered generator that produces both electricity and heat energy, a process called "cogeneration". Douglas Kiesewetter founded the Company in 2008. COLT DEFENSE: Completes Restructuring, Exits Chapter 11 Process --------------------------------------------------------------- Colt Defense LLC on Jan. 13 disclosed that it has completed its financial restructuring and emerged from its Chapter 11 process. The Company concluded its restructuring after completing all required actions and satisfying all remaining closing conditions to its Amended Joint Plan of Reorganization, which was confirmed by the United States Bankruptcy Court for the District of Delaware last December. Under the Plan, Colt has significantly restructured and reduced its debt, improved its capital structure, and enhanced its liquidity profile. Specifically, the Company has reduced its debt by approximately $200 million, after giving effect to $50 million of new capital raised through the restructuring process. In addition, the Company has executed a long-term lease for its West Hartford Facility and has entered into a Memorandum of Understanding with the United Auto Workers that reaffirms its strong relationship with the union and its workforce. "It is with profound appreciation to all of our key stakeholders that we share that we have completed the restructuring process and are emerging from Chapter 11 with a solid capital structure, significantly less debt, and much greater financial flexibility," said Dennis Veilleux, President and Chief Executive Officer of Colt Defense LLC. Mr. Veilleux added "Importantly, we were able to restructure our balance sheet while meeting all obligations to our customers, vendors, and suppliers throughout this process. This is a true testament to the hard work and support of our dedicated employees, as well as an affirmation of a shared confidence among our key stakeholders and creditors that Colt is on the right path. We are grateful for their commitment to Colt and we look forward to the future as we build on our heritage as an iconic American brand with renewed vigor and purpose." Perella Weinberg Partners L.P. acted as financial advisor of the Company, Mackinac Partners LLC acted as restructuring advisor of the Company and O'Melveny & Myers LLP acted as the Company's legal counsel. GLC Advisors & Co., LLC acted as financial advisor and Brown Rudnick LLP acted as the legal counsel to the Ad Hoc Group of bondholders. About Colt Defense Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions (Bankr. D. Conn.). An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from Bankruptcy in 1994. Sometime after 1994, majority ownership of the Company Transitioned from Zilkha & Co. to Sciens Capital Management. Colt Holding Company LLC and nine affiliates, including Colt Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr. D. Del. Lead Case No. 15-11296) for relief under Chapter 11 of the Bankruptcy Code to pursue a sale of the assets as a going concern. Colt Defense estimated $100 million to $500 million in assets and debt. On June 16, 2015, the Court directed the joined administration of the assets. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as claims and noticing agent. Perella Weinberg Partners L.P. is acting as financial advisor of the Company, and Mackinac Partners LLC is acting as its restructuring advisor. Wilmington Savings Fund Society, FSB, as agent under the $13.3 million Term DIP Loan Agreement, is represented by Pryor Cashman LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's Leonard Klingbaum, Esq. Cortland Capital Market Services LLC, as agent under the $6.67 million Senior DIP Credit Agreement, is represented by Holland & Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's Richard Borins, Esq., and Tracy Sandler, Esq. The U.S. Trustee for Region 3 appointed five creditors of Colt Defense Inc. and its affiliates to serve on the official committee of unsecured creditors. MagPul Industries Corp. has resigned from the committee leaving only four Committee members. Sciens Capital is represented by Skadden, Arps, Slate, Meagher & Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq. CONGREGATION BIRCHOS: Confirmation Hearing Adjourned to March 16 ---------------------------------------------------------------- The hearing on the confirmation of the Chapter 11 plan proposed by TD Bank N.A. for Congregation Birchos Yosef has been adjourned to March 16. The deadline for filing objections to the plan is March 9, according to a filing with the U.S. Bankruptcy Court for the Southern District of New York. The proposed plan calls for the swift sale of Congregation Birchos' real property. Proceeds from the sale will be used to pay creditors in full. Under the plan, TD Bank's $9.2 million secured claim will be paid from the sale proceeds. In case the net proceeds are less than the amount of the secured claim, the deficiency portion will be treated as an unsecured claim. General unsecured claims estimated at $1 million will be paid in full from the available cash or the litigation proceeds. Meanwhile, mechanic's lien claims), if allowed, will be paid from the net proceeds from the sale of the 201 Route 306 property, according to court filings. About Congregation Birchos Yosef Congregation Birchos Yosef is a religious corporation which was formed on Jan. 16, 1985 for the purposes of creating and maintaining a "House of Worship" in accordance with the traditions of the Hebrew faith and to serve and advance the affairs of the surrounding community under the leadership of the Grand Rebbe of Nikolsburg. Its principal office is located at 201 Route 306, Monsey, New York. It has real properties located in Spring Valley and Monsey, New York. Congregation Birchos Yosef sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26, 2015. Breindy Lebovits, the vice-president, signed the petition. The Debtor estimated assets and debt of $10 million to $50 million. On May 4, 2015, the Debtor won approval to hire (i) Pick & Zabicki LLP as its counsel, (ii) Frances M. Caruso as its bookkeeper and (iii) Montalbano, Condon & Frank, P.C. as special counsel for real property tax-related matters. On May 18, the Court authorized the Debtor's retention of Levine & Associates, PC as special litigation counsel. On Sept. 11, 2015, the Court approved the retention of The Law Offices of David Carlebach, Esq. as the Debtor's substituted bankruptcy counsel. On Nov. 11, 2015, the Debtor filed a stipulation of substitution of counsel, reflecting that The Law Offices of Allen A. Kolber, Esq. will serve as the Debtor's substituted bankruptcy counsel * * * The Debtor's "exclusivity period" under Section 1121 of the Bankruptcy Code expired June 26, 2015. On Aug. 24, 2015, the Court entered a memorandum of decision in support of its order granting the Debtor's motion to enforce the automatic stay against Bais Chinuch L'Bonois, Inc. and certain individuals. This order is being appealed. CONNEAUT LAKE VOLUNTEER: Case Summary & 15 Top Unsecured Creditors ------------------------------------------------------------------ Debtor: Conneaut Lake Volunteer Fire Department of Conneaut Lake Borough and Sadsbury Township 11877 Conneaut Lake Road Conneaut Lake, PA 16316 Case No.: 16-10019 Chapter 11 Petition Date: January 12, 2016 Court: United States Bankruptcy Court Western District of Pennsylvania (Erie) Judge: Hon. Thomas P. Agresti Debtor's Counsel: Daniel P. Foster, Esq. FOSTER LAW OFFICES PO Box 966 Meadville, PA 16335 Tel: 814.724.1165 Fax: 814.724.1158 Email: dan@mrdebtbuster.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by George Zeljak, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/pawb16-10019.pdf COROWARE INC: Reaches Forbearance Agreement With Blackbridge ------------------------------------------------------------ CoroWare, Inc., entered into a Forbearance and Settlement Agreement with Blackbridge Capital, LLC, a hedge fund focused on structured debt, equity and real estate investments. Under the terms of the Forbearance and Settlement Agreement, Blackbridge Capital will refrain from converting their convertible notes or exercising any rights or remedies that they may have as specified in the convertible note agreements, unless a breach of the Forbearance and Settlement Agreement occurs. "I am pleased to report that CoroWare and Blackbridge have reach accord through this Forbearance and Settlement Agreement," said Lloyd Spencer, president and CEO of CoroWare, Inc. "Through this agreement, CoroWare has begun its long term plan to extinguish convertible debt with the objective of reducing debt and increasing shareholder value." In return for Blackbridge Capital's forbearance, CoroWare has agreed to a structured repayment plan that will extinguish the convertible notes over a 20-week period. CTI BIOPHARMA: Mark Lampert Reports 15.9% Stake as of Jan. 7 ------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, Mark N. Lampert disclosed that as of Jan. 7, 2016, he beneficially owns 44,796,940 shares of common stock of CTI BioPharma Corp., representing 15.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/LQX1dt About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $96 million in 2014, compared with a net loss attributable to common shareholders of $49.6 million in 2013. As of Sept. 30, 2015, the Company had $63.13 million in total assets, $90.64 million in total liabilities and a $27.51 million total shareholders' deficit. CTI BIOPHARMA: Targets $92 Million Product Revenue for 2016 ----------------------------------------------------------- Commencing on or after Jan. 11, 2015, members of management at CTI BioPharma Corp. will be providing a corporate update, including preliminary, unaudited estimates of its cash and cash equivalents balance and capital structure as of Dec. 31, 2015, and revenue objectives for 2016, to analysts and investors through a series of one-on-one meetings. The Company disclosed that as of Dec. 31, 2015, it has approximately 280 million of shares outstanding. Cash and cash equivalents as of Dec. 31, 2015, was approximately $128.2 million. The Company is targetting partner and product revenue of $92 million for 2016. Expenses are estimated at $65 million to $70 million net pacritinib R&D and commercial expense. About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $96 million in 2014, compared with a net loss attributable to common shareholders of $49.6 million in 2013. As of Sept. 30, 2015, the Company had $63.13 million in total assets, $90.64 million in total liabilities and a $27.51 million total shareholders' deficit. DUOS TECHNOLOGIES: Loss, Capital Deficit Cast Going Concern Doubt ----------------------------------------------------------------- Duos Technologies Group, Inc., posted a net loss of $209,324 for the three month period ended Sept. 30, 2015, compared with a $464,053 net loss for the three months ended Sept. 30, 2014. The company had a net loss of $3,014,069 including an impairment loss of $1,578,816 and other non-cash charges to earnings related to the reverse merger with Information Systems Associates, Inc. for the nine months ended September 30, 2015. During the same period, cash used in operations was $2,003,239. The working capital deficit, stockholders' deficit and accumulated deficit as of Sept. 30, 2015 was $5,142,859, $5,017,981 and $21,639,295, respectively. "These matters raise substantial doubt about the company's ability to continue as a going concern," Gianni B. Arcaini, chairman and chief executive officer, and Adrian G. Goldfarb, chief financial officer of the company in a November 16, 2015 regulatory filing with the U.S. Securities and Exchange Commission. The officers pointed out, "The ability of the company to continue as a going concern is dependent on the company's ability to further implement its business plan, raise capital and become profitable. Our management embarked on a business growth strategy in 2014 to engage with private companies in or related to our market space with the intention of a merger or acquisition. In April 2015, the company completed a previously announced reverse triangular merger whereby duostech became a wholly owned subsidiary of the company. The two companies are now integrated and continue to operate in their respective markets. In addition, a complete and detailed plan of operations has been developed which contemplates seeking to raise capital and focus on growing revenue and profits from existing operations. On June 30, 2015, the company retained a broker dealer to assist it in its capital raising efforts on a 'best efforts basis'. At the present time, there are no commitments for any amounts. The company has also shed expenses from existing operations as a result of the merger. "Management believes that the actions presently being taken provide the opportunity for the company not only to continue as a going concern but also grow substantially and thus achieve profitability in the near future. Ultimately however, the continuation of the company as a going concern is dependent upon the ability of the company to execute the plan described, generate sufficient revenue and to attain profitable operations." At Sept. 30, 2015, the company had total assets of $1,848,653, total liabilities of $6,866,634 and total stockholders' deficit of $5,017,981. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/ha37s4x Jacksonville, Florida-based Duos Technologies Group, Inc., through its subsidiary duostech, is primarily engaged in the design and deployment of artificial intelligence driven intelligent technologies systems with a focus on homeland security applications. duostech converges traditional security measures with information technologies to create "actionable intelligence". DYNACAST INTERNATIONAL: Moody's Affirms B2 CFR, Outlook Stable -------------------------------------------------------------- Moody's Investors Service affirmed precision die cast component manufacturer Dynacast International LLC's B2 Corporate Family and B2-PD Probability of Default ratings. Concurrently, Moody's withdrew the SGL rating. Moody's also downgraded the company's rating on its $50 million Senior Secured Revolving Credit Facility due 2020 and $530 million First Lien Term Loan due 2022 by one notch to B1 from Ba3 due to the view that absolute debt levels will be sustained at higher levels and will remain a larger proportion of the capital structure than the ratings originally expected. The company's operating performance is consistent with our expectations for the B2 rating category and liquidity remains adequate. The Caa1 rating on Dynacast's $170 million Second Lien Term Loan due 2023 was affirmed. The ratings outlook remains stable. Ratings affirmed: Corporate Family Rating, at B2 Probability of Default Rating, at B2-PD $170 million second lien term loan, at Caa1 (LGD-5) Ratings withdrawn: Speculative Grade Liquidity rating has been withdrawn, previously at SGL-3 Ratings downgraded: $50 million revolving credit facility, to B1 (LGD-3) from Ba3 (LGD-3) $530 million first lien term loan, to B1 (LGD-3) from Ba3 (LGD-3) The ratings outlook is stable. RATINGS RATIONALE Dynacast's B2 CFR reflects the company's still high leverage balanced against relatively high EBITDA margins with interest coverage and annual free cash flow generation consistent with the B2 rating category. Debt/EBITDA is expected to modestly improve over the next twelve to eighteen months but remain around the 5.5 times level on a Moody's adjusted basis. EBIT/interest coverage is anticipated to remain at 1.5 to 2.0 times with positive annual free cash flow generation. The company's elevated debt levels stem from the January 2015 refinancing used to fund the acquisition of Dynacast by affiliates of Partners Group (USA) Inc., Kenner & Company, Inc. and American Industrial Partners. The company has good geographic diversity with revenue balanced among customers spanning North America, Asia, and Europe. End markets are also diverse but with significant segment concentration in automotive and consumer electronics. Despite a well-managed operating business with growth in sales and EBITDA, excluding foreign currency movements, the ratings are constrained by uncertainty regarding the strength of global economies. In addition, continued foreign exchange differences negatively affect dollar-based cash flows from its foreign operations due to the dollar's strength and weak Euro relative to the dollar. In line with our prior expectations, we do not anticipate free cash flow will be significant enough to materially improve credit metrics over the next year. Furthermore, leverage is expected to continue to remain elevated because the company will likely continue to make bolt-on acquisitions that may initially increase leverage. A meaningful weakening of the company's EBITDA margins could pressure the rating downward. Additional debt financed acquisitions that meaningfully raise leverage could pressure the rating. Moreover, Debt to EBITDA of over 5.75 times sustained for a material length of time without expectations for improvement or a decline in interest coverage below 2 times could also pressure the rating. Although a ratings upgrade is not anticipated over the near term, positive ratings action would be supported by EBITDA to interest coverage over 3.5 times and leverage under 3.75 times, both on a sustained and improving basis. The stable ratings outlook reflects the expectation that Dynacast's credit metrics will remain in line with the B2 rating level while maintaining at least an adequate liquidity profile. The outlook could come under pressure if sales or margins contract, or if the company's liquidity weakens. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Dynacast, headquartered in Charlotte, North Carolina, is a global manufacturer of small engineered precision die cast components. The company's revenues for the last twelve months ended Sept. 30, 2015 totaled $655 million. ENERGY TRANSFER: Fitch Affirms 'BB' LT Issuer Default Rating ------------------------------------------------------------ Fitch Ratings has affirmed Energy Transfer Equity, LP's (ETE) ratings, resolving the Positive Rating Watch, as follows: Energy Transfer Equity, L.P. -- Long Term Issuer Default Rating (IDR) at 'BB'; -- Secured senior notes at BB+'; -- Secured term loan at 'BB+'; -- Secured revolving credit facility at 'BB+'. The Rating Outlook is Stable. ETE was placed on Rating Watch Positive following the announcement that ETE would be acquiring Williams Companies (WMB; 'BB+'/ Rating Watch Negative) in a $37.7 billion transaction including the assumption of $4.2 billion of WMB debt. The removal from Rating Watch reflects Fitch's downgrade of WMB and of its operating partner Williams Partners, LP (WPZ, to 'BBB-'/Stable Outlook from 'BBB'/Rating Watch Negative) and WPZ's pipeline operating subsidiaries. Fitch primarily assesses ETE's stand-alone (not consolidated) financial characteristics to determine the company's ability to support its fixed obligations. In particular, for financial ratio analysis, Fitch assesses the amount and quality of ETE's cash flows derived from distributions from its underlying partnership subsidiaries relative to the amount of its direct debt and interest payments at the ETE level. The prior Positive Watch reflected Fitch's expectation that WPZ (which will provide roughly 50% of distributions up to ETE) would continue to be rated 'BBB', resulting in the majority of total distributions up to ETE coming from 'BBB' rated entities, WPZ and Sunoco Logistics Partners, LP (SXL; 'BBB'/Stable Outlook), leading to an improved credit profile at the ETE level. With the WPZ downgrade as well as increased uncertainty as to WPZ's counterparty risk and financing plans, Fitch no longer expects any positive near-term rating actions at ETE. The affirmation and Stable Outlook reflect ETE's size, scale, asset quality, manageable maturity schedule, and structural subordination to its operating subsidiaries. Fitch expects that following the merger, ETE's operating and financial profile will remain consistent with its 'BB' IDR, two notches below the IDRs of the subsidiaries providing the majority of ETE's earnings and cash flow. Fitch expects ETE stand-alone leverage to be roughly 4.5x for 2016 before moving back toward its recent historical 3.0x to 4.0x range in 2018 and beyond. ETE's capital needs at the ETE level are limited and maturities are manageable in the near term. Fitch continues to believe that the merger of WMB is generally positive for ETE, which should benefit from the acquisition of WMB and the controlling ownership interest in WPZ and WPZ's operating pipelines. The combined ETE/WMB group of companies will become the largest energy infrastructure group in the U.S. It will have a significant amount of geographic diversity, as well as an advantageous focus on the northeastern U.S., where there remains demand for midstream service solutions. From an operational standpoint, Fitch believes WMB and WPZ's addition to the ETE family of partnerships will have many strategic positives. The merger could provide significant benefits on projects and existing assets from all the affiliated entities, as well as operational and financial synergies. The WMB transaction is expected to be funded by a combination of $6.05 billion in cash (generated from an already committed 364-day term loan) and equity in a newly created up-C corporation, Energy Transfer Corp (ETC). The transaction is expected to close in the first half of 2016, subject to WMB shareholder vote and receipt of regulatory approvals; no ETE unitholder vote is required. KEY RATING DRIVERS Increased Scale and Diversity: Pro forma for the WMB merger the Energy Transfer group is expected to become the largest energy infrastructure conglomerate, which should offer increased advantages of scale and the potential for a fair amount of synergy savings. Additionally, on a consolidated basis, the percentage of contractually supported fee-based margins has gradually increased and will continue to rise pro forma for the merger as WPZ's gross margin profile is over 80% fixed fee. With WPZ being downgraded, ETE's largest providers of cash flow will be from 'BBB-' rated entities (WPZ and Energy Transfer Partners, LP (ETP; 'BBB-'/Stable Outlook)), warranting the removal from Rating Watch Positive. Structural Subordination: ETE's ratings consider that, pro forma for the merger transaction, ETE/WMB's parent-level debt (roughly $17.7 billion pro forma at Sept. 30, 2015) is structurally subordinate to significant subsidiary-level debt and reliant on subsidiary distributions to support ETE/WMB-level obligations. Fitch expects ETE to generate over $4 billion in standalone adjusted EBITDA in 2016, pro forma for the acquisition and largely absent any merger synergies, consisting primarily of distributions from its subsidiaries with the majority coming from ETP and WPZ. The distributions should be stable in later years as ETE's three largest cash flow providers (ETP, WPZ, and SXL) all have operations supported by mostly stable cash flow assets (pipelines) and are expected to generate growing cash distributions over the long term as they work through large growth-spending backlogs. Much of this spending backlog is expected to be implemented despite low commodity prices. These projects are largely focused on transportation assets and are generally backed by capacity reservation (i.e. fixed fee take-or-pay)-type contracts with solid investment-grade counterparties. ETE's current operating affiliates do have some flexibility with regard to funding and liquidity, with ETP having previously raised $2.2 billion in equity from an asset sale to Sunoco, LP (SUN; 'BB'/Stable Outlook). Fitch expects each subsidiary will be able to fund its planned growth with capital market transactions, without negatively affecting their credit metrics on a sustained basis. In the near term, distribution and distribution growth from ETE's underlying partnership subsidiaries could slow, given the current constricted capital market environment and continued commodity price weakness. While not currently expected, Fitch believes there is room, given the current environment, for ETE to forgo some of the distribution growth it expects to receive in order to support its underlying partnerships' capital spending needs. A rise in ETE's leverage from temporarily forgoing distributions would not necessarily warrant a negative rating action at ETE provided any ETE action helps maintain the underlying subsidiary's current credit ratings, and any resulting bump up in ETE leverage beyond Fitch's 4.5x standalone estimate is temporary. We continue to believe that a material weakening in leverage metrics beyond 4.5x on a sustained basis could result in a negative rating action and continue to believe this leverage target is appropriate longer term. Maturities Manageable: Pro forma for the transaction, ETE/WMB maturities remain manageable, with the combined entity having no significant parent-level debt maturities until 2018. In late-October 2015, ETE entered into a senior secured credit facility for $6.05 billion in order to fund the cash portion of the WMB Merger. Under the terms of the facility, the banks have committed to provide a 364-day secured loan that can be extended at ETE's sole option for an additional year. The interest rate on the facility is capped at 5.5%. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for ETE include: -- Fitch assumes the WMB transaction will close as currently proposed, including ETE's assumption of WMB's debt. -- Balanced funding of projected growth capital spending at subsidiaries with both debt and equity funding and acquisitions aimed at maintaining leverage and coverage metric profiles consistent with current ratings. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to a positive rating action include: -- ETE parent company debt-to-EBITDA below 2.0x on a sustained basis provided the majority of distributions are coming from 'BBB-' rated subsidiaries; that target could be higher if subsidiaries are rated higher than 'BBB-'; -- Improving credit profiles at underlying partnerships. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Increasing ETE parent company leverage above 4.5x on a sustained basis. With no immediate 2016 maturities, Fitch could tolerate standalone leverage rising in the near term (2016-2017) if it is temporary and done in support of maintaining investment-grade credit profiles at operating subsidiaries; -- Weakening credit profiles or negative rating actions at underlying partnerships. If this occurs, Fitch would seek to maintain a one-to-two-notch separation between ETE and the entities providing the majority of the cash needed to support ETE's structurally subordinated debt. LIQUIDITY Liquidity Adequate: ETE has access to a $1.5 billion secured revolving credit facility that matures in December 2018. Potential uses of the revolver include: funding share buybacks, future acquisitions, and to initiate organic growth projects not financed at the master limited partnerships (MLPs). Approximately $930 million was drawn under ETE's revolver as of Sept. 30, 2015, leaving $570 million in availability. The ETE revolver and term loans have two financial covenants: a maximum leverage ratio of 6.0x to 1.0x and 7.0x to 1.0x during a specified acquisition period, and fixed charge coverage ratio of 1.5x. ETE notes, term loan, and credit facility are secured by a first-priority interest in all tangible and intangible assets of ETE, including ownership interests in its subsidiary partnerships. ETE was in compliance with all of its covenants as of Sept. 30, 2015. Pro forma for the transaction ETE is expected to be well within compliance of its covenants. As mentioned, ETE also has a $6.05 billion senior secured facility to be used to finance the WMB transaction. FULL LIST OF RATING ACTIONS Fitch has affirmed the following ratings: Energy Transfer Equity, L.P. -- Long-term Issuer Default Rating (IDR) at 'BB'; -- Secured senior notes at BB+'; -- Secured term loan at 'BB+'; -- Secured revolving credit facility at 'BB+'. The Rating Outlook is Stable. ENVISION SOLAR: Loss, Deficit Raise Going Concern Doubt ------------------------------------------------------- Envision Solar International, Inc., posted a net loss of $530,153 for the three months ended September 30, 2015, compared with a net loss of $555,864 for the three months ended September 30, 2014. "As reflected in the accompanying unaudited condensed consolidated financial statements for the nine months ended September 30, 2015, the company had a net loss and net cash used in operations of $1,592,799 and $1,502,631 respectively. Additionally, at September 30, 2015, the company had a working capital deficit of $1,821,183, an accumulated deficit of $32,355,199 and a stockholders' deficit of $1,387,023," disclosed Desmond Wheatley, chief executive officer, and Chris Caulson, chief financial officer of the company in a November 16, 2015 regulatory filing with the U.S. Securities and Exchange Commission. "These factors raise substantial doubt about the company's ability to continue as a going concern." Messrs. Wheatley and Caulson related, "The company has incurred significant losses from operations, and such losses are expected to continue. In addition, the company has limited working capital. In the upcoming months, Management's plans include seeking additional operating and working capital through a combination of private and debt financings. There is no guarantee that additional capital or debt financing will be available when and to the extent required, or that if available, it will be on terms acceptable to the company. Further, the company continues to seek out sales contracts for new projects and product sales that should provide additional revenues and, in the long term, gross profits. Additionally, Envision intends to renegotiate the debt instruments that currently become due in 2015. All such actions and funds, if successful, may not be sufficient to cover monthly operating expenses or meet minimum payments with respect to the company's liabilities over the next twelve months. "The company's auditors have included a 'Going Concern Qualification' in their report for the year ended December 31, 2014. The 'Going Concern Qualification' might make it substantially more difficult to raise capital." At September 30, 2015, the company had total assets of $1,808,086 and total stockholders' deficit of $1,387,023. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/gwr6rur San Diego, California-based Envision Solar International, Inc. invents, designs and manufactures solar products and proprietary technology solutions targeting three verticals: electric vehicle charging infrastructure; out of home advertising infrastructure; and energy security and disaster preparedness. The company focuses on creating renewably energized platforms for EV charging, media and branding and energy security. FIRST DATA: FMR LLC Reports 7.9% Equity Stake as of Jan. 8 ---------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, FMR LLC and Abigail P. Johnson disclosed that as of Jan. 8, 2016, they beneficially own 14,322,289 shares of common stock of First Data Corp representing 7.962% of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/HJz4Cn About First Data Based in Atlanta, Georgia, First Data Corporation provides commerce and payment solutions for financial institutions, merchants, and other organizations worldwide. First Data reported a net loss attributable to the Corporation of $458 million on $11.2 billion of total revenues for the year ended Dec. 31, 2014, compared with a net loss attributable to the Corporation of $869 million on $10.8 billion of total revenues during the prior year. As of Sept. 30, 2015, the Company had $33.4 billion in total assets, $31.4 billion in total liabilities and $1.98 billion in total equity. * * * The Company carries a 'B3' corporate family rating, with a stable outlook, from Moody's Investors Service, a 'B' corporate credit rating, with stable outlook, from Standard & Poor's, and a 'B' long-term issuer default rating from Fitch Ratings. FREEDOM COMMUNICATIONS: ACI California Resigns From Committee ------------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of Freedom Communications Inc. announced that ACI California LLC has resigned from the unsecured creditors' committee. The remaining members of the committee are: (1) Associated Press Alan Swain Phone: 917/525-5720 450 West 33rd Street NY, NY 10001 (2) Pension Benefit Guaranty Corporation John J. Butler Phone: 202/326-4000 Ext. 3471 1200 K Street, NW Washington, DC 20005-4026 (3) Electronic Business Solutions Hany El Tamami Phone: 949/212-2473 19800 MacArthur Blvd. Suite 300 Irvine, CA 92612 (4) Newscycle Solutions Brian Cornelius Phone: 651/639-0662 7900 International Dr. Suite 800 Bloomington, MN 55425 (5) Inland Empire Paper Company Lori McMahon Phone: 509/924-1911 3320 N. Argonne Spokane, WA 99212 (6) Ponderay Newsprint Company Lina Miniaci Pierre Pharand Phone: 514/394-3258 514/207-9921 111 Duke Street, Suite 5000 Montreal, Quebec, Canada, H3CQH1 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Freedom Communications Headquartered in Santa Ana, California, Freedom Communications, Inc., owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications and 24 of its affiliates sought Chapter 11 bankruptcy protection in California with the intention of selling their assets to a group of local investors led by Rich Mirman, Freedom's chief executive officer and publisher. Headquartered in Santa Ana, California, Freedom owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on Nov. 1, 2015. Richard E. Mirman signed the petition as chief executive officer. Lobel Weiland Golden Friedman LLP serves as the Debtors' counsel. Freedom Communications Holdings estimated both assets and liabilities in the range of $10 million to $50 million. GCP APPLIED: S&P Assigns 'BB-' Corp. Credit Rating, Outlook Stable ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB-' corporate credit rating to construction chemicals, building materials, and packaging technologies company GCP Applied Technologies Inc., a spin-off from W.R. Grace. The outlook is stable. S&P assigned its 'BB+' issue–level rating and '1' recovery rating to GCP's proposed $275 million secured term loan and $250 million revolving credit facility. The '1' recovery rating indicates S&P's expectation of very high (90%-100%) recovery in the event of payment default. At the same time, S&P assigned its 'B+' issue-level rating and '5' recovery rating to GCP's proposed $525 million senior unsecured notes. The '5' recovery rating indicates S&P's expectation of modest (10%-30%; lower half of the range) recovery in the event of payment default. S&P based its ratings on preliminary terms and conditions provided by the company. "The ratings on GCP reflect our assessment of the company's business risk profile as fair and financial risk profile as aggressive," said Standard & Poor's credit analyst Allison Schroeder. "The business risk profile largely reflects our view of GCP's strengths, including its competitive advantages and a leading market position in its key product offerings into construction products, building materials, and packaging markets," she added. In particular, GCP's large scale, geographic and product diversification, and technological strengths relative to other market players contribute to its leadership position. In turn, these credit factors help the company generate high margins relative to industry averages. The stable rating outlook reflects S&P's assumption that the company will be able to achieve credit measures appropriate for an aggressive financial risk profile. S&P expects that the company will continue to maintain EBITDA margins above 20%, which are higher relative to some industry peers. S&P also assumes that management will use surplus cash to fund growth initiatives. S&P do not assume any acquisitions. S&P based its assumptions about shareholder rewards and capital spending on information provided to us by the company. S&P could lower ratings if the company's FFO to debt falls to levels below 12% on a sustained basis. This could result if the company is not successful at operating as a stand-alone company, or if the company pursues large debt-funded acquisitions or shareholder rewards. If the company is not able to successfully maintain its EBITDA margins or there is a general macroeconomic downturn, S&P could consider a negative rating action. S&P could raise the ratings if the company is able to successfully operate on a stand-alone basis and achieve credit measures appropriate for the significant financial risk profile on a sustained basis. FFO to debt could exceed the 20% threshold if industry conditions improve, which could result from an increase in construction starts or general macroeconomic improvement. GRAY TELEVISION: Moody's Changes Outlook to Pos. & Affirms B2 CFR ----------------------------------------------------------------- Moody's Investors Service changed Gray Television, Inc.'s rating outlook to Positive from Stable and affirmed its existing B2 Corporate Family Rating, B2-PD Probability of Default Rating, Caa1 on the senior notes, Ba3 on the existing senior secured term loan, and the SGL -- 2 Speculative Grade Liquidity rating. Moody's also assigned Ba2 to the company's proposed $60 million senior secured priority revolver and assigned Ba3 to the new $400 million incremental senior secured term loan C. Net proceeds from the new term loan plus balance sheet cash will be used to fund the acquisition of stations from Schurz Communications, Inc. Moody's will withdraw the rating on the existing revolving facility upon closing of the transaction. Issuer: Gray Television, Inc. Outlook Actions: Outlook, Changed to Positive from Stable Assignments: New $60 million Sr Secured 1st Lien Priority Revolving Credit Facility due 2020, Assigned Ba2, LGD1 New $400 million Sr Secured 1st Lien Term Loan C due 2021, Assigned Ba3, LGD2 Affirmations: Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD $625 million Sr Secured 1st Lien Term Loan due 2021, Affirmed Ba3, LGD2 $300 million Sr Notes due 2020, Affirmed Caa1, LGD5 $375 million Sr Notes due 2020, Affirmed Caa1, LGD5 Speculative Grade Liquidity Rating, Affirmed SGL – 2 RATINGS RATIONALE Gray's B2 Corporate Family Rating reflects high leverage with pro forma debt-to-2 yr avg EBITDA of roughly 5.7x at closing (including Moody's standard adjustments) with high single digit percentage free cash flow-to-debt over the next 12 months. Gray benefits more than its peer group from demand for political advertising during election years reflecting its locations in battleground states which contributed to higher percentage EBITDA growth than most other broadcasters in 2012 and 2014, and Moody's expects the company will benefit from significant political ad demand in the second half of 2016. In a scenario with no additional debt financed acquisitions, Moody's expects 2-year avg leverage will improve to less than 5.0x over the next 12 months if the majority of free cash flow is applied to repay term loan advances. Ratings are supported by the company's longstanding track record for #1 and #2 ranked positions in the vast majority of its markets and good EBITDA margins (including Moody's standard adjustments) reflecting its top ranked local news programming that captures a significant share of market revenue and relatively low syndicated program costs. Gray's television stations and associated digital properties also benefit from its strategy of operating in collegiate markets or state capitals which generally have more stable economies. The company has been acquisitive over the past two years, adding over 35 stations and increasing debt balances to partially fund these transactions. Moody's expects Gray will continue to add to its station portfolio. Liquidity is good with a largely undrawn revolver facility and good free cash flow-to-debt. Gray's acquisition of 11 stations from Schurz Communications, Inc. enhances its scale and geographic diversity and gives the company the top-rated and highest-grossing stations in five additional markets. The transaction reflects broader consolidation in US broadcasting. Schurz represents Gray's 13th acquisition since 2013 which increases its portfolio of midsize-market television stations to 88 properties. The transaction enhances Gray's political advertising revenues due to Schurz's leading rankings in traditional political battleground states such as Florida, Ohio and Virginia. Moody's expects record political campaign ad spending in 2016, with the greatest gains for broadcasters in the key battleground states. The Schurz acquisition also positions Gray with the best portfolio of market-leading stations among its closest US broadcast peers. After buying Schurz, Gray will have the top or second most-watched television station in 49 of its 50 markets, and the top-rated station in 40 markets. Gray plans to divest or swap television stations in South Bend, Indiana, and Wichita, Kansas, to satisfy regulatory guidelines concerning limits on market share. The Positive outlook reflects Moody's belief that credit metrics will improve from post-closing levels given our expectation for revenue growth and excess cash being applied to prepay term loan balances. The Schurz stations give Gray roughly $150 million in additional annual net revenue and more than $60 million of broadcast cash flow, including increased retransmission fees and synergies from combining operations in Rapid City and Augusta. Pro forma for the acquisition, Moody's expects debt-to-2-year avg EBITDA to be roughly 5.7x (including Moody's standard adjustments), and we expect leverage to improve to less than 5.0x by the end of 2016 despite higher debt levels with at least high single digit percentage 2 yr avg free cash flow-to-debt. Continued good performance and improvement in credit metrics would cause upward pressure on ratings; however, the company is expected to continue acquiring stations which could cause leverage to remain elevated. Ratings could be upgraded if core revenue and EBITDA track expectations and free cash flow is applied to debt repayment resulting in debt-to-2 year avg EBITDA being sustained below 5.0x (including Moody's standard adjustments) with 2 yr avg free cash flow-to-debt in the high single digit percentage range or better. The company would also need to maintain financial policies that are consistent with a higher rating. The Positive outlook could revert to Stable if operating performance were to fall below expectations due to economic weakness or underperformance in one or more key markets. Although unlikely given the Positive outlook, ratings could also be downgraded if debt financed acquisitions or shareholder distributions result in 2-year avg debt-to-EBITDA ratios being sustained above 6.0x (including Moody's standard adjustments). Deterioration in liquidity could also result in a downgrade. The principal methodology used in these ratings was Global Broadcast and Advertising Related Industries published in May 2012. Gray Television, Inc., headquartered in Atlanta, GA, is a television broadcaster and pro forma for the Schurz acquisition will own 88 television stations serving 50 mid-sized markets (ranked #61 to #209) and more than 80 additional channels covering roughly 9.3% of US households. Network affiliations include 35 CBS, 26 NBC, 19 ABC, and 14 FOX channels. The company operates the #1 or #2 ranked stations in 49 of 50 markets. Gray is publicly traded and its shares are widely held with the family and affiliates of the late J. Mack Robinson collectively owning approximately 12% of common stock. The dual class equity structure provides these affiliated entities with roughly 44% of voting control. Estimated pro forma revenue totaled $746 million for FY2014. GREENHUNTER RESOURCES: Cites Factors Raising Going Concern Doubt ---------------------------------------------------------------- GreenHunter Resources, Inc., has substantial doubt about its ability to continue as a going concern, according to Gary C. Evans, chairman and interim chief executive officer, Kirk J. Trosclair, executive vice president and chief operating officer, Ronald T. McClung, senior vice president and chief financial officer, and Morgan F. Johnston, senior vice president, general counsel and secretary of the company in a November 16, 2015 regulatory filing with the U.S. Securities and Exchange Commission. Mr. Evans, et al. elaborated: "Through the first nine months of 2015, we generally relied upon cash generated from operations, our $13 million senior secured financing agreement, proceeds from the sale of securities in the capital markets and through private stock placements to fund our business. Our ability to fund our ongoing operations, our planned capital expenditures, and our potential acquisitions depends on our future operating performance and our continued ability to borrow under the credit facility arrangement with our Chairman / Interim Chief Executive Officer. "As of September 30, 2015, we had a working capital deficit of $16.7 million. We were not in compliance with a certain existing debt covenant contained in a secured debt agreement as of December 31, 2014. We obtained a waiver from the lender for non-compliance of the debt covenant for the year ending December 31, 2014 and for an additional grace period for the year ending December 31, 2015. Additionally, we were not in compliance with certain covenants including a financial debt covenant related to our $13 million senior secured financing agreement at June 30, 2015. Our non-compliance was mainly due to delays in the state regulatory process necessary to finalize the permits on our new wells, and decreases in both our trucking and disposal business in the second quarter related to a slow-down in hydraulic fracturing activity in our area of operations which resulted in a significant decrease in flow-back water. We have obtained a waiver of the non-compliance of the covenants from the lender for both the second and third quarters of 2015. In exchange for obtaining a waiver of non-compliance, the Note Purchase Agreement for our $13 million senior secured financing agreement has been amended to require us not to pay dividends on our Series C Cumulative Preferred stock unless we have been in compliance with the Agreement's debt covenants for two consecutive quarters. The company may then resume dividend payments, subject to certain conditions. Part of the waiver agreements terms was that the company must raise $2 million in net proceeds through the sale of equity by the end of 2015. The company also agreed to temporarily increase its monthly royalty payment as required by the Agreement from $0.10 per each barrel of disposal water to the greater of $0.12 per barrel or five percent (annualized) of the outstanding balance of the note until certain conditions are met, which includes a $2 million equity raise requirement. "We were able to place new revenue producing assets into service in the third quarter of 2015 that were financed by the proceeds from our $13 million senior secured financing agreement. We are currently in various stages of adding additional revenue producing assets to our portfolio that was also financed by this agreement. Even if we are able to add additional revenue from these new assets, we do not expect to meet all of the financial covenants contained in this financing agreement for the fourth quarter of 2015 or for other subsequent periods. Accordingly, the $13 million senior secured financing agreement was reclassified as a current obligation to our unaudited condensed consolidated balance sheet. If we do not meet these covenants, we will have to seek additional covenant waivers from our lender and, if these waivers are granted, we will likely have to make additional concessions to our lender. "These and other uncertainties raise substantial doubt about our ability to continue as a going concern." At September 30, 2015, the company had total assets of $36,294,082, total liabilities of $29,050,181 and total stockholders' equity of $7,243,901. For the three months ended September 30, 2015, the company had a net loss of $1,327,067 as compared with a net loss of $2,693,592 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/gunfsrq GreenHunter Resources, Inc. is focused on providing water management solutions as it relates to the oil and gas industry in the unconventional resource plays in the Appalachian region where it is predominantly active, including both the Marcellus and Utica Shale areas. The company is headquartered in Grapevine, Texas. GREYSTONE LOGISTICS: Signs Agreement for 48x40 Plastic Pallets -------------------------------------------------------------- Greystone Logistics, Inc., announced the signing of an agreement to provide new generation 48x40 plastic pallets for a national provider of lease pool services. "Greystone signed a multi-year contract that will expand the previously announced 40,000 pallet purchase order," stated Warren Kruger, CEO. Kruger continued, "The expected new generation mold has recently arrived and will soon be in full production. The first components of an additional injection-molding machine, which should be operational in about March 2016, are currently being delivered. This machine will be dedicated to the new customer. We anticipate that this new contract will have a positive impact on top line sales and generate margins in line with expectations. We foresee the need for additional molds later in the year for this customer. A significant amount of time, planning, testing and capital has been expended on this project. This undertaking was accomplished due to the energy and patience of our dedicated and knowledgeable employees." About Greystone Logistics Tulsa, Okla.-based Greystone Logistics, Inc. (OTC BB: GLGI.OB - News) -- http://www.greystonelogistics.com/-- manufactures and sells plastic pallets through its wholly owned subsidiary, Greystone Manufacturing, LLC. Greystone sells its pallets through direct sales and a network of independent contractor distributors. Greystone also sells its pallets and pallet leasing services to certain large customers direct through its President, Senior Vice President of Sales and Marketing and other employees. As of Aug. 31, 2015, the Company had $15.39 million in total assets, $16.59 million in total liabilities and a $1.20 million total deficit. GROTH BROTHERS: 9th Cir. Affirms Denial of Counsel's Employment --------------------------------------------------------------- Groth Brothers Oldsmobile, Inc., appeals the Bankruptcy Appellate Panel's decision affirming the bankruptcy court's denial of William L. Needler and William F. Ghiringhelli's motion for retroactive approval of employment as Groth's Chapter 11 counsel. In a Memorandum dated December 24, 2015, which is available at http://is.gd/q23Wcxfrom Leagle.com, the United States Court of Appeals for the Ninth Circuit affirmed the BAP's decision. The Ninth Circuit held that the bankruptcy court did not abuse its discretion in declining to hear Needler's employment application until Ghiringhelli's application as local co-counsel had been approved or set for a hearing. The bankruptcy court's decision to condition its consideration of Needler's employment application upon its consideration of local co-counsel's application was reasonable, the Ninth Circuit further held. The Ninth Circuit also ruled that the bankruptcy court did not abuse its discretion in denying Needler's and Ghiringhelli's employment nunc pro tunc as Groth's chapter 11 counsel. Ghiringhelli's sole legal service was to sign Groth's Chapter 11 petition, the Ninth Circuit noted. Needler played a more substantial role but performed deficiently, the Ninth Circuit further held. Specifically, Needler did not effectively assist Groth in complying with the requirements of Chapter 11, the court added. Moreover, Needler's efforts to secure floor plan financing and to sell the Groth franchise were unsuccessful and did not provide any benefit to the Groth estate, the court said. The bankruptcy court properly determined that Needler and Ghiringhelli did not meet the requirements for employment nunc pro tunc as Groth's chapter 11 counsel, the Ninth Circuit concluded. The bankruptcy court did not abuse its discretion in denying compensation and reimbursement of expenses to Needler, the Ninth Circuit further ruled. Needler did not receive court approval for his employment. As a result, Needler is not entitled to compensation or reimbursement of expenses as Groth's chapter 11 counsel, the Ninth Circuit said. The appeals case is GROTH BROTHERS OLDSMOBILE, INC., dba Groth Brothers Chevrolet, Appellant, v. JOHN T. KENDALL; et al., Appellees, No. 13-60111, relating to In re: GROTH BROTHERS OLDSMOBILE, INC., dba Groth Brothers Chevrolet, BAP Debtor. Livermore, California-based Groth Bros Oldsmobile, Inc., doing business as Groth Brothers Chevrolet, filed a Chapter 11 petition (Baknr. N.D. Calif. Case No. 11-45396) on May 18, 2011. William L. Needler, Esq., at Needler Law P.C., in Northbrook, Illinois, serves as counsel to the Debtor. The Debtor estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. GUESTLOGIX INC: In Talks to Extend Forbearance Agreement -------------------------------------------------------- GuestLogix Inc. disclosed that its forbearance agreements, pursuant to which the Company's senior lender and subordinated lenders agreed to forbear from taking any steps to demand repayment of the amounts owing under the Company's US$7.5 million senior revolving credit facility and CDN$9 million subordinated term credit facility, expired on Dec. 31, 2015. The Company is in negotiations with the Lenders to extend the forbearance period in the forbearance agreements entered into on Dec. 1, 2015, and expects to complete these negotiations this week. The Company has been advised that the Lenders will not seek to enforce any of their rights under the amended facilities agreement during this period. The extensions are to provide the Company with additional time to continue its previously disclosed review of strategic alternatives to enhance shareholder value, which is being carried out by its financial advisor, Canaccord Genuity. HAGGEN HOLDINGS: Court OKs 4th DIP Credit Agreement Amendment ------------------------------------------------------------- Haggen Holdings, LLC, and its affiliated debtors sought and obtained from Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware approval of the Fourth Amendment of the Debtor-In-Possession Revolving Credit and Security Agreement, executed between Haggen, Inc., et al. and PNC Bank, National Association. Ian J. Bambrick, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, related that the Court's Final DIP Order authorized and approved the Debtor Loan Parties to enter into the DIP Credit Agreement. Mr. Bambrick further related that subsequent to the entry of the Final DIP Order, the Debtor Loan Parties have determined that it is necessary to further amend the DIP Credit Agreement, and as a result, the Debtor Loan Parties, the DIP Agent and the DIP Lenders have agreed to the terms of the Fourth Amendment to Debtor-in-Possession Revolving Credit and Security Agreement ("Fourth DIP Credit Agreement Amendment"). Agent PNC Bank and Lenders Haggen Acquisition, LLC, et al., asserted that certain events of default may have occurred under the DIP Revolving Credit and Security Agreement dated September 11, 2015 ("Credit Agreement"), by reason of Borrowers Haggen, Inc., et. al.'s failure to comply with the Minimum Receipt Covenant in accordance with the requirements set forth in the Credit Agreement for the week ending November 6, 2015 ("Asserted Event of Default"). On the other hand, the Borrowers contended that the Asserted Event of Default does not constitute an Event of Default under the Credit Agreement. The Borrowers requested and the Agent and the Lenders agreed, that the latter modify certain terms of the Credit Agreement. The Fourth DIP Credit Agreement Amendment contains, among others, these relevant terms: (a) "Liquidity 363 Proceeds" shall mean, as applicable (i) as to any individual Liquidity 363 Sale, the total amount of net cash proceeds paid to Loan Parties in connection with such individual Liquidity 363 Sale and actually applied to the Obligations in accordance with this Agreement and the Interim Order and the Final Order, or (ii) as to any individual Combined Sale, the total Allocated Combined 363 Proceeds paid to Loan Parties in connection with such individual Combined Sale and actually applied to the Obligations in accordance with this Agreement and the Interim Order and the Final Order. (b) "Maximum Revolving Advance Amount" will mean (i) an amount equal to $170,000,000, minus the outstanding amount of all Pre-Petition Obligations, minus (ii) an amount equal to 75% of the Aggregate Liquidity 363 Proceeds received by Loan Parties and applied to the Obligations in accordance with this Agreement and the Interim Order and Final Order. Spirit SPE HG 2015-1, LLC is represented by: Matthew G. Summers, Esq. Leslie C. Heilman, Esq. BALLARD SPAHR LLP 919 North Market Street, 11th Floor Wilmington, DE 19801 Telephone: (302)252-4465 Facsimile: (302)252-4466 E-mail: summersm@ballardspahr.com heilmanl@ballardspahr.com - and - David L. Pollack, Esq. BALLARD SPAHR LLP 1735 Market Street, 51st Floor Philadelphia, PA 19103 Telephone: (215)864-8325 Facsimile: (215)864-8999 E-mail: pollack@ballardspahr.com - and - Craig Solomon Ganz, Esq. BALLARD SPAHR LLP 1 East Washington Street, Suite 2300 Phoenix, AZ 85004-2555 Telephone: (602)798-5427 Facsimile: (602)798-5595 E-mail: ganzc@ballardspahr.com Haggen Holdings and its affiliated debtors are represented by: Matthew B. Lunn, Esq. Robert F. Poppiti, Jr., Esq. Ian J. Bambrick, Esq. Ashley E. Jacobs, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302)571-6600 Facsimile: (302)571-1256 E-mail: mlunn@ycst.com rpoppiti@ycst.com ibambrick@ycst.com ajacobs@ycst.com - and - Frank A. Merola, Esq. Sayan Bhattacharyya, Esq. Elizabeth Taveras, Esq. STROOCK & STROOCK & LAVAN LLP 180 Maiden Lane New York, NY 10038 Telephone: (212)806-5400 Facsimile: (212)806-6006 Email: fmerola@stroock.com sbhattacharyya@strook.com etaveras@stroock.com 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. HYDROCARB ENERGY: President and COO Charles Dommer Resigns ---------------------------------------------------------- Charles F. Dommer, the president and chief operating officer of Hydrocarb Energy Corporation provided notice to the Board of Directors of the Company of his resignation as an officer and employee of the Company effective Dec. 29, 2015, in order to pursue other opportunities in and out of the petroleum industry. The Company is in discussions with Mr. Dommer regarding him potentially staying on with the Company in an advisory role. The Company wishes to thank Mr. Dommer for his service and success in his future endeavors. Effective on Jan. 4, 2016, the Company's Board of Directors appointed K. Andrew Lai, as the chief financial officer of the Company. On the same date, the Company entered into an employment agreement with Mr. Lai. Mr. Mr. Lai has over 28 years of corporate and financial experience primarily in the exploration and production sector of the oil and gas energy industry, with a specialization in accounting, legal and administrative functions. From January 2013 to December 2015, Mr. Lai was an international financial consultant working mainly with oil and gas and real estate investors from China. From January 2011 to December 2012, Mr. Lai was the chief financial officer of Lucas Energy, Inc. in Houston, Texas. From May 2010 to December 2010, Mr. Lai was an international business consultant. From October 2007 to April 2010, Mr. Lai served as chief financial officer with Far East Energy Corporation in Houston. Mr. Lai joined Far East in 2007 and served as a member of Far East's management team until his appointment as chief financial officer. From 1999 to 2007, Mr. Lai held various managerial positions with EOG Resources, Inc., in Houston, including Financial Reporting Director and International Accounting Director. From 1987 to 1998, Mr. Lai held various positions with UMC Petroleum Corp. (which subsequently merged into Devon Energy). Mr. Lai received from the University of Houston his Bachelor of Business Administration in 1987, his Master of Business Administration in 1991, and his Juris Doctorate in 2004. Mr. Lai is a Texas attorney and certified public accountant. During the term of the agreement, Mr. Lai is due an annual salary of (a) $200,000 in cash; (b) $40,000 in shares of the Company's common stock (priced at market at the time of issuance and payable in quarterly installments at the end of each fiscal quarter starting on Jan. 31, 2016, provided that only $3,333 of shares of common stock are due on Jan. 1, 2016); and (c) options to purchase 120,000 shares of the Company's common stock with an exercise price equal to the fair market value of the Company's common stock on the grant date and payable in equal quarterly installments at the beginning of each fiscal quarter starting on Feb. 1, 2016. Mr. Lai is also eligible to receive an annual bonus of up to 50% of his total base salary (cash, shares and options) in the discretion of the Board of Directors, based on performance criteria to be established by the Board of Directors. The Board of Directors is also authorized to review Mr. Lai's compensation each year to determine whether any increases thereto or bonuses or incentive awards should be made to Mr. Lai in connection therewith. Mr. Lai is due four weeks of paid vacation per year, of which up to two weeks of unused vacation time are carried forward to the following year. In connection with Hydrocarb Energy Corp.'s entry into an employment agreement with K. Andrew Lai, its newly appointed chief financial officer, the Board of Directors agreed to grant Mr. Lai options to purchase 10,000 shares of common stock with an exercise price of $1.38 per share under the Company's 2015 Stock Incentive Plan. About Hydrocarb Energy Hydrocarb Energy, formerly known as Duma Energy Corp, is a publicly-traded Domestic and International energy exploration and production company targeting major under-explored oil and gas projects in emerging, highly prospective regions of the world. With exploration concessions in Africa, production in Galveston Bay and Oil Field Services in the United Arab Emirates, the Company maintain offices in Houston, Texas, Abu Dhabi, UAE and Windhoek, Namibia. Hydrocarb Energy reported a net loss of $12.6 million on $3.94 million of revenues for the year ended July 31, 2015, compared to a net loss of $6.55 million on $5.06 million of revenues for the year ended July 31, 2014. As of Oct. 31, 2015, the Company had $26.7 million in total assets, $26.5 million in total liabilities and $181,000 in total equity. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended July 31, 2015, citing that the Company has suffered recurring losses from operations, which raises substantial doubt about its ability to continue as a going concern. IDERA PHARMACEUTICALS: Releases Copy of Presentation Materials -------------------------------------------------------------- Idera Pharmaceuticals, Inc. uploaded a presentation to its Web site, www.iderapharma.com, discussing the state of the Company. The Company may rely on all or part of this presentation any time it is discussing the current state of the Company in communications with investors or at conferences. A copy of the presentation is available for free at http://is.gd/HwMRBN About Idera Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a clinical stage biotechnology company engaged in the discovery and development of novel synthetic DNA- and RNA-based drug candidates that are designed to modulate immune responses mediated through Toll-like Receptors, or TLRs. The Company has two drug candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a TLR7, TLR8, and TLR9 antagonist, in clinical development for the treatment of autoimmune and inflammatory diseases. Idera Pharmaceuticals reported a net loss attributable to common stockholders of $39.2 million in 2014, a net loss applicable to common stockholders of $21.09 million in 2013 and a net loss applicable to common stockholders of $22.5 million in 2012. As of Sept. 30, 2015, the Company had $99.08 million in total assets, $6.42 million in total liabilities and $92.7 million in total stockholders' equity. INNOVATIVE CONSTRUCTION: Case Summary & 8 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Innovative Construction, Inc. 1465 Sampson Street New Castle, PA 16101 Case No.: 16-20088 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: January 12, 2016 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Judge: Hon. Jeffery A. Deller Debtor's Counsel: Robert O Lampl, Esq. ROBERT O LAMPL, ATTORNEY AT LAW 960 Penn Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: 412-392-0330 Fax: 412-392-0335 Email: rol@lampllaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Linda Menichino, president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/pawb16-20088.pdf INTRAWEST RESORTS: Moody's to Retain B2 CFR on Proposed Offer ------------------------------------------------------------- Moody's Investors Service said that Intrawest Resorts Holdings, Inc.'s (NYSE: SNOW) proposed self-tender offer to purchase up to $50 million of common stock is a credit negative, but does not immediately affect the company's B2 corporate family rating or stable rating outlook. KALOBIOS PHARMACEUTICALS: Withdraws Appeal on Nasdaq Delisting -------------------------------------------------------------- KaloBios Pharmaceuticals, Inc., has decided to withdraw its appeal of the decision by the Nasdaq listing qualifications staff to delist the Company's securities from the Nasdaq stock exchange. As previously reported, the Company had requested a hearing to appeal the delisting determination, which hearing was scheduled to take place on February 25, 2016. The Company has been the subject of Nasdaq delisting proceedings since November 17, 2015. The Company's new board of directors has determined that pursuit of the appeal while the Company is not in compliance with the Nasdaq listing standards would require diversion of Company resources that could be better spent pursuing the Company's business plan and reorganization. Accordingly, on January 12, 2016, the Company notified Nasdaq of its withdraw of the appeal. Nasdaq has announced that the Company's common stock will be suspended from Nasdaq on Wednesday, Jan. 13, 2016. At that time the Company's common stock will be eligible for trading in over-the-counter markets. KINDRED HEALTHCARE: Moody's to Retain B1 CFR Following Settlement ----------------------------------------------------------------- Moody's Investors Service commented that Kindred Healthcare, Inc.'s announced settlement agreement with the United States Department of Justice (DOJ) is credit negative. The settlement, which will require Kindred to pay $125 million plus accrued interest, relates to an investigation of RehabCare Group, Inc., a contract therapy service company acquired by Kindred in June 2011. There is no impact on Kindred's ratings, including the B1 Corporate Family Rating, or negative rating outlook as a result of the announcement. LASER FOCUS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Laser Focus Holding Company, LLC 16-10068 c/o Development Specialists, Inc. 333 S. Grand Ave., Suite 4070 Los Angeles, CA 90071-1544 Laser Focus Commercial Investments, LLC 16-10069 Houston 14 Apartments, LLC 16-10070 Houston 2 Apartments, LLC 16-10071 Numeric Commercial Investments, LLC 16-10072 FX3 Apartments Investors, LLC 16-10073 Royal Numeric FX Investments, LLC 16-10074 10301 Vista Apartments, LLC 16-10075 10400 Sandpiper Apartments, LLC 16-10076 11911 Park Texas Apartments, LLC 16-10077 1201 Oaks of Brittany Apartments, LLC 16-10078 12500 Plaza Apartments, LLC 16-10079 13875 Cranbrook Forest Apartments, LLC 16-10080 17103 Pine Forest Apartments, LLC 16-10081 201 Ashton Oaks Apartments, LLC 16-10082 3504 Mesa Ridge Apartments, LLC 16-10083 4101 Pointe Apartments, LLC 16-10084 5900 Crystal Springs Apartments, LLC 16-10085 667 Maxey Village Apartments, LLC 16-10086 7170 Las Palmas Apartments, LLC 16-10087 7600 Royal Oaks Apartments, LLC 16-10088 Broadmoor Apartments, LLC 16-10089 Chesapeake Apartments, LLC 16-10090 Holly Ridge Apartments, LLC 16-10091 Holly Tree Apartments, LLC 16-10092 Majestic Heights Apartments, LLC 16-10093 Pines of Westbury, Ltd. 16-10094 Preston Valley Apartments, LLC 16-10095 Ravenwood Hills Apartments, LLC 16-10096 River Road Terrace Apartments, LLC 16-10097 Sandridge Apartments, LLC 16-10098 Sonterra Apartments, LLC 16-10099 The Oaks at Stonecrest Apartments, LLC 16-10100 Toscana Villas Apartments, LLC 16-10101 Chapter 11 Petition Date: January 12, 2016 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' Counsel: Peter J Keane, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 N. Market Street, 17th Floor Wilmington, DE 19801 Tel: 302-652-4100 Fax: 302-652-4400 Email: pkeane@pszjlaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Bradley D. Sharp, chief restructuring officer. Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ CFLane, LLC Professional $1,141,190 303 Perimeter Center North Services Suite 201 Atlanta, GA 30346 Greenberg Traurig, LLP Professional $400,000 1840 Century Park Eat, Suite 1900 Services Los Angeles, CA 90067-2121 Foundation Specialists Inc. Trade Debt $273,441 5728 Teague Rd Houston, TX 77041 E.H.L. Construction and Painting $259,164 12927 Clarewood Dr. Houston, TX 77072 Conservice LLC Trade Debt $230,837 Gemstar Construction & Trade Debt $121,184 Development, Inc. Spartan Security Service Trade Debt $88,793 JS Painting and Construction LLC Trade Debt $66,053 CM Paint, Cleaning and More Trade Debt $43,042 For Rent Media Solutions (For Trade Debt $41,885 Rent Magazine, Inc.) Marvin's Remodeling Trade Debt $41,010 Hire Priority Trade Debt $39,713 Morrison & Head, LP Professional $15,000- Services $38,000 Hamilton-Steele Outdoor Accents Trade Debt $36,521 Tino's Carpet Care Trade Debt $33,786 Direct TV Trade Debt $25,375 Gabion Real Estate Trade Debt $24,289 Quality Services Company Trade Debt $23,315 S.F.A. Landscaping Company Trade Debt $23,200 Hannah Plumbing Trade Debt $19,702 MACK-CALI REALTY: Fitch Affirms 'BB+' Issuer Default Rating ----------------------------------------------------------- Fitch Ratings has affirmed its 'BB+' Issuer Default Rating (IDR) for Mack-Cali Realty Corporation and its operating partnership Mack-Cali Realty, L.P. (collectively, CLI). The agency has also assigned a 'BB+'/'RR4' rating to CLI's $350 million unsecured term loan due January 2019 with two one-year extension options. A full list of Fitch's ratings for CLI follows at the end of this release. The Rating Outlook is Stable. KEY RATING DRIVERS Fitch's ratings for CLI reflect the company's weaker credit metrics and capital markets access relative to other low investment grade rated REITs, as well as challenging fundamentals in many of its core northeast suburban office markets. Fitch expects CLI's credit metrics to remain appropriate for a 'BB+' rated REIT through our 2017 projection period. CLI's new management has communicated a credible turnaround plan that considers bondholders but favors equity holders. The company could reduce leverage below Fitch's 7.0x rating sensitivity for positive rating momentum with the proceeds from $600 million to $800 million of identified non-core asset sales. However, the agency believes CLI is more likely to use the proceeds for acquisitions and asset stabilization; repositioning and development capex, particularly in the context of its manageable debt maturity profile; and adequate access to unsecured bank term loan and secured mortgage debt. Longer-term, Fitch believes that management intends to reposition CLI's portfolio and balance sheet to levels consistent with a low investment grade rating, including leverage sustaining in the mid-to-high 6x range. Fitch views public equity issuance as the most likely avenue for future deleveraging, assuming successful execution of the company's turnaround plan narrows the net asset value (NAV) discount for its shares. Incremental net operating income (NOI) from developments could also lead to lower leverage; however, Fitch expects the company to continue to start new developments as existing projects are delivered and stabilized. SPECULATIVE GRADE CREDIT METRICS Fitch expects Mack-Cali's leverage will sustain in the low-to-mid-7.0x range through 2017, which is appropriate for a 'BB+' rated REIT with Mack-Cali's asset profile. Mack-Cali's portfolio is principally comprised of capital intensive suburban office properties in select New Jersey and, to a lesser extent, New York and Connecticut suburbs - markets generally characterized by stubbornly high vacancy rates and weak same-store NOI growth prospects. The company's leverage for the trailing 12-months (TTM) ended Sept. 30, 2015 was 7.2x. Fitch defines leverage as recurring operating EBITDA, excluding non-cash above and below market lease adjustments, over total debt net of readily available cash. Fitch expects CLI's fixed-charge coverage (FCC) will weaken to the mid-1.0x range, largely driven by elevated recurring maintenance and leasing capex, including amenity capex related to the company's portfolio repositioning and stabilization efforts. The latter is somewhat non-routine in nature; however, Fitch has included it in its estimate of maintenance capex, viewing it as deferred capital spending, now required to keep the properties competitive. The company's FCC was 1.8x for the LTM ended Sept. 30, 2015. Fitch defines FCC as recurring operating EBITDA, excluding non-cash revenues and including recurring cash distributions from joint ventures, less maintenance capex over cash interest incurred. FEWER CAPITAL AVENUES AVAILABLE Fitch views CLI's access to attractively priced public equity and debt as limited, based on the market implied discount to net asset value (NAV) and yield for its shares and unsecured bonds. However, Fitch believes the company retains adequate access to competitively priced debt capital from unsecured bank term loans, as well as mortgage debt capital for select higher value unencumbered assets. CLI announced a new $350 million unsecured term loan on Jan. 9, 2016. The loan mature in January 2019 with two one-year extension options at the company's election. The interest rate for the loan is currently 140 basis points over LIBOR. Mack-Cali entered into interest rate swap arrangements to fix LIBOR for the duration of the term loan, resulting in a current all-in fixed rate of 3.12 percent, including transaction costs. CLI plans to use the term loan proceeds to repay its $200 million, 5.8% unsecured bonds that mature on Jan. 15, 2016, and to pay down outstanding borrowings on its $600 million unsecured credit facility. The company had $35 million drawn under its $600 million revolver that matures in 2017 as of Sept. 30, 2015. During November 2015, the company created a separate REIT subsidiary for its residential operations called Roseland Residential Trust (RRT) to facilitate raising approximately $300 million of equity (through entity or project level joint ventures) to help fund a portion of its residential development pipeline at more attractive prices than what the company could achieve by issuing CLI shares. Fitch views the creation of RRT as a modest net credit positive in so far as it reduces the need for CLI to take on additional debt to fund RRT's development equity needs. However, the move adds some financial reporting complexity while reducing operational flexibility. Longer term, isolating RRT could also facilitate a shareholder spin-off of the company's residential operations. Fitch would likely view this as a credit negative that reduces the earnings power and collateral value of CLI. WEAK LIQUIDITY CLI's sources of liquidity fall short of uses by $209 million (pro forma for the $350 million term loan issuance in January 2016), resulting in 0.8x liquidity coverage under Fitch's liquidity analysis for the period from Oct. 1, 2015 to Dec. 31, 2017. Fitch's base case assumes that CLI successfully raises $300 million of third-party equity to help fund its development pipeline at RRT. Fitch expects the company to use the proceeds from non-core asset sales (net of acquisitions) and secured mortgage and bank term loan financings to fund its share of development equity. CLI's liquidity coverage improves to 0.1x assuming it refinances 80% of its secured mortgage maturities through 2017. CLI's unencumbered asset coverage of unsecured debt (UA/UD) is adequate for the 'BB+' rating at 1.9x based on a stressed 9% capitalization rate and including the company's $350 million unsecured term loan issuance net of $200 million of January 2016 unsecured bond maturities. Fitch expects this coverage to moderately deteriorate due to incremental mortgage encumbrances and the sale of select unencumbered properties. The company may also contribute additional office assets to its RRT subsidiary for redevelopment. Although these are likely to be underperforming suburban office properties, they could lower the absolute value of UA, nonetheless. Fitch also sees the potential for CLI's UA portfolio quality to decline in the near-to-medium term given the company's stated plans to sell lower cap rate assets, such as its 125 Broad Street office condo interest, depending on the use of proceeds. The company has also indicated that it will consider putting mortgages on select properties to help fund its share of development equity. Mack-Cali has a low 40.8% dividend payout ratio of its adjusted funds from operations (AFFO) for the quarter ended Sept. 30, 2015. However, Fitch expects the company's AFFO payout ratio to exceed 100% during 2016, due to elevated maintenance and leasing capex, including the company's planned building amenity enhancements. CREDIBLE PLAN FACES HEADWINDS Fitch views CLI's '20/15' turnaround strategy as generally credible. Successful plan execution should improve the company's overall asset and market quality and increase its property NOI. The 20/15 plan is a multi-year, multi-step strategy for reducing costs, improving business relationships and enhancing the portfolio's asset and market quality by 2018. Regarding the latter, CLI plans to reposition its portfolio to include 20 million square foot of office and 15,000 apartment units by selling non-core and/or class B properties, reducing its office and flex R&D portfolio exposure to roughly 10 submarkets from more than 25. After completing its portfolio repositioning, CLI's office portfolio will principally be concentrated in New Jersey markets with access to transportation. The company will also exit its small portfolio positions in the New York City, D.C. and suburban Maryland office markets, as a result. CLI has also outlined an aggressive, $2.7 billion apartment development program to reach its 15,000 unit goal at its RRT subsidiary by 2018. CLI will fund its share of the estimated development costs with retained cash flow from operations and/or asset sales, and possibly incremental borrowings. The company's plan faces external execution risk, primarily from challenging property market dynamics. Fitch expects New Jersey office fundamentals will remain a headwind given the state's relatively inhospitable business environment that includes high labor and living costs, as well as regulatory and tax burdens. Employment growth has been lackluster in New Jersey during the past decade, partly due to consolidation in the telecom and pharmaceutical industries, which has caused some jobs to be eliminated or leave the state. Fitch's ratings case projections assume the company's GAAP SSNOI grows by 3% during 2016 and is flat during 2017 due to lease expiration driven vacancy in its New Jersey waterfront portfolio. Fitch is also less optimistic regarding some of the plan's underlying assumptions. Amenity enhancements at select suburban office properties should allow CLI to take leasing market share and help stabilize portfolio occupancy, resulting in higher property operating income. However, the agency lacks conviction that tenants will pay premium rents for greater amenities given high submarket vacancy rates and an uncertain competitive response from other New Jersey office landlords. Separately, Fitch views the company's goals for the retail at its New Jersey waterfront office assets as ambitious relative to the $25 million estimated capital investment. CLI's turnaround plan also assumes accommodative commercial real estate (CRE) investment and capital markets. Although generally open and attractively priced, the CRE debt capital markets have experienced some disruption around interest rate volatility this year. The company has identified roughly 40 non-core assets that management estimates are worth between $600 million to $800 million that CLI plans to sell in tempo with its capital needs. A delay in timing or reduction in estimated proceeds could cause the company's credit metrics to weaken further. SOME NOTABLE GREEN SHOOTS CLI's renewed operational focus appears to be gaining traction on several fronts. Management has worked swiftly to devise and begin implementing the 20/15 turnaround plan since joining the company in June 2015. The initial phases have primarily focused on expense reductions at the property and corporate levels, as well as rebuilding relationships with market participants (i.e. CRE brokers). The company has identified $25 million of annual savings it expects to realize during 2016 from lower personnel, G&A, property operating and interest costs. Indeed, CLI's third-quarter 2015 (3Q'15) results showed improvements in select portfolio operating metrics, as well as the company's cost structure. The portfolio was 85.8% leased at Sept. 30, 2015, up from 82.3% at June 30, 2015. The improvement was partly due to solid leasing velocity, which contributed about 150 basis points (bps). However, the 250 bps majority came from reclassifying certain transitional/repositioning candidate properties, thereby removing them from the company's 'in-service' portfolio. Same-store NOI grew by 6.5% year-over-year on a cash and GAAP basis during the third quarter. However, a 7.9% reduction in expenses drove the result, which Fitch views as lower quality relative to top-line gains. SSNOI would have been negative 3.9% if selected low vacancy properties were classified as 'in-service' and, therefore kept in the same-store pool. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for CLI include: -- SSNOI grows by 3% during 2016 and is flat during 2017 due to lease expiration driven vacancy in its NJ waterfront portfolio; -- Dispositions of $575 million during 2016 and $150 million during 2017 at cap rates of 5.3% and 8%, respectively; -- Acquisitions of $700 million during 2016 at a 6.5% cap rate; -- Development spending of $354 million, including investments in unconsolidated JVs; -- CLI's RRT subsidiary raises $300 million of JV equity during 2016; -- Recurring maintenance and amenity capital spending of $150 million during 2016 and 2017; -- The company raises $350 million of term loan debt, using a portion of the proceeds to refinance its $200 million of unsecured bonds that mature on Jan. 15, 2016; -- CLI issues net mortgage debt of $489 million through 2017; and -- No equity issuance by Mack-Cali, Inc. through the forecast period. RATING SENSITIVITIES Although Fitch does not anticipate positive rating actions in the near-to-medium term, the following factors could result in positive rating momentum: -- Fitch's expectation of leverage sustaining below 7x (leverage was 7.2x for the TTM ended Sept. 30, 2015); -- Fitch's expectation of fixed charge coverage sustaining above 2x (coverage was 1.8x for the TTM ended Sept. 30, 2015). -- Fitch's expectation of unencumbered asset coverage of unsecured debt sustaining above 2x, assuming no material change in the quality of the unencumbered pool due to sale of best relative assets (pro forma coverage was 1.9x at Sept. 30, 2015). The following factors may result in negative rating momentum: -- A sustained liquidity shortfall and/or deterioration in the breadth and depth of capital access; -- Fitch's expectation of leverage sustaining above 8x; -- Fitch's expectation of fixed charge coverage sustaining below 1.5x. FULL LIST OF RATING ACTIONS Fitch has affirmed the following ratings: Mack-Cali Realty Corporation -- IDR at 'BB+'. Mack-Cali Realty, L.P. -- IDR at 'BB+'; -- Unsecured revolving credit facility at 'BB+'/'RR4'; -- Senior unsecured notes at 'BB+'/'RR4'. Fitch has also assigned a 'BB+'/'RR4' rating to Mack-Cali Realty, L.P.'s $350 million unsecured term loan due January 2019. The Rating Outlook is Stable. MAGNUM HUNTER: 341 Meeting of Creditors Set for Jan. 21 ------------------------------------------------------- A meeting of creditors of Magnum Hunter Resources Corp. is set to be held on Jan. 21, 2016, at 2:00 p.m., according to a filing with the U.S. Bankruptcy Court in Delaware. The meeting will be held at J. Caleb Boggs Federal Building, Room 2112, 844 King Street, Wilmington, Delaware. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Magnum Hunter Irving, Texas-based MHRC, an oil and gas company that primarily engaged, through its subsidiaries, in the acquisition, development, and production of oil and natural gas reserves in the United States, said these macroeconomic factors, coupled with the their substantial debt obligations and natural gas gathering and transportation costs, strained their ability to sustain the weight of their capital structure and devote the capital necessary to maintain and grow their businesses. The Debtors' total number of drilling rigs in operation in the United States is just 38 percent of the number of rigs that were in operation just one year ago, court filing indicates. Magnum Hunter Resources Corporation and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 15-12533) on Dec. 15, 2015. The petition was signed by Gary C. Evans as chairman and chief executive officer. The Debtors have engaged Kirkland & Ellis, LLP as their general counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, PJT Partners, LP as investment banker, Alvarez & Marsal North America, LLC, as restructuring advisor, and Prime Clerk, LLC as notice, claims and balloting agent. MAGNUM HUNTER: US Trustee Forms Three-Member Creditors' Committee ----------------------------------------------------------------- Andrew Vara, acting U.S. trustee for Region 3, appointed three creditors of Magnum Hunter Resources Corp. to serve on the official committee of unsecured creditors. The unsecured creditors are: (1) Wilmington Trust National Association Attn: Rita Marie Ritrovato Rodney Square N., 1100 N. Market St. Wilmington, DE 19890 Phone: 302-636-5137 Fax: 302-636-4130 (2) Hunt Oil Company Attn: Curtis Riddle 1900 N. Akard St. Dallas, TX 75201 Phone: 214-978-8262 Fax: 214-978-8575 (3) Michael Rozenfeld 12707 Boheme Dr. 512 Houston TX 77024 Phone: 512-809-8556 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Magnum Hunter Irving, Texas-based MHRC, an oil and gas company that primarily engaged, through its subsidiaries, in the acquisition, development, and production of oil and natural gas reserves in the United States, said these macroeconomic factors, coupled with the their substantial debt obligations and natural gas gathering and transportation costs, strained their ability to sustain the weight of their capital structure and devote the capital necessary to maintain and grow their businesses. The Debtors' total number of drilling rigs in operation in the United States is just 38 percent of the number of rigs that were in operation just one year ago, court filing indicates. Magnum Hunter Resources Corporation and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 15-12533) on Dec. 15, 2015. The petition was signed by Gary C. Evans as chairman and chief executive officer. The Debtors have engaged Kirkland & Ellis, LLP as their general counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, PJT Partners, LP as investment banker, Alvarez & Marsal North America, LLC, as restructuring advisor, and Prime Clerk, LLC as notice, claims and balloting agent. MEDICAL IMAGING: Debt Payment Obligations Cast Going Concern Doubt ------------------------------------------------------------------ Medical Imaging Corp. has substantial doubt about its ability to continue as a going concern, noting its debt payment obligations that are due within the next 12 months, according to Mitchell Geisler, chief executive officer, and Richard Jagodnik, chief financial officer of the company in a regulatory filing with the U.S. Securities and Exchange Commission on November 16, 2015. Messrs. Geisler and Jagodnik noted, "The company's operations have produced $1,675,399 and $5,500,217 of revenues for the three and nine months ended September 30, 2015, respectively, which have been used to fund its operating expenses and to reduce its liabilities. The company expects that current operations will be able to cover its operating expenses on an ongoing basis through 2015 and beyond. "Based on the debt payment obligations of the company that are due within the next 12 months, there is doubt about its ability to continue as a going concern, and the company's continued operations therefore are dependent upon either increasing revenues or adequate additional financing being raised, or both, to enable it to continue its operations as currently conducted. "Alternatively, the company could adjust some of its operational requirements or modify some of its debt obligations; however, these changes may not necessarily provide sufficient funds to continue as a going concern. In the event that the company is unable to continue as a going concern, it may be forced to realize upon its assets or even elect or be required to seek protection from its creditors as provided by law or be subject to claims by creditors or a general creditor action. To date, management has not considered these alternatives as a likely outcome, since it has continuing revenues from operations and is considering capital raising actions." Moreover, the company incurred net loss of $926,372 for the nine months ended September 30, 2015 as well as a working capital deficit of $1,401,076. "These conditions raise substantial doubt as to the company's ability to continue as a going concern. Management plans to raise additional financing in order to continue its operations and fulfill its debt obligations in 2015, but there can be no assurances that the plan will be successful," Messrs. Geisler and Jagodnik pointed out. "The company intends to explore capital raising options in the near term which may include the issuance of additional debt and the sale of equity or equity based securities. The company has no agreements or arrangements for additional capital at this time. There can be no assurance that it will be able to raise additional capital, or if funds are offered, that they will on terms acceptable to the company. A substantial amount of the assets of the company, held through its subsidiaries, are pledged to secure certain debt; therefore, the ability of the company to issue secured debt may be limited or require waivers or modifications to the current outstanding debt, which the current lenders do not have to provide." At September 30, 2015, the company had total assets of $6,025,464, total liabilities of $6,889,965, and total stockholders' deficit of $864,501. The company reported a net loss of $526,611 for the three months ended September 30, 2015, compared with a net loss of $16,111 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/jccxgmk Las Vegas-based Medical Imaging Corp. (MIC) formerly Diagnostic Imaging International Corp. (DIIC) developed a business plan for private healthcare opportunities in Canada with the objective of owning and operating private diagnostic imaging clinics in 2005. In 2009, the company purchased Canadian Teleradiology Services Inc. that operates as Custom Teleradiology Services (CTS), CTS provides remote reading of medical diagnostic imaging scans for rural hospitals and clinics. In early 2010, the company modified its business plan to grow its CTS subsidiary while commencing the acquisition of existing full service imaging clinics located in the United States and exploring the development of new diagnostic imaging technology. In 2012, the company purchased Schuylkill Open MRI Inc. that operates as Schuylkill Medical Imaging (SMI) an independent diagnostic imaging facility located in Pottsville, Pennsylvania. In 2014, the company purchased Partners Imaging Center of Venice, LLC (PIV) located in Venice, Florida; Partners Imaging Center of Naples, LLC (PIN) located in Naples, Florida; and Partners Imaging Center of Charlotte, LLC (PIC) located in Port Charlotte, Florida. MEDICURE INC: Estimates $21.9 Million Revenue for 2015 ------------------------------------------------------ Medicure Inc. reported unaudited net revenue for the 2015 fourth quarter and full fiscal year. * Estimated net revenue of C$9.3 million during the quarter ended Dec. 31, 2015, compared to estimated net revenue of $2.5 million for the three months ended Dec. 31, 2014. * Estimated net revenue of $21.9 million for the year ended Dec. 31, 2015, compared to estimated net revenue of $8.4 million for the previous year. The increase in revenue over the comparable periods in the previous year is primarily attributable to an increase in the number of new hospital customers using AGGRASTAT (tirofiban HCl) and an increase in the product's market share. Revenue growth for the quarter and year ended Dec. 31, 2015, was also aided by favourable fluctuations in the U.S. dollar exchange rate. The Company's Financial Statements and Management Discussion and Analysis for the year ending Dec. 31, 2015, is due to be filed no later than April 30, 2016. About Medicure Inc. Medicure -- http://www.medicure.com/-- is a specialty pharmaceutical company focused on the development and commercialization of therapeutics for the U.S. hospital market. The primary focus of the Company and its subsidiaries is the marketing and distribution of AGGRASTAT (tirofiban HCl) for non-ST elevation acute coronary syndrome in the United States, where it is sold through the Company's U.S. subsidiary, Medicure Pharma, Inc. Ernst & Young LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has experienced losses and has accumulated a deficit of C$127 million since incorporation and has a working capital deficiency of C$503,000 as at Dec. 31, 2014. The Company reported net income of C$1.2 million on C$5.26 million in revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2015, Medicure had C$12.1 million in total assets, C$10.2 million in total liabilities and a C$1.95 million in total equity. METINVEST B.V.: Chapter 15 Case Summary --------------------------------------- Chapter 15 Petitioner: Svitlana Romanova Chapter 15 Debtor: Metinvest B.V. 23 Alexanderstraat The Hague Netherlands Chapter 15 Case No.: 16-10105 Type of Business: Mining and Steel Chapter 15 Petition Date: January 13, 2016 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Laurie Selber Silverstein Chapter 15 Petitioner's Joseph M. Barry, Esq. Counsel: YOUNG, CONAWAY, STARGATT & TAYLOR 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Fax: 302-571-1253 Email: jbarry@ycst.com - and - Daniel Guyder, Esq. Mark Nixdorf, Esq. ALLEN & OVERY LLP 1221 Avenue of the Americas New York, New York 10020 Tel: (212) 610-6300 Fax: (212) 610-6399 Email: daniel.guyder@allenovery.com mark.nixdorf@allenovery.com Estimated Assets: Not Indicated Estimated Debts: Not Indicated MIDSTATES PETROLEUM: R/C IV Eagle Reports 26% Stake as of Jan. 6 ---------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, R/C IV Eagle Holdings, L.P., Riverstone/Carlyle Energy Partners IV, L.P. and R/C Energy GP IV, LLC disclosed that as of Jan. 6, 2016, they beneficially own 2,890,046 shares of common stock of Midstates Petroleum Company, Inc., representing 26.5 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/JxOv2Y About Midstates Petroleum Company Midstates Petroleum Company, Inc. -- http://www.midstatespetroleum.com/-- is an independent exploration and production company focused on the application of modern drilling and completion techniques in oil and liquids-rich basins in the onshore U.S. Midstates' drilling and completion efforts are currently focused in the Mississippian Lime oil play in Oklahoma and Anadarko Basin in Texas and Oklahoma. The Company's operations also include the upper Gulf Coast tertiary trend in central Louisiana. Midstates reported net income of $117 million on $794 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $344 million on $470 million of total revenues for the year ended Dec. 31, 2013. As of Dec. 31, 2014, the Company had $2.47 billion in total assets, $2 billion in total liabilities and $466 million in total stockholders' equity. The Company's independent auditor, Deloittee & Touche LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that Midstates' projected debt covenant violation and resulting lack of liquidity raise substantial doubt about its ability to continue as a going concern. * * * Midstates Petroleum carries a 'B' corporate credit rating from Standard & Poor's Ratings Services. As reported by the TCR on April 8, 2013, Moody's Investors Service affirmed Midstates Petroleum's 'B3' Corporate Family Rating. MILLENNIUM HEALTH: Immunity of Former Owners Still at Issue ----------------------------------------------------------- Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review, reported that Millennium Health LLC's former leaders may yet be on the hook, in a lawsuit stemming from alleged fraud that led to a $256 million settlement with the Justice Department, if a bankruptcy-court ruling is upset on appeal. According to the report, on Jan. 12, the judge who immunized Millennium's former owners, James Slattery and TA Associates, from a lawsuit brought by unhappy lender Voya Investment Management, put an appeal of her decision on the fast track for review by a federal appeals court in Philadelphia. As previously reported by The Troubled Company Reporter on Dec. 23, 2015, Millennium Health on Dec. 21 disclosed that it has completed the steps necessary to implement its financial restructuring and emerged from its chapter 11 reorganization on December 18, 2015, less than forty (40) days after it filed its prepackaged chapter 11 cases on November 10, 2015. On December 18, 2015, the U.S. Bankruptcy Court for the District of Delaware confirmed Millennium Health's Plan of Reorganization. About Millennium Lab Millennium Lab Holdings II, LLC, Millennium Health, LLC and Rxante, LLC, providers of laboratory-based diagnostic testing focused on drugs of abuse and clinical medication monitoring, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 15-12284, 15-12285 and 15-12286, respectively) on Nov. 10, 2015. The Debtors estimated assets in the range of $100 million to $500 million and liabilities of more than $1 billion. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP as counsel; Young Conaway Stargatt & Taylor, LLP as conflicts counsel; Lazard Freres & Co., LLC, as investment banker; Alvarez & Marsal as financial advisor; and Prime Clerk LLC as claims and noticing agent. Judge Laurie Selber Silverstein has been assigned the case. MILLER ENERGY: Settles Accounting Fraud Complaint with SEC ---------------------------------------------------------- Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reported that Miller Energy Resources Inc. has agreed to pay $5 million to settle the civil accounting fraud charges that preceded the oil and gas company's bankruptcy filing. According to the report, the settlement with the Securities and Exchange Commission, for which Miller is seeking bankruptcy-court approval, resolves regulators' charges against Miller for allegedly overstating by more than $400 million the value of the oil and gas properties it acquired in Alaska in 2009. About Miller Energy Resources Miller Energy Resources, Inc. -- http://www.millerenergyresources.com/-- is an oil and natural gas production company focused on Alaska. The Company has a substantial acreage, reserve, and resource position in the State, significant midstream and rig infrastructure to support production, and 100% working interest in and operatorship of most of its assets. Miller Energy Resources and 10 of its affiliates filed Chapter 11 bankruptcy petitions (Bank. D. Alaska Proposed Lead Case No. 15-00236) on Oct. 1, 2015. Carl F. Giesler, Jr., signed the petition as chief executive officer. The Debtors disclosed total assets of $392,559,000 and total debts of $336,910,000 as of Jan. 31, 2015. Judge Gary Spraker is assigned to the case. The Debtors have engaged Andrews Kurth LLP as counsel, Seaport Global Securities as financial advisor, and Prime Clerk as claims and noticing agent. On Aug. 6, 2015, Cook Inlet, a wholly-owned by MER, became the subject of an involuntary Chapter 11 case filed by four creditors asserting to have an aggregate claim of $2.8 million. The petitioning creditors were Baker Hughes Oilfield, M-I LLC, Schlumberger Tech. Corp, and Baker Petrolite, LLC. Judge Spraker granted an order for relief under Chapter 11 of the Bankruptcy Code on Oct. 2, 2015. MOLYCORP INC: Can Make Pension Contributions to Legacy ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware issued a second order authorizing Molycorp, Inc., et al., to make pension contributions to Legacy Defined Benefit Pension Plan for the third and fourth quarters in an amount not to exceed $130,000. As previously reported by The Troubled Company Reporter, the Debtors assert that making the pension contributions is in the best interests of their estates. A continuing failure to meet minimum funding standards can provide grounds for the Person Benefit Guaranty Corporation to seek an involuntary termination of a pension plan, the Debtors tell the Court. The Debtors intend to further evaluate the Pension Plan and will consult with their creditor constituencies regarding the appropriate treatment of the Pension Plan in these chapter 11 cases. But because the Debtors have the means by which to make the relatively modest amount of the Pension Contributions at this time, and because any failure to make the contribution would increase the burden on the Debtors' estates, the Debtors believe that it is in the best interest of their estates to make the Pension Contributions for the third and fourth quarters of 2015. 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. NATIONAL ENERGY: Capital Deficit, et al., Cast Going Concern Doubt ------------------------------------------------------------------ National Energy Services, Inc., had a working capital deficit of $11,020,704 and a stockholders' deficit of $3,868,590 for the nine months ended September 30, 2015, which raises substantial doubt regarding the company's ability to continue as a going concern, according to Robert W. Chance, president and chief executive officer, and Jeremy W. Briggs, chief financial officer of the company in a regulatory filing with the U.S. Securities and Exchange Commission on November 16, 2015. Messrs. Chance and Briggs elaborated: "Our principal liquidity requirements are to finance current operations, fund capital expenditures, including any future acquisitions, and to service our debt. Since our acquisition of JD Field Services, Inc., our principal source of liquidity has been cash generated by JD's operations. Our other sources of liquidity have been funds generated from debt and equity issuances of our securities. We believe that cash generated from these sources will be sufficient to meet our short-term working capital requirements and long-term capital expenditure requirements for at least the next twelve months from date of filing. "With our acquisition of JD, our revenues were at $11,535,486 for the nine months ended September 30, 2015 compared to $11,887,589 during the same period in 2014. "To help recapitalize the company, we are pursuing a four-step approach that we expect to continue during 2015 that includes the following: * Applying to up-list to a national securities exchange; * Seeking out further of acquisition candidates; * Refinancing our balance sheet; "Our ability to continue in our acquisition strategy and purchase established businesses with a proven track record is vital to the overall growth strategy of the company. We continue to seek out established businesses with a proven operating track record strong financial performance, positive operating results, established or growing contract backlogs, and/or the potential for positive operating cash flow. "In connection with the preparation of the company's financial statements for the nine months ended September 30, 2015, the company has analyzed its cash needs for the next twelve months. The company believes that its current cash position and forecasted cash flow from operations is adequate to meet its cash requirements for at least the next twelve months." At September 30, 2015, the company had total assets of $17,061,446, total liabilities of $20,930,036 and total stockholders' deficit of $3,868,590. The company posted a net loss of $2,698,087 for the three months ended September 30, 2015, compared with a net income of $191,960 during 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/gn6clqt National Energy Services, Inc. (NES) is a public holding company that serves the petro-chemical industry. The Las Vegas-based company plans to expand through carefully selected acquisitions. In July 2015, the company changed its name from National Automation Services, Inc. to National Energy Services, Inc. as approved by the Financial Industry Regulatory Authority. NAVIOS MARITIME: Moody's Lowers CFR to Caa1, Outlook Stable ----------------------------------------------------------- Moody's Investors Service has downgraded the corporate family rating of Navios Maritime Holdings, Inc. to Caa1 from B2 and its probability of default rating (PDR) to Caa1-PD from B2-PD. Concurrently, Moody's downgraded the ratings on Navios Holdings' $650 million senior secured first preferred ship mortgage notes to B3 from B1 and the rating on its $350 million senior unsecured notes to Caa3 from Caa1. The outlook on all Navios Holdings' ratings is stable. "Our downgrade reflects both the significant weakening of Navios Holdings' financial profile in recent quarters as a result of the continued challenges in the dry bulk market and Moody's view that market conditions are unlikely to improve in 2016 as previously expected by the rating agency. It also reflects Moody's anticipation that the company's free cash flow will remain negative in 2016 and its liquidity profile will consequently weaken, as market conditions continue to be difficult," says Marie Fischer-Sabatie, a Moody's Senior Vice President and lead analyst for the issuer. RATINGS RATIONALE The downgrade reflects (1) Navios Holdings' weakened financial profile, which has been affected by the challenging dry bulk market since end-2014 and corresponding weak shipping rates; and (2) Moody's expectations that the company's financial profile will not recover in 2016. The agency also expects that the company will generate negative free cash flow in 2016 and that its liquidity profile will consequently weaken. During 2015, Navios Holdings' credit metrics deteriorated and its leverage ratio (i.e., debt/EBITDA, including Moody's adjustments) increased to 8.3x for the 12-month period through September 2015 from an already high level of 7.4x at end-2014. Moody's does not expect that Navios Holdings' financial profile will improve during 2016, as market conditions in dry bulk will remain difficult. Despite the increasing pace with which the industry is retiring aging ships, Moody's projects that growth in the supply of dry bulk capacity will still outpace demand growth in 2016, owing to a high level of planned vessel deliveries and a subdued demand growth, which will weigh on dry bulk rates and keep them at low levels. Dry bulk trade is highly dependent on China, which is the world's largest iron ore importer and one of the largest coal importers. China's economic slowdown has been weighing on the demand for dry bulk shipments. Moody's nevertheless acknowledges that, in spite of these weak market conditions, Navios Holdings has recently managed to secure eighteen-month to three-year charters for a number of its vessels at rates above current market levels. Navios Holdings also announced in November that it would suspend its approximately $25 million annual dividend payment and replace it with a $25 million share repurchase programme to be completed over two years, resulting in $25 million of cash preservation. However, this action does not fully offset the effects of the recent dividend cut by its affiliate Navios Maritime Partners L.P. (Ba3 negative). Moody's expects that Navios Holdings' liquidity profile will weaken in the next 12 months, as its cash balance will decline further owing to negative free cash flow. Navios Holdings had a cash balance of around $175 million at Q3 2015 (versus approximately $250 million at end-2014) and Moody's projects that cash flow from operations will be limited to around $10-20 million during 2016. During 2016, Navios Holdings' liquidity needs will essentially comprise capital expenditures of around $150 million, of which $90 million relates to its consolidated subsidiary Navios South American Logistics Inc. (B2 stable) and $60 million relates to new buildings, and some limited cash outflows related to preferred dividends and the company's $25 million share repurchase programme. Overall, Moody's expects that Navios Holdings will have negative free cash flow in 2016 of $140-150 million. Part of the capital expenditures will nevertheless be funded with drawings under two committed financing lines of $41 million and $36 million, respectively, limiting the decline in cash balance. The company's alternative liquidity sources are dependent on the financial flexibility of its subsidiaries, as most of the dry bulk assets are encumbered already. The recently weak trading of Navios Holdings' bonds and shares may in the near term restrict the company's access to debt and equity markets. However, the company does not have any immediate refinancing needs. Navios Holdings has limited debt repayments amounting to approximately $20 million in 2016. The next important maturity takes place in February 2019, when the company's $350 million senior unsecured notes mature. Navios Holdings does not have any revolving credit facility at its disposal. Under its vessel-financing bank facilities, the company has several financial covenants: headroom under one of its financial covenants has been tight in past quarters. RATIONALE FOR THE STABLE OUTLOOK The stable outlook reflects Moody's expectations that, in spite of challenging market conditions, the company's financial profile will remain within the boundaries set for the Caa1 rating in the next 12-18 months. WHAT COULD CHANGE THE RATING UP/DOWN Although not expected in the near term, upward rating pressure could arise if market conditions in dry bulk improve, resulting in the company returning to positive free cash flow generation and reducing its leverage ratio comfortably below 8x through the cycle. Downward rating pressure could arise if Navios Holdings' (1) negative free cash flow is larger in 2016 than Moody's expectations or remains negative beyond 2016; and/or (2) its (fund from operations + interest)/interest ratio moves towards 1x. Furthermore, downward pressure on the ratings could result in case of a weakening of Navios Holdings' liquidity profile beyond what Moody's expects. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Global Shipping Industry published in February 2014. Navios Holdings, which is listed on the New York Stock Exchange, is a global shipping and logistics company. In addition to its own operations in the transport of dry bulk commodities, Navios Holdings owns a 63.8% stake in the logistics company Navios South American Logistics Inc. and various minority stakes, including (1) a 20.1% stake in the dry bulk and container shipping company Navios Partners, (2) a 46.5% economic interest in the tanker company Navios Maritime Acquisition Corporation (B2 stable) and (3) an indirect economic interest of 28.3% in Navios Maritime Midstream Partners LP (B2 stable). In LTM September 2015, Navios Holdings reported revenues of $518 million and EBITDA of $136 million. NIERZWICKI HOLDINGS: Council Can't Continue Suit Over Nightclub --------------------------------------------------------------- In a Memorandum Opinion and Order dated December 30, 2015, which is available at http://is.gd/3XyukWfrom Leagle.com, Judge Gregory R. Schaaf of the United States Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, denied the motions filed by Main Council of Co-Owners, Inc., seeking permission to proceed with a prepetition lawsuit it filed in the Fayette County Circuit Court to enjoin Nierzwicki Holdings' operations of a nightclub that the Council alleges is a noise nuisance. The parties focused their closing arguments on factors identified in United Imports for determination of whether cause exists for relief from the automatic stay to allow prepetition litigation against a debtor to continue: 1. judicial economy; 2. trial readiness; 3. the resolution of preliminary bankruptcy issues; 4. the creditor's chance of success on the merits; and 5. the cost of defense or other potential burden to the bankruptcy estate and the impact of the litigation on other creditors. Judge Schaaf found that the evidence is sufficient to conclude that adequate protection is necessary to minimize negative effect of imposition of the automatic stay. The Debtors are directed to provide adequate protection as follows: (1) Continue to abide by any state-court orders limiting the use of the common area sidewalks. (2) Promptly remove trash and other debris left by nightclub patrons from common areas and sidewalks. (3) Continue intervention by nightclub staff to prevent patrons from congregating and loitering on adjacent sidewalks to drink, smoke, eat, or conduct any other activity. (4) Refrain from any coordinated activity with food-truck or food-cart vendors to arrange sales to nightclub patrons. (5) Continue reasonable efforts to mitigate any potential noise from nightclub operations that might constitute a nuisance in the manner testified to at the evidentiary hearing. The case is IN RE NIERZWICKI HOLDINGS, LLC, et al., Chapter 11, Debtors in Possession, Case No. 15-51985, Jointly Administered (Bankr. E.D. Ky.). Nierzwicki Holdings, LLC, Debtor, is represented by Laura Day DelCotto, Esq. -- ldelcotto@dlgfirm.com -- DelCotto Law Group PLLC. U.S. Trustee, U.S. Trustee, represented by Bradley M. Nerderman. NORTHSTAR ASSET: Moody's Assigns Ba2 CFR, Outlook Negative ---------------------------------------------------------- Moody's Investors Service has assigned a Ba2 corporate family rating to NorthStar Asset Management Group following the announcement of its entry into an agreement to acquire a majority stake in The Townsend Group. Moody's has also assigned a Ba2 rating to a $500 million senior secured first lien term loan. The net proceeds will be used to finance the Townsend acquisition, refinance a short-term bridge facility and for general corporate purposes. The rating outlook is negative. RATINGS RATIONALE NSAM is non-traditional real estate asset manager with approximately $38 billion in assets under management pro-forma for Townsend. NSAM manages two publicly traded REITs, NorthStar Realty Finance ("NRF") and NorthStar Realty Europe ("NRE"), and four non-traded companies. NSAM also holds two minority investments in a hospitality and healthcare asset manager, respectively, and intends to close its acquisition of an 85% interest in Townsend, an investment manager and advisory, in early 2016. The bulk of NSAM's managed assets reside in permanent or semi-permanent capital vehicles, reducing the risk posed by redemptions. The Ba2 corporate family rating reflects NSAM's strong asset retention ability and related downside revenue protection based largely on long-term asset management contracts at NRF and NRE. NSAM receives a base fee from NRF and NRE which, contractually, cannot decline, but would increase if these companies raise equity. These publicly traded REITs represent nearly half of NSAM's projected, pro-forma revenues. Other strengths for NSAM include investment grade level leverage and profitability. These strengths, however, are offset by NSAM's small scale and asset class concentration. While growing, pro-forma revenue is relatively low. Product and geographic diversification are limited as NSAM is focused almost entirely in real estate assets and the client base is US-focused. Distribution channels are limited. The non-traded companies rely primarily on independent financial advisors for distribution as the major wirehouses have been reluctant to enter this space. The pending acquisition of Townsend does add a strong institutional direct distribution platform. The high leverage at NRF, NSAM's largest managed company, which is notably more levered than its peers, also was a constraint on the ratings. The negative outlook reflects NSAM's announcement on Jan. 11, that it hired Goldman Sachs to explore strategic alternatives. Management believes the company is undervalued and that it has a responsibility to maximize value for shareholders. Moody's understands that there is no transaction under consideration at this time and management plans to run the company as usual. Still, a strategic exploration increases uncertainty and could lead to actions adverse to creditors. Given the negative outlook an upgrade is unlikely over the next 12-18 months. The outlook could move to stable if the strategic exploration results in a benign or favorable result for creditors. The outlook also could benefit if revenues growth continues, leverage declines at NSAM and NRF, and the company is able to expand its distribution. The ratings could see downward pressure if the strategic exploration results in a negative outcome for creditors, potential regulatory changes impair the non-traded REIT space, there is a real estate downturn, and the public companies are unable to raise equity for a prolonged period. These ratings were assigned: Long-term Corporate Family Rating -- Ba2 $500 million Senior Secured First Lien Term Loan -- Ba2 The principal methodology used in these ratings was Asset Managers: Traditional and Alternative published in December 2015. OFFSHORE GROUP: F3 Capital Airs Concerns Over Bankruptcy -------------------------------------------------------- Following the news that Vantage Drilling Company subsidiaries filed for Chapter 11 bankruptcy protection on Dec. 3, 2015 pursuant to a Restructuring Agreement with Vantage Drilling Company, a publicly traded company, which was to file a voluntary winding up petition in the Cayman Islands, fresh concerns have been raised regarding the lack of transparency and disclosure in the bankruptcy procedure. Mr. Nobu Su, the sole owner of F3 Capital which is a shareholder of Vantage, and the Chairman of Taiwanese shipping firm TMT, like other shareholders received the Plan Supplement for the subsidiaries bankruptcy on Christmas Eve with limited time to review over the holidays with few business days before the 7 January 2016 deadline to object. His counsel has openly expressed his concerns regarding the bankruptcy case proceeding at an unusually fast pace and at shareholders being frozen out of the process. He commented: "This case is procedurally unique because there appears to be a race by the Debtors to get the Plan confirmed before a liquidator can be appointed for Vantage Drilling Company. It would have been in all parties best interests and in the interests of transparency and disclosure -- which we expect from public companies -- to have a liquidator appointed to independently act for Vantage in the Bankruptcy." The winding up petition was ultimately not filed by Vantage but by Wells Fargo, a creditor. It appears that shareholders should have had a right to vote on a special resolution for the voluntary filing that Vantage agreed to in the restructuring agreement. "More unusual is the potential for a Bankruptcy to be approved with the Debtors never filing Schedules or Statements of Financial Affairs, leaving all parties in the dark as to: the actual liabilities, executory contracts, potential litigation claims owned by the Debtors or which may exist against the Debtors, potential maritime liens, the names of creditors and amounts alleged to be owed, etc. This raises the question of how the attorneys in the case can even do a full conflicts check when the Debtors fail to list the parties with interests in the estate?" "Furthermore, if Vantage was insolvent and apparently insolvent for some time, why did Vantage advertise in SEC records that it would be listed for trading on the OTC after NYSE MKT delisted Vantage and that its liquidity position is 'strong at about $250 million'. How were the officers and directors meeting their fiduciary duties to shareholders by seeking to have a company they believed to be insolvent continue to be listed after it had already been delisted?" Commenting on the Restructuring Agreement, Mr. Su says: "It appears to be a plan designed to privatize a public company by transferring the public company's assets to its private subsidiaries while contemporaneously seeking liquidation of the public company without a shareholder vote to the detriment of shareholders' rights." He concludes: "It certainly seems that the deal was done with the intention of wiping out current shareholders of Vantage to the benefit of management and existing creditors." About Offshore Group Offshore Group Investment Limited is an international offshore drilling company operating a fleet of modern, high-specification drilling units around the world. Its 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. Offshore Group Investment Limited and 23 other units of publicly traded Vantage Drilling Company filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-12421) on Dec. 3, 2015 to pursue a prepackaged restructuring backed by Vantage. Christopher G. DeClaire, the authorized officer, signed the petition. 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. ONE SOURCE: May Guarantee Briar Capital Replacement Factoring Deal ------------------------------------------------------------------ The Hon. Russell F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas authorized One Source Industrial Holdings LLC and One Source Industrial LLC to: -- guarantee a replacement factoring agreement with Briar Capital LP, and -- execute release of claims against Amegy Bank N.A. dba Amegy Bank Business Credit. According to court documents, the Debtors and certain of their operating entities -- including Once Source Industrial Services LLC, Dynamic Rental Systems LLC, One Source Wells Services LLC, One Source Industrial Safety & Supply LLC, and Dynamic Rental & Transportation System LLC -- entered into a factoring agreement with Amegy Bank. The amount currently owed by the Debtors and operating entities to Amegy under the agreement is about $2.7 million. The Debtors noted the operating entities have received a proposal from Briar Capital to act as a replacement factor under a sale of accounts and security agreement, wherein Briar Capital is acquiring all of the operating entities' outstanding receivables from Amegy and will pay off the approximately $2.7 million in outstanding indebtedness to Amegy. The Debtors added the maximum amount of credit that will be made available to the operating entities under the Briar Factoring Agreement is $5 million. The factoring fee under the agreement is 0.833% for invoices outstanding between 0 and 30 days, and an additional 0.417% for each additional 15 day period for invoices outstanding between 31 and 90 days. The operating entities have agreed to grant Briar Capital a first priority, perfected security interest in their assets. Finally, the maturity date for the Briar Factoring Agreement will be one year from the date of closing, and automatically extended on an annual basis, unless one party gives at least 60 days written notice prior to the end of the original term or any extension thereof, the Debtors noted. The Debtors pointed out they are not parties to the new factoring agreement between the operating entities and Briar Capital. However, because they will benefit from the cash flow generated by the sale of the receivables, Briar Capital has requested that the Debtors guarantee the operating entities' obligations under the factoring agreement. The Debtors said, if they are denied the relief requested, their non-debtor subsidiaries and affiliates of Holdings and Industrial will not be able to obtain the critical financing from Briar Capital. Without the financing, the operating entities will not be able to continue their business operations for either their own benefit, or the benefit of the Debtors, from whom they receive their equipment, fuel, executive management, and other critical back-office services needed to operate their businesses. Indeed, none of the Debtors' entities can survive without the much-needed source financing, said J. Robert Forshey, Esq., at Forshey & Prostok LLP, attorney for the Debtors. A full-text copy of the Briar Factoring Agreement is available for free at http://is.gd/MGdstx About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. Lynnette R. Warman of Culhane Meadows, PLLC, serves as counsel to the Official Committee of Unsecured Creditors. ONE SOURCE: Santander Consumer Objects to Chapter 11 Plan --------------------------------------------------------- Santander Consumer USA Inc., dba Chrysler Capital, objected to the Chapter 11 plan of reorganization proposed by One Source Industrial Holdings LLC and One Source Industrial Holdings LLC, saying the Debtors' plan does not provide how its allowed secured claims are to be paid. Patrick M. Lynch, Esq., at Beasley, Hightower & Harris P.C., attorney for Santander Consumer, told the U.S. Bankruptcy Court for the Northern District of Texas the Debtors' plan fails to provide the specific amount of payments as to each of Santander Consumer's clams, or the specific date for payments on each claim for the collateral. Mr. Lynch added Santander Consumer is the holder of a security interest in the following owned by the Debtors: -- 2013 Dodge Ram, VIN: 3C7WRTCL0DG602747; -- 2013 Dodge Ram, VIN: 1C6RR7LG9DS664684; -- 2013 Dodge Ram, VIN: 1C6RR7LT9DS585562; -- 2013 Dodge Ram, VIN: 1C6RR7KTIDS712922; -- 2013 Dodge Ram, VIN: 1C6RR7LG9DS664684; -- 2013 Dodge Ram, VIN: 3C6UR5DL8DG554680; According to Mr. Lynch, the Debtors' plan does not comply with Section 1129(b)(2)(A)(i)(1) of the Bankruptcy Code as it fails to provide Santander Consumer to retain its liens until its allowed secured claims are paid in full. Santander Consumer said it has been unable to verify insurance coverage on the collateral, and believes that the Debtors does not have full coverage insurance on the collateral pursuant to the contracts with Santander Consumer. Santander Consumer said the collateral is not properly insured and its interest is not adequately protected under the Debtors' plan. Santander Consumer retained as counsel: Patrick M. Lynch, Esq. Beasley, Hightower & Harris P.C. 1601 Elm Street, Suite 4350 Dallas, TX 75201 Tel: (214) 220-4700 Fax: (214) 220-4753 Email: plynch@bhhlaw.com About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. Lynnette R. Warman of Culhane Meadows, PLLC, serves as counsel to the Official Committee of Unsecured Creditors. ORIGINCLEAR INC: Losses, et al. Raise Going Concern Doubt --------------------------------------------------------- OriginClear, Inc., reported a net loss of $3,894,005 for the three months ended September 30, 2015, compared with a net loss of $1,714,104 for the same period in 2014. "During the nine months ended September 30, 2015, we did not generate significant revenue, incurred a net loss of $7,362,848 and cash used in operations of $2,350,081. As of September 30, 2015, we had a working capital deficiency of $11,035,646 and a shareholders' deficit of $10,873,832," stated T Riggs Eckelberry, 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. "These factors, among others raise substantial doubt about our ability to continue as a going concern." Mr. Eckelberry further noted, "Our independent auditors, in their report on our audited financial statements for the year ended December 31, 2014 expressed substantial doubt about our ability to continue as a going concern. The ability of us to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, additional cash infusion. We have obtained funds from our shareholders in the nine months ended September 30, 2015, and have standing purchase orders and open invoices with customers. Management believes this funding will continue from our current investors and has also obtained funding from new investors. Management believes the existing shareholders, the prospective new investors and future revenue will provide the additional cash needed to meet our obligations as they become due, and will allow the development of our core business operations." At September 30, 2015, the company had total assets of $1,234,254 and total shareholders' deficit of $10,873,832. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/hjmfalt Los Angeles-based OriginClear, Inc. formerly OriginOil, Inc. is composed of two complementary businesses: The OriginClear Group(TM), which is designed to unite the fragmented water treatment industry and take advantage of the outsourcing trend in water management; and Electro Water Separation(TM), a high-speed, primarily chemical-free technology to clean up large quantities of water. In October 2015, the company acquired Progressive Water Treatment, Inc., which designs and manufactures a line of water treatment systems, for the OriginClear Group. OUTERBANKS KINNAKEET: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Outerbanks Kinnakeet, Inc. PO Box 568 Creedmoor, NC 27522 Case No.: 16-00159 Chapter 11 Petition Date: January 12, 2016 Court: United States Bankruptcy Court Eastern District of North Carolina (Greenville Division) Judge: Hon. Joseph N. Callaway Debtor's Counsel: Phillip H. Hayes, Esq. LAW OFFICE OF PHILLIP HAYES PO Box 1853 Kitty Hawk, NC 27949 Tel: 252-255-0080 Fax: 252-261-0225 Email: hayes@obxlitigation.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Ray E. Hollowell, Jr., president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. PANDA SHERMAN: S&P Lowers Rating on $372MM Term Loan B to 'B-' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its project finance ratings on Panda Sherman Power LLC's $372 million term loan B and $30 million letter of credit to 'B-' from 'B'. At the same time, S&P removed the ratings from CreditWatch, where it placed them with negative implications on Aug. 12, 2015. The outlook is stable. The '2' recovery rating on this debt, indicating "substantial" (70% to 90%; upper end of the range) recovery if a default occurs, is unchanged. "The downgrade reflect our expectation that power prices in ERCOT will remain low during the next few years, based on weaker-than-expected demand, low natural gas prices, and significant renewable penetration," said Standard & Poor's credit analyst Michael Ferguson. S&P notes that the project missed out on considerable energy margins during a period of above-average prices, so the opportunity costs of this outage were significant, which resulted in weak performance against the project's covenants. Still, S&P had anticipated that 2015 would be a weak year for generators in the ERCOT market anyway due to oversupply in the market and weaker than previously expected growth in demand; however, S&P now anticipates that these challenged conditions will continue during the coming years, especially with ERCOT recently opining that reserve margins could grow to over 20% during that time. S&P expects a debt service coverage ratio (DSCR) of about 1.2x during 2016 and 2017. S&P also notes that the project, with weaker liquidity, is somewhat more susceptible to downside risk; S&P assess this project as having a downside resilience in the 'b' category, resulting in no uplift for the project. The stable outlook on the debt ratings reflects S&P's opinion that the ERCOT market will remain weak for at least the next 18 months, as a result of oversupply in the market and renewable penetration, as well as weaker demand growth. S&P expects the DSCR to be around 1.2x during the next year or so as a result of these challenging conditions, though anticipate the project's operations will recover somewhat in 2016. A downgrade is possible if S&P's expectation of debt at maturity changes to greater than $450 per kW, or if DSCRs stay low in the 1.1x area beyond 2017. This would likely result from considerably lower-than-expected spark spreads, consistently poor operational performance, or higher operating and maintenance costs than anticipated. An upgrade is currently unlikely, but could occur if the project mitigates its exposure to merchant market risk by entering into new and effective hedging agreements that increase cash flow predictability, or if S&P's assessment of the ERCOT market changes such that S&P foresees energy prices in that market rising and stabilizing for an extended period. This would likely result in leverage under $240 per kW at maturity and forecast minimum DSCRs of over 1.4x. PANDA TEMPLE II: S&P Lowers Rating to 'B-', Outlook Stable ---------------------------------------------------------- Standard & Poor's Ratings Services lowered the rating on Texas-based Panda Temple II Power LLC to 'B-' from 'B'. The outlook is stable. The recovery rating on this debt remains '3', indicating S&P's expectation of meaningful (50% to 70%; lower end of the range) recovery in the event of default. "The downgrade stems from continued weak market conditions in Electric Reliability Council of Texas [ERCOT]," said Standard & Poor's credit analyst Michael Ferguson. As a consequence of weaker-than-expected growth in demand, persistently low gas prices, and significant renewable production, power prices and spark spreads have collapsed for merchant generators during the past 18 months. While, so far, Temple II has not been as directly affected as certain coal plants have been, generators like Temple II have been significantly affected by these declining spark spreads in part due to the absence of a capacity market and trimmed demand expectations. Because of this, S&P has typically assessed ERCOT merchant generators, including Temple II, as having "high" market risk; this risk has been borne out during the past 18 months, and S&P anticipates that the volatility will continue through at least the end of 2017. The stable outlook reflects S&P's view that power prices could continue to stay low in ERCOT during the next two years, leading to consistently lower DSCRs and heightened refinancing risk. S&P anticipates DSCRs around 1.2x or 1.3x during the next 12 months, based on industry factors. A downgrade is possible if DSCRs stay low throughout 2016 and 2017. Minimum DSCRs dropping below 1.1x would potentially lead to a downgrade over the next year if this causes a challenge to liquidity, while, longer term, the project could face ratings pressure if leverage exceeds $330 per kW at refinancing in S&P's base case. This will become more likely if power prices continue to stay low, potentially due to lower-than-expected demand growth or greater-than-expected penetration of renewable assets. S&P considers an upgrade unlikely but could occur if the project mitigates its exposure to merchant market risk by entering into new and effective hedging agreements that increase cash flow predictability, or if S&P's assessment of the ERCOT market changes such that S&P foresees energy prices in that market rising and stabilizing for an extended period. This would likely result in leverage of under $90 per kW at maturity and minimum DSCRs exceeding 1.4x. PANDA TEMPLE: S&P Revises Outlook to Neg. & Affirms 'B' Rating -------------------------------------------------------------- Standard & Poor's Ratings Services revised the outlook on Texas-based Panda Temple Power LLC to negative from stable. S&P affirmed the 'B' rating on the project. The recovery rating on this debt remains '2', indicating S&P's expectation for substantial (70% to 90%; higher end of the range) recovery in the event of a payment default. "The outlook revision stems from continued weak market conditions in Electric Reliability Council of Texas [ERCOT]," said Standard & Poor's credit analyst Michael Ferguson. As a consequence of weaker-than-expected growth in demand, persistently low gas prices, and significant renewable production, power prices and spark spreads have collapsed for merchant generators during the past 18 months. While not as directly affected as certain coal plants have been, generators like Temple have been significantly affected by these declining spark spreads in part due to the absence of a capacity market. Because of this, S&P has typically assessed ERCOT merchant generators, including Temple, as having "high" market risk; this risk has been borne out during the past 18 months, and we anticipate that the volatility will continue. S&P anticipates the project will have a minimum DSCR of about 1.2x during the next few years before increasing. The negative outlook reflects S&P's view that power prices could continue to weaken in ERCOT during the next two years, leading to consistently lower DSCRs and heightened refinancing risk. S&P anticipates DSCRs around 1.2x during the next 12 months, based on an current market conditions. A downgrade is possible if DSCRs stay low throughout 2016. Minimum DSCRs dropping below 1.1x would potentially lead to a downgrade over the next year, while, longer term, the project could face ratings pressure if leverage exceeds $330 per kW at refinancing in S&P's base case. This will become more likely if power prices continue to stay low, potentially due to lower-than-expected demand growth or greater-than-expected penetration of renewable assets. S&P considers an upgrade unlikely but we could revise the outlook to stable if the project mitigates its exposure to merchant market risk by entering into new and effective hedging agreements that increase cash flow predictability, or if S&P's assessment of the ERCOT market changes such that we foresee energy prices in that market rising and stabilizing for an extended period. This would likely result in leverage of under $90 per kW at maturity and forecasted minimum DSCR above 1.6x. PIONEER ENERGY: S&P Retains 'B+' CCR on Lower Credit Commitments ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised the recovery rating on San Antonio-based Pioneer Energy Services Corp.'s senior unsecured notes to '3' from '4'. The '3' recovery rating indicates S&P's expectation of meaningful (50% to 70%, lower half of the range) recovery in the event of default. The corporate credit rating, along with the issue-level rating, on the company's senior unsecured notes remains 'B+'. The outlook is negative. S&P revised the recovery rating following the Dec. 23, 2015 announcement that commitments on the company's asset-backed revolving credit facility were lowered to $200 million from $300 million. RATINGS LIST Pioneer Energy Services Corp. Corporate credit rating B+/Negative/-- Issue-Level Rating Unchanged; Recovery Rating Revised To From Pioneer Energy Services Corp. Sr unsecd notes B+ Recovery rating 4L 3L PREMIER EXHIBITIONS: Secures $3 Million Note Facility ----------------------------------------------------- Premier Exhibitions, Inc., announced a corporate update to shareholders regarding the status of the Company, its activities since completion of the merger on Nov. 1, 2015, and its immediate priorities. Strategic Outlook for 2016 The immediate priorities for the Company include: 1) stabilizing expenses with improved oversight and controls; 2) exploring opportunities in Asia and Europe; and, 3) improving ticket sales at the Company's existing permanent venues in Buena Park (CA), Las Vegas, Orlando, Atlanta and New York. Premier management recently implemented a plan to better align costs with the current business levels. Elements of the plan include strategic and organizational changes across the Company in venue operations, production and sales & marketing. These changes reflect Premier's commitment to long-term growth while streamlining operations to support its touring exhibit business and rationalizing certain operational expenses. Part of the plan also include a reduction in headcount, primarily from the Company's corporate headquarters. The Company is exploring various opportunities in Asia, including a themed project in Macau which is part of a large-scale redevelopment of Macau's Fisherman Wharf area being led by Macau Legend Development Ltd. Currently, the Company is providing design work for the project. As well, Premier is negotiating several other opportunities to present Titanic and other exhibitions in a series of Chinese venues. The Company will provide additional detail on these projects if and when definitive agreements are executed. Premier's core strength is its touring exhibits combined with its expertise and know-how on delivering museum-quality guest experiences. There is steady interest from museums and science centers in Asia and Europe, which the Company will explore while being mindful of any incremental costs for pursuing these new market opportunities. Bridge Financing On Dec. 9, 2015, the Company entered into a Secured Promissory Note and Guarantee with a lender group for a minimum US$3,000,000 plus an option at Lenders' discretion to loan the Company up to an additional US$2,000,000 for a potential aggregate principal sum not to exceed US$5,000,000. The Company must repay 103% of all unpaid principal, plus fees and accrued and unpaid interest under the Note on Aug. 1, 2017. The unpaid principal amount of the Note will accrue interest at a rate of 12% per annum, provided that during an event of default the Note will bear interest at a rate of 15% per annum. The Note provides that the Company will make draws of: (i) US$1,000,000 on or before Dec. 10, 2015; (ii) $1,000,000, on or before Dec. 18, 2015; and (iii) US$1,000,000 on or before Dec. 31, 2015. To date, only the first US$1,000,000 draw has been made. By agreement of the Company and the Lenders, the two additional draws of US$1,000,000 each are now scheduled to occur on Jan. 15, 2016, and Jan. 28, 2016, respectively. Subsequent to these two draws, the Lenders retain the option to grant or deny Company requests for additional advances at any time during the term. Proceeds of the Note shall be used to satisfy the immediate needs of the Company's business operations and the payment of certain outstanding current liabilities while management considers alternatives for long term financial viability. Board Compensation The Board of Directors of the Company approved a director compensation plan for calendar year 2016. Under the plan, the Company will pay to each non-employee director of the Company an annual cash retainer of C$25,000, with the exception of the Audit Committee Chair, who will receive an annual cash retainer of C$35,000. The previous director compensation plan was an annual retainer of US$50,000, payable half in cash and half in restricted stock. Venue Operations The Company will continue to have significant cash outflows in the near term based on our permanent venue operations while alternatives are developed and executed. These alternatives include, but not limited to, substantial reduction in marketing/advertising expenses, the negotiated restructure of contractual obligations or a negotiated amendment or settlement of certain lease agreements. About Premier Exhibitions Premier Exhibitions, Inc., develops, deploys and operates exhibition products that are presented to the public in exhibition centers, museums and non-traditional venues. The Atlanta-based Company's exhibitions generate income primarily through ticket sales, third-party licensing, sponsorship and merchandise sales. Premier Exhibitions reported a net loss of $11.7 million on $29.4 million of total revenue for the year ended Feb. 28, 2015, compared with a net loss of $778,000 on $29.3 million of total revenue for the year ended Feb. 28, 2014. As of Aug. 31, 2015, the Company had $35.89 million in total assets, $32.2 million in total liabilities, $2.66 million in equity attributable to shareholders of the Company and $1.02 million in equity attributable to non-controlling interest. PROJECT AURORA: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------ Moody's Investors Service assigned a B2 corporate family rating to Project Aurora Holdings, Inc. ("SolarWinds") and B1 to its proposed first lien facilities. The holding company and debt facilities are being used to finance the going-private acquisition of SolarWinds Inc. by private equity groups, Thoma Bravo and SilverLake. Approximately 55% of the total transaction is being funded with equity. The ratings outlook is stable. Ratings Rationale The B2 corporate family rating reflects SolarWinds very high leverage levels post-closing partially offset by the company's cash demonstrated generating capabilities and unusually strong growth prospects. Proposed debt to trailing cash-based EBITDA (as of September 2015) exceeds 8x but is expected to decline to well under 7x over the next 12 to 18 months driven by a combination of cost cuts, and double digit revenue growth (GAAP closing leverage exceeds 9x). If not for the exceptional growth prospects, the ratings would be lower. The growth is driven by the company's unique business model which emphasizes low priced IT infrastructure management and monitoring software and ability to consistently develop or acquire relevant software tools. The company has achieved this growth while maintaining very high operating margins (cash EBITDA margins over 50%) partly driven by the company's efficient, low cost sales and marketing structure. While the company has consistently achieved double digit organic revenue growth over the past four years, the company will cut costs as part of the transaction, which could negatively impact its growth profile. Given the reliance on cost cuts to meet its plans, and its potential negative impact on the business, the company is considered weakly positioned in the B2 rating category. SolarWinds has grown revenue, EBITDA and cash flow for the past decade including growing through the last downturn. Over this period revenue and EBITDA have grown at a compound annual rate of 35% and 22% respectively through a combination of organic growth and acquisitions. In addition to the strong growth prospects, the rating is supported by the recurring nature of much of (nearly 65%) SolarWinds revenues. The base of recurring revenues (primarily maintenance and subscription revenue) have grown at double digit rates through this period. Liquidity is expected to be good based on an estimated $50 million of cash on hand at closing, an undrawn $125 million revolver and modest but positive free cash flow over the next year. The ratings could be downgraded if growth slows significantly or cash-based leverage is not on track to get well below 7x and free cash flow to debt above 5%. Additional debt funded acquisitions before the company achieves those levels could also cause downward pressure on the ratings. Though unlikely in the near term, the ratings could be upgraded if cash-based leverage is sustained below 5.5x while growth rates remain high. These ratings were assigned: Assignments: Issuer: Project Aurora Holdings, Inc. Probability of Default Rating, Assigned B2-PD Corporate Family Rating, Assigned B2 First Lien Senior Secured Bank Credit Facilities, Assigned B1 LGD3 Outlook Actions: Issuer: Project Aurora Holdings, Inc. Outlook, Assigned Stable The ratings on the first lien debt are notched up from the corporate family rating reflecting their senior position in the capital structure. The first lien debt facilities are positioned ahead of the unrated second lien debt on the majority of SolarWinds assets. However, the first lien debt will not rank ahead of the second lien debt on certain intercompany loans. The principal methodology used in these ratings was Global Software Industry published in October 2012. SolarWinds is provider of IT infrastructure software. The company, headquartered in Austin, TX, had revenues of $486 million for the twelve months ended Sept. 30, 2015. PROJECT AURORA: S&P Assigns 'B' CCR on Leveraged Buyout ------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'B' corporate credit rating to Austin, Texas-based Project Aurora Holdings Inc., the holding company for SolarWinds Inc. The outlook is negative. At the same time, S&P assigned its 'B' issue-level rating and '3' recovery rating to the company's $1.625 billion first-lien credit facility, comprising a $125 million revolving credit facility due 2021 and a $1.5 billion-equivalent U.S. dollar- and euro-denominated first-lien term loan due 2023. The '3' recovery indicates S&P's expectation of meaningful (50%-70%, upper half of the range) recovery for the first-lien debt holders in the event of default. S&P also assigned a 'CCC+' issue-level rating and '6' recovery rating to the company's $580 million second-lien notes due 2024. The '6' recovery indicates S&P's expectation of negligible (0%-10%) recovery for the second-lien debt holders. "The rating reflects our view of SolarWinds' strong free cash flow with a large recurring revenue base and above-average EBITDA margins offset by its narrow focus and niche position in the fragmented network information technology (IT) infrastructure management software market," said Standard & Poor's credit analyst Geoffrey Wilson. SolarWinds provides IT infrastructure management software that primarily manages and monitors networks and applications performance. PROTEA BIOSCIENCES: Has Going Concern Doubt, Needs to Raise Funds ----------------------------------------------------------------- Protea Biosciences Group, Inc., has substantial doubt about its ability to continue as a going concern, according to Stephen Turner, chief executive officer, president and director of the company in a regulatory filing with the U.S. Securities and Exchange Commission on November 16, 2015. Mr. Turner related: "The company has experienced negative cash flows from operations since inception. Since inception, our operations have been funded primarily through proceeds received from the issuance of debt and sale of equity securities in private placement offerings. We will continue to require substantial funds to advance our research products and services. We intend to continue to meet our operating cash flow requirements by raising additional funds from the sale of equity or debt securities and possibly developing corporate development partnerships to advance our molecular information technology development activities by sharing the costs of development and commercialization. We may also consider the sale of certain assets or entering into a transaction such as a merger with a business complimentary to ours. While we have been successful in raising funds to fund our operations since inception and we believe that we will be successful in obtaining the necessary financing to fund our operations going forward, there are no assurances that we will be able to secure additional funding. "These factors raise substantial doubt about our ability to continue as a going-concern. "The company has worked closely with various state agencies that financed our long and short term debt and has obtained various extensions and modifications related to the repayment of these obligations. "With a goal of raising additional capital during the third quarter of 2015, the company will be working closely with our financial advisors to determine our tactical approach to the equity markets, with particular emphasis on identifying the best deal structure to attract and retain meaningful capital sponsorship from retail and/or institutional investing communities. However, there can be no assurance that we will be successful in raising additional capital on terms acceptable to us or at all. "The company would have to raise not less than $10 million of additional debt or equity financing in order to complete the acquisition of vivoPharm Pty Ltd. There can be no assurance that the company will be successful in completing the necessary financing or if completed, that the terms will be favorable to the company and its stockholders. "The company's molecular information services division has signed new contracts with large-to-mid market pharmaceutical companies. These contracts have provided more routine workflow resulting in increased revenues and more consistent cash flows in 2015. "Based on our current spending levels, management estimates that the company will need approximately $2,300,000 in additional working capital, net of cash flows from revenue, to maintain current operations through the end of 2015 or $9,000,000 for the next twelve calendar months. "The company will require additional financing to continue its operations. If we cannot obtain financing, then we may be forced to further curtail our operations or consider other strategic alternatives. Even if we are successful in raising the additional financing, there is no assurance regarding the terms of any additional investment and any such investment or other strategic alternative would likely substantially dilute our current stockholders." At September 30, 2015, the company had total assets of $3,233,720 and total stockholders' deficit of $9,482,186. For the three months ended September 30, 2015, the company incurred a net loss of $2,307,040 as compared with a net loss of $4,658,776 for the same period in 2014. A full-text copy of the company's quarterly report is available for free at: http://tinyurl.com/hco5lou Protea Biosciences Group, Inc., provides bioanalytical technologies and capabilities to the pharmaceutical, diagnostic and life science industries. The company is headquartered in Morgantown, West Virginia. RANCH 967: Court Approves Distribution of Sale Proceeds ------------------------------------------------------- Judge Tony M. Davis of the United States Bankruptcy Judge for the Western District of Texas, Austin Division, issued an order approving the distribution of the remaining proceeds of the sale of Ranch 967, LLC's assets. The Remaining Sale Proceeds will be distributed as follows: (a) First, the Commission will be paid to Riley-McLean in the amount of $250,000. (b) Second, the Appraiser Fee of $5,500 will be paid to Aegis. (c) Third, the Professional Fees in the amount of $163,012 will be funded to the Debtor's Counsel. (d) Fourth, an administrative claim of Susan Wise in the amount of $5,730. (e) Any funds remaining after the payments contemplated above will be distributed pro rata to the claims of the Unsecured Claimants. Judge Davis additionally authorizes the Debtor's counsel to draw down the remainder of its prepetition retainer in the amount of $14,582. The Debtor's Counsel's only obligation with respect to the amounts to be paid hereunder will be to disburse them pursuant to the terms of the Order. Judge Davis overruled the objection of Susan Wise. Ms. Wise complained that the list of Unsecured Creditors purports to provide the amount of her unsecured claim to be $18,802 and that she may expect an anticipated pro rata distribution from the bankruptcy estate in the amount of $8,374 only. According to Ms. Wise, these amounts were premised on an inaccurate listing considering that she filed on December 16, 2015, an Amended Proof of Claim in the amount of $98,049 and that the parties have been aware of the true amount of her claim for an extended period of time, certainly long before the Amended Motion to Distribute was filed. Ranch 967 LLC is represented by: Eric J. Taube, Esq. Morris D. Weiss. Esq. Christopher G. Bradley. Esq. TAUBE SUMMERS HARRISON TAYLOR MEINZER BROWN LLP 100 Congress Avenue, Suite 1800 Austin, TX 78701 Tel: (512) 472-5997 Fax: (512) 472-5248 Email: etaube@taubesummers.com mweiss@taubesummers.com cbradley@taubesummers.com Susan Wise is represented by: Berry D. Spears, Esq. LOCKE LORD LLP 600 Congress Ave., Suite 2200 Austin, TX 78701 Tel: (512) 305-4700 Fax: (512) 305-4800 Email: bspears@lockelord.com About Ranch 967 Ranch 967 LLC was formed to acquire and develop approximately 1,559 acres of real estate located in Dripping Springs, Texas. Its managing members are Brady Oman of Austin, Texas and Frank Carmel from Bethesda, Maryland. Ranch 967 purchased the property in November 2013 for $10.1 million, financed by a loan from a consortium of lenders located in Texas under a single loan of $10,296,000. The Company's intent was to subdivide the property into 15 large executive ranches, build the access road to the individual ranches, install underground electrical access, an entrance gate and other improvements to the property originally planned to be known as "O Bar Ranch". Though the Company has been successful in taking steps to develop the project and generate interested buyers of both lots and bulk sales, the lenders did not extend the Nov. 25, 2015 maturity date of the indebtedness. A foreclosure sale scheduled by the lenders prompted Ranch 967 LLC to file a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 15-10314) on March 3, 2015. The petition was signed by Frank J. Carmel, the managing member. The Debtor disclosed $22,500,000 in assets and $12,979,971 in liabilities as of the Chapter 11 filing. Judge Tony M. Davis presides over the case. On March 31, 2015, the U.S. Trustee filed its notice that it did not intend to appoint a committee of unsecured creditors in the Chapter 11 Case. The Debtor in April 2015 won approval to hire Taube Summers Harrison Taylor Meinzer Brown as counsel, and Aegis Group, Inc. as its appraiser. The lenders sought and obtained entry of an order declaring that the Ranch 967 bankruptcy case is a single asset real estate proceeding subject to 11 U.S.C. Sec. 362(D)(3). RETROPHIN INC: Expects $99.9 Million Revenue for 2015 ----------------------------------------------------- Retrophin, Inc., announced that, based on preliminary, and unaudited financial data, the Company expects net product sales for the fourth quarter of 2015 will be approximately $30.4 million. For the fiscal year 2015, the Company expects total net product sales of approximately $99.9 million. "We are very pleased to report strong preliminary fourth quarter and full-year 2015 revenue," said Stephen Aselage, chief executive officer of Retrophin. "These results reflect the expanding demand for, and increased access to Retrophin's commercial portfolio, and we look forward to further growth throughout 2016. Additionally, we remain focused on rapidly advancing our pipeline as we approach significant milestones during the coming year, which we anticipate will move us closer to providing therapeutics for patients suffering from debilitating rare diseases, while generating sustainable value for Retrophin's many stakeholders." The Company will provide final financial results from the fourth quarter and year-end 2015 as well as a corporate update in a press release and conference call expected in late February. About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. Retrophin reported a net loss of $111 million in 2014 following a net loss of $34.6 million in 2013. As of Sept. 30, 2015, the Company had $512 million in total assets, $221 million in total liabilities, and $291 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company has suffered recurring losses from operations, used significant amounts of cash in its operations, and expects continuing future losses. In addition, at Dec. 31, 2014, the Company had deficiencies in working capital and net assets of $70.2 million and $37.3 million, respectively. Finally, while the Company was in compliance with its debt covenants at Dec. 31, 2014, it expects to not be in compliance with these covenants in 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. RICEBRAN TECHNOLOGIES: Hal Mintz Reports 9.7% Stake as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Hal Mintz disclosed that as of Dec. 31, 2015, he beneficially owns 933,441 shares of common stock of RiceBran Technologies, representing 9.79 percent of the shares outstanding. Also included in the filing are the following reporting persons: Amount Beneficially Percent Name Owned of Class ---- ------------ -------- Sabby Healthcare Master Fund, Ltd. 552,741 5.80% Sabby Volatility Warrant Master Fund, Ltd. 380,700 3.99% Sabby Management, LLC 933,441 9.79% A copy of the regulatory filing is available for free at: http://is.gd/Q7NSOt About RiceBran Scottsdale, Ariz.-based RiceBran Technologies, a California corporation, is a human food ingredient and animal nutrition company focused on the procurement, bio-refining and marketing of numerous products derived from rice bran. Ricebran incurred a net loss of $26.6 million in 2014 following a net loss of $17.6 million in 2013. As of Sept. 30, 2015, the Company had $35.5 million in total assets, $27.2 million in total liabilities, $195,000 in temporary equity and $8.14 million in total equity attributable to the Company's shareholders. Marcum, LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered recurring losses from operations resulting in an accumulated deficit of $242.5 million at Dec. 31, 2014. This factor among other things, raises substantial doubt about its ability to continue as a going concern. ROBSTOWN, TX: Moody's Lowers GOLT Debt Ratings to Ba2 ----------------------------------------------------- Moody's Investors Service has downgraded the city of Robstown's (TX) General Obligation ratings to Ba2 from Baa2. Outlook is negative. The outstanding bonds and certificates are direct obligations of the city, payable from ad valorem taxes levied against all taxable property within the limits prescribed by law. The Ba2 rating applies to $7.8 million in outstanding Moody's-rated debt; the city has an additional $10.5 million in outstanding parity debt not rated by Moody's. The downgrade to Ba2 reflects the city's poor fiscal management resulting in a very narrow financial position. The rating also reflects the city's modestly-sized tax base, a high tax rate, a weak socioeconomic profile, and an above average debt burden. Rating Outlook The maintenance of the negative outlook reflects the expectation of continued pressure on operations and a projected negative reserve position. Factors that Could Lead to an Upgrade Return to structural balance and replenishment of General Fund reserves Continued tax base expansion to off-set debt burden Factors that Could Lead to a Downgrade Failure to regain structural balance in the general fund Increase in the city's debt profile Legal Security Both the bonds and certificates are direct obligations of the City, payable from ad valorem taxes levied against all taxable property within the limits prescribed by law. Use of Proceeds N/A Obligor Profile Robstown has a population of 11,688, per the 2013 US Census estimate and is located in south Texas. The city benefits from the proximity to the Eagle Ford Shale formation, and the Corpus Christi, TX MSA. Methodology The principal methodology used in this rating was US Local Government General Obligation Debt published in January 2014. SAMSON RESOURCES: Chisos Ltd. Seeks Adequate Protection ------------------------------------------------------- Chisos, Ltd., asks the U.S. Bankruptcy Court for the District of Delaware to direct Samson Resources Corporation, et al., to provide adeequate protection pursuant to Section 363(e) of the Bankruptcy Code. Chisos assert that it is an undisputed holder of overriding royalty interests in and to the oil, gas and other minerals produced from various oil and gas wells operated by Debtor Samson Lone Star, LLC, in the Cotton Valley Field in East Texas -- the "Samson Burdened Wells." Chisos emphasized that it qualifies as an entity protected by Section 363(e) since, under Texas law, it holds an ownership and security interest in the hydrocarbons, which are produced from the Samson Burdened Wells, and the funds obtained from the sale of those hydrocarbons. Proceeds from the sale of hydrocarbons attributable to Chisos' ORI constitute "cash collateral" as that term is used in the Bankruptcy Code According to Chisos, it has acquired the overriding royalty interests pursuant to numerous recorded documents. Because Chisos had to rely on the Debtor's calculations of a complex formula for Net Proceeds based on the Debtor's books and records, the Debtor had a special duty of good faith and fair dealing, Chisos further asserts. However, Samson Lone Star improperly scheduled its prepetition royalty obligations to Chisos as a "Trade Payable," and listed the amount of that outstanding royalty as $913,451. Chisos, Ltd. is represented by: Jason C. Powell, Esq. 824 Market Street, Suite 1000 P.O. Box 1351 Wilmington, DE 19899 Telephone: (302) 575-1555 Email: jpowell@ferryjoseph.com -- and -- Franklin Lewis Broyles, Esq. Law Office of Frank L. Broyles 4956 N. O’Connor Blvd. Irving, TX 75062 Telephone: (469) 417-0100 x 105 E-mail: frank.broyles@utexas.edu -- and -- Barry Frank Cannaday, Esq. Dentons US LLP 2000 McKinney Ave., #1900 Dallas, TX 75201 Telephone (214) 259-1855 E-mail: barry.cannaday@dentons 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. SAMSON RESOURCES: Has Until April 13 to Remove Actions ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware extended to April 13, 2016, the period by which Samson Resources Corporation, et al., must remove certain actions. 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. SCIENTIFIC LEARNING: Noel Moore Lowers Stake to 1.4% as of Dec. 31 ------------------------------------------------------------------ In an amended Schedule 13G filed with the Securities and Exchange Commission, Noel G. Moore disclosed that as of Dec. 31, 2015, he beneficially owns 336,710 shares of common stock of Scientific Learning Corporation, representing 1.4 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/pRpdSQ About Scientific Learning Corp Scientific Learning is an education company. The Company accelerates learning by applying proven research on how the brain learns in online and on-premise software solutions. The Company provides its learning solutions primarily to United States K-12 schools in traditional brick-and-mortar, virtual or blended learning settings and also to parents and learning centers, in more than 40 countries around the world. The Company's sales are concentrated in K-12 schools in the U.S., which in during the year ended December 31, 2011 were estimated to total over 116,000 schools serving approximately 55 million students in almost 14,000 school districts. During the year ended Dec. 31, 2011, the K-12 sector accounted for 87 percent of the sales of the Company. Scientific Learning incurred a net loss of $6.20 million on $21.06 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $9.65 million on $28.1 million of total revenues in 2012. The Company incurred a net loss of $6.47 million in 2011. As of Dec. 31, 2013, the Company had $7.11 million in total assets, $17.7 million in total liabilities, and a $10.6 million total stockholders' deficit. Armanino LLP, in San Ramon, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses from operations, deficiency in working capital and its need to raise additional capital raise substantial doubt about its ability to continue as a going concern. SEQUENOM INC: Expects $128 Million Revenue for 2015 --------------------------------------------------- Sequenom, Inc., announced preliminary results for 2015, commented on its business progress during the fourth quarter of 2015, and provided an update on the performance of its recently launched MaterniT GENOME laboratory-developed test. Sequenom provided the following preliminary 2015 results (unaudited): * Sequenom's preliminary revenue for 2015 was approximately $128 million * Over 42,000 total commercial diagnostic test samples were accessioned during the fourth quarter of 2015, as compared to approximately 41,000 in the third quarter of 2015 * Of the total, 37,300 noninvasive prenatal test (NIPT) samples were accessioned in the fourth quarter of 2015, as compared to 35,500 in the third quarter of 2015 * Total cash, cash equivalents and marketable securities as of Dec. 31, 2015, were approximately $76 million * Cash burn was approximately $25 million for 2015 and $5 million for the fourth quarter of 2015 "Sequenom made considerable progress during the fourth quarter," said Dr. Dirk van den Boom, president and CEO. "Our goal is to set a new standard for NIPT by offering the most comprehensive noninvasive prenatal test solutions for physicians and their patients. We are pleased to report that total test accessions increased sequentially from the third quarter, reflecting our increased focus on commercial and operational execution. Throughout the fourth quarter, we also established clinical collaborations with key opinion leaders at four major academic centers for the development of our oncology liquid biopsy assay." The Company's emphasis on women's health includes expanding its presence in the obstetrician and gynecologist channel to better serve average risk pregnancies, while continuing to maintain its leadership among maternal fetal medicine specialists. Sequenom continues to advance its in-network relationships with insurers and payor networks, and leveraging the potential of Sequenom's newly launched MaterniT Genome product. MaterniT GENOME Progress "Demand for our new MaterniT GENOME product, launched just at the end of August, has been stronger than we originally expected, both domestically and internationally," remarked Dr. van den Boom. "While we are encouraged by the positive reception of MaterniT GENOME by physicians and patients, we are carefully positioning the test with clinicians to ensure that it is used where it can provide the highest value." Over 3,000 MaterniT GENOME tests were accessioned in the fourth quarter of 2015, representing the product's first full quarter of sales. 2015 Results Sequenom will provide its complete results for the fourth quarter and full year 2015 in a conference call scheduled for March 2, 2016. The Company also plans to provide guidance for 2016 at that time. The Company will issue a press release with details for that announcement and conference call at a later time. JP Morgan Conference On Jan. 13, 2016, Dirk van den Boom, the Company's president and chief executive officer, presented at the JP Morgan 34th Annual Healthcare Conference in San Francisco, CA to provide an overview of and update on the Company. In connection with the Company's participation at the J.P. Morgan 34th Annual Healthcare Conference, the Company is reporting on the status of its oncology development program. The Company is currently developing an RUO assay with an initial focus on the detection and molecular profiling of late stage non-hematologic malignancies, where tissue biopsies are not available or too risky to obtain. Milestones achieved include: * Development of the most comprehensive circulating tumor DNA assay covering a breadth of cancer types by analyzing over 130 cancer-related genes that are associated with a Food and Drug Administration (FDA)-approved drug treatment, included in professional society guidelines, linked to targeted therapies currently in clinical trials, or part of well- documented cancer pathways * Establishment of a network of key opinion leaders in the therapy selection and monitoring space * Development of data interpretation and delivery solutions * High sensitivity (99.999%) * Commencement of investigator initiated studies About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. As of Sept. 30, 2015, the Company had $129 million in total assets, $156 million in total liabilities and a $27.7 million total stockholders' deficit. "If we fail to generate enough cash flow from our operations or otherwise obtain the capital necessary to fund our operations, our financial results, financial condition and our ability to continue as a going concern will be adversely affected and we will have to cease or reduce further commercialization efforts or delay or terminate some or all of our diagnostic testing services or other product development programs," the Company said in its 2014 annual report. SHERWIN ALUMINA: Joint Administration of Chapter 11 Cases --------------------------------------------------------- Sherwin Alumina Company, LLC, and Sherwin Pipeline, Inc., ask the Bankruptcy Court to enter an order directing procedural consolidation and joint administration of their related Chapter 11 cases. The Debtors request that the Court maintain one file and one docket for the jointly-administered cases under the case of Sherwin Alumina Lead Case No. 16-20012. Zack A. Clement, Esq., at Zack A. Clement PLLC, counsel for the Debtors, said joint administration will provide significant administrative convenience without harming the substantive rights of any party in interest. According to Mr. Clement, the entry of an order directing joint administration will reduce fees and costs by avoiding duplicative filings and objections. Joint administration also will allow the Office of the United States Trustee for the Southern District of Texas and all parties-in- interest to monitor these chapter 11 cases with greater ease and efficiency, he added. The Debtors maintain that joint administration will not adversely affect their respective constituencies because this Motion seeks only administrative, not substantive, consolidation of their estates. 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. Sherwin operates an alumina plant in Gregory, Texas that produces aluminum oxide (or alumina), which is the primary component of aluminum, from bauxite. Sherwin produces alumina through the "Bayer Process," a refining technique that produces alumina from bauxite ore by dissolving the bauxite in a caustic solution. SHERWIN ALUMINA: To Continue Plant Operations While in Ch. 11 ------------------------------------------------------------- Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas, in Corpus Christi, TX (the "Court"). During the financial restructuring, the Company intends to continue its plant operations in the ordinary course. In connection with the Chapter 11 filing, Sherwin has filed a Chapter 11 Plan that incorporates and contemplates a "stalking horse" asset purchase agreement and marketing process with Corpus Christi Alumina, LLC, an affiliate of its senior secured lender Commodity Funding, LLC, which is a subsidiary of Sherwin's ultimate equity owner, Glencore Ltd. Under the terms of the asset purchase agreement, Corpus Christi Alumina will acquire substantially all of Sherwin's assets. Corpus Christi Alumina will serve as the "stalking horse bidder" and its bid is subject to higher and otherwise better offers, among other conditions. Sherwin plans to seek approval of the proposed sale as part of the confirmation of the Plan. If consummated, the proposal would allow the Company to expeditiously complete its Chapter 11 sale process and emerge debt-free. Like many other commodity companies, Sherwin has been significantly impacted by the challenging commodity pricing environment. These macro-economic conditions have negatively affected the underlying value of Sherwin's assets. The Company intends to restructure those obligations and unlock the value of its business enterprise in Chapter 11. Thomas Russell, President and Chief Executive Officer of Sherwin, said, "Over the last 62 years, Sherwin's hard-working, talented employees have established Sherwin as an economic pillar of the Corpus Christi region and one of the world's leading alumina production businesses. However, the challenging global market conditions for alumina prevent Sherwin from maximizing the significant value of its assets. To further confirm that the proposed sale represents the highest or best offer for Sherwin's assets, the Company plans to immediately launch a competitive sale process. Sherwin's proposed sale process will best position our plant for long-term success and preserve an important source of jobs and economic activity in our community." Mr. Russell continued, "Sherwin is dedicated to the highest standards of operational safety and environmental stewardship, and will remain so throughout the financial restructuring process. We look forward to the continued support of our vendors and the ongoing hard work of our employees as we work through the court-supervised sale process." During this process, Sherwin remains committed to fulfilling its obligations under the National Labor Relations Act and to bargain in good faith with the United Steel Workers. Sherwin has requested Court authority for standard and customary "first day" relief to continue its customer shipments and plant operations (including paying employee wages and benefits and post-petition trade claims) in the ordinary course during the restructuring process. The Company has received a commitment for $40 million in "debtor in possession" ("DIP") financing from Commodity, the Company's primary prepetition lender, to support its continued operations. Upon approval by the Court, the DIP financing, combined with cash generated from ongoing operations, will provide sufficient liquidity to support the business during the restructuring process. Court filings and other information related to the restructuring proceedings are available at a website administered by the Company's claims agent, Kurtzman Carson Consultants LLC, at http://www.kccllc.net/sherwin. Kirkland & Ellis LLP is serving as legal counsel to Sherwin and Huron Consulting Services LLC is serving as financial advisor and investment banker. Curtis, Mallet-Prevost, Colt & Mosle LLP is serving as legal counsel to Commodity Funding, LLC and Corpus Christi Alumina, LLC. About Sherwin Sherwin's Gregory, TX plant is capable of producing 1.65 million tons of smelter grade aluminum oxide, or alumina, each year. Alumina is a key component of aluminum, a lightweight, durable and recyclable product used in a spectrum of consumer products that include smart phones, zippers, wiring, building materials and cars. Situated on the Texas Gulf Coast, Sherwin is strategically located along a deep water port, accessible by vessels with displacements of up to 60,000 tons, which are the primary transportation mode for incoming bauxite and outgoing alumina. Sherwin also ships to customers by barge, rail, and truck. Sherwin is ISO 9001 and ISO 14001 certified. SIFCO INDUSTRIES: Receives NYSE Notice of Non-Compliance -------------------------------------------------------- SIFCO Industries, Inc. received a notice on January 4, 2016 from the NYSE MKT LLC indicating that the Company is below certain listing standards, as set forth in Section 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing of its Annual Report on Form 10-K for the year ended September 30, 2015. Under the NYSE MKT guidelines, until SIFCO files its Form 10-K, its common stock will remain listed on the NYSE MKT under the symbol "SIF," but will be assigned an ".LF" indicator to indicate late filing status. Five business days following the receipt of this noncompliance notice, SIFCO will be added to the list of NYSE MKT noncompliant issuers on the website and the indicator will be disseminated with the Company's ticker symbol. The indicator will be removed once the Company has regained compliance with all applicable listing standards. In order to maintain its listing, SIFCO must submit a plan of compliance by February 3, 2016 addressing its actions on how it intends to regain compliance with Section 134 and 1101 of the NYSE MKT Company Guide by July 5, 2016. If the plan is not accepted or if it is accepted but the Company is not in compliance with the continued listing standards by July 5, 2016, or if the Company does not make progress consistent with its plan, the NYSE MKT will initiate delisting procedures as appropriate. The Company intends to submit a compliance plan on or before the deadline set by the NYSE MKT. Currently SIFCO is working diligently to compile and disseminate the information required to be included in the Form 10-K. The Company expects to file the Form 10-K before the deadline set by the NYSE MKT. SIFCO Industries, Inc. is engaged in the production of forgings and machined components primarily for the aerospace and energy markets. The processes and services include forging, heat-treating, and machining. SPANISH BROADCASTING: Joins FCC'S Television Spectrum Auction ------------------------------------------------------------- Spanish Broadcasting System, Inc. announced its participation in the FCC's Television Spectrum Incentive Auction with its Miami and Houston Television stations. "We have filed applications to participate in the FCC's television spectrum incentive auction with our Miami television station, WSBS-CD - Channel 50, and our Houston television station, KTBU - Channel 42, to potentially generate cash proceeds that are expected to be created by the auction process. As participants in the FCC's television spectrum incentive auction we will be subject to the FCC's anti-collusion rule, which prohibits certain communications during a "quiet period." The quiet period will end when the FCC issues a public notice announcing the completion of the reverse and forward auctions, which will likely be sometime in late 2016. There can be no assurance that the FCC's television spectrum incentive auction will be successfully completed and any potential cash proceeds will be subsequently realized," the Company states in a press release. About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. Spanish Broadcasting reported a net loss of $20.0 million on $146 million of net revenue for the year ended Dec. 31, 2014, compared with a net loss of $88.6 million on $154 million of net revenue in 2013. As of Sept. 30, 2015, the Company had $457 million in total assets, $551 million in total liabilities and a total stockholders' deficit of $94 million. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. STAR BULK: Fails Nasdaq's Minimum Bid Price Requirement ------------------------------------------------------- Star Bulk Carriers Corp. received a letter from the Listing Qualifications department of The NASDAQ Stock Market LLC dated as of January 6, 2016, notifying the Company that the minimum bid price for its common shares was below $1.00 per share for a period of 30 consecutive business days, and that the Company therefore did not meet the minimum bid price requirement for the Nasdaq Global Select Market, which is set forth in Nasdaq Listing Rule 5450(a). The Company's common shares will continue to be listed on and trade on the Nasdaq Global Select Market under the symbol "SBLK", as the Nasdaq notification letter does not result in the immediate delisting of the Company's common shares. The Company's business operations are not affected by the notification letter. The Company has a compliance period of 180 calendar days, or until July 5, 2016, to regain compliance with Nasdaq's minimum bid price requirement. Compliance would be regained if the minimum bid price for the Company's common shares were to be at or above $1.00 per share for a minimum of 10 consecutive business days before the expiration of the grace period. If the Company does not regain compliance in that period, it may be eligible for an additional grace period if it satisfies the continued listing requirement for market value of publicly held shares and all other initial listing standards, with the exception of the bid price requirement, and provides written notice of its intention to cure the deficiency during the second compliance period. The Company intends to monitor the closing bid price of its common stock between now and July 5, 2016 and is considering all options that will allow its common shares to remain listed on the Nasdaq. About Star Bulk Star Bulk is a global shipping company providing worldwide seaborne transportation solutions in the dry bulk sector. Star Bulk's vessels transport major bulks, which include iron ore, coal and grain and minor bulks which include bauxite, fertilizers and steel products. Star Bulk was incorporated in the Marshall Islands on December 13, 2006 and maintains executive offices in Athens, Greece. Its common stock trades on the Nasdaq Global Select Market under the symbol "SBLK". On a fully delivered basis, Star Bulk will have a fleet of 80 vessels, with an aggregate capacity of 9.0 million dwt, consisting of Newcastlemax, Capesize, Post Panamax, Kamsarmax, Panamax, Ultramax, Supramax and Handymax vessels with carrying capacities between 45,588 dwt and 209,537 dwt. TERRAFORM GLOBAL: S&P Lowers CCR to 'B-', Outlook Stable -------------------------------------------------------- Standard & Poor's Ratings Services lowered all its ratings on Terraform Private LLC (Private) and TerraForm Global Inc. (Global), including the corporate credit rating to 'B-' from 'B'. The rating outlook is stable. "The rating actions on Private and Global are due to a downward assessment of SunEdison's group credit profile following its recent execution on a series of debt exchange transactions that, in our view, represent a distressed debt exchange," said Standard & Poor's credit analyst Nora Pickens. Private's stand-alone credit profile (SACP) remains 'b', reflecting S&P's assessment of its "weak" business risk profile and "highly leveraged" financial risk profile. Global's SACP remains 'b+', reflecting S&P's assessment of its "weak" business risk profile and "significant" financial risk profile. S&P views Global and Private as insulated subsidiaries of SunEdison, so S&P has linked the ratings. In S&P's view, SunEdison has substantial control over both entities. SunEdison owns a substantial portion of Global's common stock and 100% of the incentive distribution rights. SunEdison also owns all of Private's common stock and 100% of the common voting rights. At the same time, however, S&P believes the operating entities benefit from various structural protections, allowing the ratings to be higher than that of the parent company. TerraForm Private LLC Per S&P's group ratings methodology, it generally do not lower the ratings of insulated subsidiaries, like Private, below 'B-' unless S&P believes that the subsidiary would likely be drawn into an insolvency of the parent company. The outlook on Private is stable, as its SACP of 'b' is above its corporate credit rating of 'B-'. Any further credit degradation at SunEdison would not lead to a negative rating action on Private unless S&P believes it's likely that Private will be drawn into insolvency proceedings of the parent company. S&P could also lower ratings if Private's liquidity unexpectedly becomes constrained or S&P believes that its capital structure becomes unsustainable, which would prompt a downgrade into the CCC category. If SunEdison's creditworthiness improves, S&P could raise the rating on Private, assuming that its SACP remains at least 'b' or higher. TerraForm Global Inc. Per S&P's group ratings methodology, it generally do not lower the ratings of insulated subsidiaries, like Global, below 'B-' unless S&P believes that the subsidiary would likely be drawn into an insolvency of the parent company. The outlook on Global is stable, as its SACP of 'b+' is above its corporate credit rating of 'B-'. Any further credit degradation at SunEdison would not lead to a negative rating action on Global unless S&P believes it's likely that the Global will be drawn into insolvency proceedings of the parent company. S&P could also lower ratings if Global's liquidity unexpectedly becomes constrained or S&P believes that its capital structure becomes unsustainable, which would prompt a downgrade into the 'CCC' category. If SunEdison's creditworthiness improves, S&P could raise the rating on Global, assuming that its SACP remains at least 'b' or higher. TRANSCOASTAL CORP: Reorganization Plan Wins Approval ---------------------------------------------------- Lillian Rizzo, writing for Dow Jones' Daily Bankruptcy Review, reported that TransCoastal Corp., one of the latest victims of falling oil and gas prices, on Jan. 11 won approval from a bankruptcy judge for its reorganization plan. As previously reported by The Troubled Company Reporter, TransCoastal and affiliated debtor CoreTerra Operating filed for Chapter 11 protection with a Joint Prepackaged Plan of Reorganization that would convert $21 million in loans to equity. The Company, which engages in the acquisition, exploration, development and production of oil and natural gas properties, is represented by Stephen M. Pezanosky of Haynes & Boone. Documents filed with the Court note, "As oil prices have declined and access to capital has deteriorated, many E&P companies have been forced to reduce their capital expenditure budgets, focus efforts on managing liquidity, and address outstanding debt obligations. TC-TX has not been spared from the same difficulties and as a result has seen reductions in operating cash flow and a deteriorating working capital position." According to BankruptcyData, the Company concurrently filed with it Chapter 11 petition a Joint Prepackaged Plan of Reorganization and related Disclosure Statement. Under the Plan, approximately $21 million of loans and obligations outstanding under the Company's prepetition loan agreement will be converted into (i) 100% of the new equity in the reorganized TC-TX, and (ii) 100% of the new exit facility term loan in full and final satisfaction of the claims, liens and rights of the senior lender against the Debtors arising under or in connection with the pre-petition loan agreement. General unsecured claims will be unimpaired, all prepetition equity interests in TC-TX will be extinguished and existing equity will not receive or retain any property under the Prepackaged Plan. Dallas, Texas-based TransCoastal Corporation, et al., filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 15-34956) on Dec. 8, 2015. The petitions were signed by Stuart Hagler, chief executive officer. The Hon. Harlin DeWayne Hale presides over the cases. The Debtors tapped Stephen M. Pezanosky, Esq., at Haynes And Boone, LLP, as counsel, and Blackhill Partners, LLC, as their financial advisor. TransCoastal estimated assets at $1 million to $10 million and debts at $10 million to $50 million. TRANSGENOMIC INC: Obtains $2.2 Million From Private Placement ------------------------------------------------------------- Transgenomic, Inc., raised gross proceeds of approximately $2.2 million in a preferred stock and warrant private placement financing with existing investors Crede Capital Group, LLC and Third Security, LLC. Through a definitive purchase agreement with the investors, Transgenomic sold approximately $2.2 million of units consisting of an aggregate of 2,365,243 shares of Series A-1 convertible preferred stock and warrants to purchase up to an aggregate of 1,773,929 shares of common stock. The units were sold to the investors at a purchase price of $0.93 per unit. The Series A-1 preferred shares are convertible into shares of common stock at an initial rate of 1-for-1, with the conversion rate subject to further adjustment. The warrants are immediately exercisable, have a term of five years and have an exercise price of $1.21 per share of common stock. Each warrant includes cash and cashless exercise features, as well as an exchange feature. Transgenomic expects to use the net proceeds from the offering for general corporate and working capital purposes, including activities supporting the ongoing commercialization of Transgenomic's ICE COLD-PCR technology. Craig-Hallum Capital Group LLC acted as the sole placement agent for the offering. About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. As of Sept. 30, 2015, the Company had $24.5 million in total assets, $17.7 million in total liabilities and $6.71 million in total stockholders' equity. Ernst & Young LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. TRANSGENOMIC INC: Signs Conversion Agreement with Stockholders -------------------------------------------------------------- Transgenomic, Inc., has moved to simplify and strengthen its capital structure by entering into a conversion agreement with the holders of its outstanding Series A and Series B convertible preferred stock and by finalizing an amendment to its Loan and Security Agreement with affiliates of Third Security, LLC that extends the maturity date until November 2017. Transgenomic's President and Chief Executive Officer Paul Kinnon commented, "We believe that Third Security's support evidenced by the conversion of the outstanding shares of Series A and Series B preferred stock will help simplify our equity structure and thereby position us for the growth we anticipate in the new year. The conversion of the preferred stock eliminates certain preferences. In 2015, we focused on building a strong foundation to support the commercialization of our broadly-enabling ICE COLD-PCR™ technology, which should serve us well in our drive to accelerate its adoption and increase its use. We believe this revised equity structure is better aligned with our growth plans going forward." Conversion Agreement Under the terms of the conversion agreement, the holders of Transgenomic's Series A and Series B convertible preferred stock elected to convert all of the outstanding preferred shares, and all accrued and unpaid dividends on the preferred shares, into shares of Transgenomic's common stock. In connection with the conversion, Transgenomic issued an aggregate of 6,780,179 shares of common stock to the preferred stockholders. Following this conversion, no shares of Series A or Series B convertible preferred stock remain outstanding. Further details regarding the conversion agreement are outlined in Transgenomic's Current Report on Form 8-K filed with the Securities and Exchange Commission, a copy of which is available at http://is.gd/e54BBq Amendment to Loan Agreement Additionally, Transgenomic entered into an amendment to its loan and security agreement with affiliates of Third Security, LLC, which, among other things, provides that the lenders will waive specified events of default, modifies certain covenants and extends the repayment and maturity dates to November 2017. About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. As of Sept. 30, 2015, the Company had $24.5 million in total assets, $17.7 million in total liabilities and $6.71 million in total stockholders' equity. Ernst & Young LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. UNITED AIRLINES: 7th Circ. Rejects Bid to Reopen Ch. 11 Case ------------------------------------------------------------ Jeffrey Brown, a former flight attendant for United Airlines, appeals from a district court decision upholding the bankruptcy court's denial of his motion to reopen the company's Chapter 11 bankruptcy, which was closed in 2009. Brown wanted the bankruptcy case reopened so that he could pursue prepetition state-law claims of employment discrimination arising from his discharge in 2001. The district court agreed with the bankruptcy judge that Brown's years of inaction had amounted to an abandonment of those claims. In a Decision dated December 31, 2015, which is available at http://is.gd/klkJERfrom Leagle.com, the United States Court of Appeals for the Seventh Circuit affirmed the judgment of the district court as the bankruptcy court did not abuse its discretion by denying Brown's motion to reopen the UAL bankruptcy. The appeals case is JEFFREY GLEN BROWN, Plaintiff-Appellant, v. UAL CORPORATION, Defendant-Appellee, No. 13-2800 (7th Cir.), relating to IN RE: UAL CORPORATION, et al., Debtors. About UAL Corp. Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors before the Committee was dissolved when the Debtors emerged from bankruptcy. Judge Eugene R. Wedoff confirmed the Debtors' Second Amended Plan on Jan. 20, 2006. The company emerged from bankruptcy protection on Feb. 1, 2006. * * * The Troubled Company Reporter, on Aug. 24, 2014, reported that Standard & Poor's Ratings Services assigned its 'A- (sf)' rating to United Airlines Inc.'s series 2014-2 class A pass-through certificates (with an expected maturity of Sept. 3, 2026). At the same time, S&P assigned its 'BB+ (sf)' rating to the company's series 2014-2 class B pass-through certificates (with an expected maturity of Sept. 3, 2022). The TCR, on July 30, 2014, reported that S&P assigned its preliminary 'A-(sf)' rating to United Airlines Inc.'s series 2014- 2 class A pass-through certificates (with an expected maturity of Sept. 3, 2026). At the same time, S&P assigned its preliminary 'BB+ (sf)' rating to the company's series 2014-2 class B pass- through certificates (with an expected maturity of Sept. 3, 2022). On the same date, the TCR reported that Fitch Ratings assigned the following expected ratings to United Airlines' (UAL, rated 'B'; Outlook Positive by Fitch) proposed Pass Through Trusts Series 2014-2: (i) $823,071,000 Class A certificates due in September 2026 'A(EXP)'; and (ii) $238,418,000 Class B certificates due in September 2022 'BB+(EXP)'. The TCR, on July 29, 2014, reported that S&P assigned its 'BB-' issue rating and '1' recovery rating to United Airlines Inc.'s new $500 million senior secured term loan B due 2021. The '1' recovery rating indicates S&P's expectation for very high recovery (90%-100%) in a payment default scenario. At the same, the 'BB-' issue level rating and '1' recovery rating on the upsized $1.35 billion revolving credit facility due 2019 remain unchanged. On July 28, 2014, the TCR reported that Moody's Investors Service assigned a Ba2 rating to the $500 million incremental term loan facility due 2021 that United Airlines, Inc. ("United") announced it plans to arrange. The Corporate Family rating of UAL is B2. VALENER INC: S&P Lowers Then Withdraws Corp. Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services removed all its ratings on Montreal-based Valener Inc. from "under criteria observation" (UCO) and lowered its long-term corporate credit rating on Valener to 'BB+' from 'BBB+'. The outlook is stable. At the same time, Standard & Poor's lowered its issue-level rating on Valener's preferred shares to 'B+' from 'BBB-' and its national scale rating preferred shares to 'P-4(High)' from 'P-2(Low)'. Standard & Poor's then withdrew all ratings at the company's request. "The downgrade reflects the implementation of the 'Methodology For Companies With Noncontrolling Equity Interests' criteria," said Standard & Poor's credit analyst Andrew Ng. S&P bases this on the seniority of the distributions from Gaz Metro L.P. (GMLP), which are the only material source of cash flow for the company. The difference relative to the corporate credit rating on Gaz Metro L.P. (A/Stable/--), of which Valener owns a 29% equity interest, would be four notches as per the criteria if not for the SACP's capping at 'bb+' based on the factors outlined in the criteria. In the criteria, S&P developed an approach to establish an SACP on companies whose only significant assets consist of one or two noncontrolling equity stakes in other unrelated corporate entities. S&P typically rates these entities three-to-six notches below the underlying entity. The notching differential reflects the structural subordination of Valener relative to GMLP and its discretionary dividends that Valener does not completely control. The main factors that determine the number of notches below the SACP on the investee company include cash flow stability, corporate governance and financial policy, financial ratios, and the ability to liquidate investments. VANGUARD NATURAL: S&P Lowers CCR to 'CC', Outlook Negative ---------------------------------------------------------- Standard and Poor's Ratings Services said that it lowered its corporate credit rating on Vanguard Natural Resources LLC to 'CC' from 'B-'. The outlook is negative. S&P also lowered the issue-level rating on the company's 7.875% senior unsecured notes due 2020 to 'CC' from 'CCC+'. The downgrade follows Vanguard's announcement that it has launched a private exchange to certain eligible holders of its 7.875% senior unsecured notes due April 2020 for a new issue of 7% senior secured second lien notes due February 2023. The company is offering the new notes at 45% of par value for investors that tender before Jan. 22, 2016 and 40% of par value for those that tender after that date. The closing date is expected to be Feb. 5, 2016. S&P views the transaction as a distressed exchange because investors will receive less than what was promised on the original securities. S&P also notes that it assess liquidity as "weak", reflecting limited availability and the potential for the borrowing base to be lowered due to low crude oil and natural gas prices. Once the transaction is consummated, S&P will lower the corporate credit rating to "SD" and the rating on the $550 million 7.875% notes due 2020 to "D". VARIANT HOLDING: To Sell Properties to L.A. Hedge Fund ------------------------------------------------------ Patrick Fitzgerald, writing for Dow Jones' Daily Bankrptcy Review, reported that Variant Holding Co. put more than 20 apartment building into bankruptcy to sell off the property portfolio to a Los Angeles hedge fund. According to the report, Laser Focus Holding Co., a Variant subsidiary, filed for chapter 11 protection Tuesday in U.S Bankruptcy Court in Wilmington, Del. The company's bankruptcy petition was signed by Bradley D. Sharp, the chief restructuring officer who has been overseeing Variant's bankruptcy case, the report related. About Variant Holding Variant Holding Company, LLC, commenced bankruptcy proceedings under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug. 28, 2014, without stating a reason. Tucson, Arizona-based Variant Holding estimated $100 million to $500 million in assets and less than $100 million in debt. The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, as counsel. Members holding the majority of the interests in the company, namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the resolution authorizing the bankruptcy filing. VERMILLION INC: Presented at J.P. Morgan Conference --------------------------------------------------- Vermillion, Inc., filed with the Securities and Exchange Commission a copy of an investor presentation that the Company plans to use in conjunction with meetings during the J.P. Morgan Healthcare Conference. A copy of the Investor Presentation dated January 2016 is available for free at http://is.gd/mFLemB About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion reported a net loss of $19.2 million in 2014, a net loss of $8.81 million in 2013 and a net loss of $7.14 million in 2012. As of Sept. 30, 2015, the Company had $25.38 million in total assets, $3.27 million in total liabilities and $22.11 million in total stockholders' equity. VINCE INTERMEDIATE: S&P Revises Outlook to Neg. & Affirms 'B' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on N.Y.-based Vince Intermediate Holdings Inc. to negative from stable. S&P also affirmed all its ratings on the company, including the 'B' corporate credit rating. "The outlook revision reflects our belief that Vince many not be able to improve its operating performance in the intermediate term, given the high degree of fashion risk inherent in its business and an otherwise difficult retail environment for apparel," said Standard & Poor's credit analyst Mariola Borysiak. "We anticipate Vince's weak operating performance trends will continue into 2016, resulting in a steep, but temporary, deterioration in its credit metrics in the near term." The company's operating results are likely to be weaker than Standard & Poor's prior expectations. Fashion missteps and weak consumer demand led to a decline in sales and significant margin erosion in recent quarters. As a result, and combined with weaker cash flow generation and deteriorating liquidity position, Vince had to postpone a recent $21.8 million liability payment to Sun Cardinal LLC, an affiliate of Sun Capital Partners Inc. The payment relates to the tax benefit Vince realized for its fiscal 2014 year in connection to the Tax Receivable Agreement between Vince and Sun Capital. However, Sun Capital has agreed to allow for a deferral of the payment, which is now due in September 2016. Although Vince had significantly reduced its term loan balances with excess cash flows over the past two years, S&P calculates debt leverage (including the tax receivable liability of $21.8 million) will increase to about 5.0x at the end of 2015, from about 2.2x one year earlier, because of pressured profitability and higher lease commitments related to opening of new retail locations. S&P estimates debt to EBITDA will remain in the 5x area throughout fiscal 2016, before improving to about 5x one year later. Similarly, S&P anticipates its funds from operations (FFO)-to-debt ratio to deteriorate to the low-double-digit area at the end of 2015, from about 36% in fiscal 2014, and EBITDA interest coverage will fall to the low-3x area from over 5x in 2014. S&P believes Vince's narrow product focus and customer concentration in premium priced women's apparel makes its operations susceptible to fashion risk and changes in consumer tastes. Although the company has taken steps to enhance its product offering and brand positioning (i.e., reducing sales to off-price retailers, bringing back its original founders, and opening stand-alone locations to reduce reliance on department stores), S&P believes profitability will remain pressured through at least the first half of 2016 because of the long lead times for the new merchandise, but expect to see improving sales and cash flows thereafter. S&P bases this on its expectations that sales trends and margins begin stabilizing toward the end of 2016, benefitting from better inventory management and product offering. The outlook is negative. Standard & Poor's could consider lowering the ratings, including its 'B' corporate credit rating, if S&P believes the company's efforts to restore operating and financial performance is not successful and sales and margin trends continue to decline, leading to debt leverage increasing toward 6x. In addition, a lower rating could result if liquidity is further eroded or if the company's majority shareholder requests immediate payment of what it is owed under the tax receivable agreement, without simultaneously providing fresh equity. WAFERGEN BIO-SYSTEMS: Hal Mintz Reports 9.9% Stake as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Hal Mintz disclosed that as of Dec. 31, 2015, he beneficially owns 1,444,220 shares of common stock of WaferGen Bio-systems, Inc., representing 9.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/GNVhjT About WaferGen Bio-systems Fremont, California-based WaferGen Bio-systems, Inc., engages in the development of systems for gene expression quantification, genotyping and stem cell research. Since 2008, the Company's primary focus has been on the development, manufacture and marketing of its SmartChip System, a genetic analysis platform used for profiling and validating molecular biomarkers in the life sciences and pharmaceutical drug discovery industries. WaferGen Bio-systems reported a net loss of $10.7 million in 2014, a net loss of $16.3 million in 2013 and a net loss of $8.97 million in 2012. As of Sept. 30, 2015, the Company had $10.65 million in total assets, $7.66 million in total liabilities and $2.99 million in total stockholders' equity. WALTER ENERGY: WBWB Can Reject Royalty Agreement with Dominion -------------------------------------------------------------- Debtor Walter Black Warrior Basin, LLC, filed a motion seeking bankruptcy court authority to reject certain agreements with Dominion Resources Black Warrior Trust. WBWB asserts that the Dominion Agreements are executory contracts, and seeks to reject them. Assuming that the Dominion Agreements are indeed contracts, the threshold question is whether they are "executory" contracts. In a Memorandum Opinion and Order dated December 28, 2015, which is available at http://is.gd/lddjNXfrom Leagle.com, Judge Tamara O. Mitchell of the United States Bankruptcy Court for the Northern District of Alabama, Southern Division, granted the Debtor's motion and rejected the Dominion Agreements. Judge Mitchell held that the Royalty Agreement did not convey a fee interest in the Subject Gas to Dominion, but gives Dominion a contractual right to payment. Because the remaining Dominion Agreements serve only to implement the Royalty Agreement, they are also contracts that do not convey fee interests in the Subject Gas, Judge Mitchell further held. As contracts, the Dominion Agreements may be rejected if they are "executory," the court ruled. The Dominion Agreements are executory contracts because they are burdensome to WBWB, and rejection will benefit WBWB, its estate, and its creditors, the court found. 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. WR GRACE: S&P Affirms 'BB+' Corporate Rating, Outlook Stable ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'BB+' corporate rating on Columbia, Md.-based W.R. Grace & Co. The outlook is stable. S&P is revising its recovery rating on the company's senior secured debt to '1' from '2' and the corresponding debt issues to 'BBB' from 'BBB-'. The '1' recovery rating indicates S&P's expectation of very high recovery (90% - 100%) in the event of payment default. At the same time, S&P is revising its recovery rating on the company's senior unsecured debt to '4' from '6' and the corresponding debt issues to 'BB+' from 'BB-.' The '4' recovery rating indicates S&P's expectation of average recovery (30% - 50%; lower half of the range) in the event of payment default. "Our ratings, including our recovery and issue-level ratings, assume that W.R. Grace will receive a distribution of approximately $750 million from GCP in connection with the spin-off and will prepay, in accordance with the requirements of its credit agreement, $500 million of its term loans," said Standard & Poor's credit analyst Allison Schroeder. "We also assume that W.R. Grace will reduce the size of its revolving credit facility to $300 million from $400 million as required by the credit agreement in connection with the spin-off," she added. W.R. Grace & Co. has announced that it will split into two companies; the spin-off company is GCP Applied Technologies Inc. The ratings reflect what S&P considers to be Grace's satisfactory business risk profile and significant financial risk profile. S&P expects liquidity to be adequate, with sources exceeding uses by more than 1.2x. In addition, S&P expects liquidity sources to exceed uses even if EBITDA is 15% lower than it projects. S&P also expects that the company will maintain sufficient cushion under the maximum leverage covenant for its credit facilities. The outlook is stable. S&P expects that leverage will not change significantly from current levels as a result of this transaction. Starting in 2016, S&P expects credit ratios to fall within the significant financial risk profile category, with adjusted FFO to debt of about 20% and adjusted debt to EBITDA of about 3x. S&P believes the spin-off will only result in a modest weakening in the business risk profile, which remains within the lower end of the satisfactory category. S&P will lower the ratings if it come to believe that leverage-related credit measures are likely to be weaker than S&P's expectation, specifically if debt to EBITDA rises to greater than 5x over the next year. This could occur for reasons including weaker-than-expected operating performance or if S&P assess that financial policy is no longer supportive of current credit quality. S&P could also lower the ratings if it assess that the spin-off weakens the business risk profile more than S&P currently forecasts. Finally, S&P could lower ratings if the company decides to pursue any material debt-funded acquisition or issue shareholder rewards. S&P considers an upgrade as unlikely at this point. An upgrade would require the establishment of a track record of improved leverage credit measures so that the ratio of debt to EBITDA is consistently below 3x accompanied by supportive financial policies over the next year. In addition, S&P would need to assess the business risk profile at least as satisfactory. ZOGENIX INC: Begins Phase 3 Clinical Trial for ZX008 ---------------------------------------------------- Zogenix announced the initiation of the first Phase 3 clinical trial for its lead product candidate, ZX008, as an adjunctive treatment of seizures in children with Dravet syndrome. The Phase 3 program for ZX008 includes two randomized, double-blind placebo-controlled studies that will include two dose levels of ZX008 (0.2 mg/kg/day and 0.8 mg/kg/day, up to a maximum daily dose of 30 mg), as well as placebo. Zogenix intends to enroll 105 subjects in each of the two studies, with 35 patients in each treatment arm. In addition to the U.S. Phase 3 study, a second multi-national study, which will be conducted primarily in Europe, is expected to initiate in the first quarter of 2016. The primary endpoint of both studies is the change in frequency of convulsive seizures as compared to placebo. The key secondary endpoints include 40% and 50% responder analyses and convulsive seizure-free interval. About Zogenix Inc. Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. Zogenix reported net income of $8.58 million in 2014 following a net loss of $80.85 million in 2013. As of June 30, 2015, the Company had $246.7 million in total assets, $138.6 million in total liabilities and $108.1 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations and negative cash flows from operating activities raise substantial doubt about its ability to continue as a going concern. ZOGENIX INC: Estimates Cash & Cash Equiv. of $156M at Dec. 31 ------------------------------------------------------------- Zogenix, Inc., announced that its preliminary unaudited cash and cash equivalents as of Dec. 31, 2015, were approximately $155.9 million. In addition, $10 million is being held in escrow from the proceeds of the sale of Zohydro ER to Pernix Therapeutics Holdings, Inc. The preliminary unaudited cash position is subject to the completion of financial closing procedures and other developments that may arise between now and the time the financial results for the fourth quarter are finalized, as well as the completion of the audit of the 2015 financial statements. Therefore, actual results may differ materially from these estimates. In addition, the above estimates do not present all information necessary for an understanding of Zogenix's financial condition as of December 31, 2015. About Zogenix Inc. Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. Zogenix reported net income of $8.58 million in 2014 following a net loss of $80.85 million in 2013. As of June 30, 2015, the Company had $246.7 million in total assets, $138.6 million in total liabilities and $108.1 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations and negative cash flows from operating activities raise substantial doubt about its ability to continue as a going concern. ZOGENIX INC: Presented at J.P. Morgan Healthcare Conference ----------------------------------------------------------- Representatives of Zogenix will be attending meetings with investors, analysts and other parties in connection with the J.P. Morgan 33rd Annual Healthcare Conference in San Francisco, California. During these meetings, Zogenix will present slides, copies of which are available for free at: http://is.gd/iPDrft About Zogenix Inc. Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. Zogenix reported net income of $8.58 million in 2014 following a net loss of $80.85 million in 2013. As of June 30, 2015, the Company had $246.7 million in total assets, $138.6 million in total liabilities and $108.1 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's recurring losses from operations and negative cash flows from operating activities raise substantial doubt about its ability to continue as a going concern. [*] Jeffrey Schwartz Joins Robins Kaplan's New York Office ---------------------------------------------------------- Robins Kaplan LLP disclosed that H. Jeffrey Schwartz has joined the firm as a partner and co-chair of the Restructuring and Business Bankruptcy practice alongside Howard Weg. "Jeffrey is a leader in the national restructuring bar centered in New York with more than 30 years of experience in major restructuring and reorganization engagements," said Martin Lueck, chairman of Robins Kaplan's executive board. "He is highly respected within his vast network in the New York distressed debt markets, and will immediately expand the firm's presence there among hedge funds, noteholders, and private equity firms." Throughout his career, Mr. Schwartz has led successful engagements on behalf of debtors such as the Bayou Funds LLC and PTC Steel Alliance, Inc., as well as official creditors' committees, including those formed in the bankruptcies of Corinthian Colleges, Inc., Digital Domain Media Group, Inc., Coda Automotive, Inc., and Constar International, LLC. In the structured finance space, Mr. Schwartz has represented MBIA, Inc. in the Chapter 11 reorganization case of FGIC Corporation as well as various private equity and hedge funds in other major Chapter 11 cases. Mr. Schwartz served as lead counsel of the Official General Unsecured Creditors Committee of Corinthian Colleges, Inc., the largest for-profit post-secondary education provider to file for Chapter 11 reorganization. In this capacity, he has worked alongside Robins Kaplan partner Scott Gautier and the Robins Kaplan team representing the Official Committee of Student Creditors. "We're thrilled to have Jeffrey join our team. His addition to the firm positions Robins Kaplan as a leader in the representation of official creditors' committees in Chapter 11 proceedings for distressed for-profit secondary education providers," said Weg, co-chair of the Restructuring and Business Bankruptcy practice. "Having him on-board in our New York office will provide exceptional benefit for our clients, and we look forward to continued expansion in that market." Robins Kaplan's Restructuring and Business Bankruptcy Group is a national leader in representing debtors and creditors' committees, as well as other constituents, including investors, lenders, and indenture trustees, in corporate restructuring and business bankruptcy cases. In July, the firm was named counsel to the Official Committee of Unsecured Creditors in the bankruptcy case commenced by Local Corp. in the Central District of California, and was most recently named Chapter 11 restructuring counsel for four high-value hotel properties in Manhattan that are affiliated with Gemini Real Estate Advisors. About Robins Kaplan Robins Kaplan LLP is among the nation's premier trial law firms, with more than 220 lawyers located in Atlanta; Bismarck, N.D.; Boston; Los Angeles; Minneapolis; Mountain View, Calif.; New York; Naples, Fla.; and Sioux Falls, S.D. The firm litigates, mediates, and arbitrates high-stakes, complex disputes, repeatedly earning national recognition. Firm clients include—as both plaintiffs and defendants—numerous Fortune 500 corporations, emerging-markets companies, entrepreneurs, and individuals. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Jose Reyes Bankr. C.D. Cal. Case No. 15-29506 Chapter 11 Petition filed December 30, 2015 represented by: Anthony Obehi Egbase, Esq. LAW OFFICES OF ANTHONY O EGBASE & ASSOC. E-mail: info@anthonyegbaselaw.com In re Glen Robert Anliker and Lorean Phyllis Anliker Bankr. D. Kan. Case No. 15-41302 Chapter 11 Petition filed December 30, 2015 In re 625 Shelby LLC Bankr. E.D. Mich. Case No. 15-58714 Chapter 11 Petition filed December 30, 2015 See http://bankrupt.com/misc/mieb15-58714.pdf represented by: Angela K. Howell, Esq. A.K. HOWELL & ASSOCIATES, PLLC E-mail: attyahowell@gmail.com In re Ryan D. Mulder Bankr. W.D. Mich. Case No. 15-90372 Chapter 11 Petition filed December 30, 2015 In re Lion Food, Corp. Bankr. D.P.R. Case No. 15-10378 Chapter 11 Petition filed December 30, 2015 See http://bankrupt.com/misc/prb15-10378.pdf represented by: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re Sunny Food, Corp. Bankr. D.P.R. Case No. 15-10380 Chapter 11 Petition filed December 30, 2015 See http://bankrupt.com/misc/prb15-10380.pdf represented by: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re Nova Food, Corp. Bankr. D.P.R. Case No. 15-10381 Chapter 11 Petition filed December 30, 2015 See http://bankrupt.com/misc/prb15-10381.pdf represented by: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re TMSP, LLC Bankr. N.D. Tex. Case No. 15-45150 Chapter 11 Petition filed December 30, 2015 See http://bankrupt.com/misc/txnb15-45150.pdf represented by: Robert M. Nicoud, Jr., Esq. OLSON, NICOUD & GUECK, LLP E-mail: rmnicoud@dallas-law.com In re Rizwana Askri Bankr. E.D. Va. Case No. 15-14542 Chapter 11 Petition filed December 30, 2015 In re Flora I Quijano-Puc Bankr. C.D. Cal. Case No. 15-29546 Chapter 11 Petition filed December 31, 2015 See http://bankrupt.com/misc/cacb15-29546.pdf represented by: Anthony Obehi Egbase, Esq. LAW OFFICES OF ANTHONY O EGBASE & ASSOC E-mail: info@anthonyegbaselaw.com In re William S. Merrell Bankr. S.D. Fla. Case No. 15-32407 Chapter 11 Petition filed December 31, 2015 In re DC&D Enterprises LLC Bankr. D. Minn. Case No. 15-44443 Chapter 11 Petition filed December 31, 2015 See http://bankrupt.com/misc/mnb15-44443.pdf represented by: Steven B Nosek, Esq. STEVEN NOSEK E-mail: snosek@noseklawfirm.com In re Bowl-Inn, Inc. Bankr. W.D.N.Y. Case No. 15-12744 Chapter 11 Petition filed December 31, 2015 See http://bankrupt.com/misc/nywb15-12744.pdf represented by: Arthur G. Baumeister, Jr., Esq. AMIGONE, SANCHEZ, ET AL E-mail: abaumeister@amigonesanchez.com In re Robert Peter Jakaitis Bankr. W.D.N.C. Case No. 15-32023 Chapter 11 Petition filed December 31, 2015 In re Paula J. Lauer Bankr. W.D. Penn. Case No. 15-24745 Chapter 11 Petition filed December 31, 2015 In re Green Valley Food, Corp. Bankr. D.P.R. Case No. 15-10391 Chapter 11 Petition filed December 31, 2015 See http://bankrupt.com/misc/prb15-10391.pdf represented by: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re Giant Food, Corp. Bankr. D.P.R. Case No. 15-10394 Chapter 11 Petition filed December 31, 2015 See http://bankrupt.com/misc/prb15-10394.pdf represented by: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC E-mail: alex@fuentes-law.com In re Kevin Christopher Gleason Bankr. S.D. Fla. Case No. 16-10001 Chapter 11 Petition filed January 1, 2016 In re Shlomo Nahmany Bankr. C.D. Cal. Case No. 16-10003 Chapter 11 Petition filed January 1, 2016 represented by: Leslie Richards, Esq. LAW OFFICES OF LESLIE RICHARDS APC E-mail: ladylaw@leslierichards.com In re Kevin Christopher Gleason Bankr. S.D. Fla. Case No. 16-10001 Chapter 11 Petition filed January 1, 2016 In re Walter Kostrzewski Bankr. D. Conn. Case No. 16-50001 Chapter 11 Petition filed January 2, 2016 In re CRN, Inc. Bankr. W.D. Tex. Case No. 16-30001 Chapter 11 Petition filed January 2, 2016 See http://bankrupt.com/misc/txwb16-30001.pdf represented by: Carlos A. Miranda, III, Esq. MIRANDA & MALDONADO, P.C. E-mail: cmiranda@mirandafirm.com In re Doran Lofts Bankr. C.D. Cal. Case No. 16-10015 Chapter 11 Petition filed January 4, 2016 represented by: James A Tiemstra, Esq. TIEMSTRA LAW GROUP PC E-mail: jat@tiemlaw.com In re Moeer Pourbrahim Hakimi Bankr. C.D. Cal. Case No. 16-10016 Chapter 11 Petition filed January 4, 2016 represented by: Rachel S. Ruttenberg Milman, Esq. E-mail: rachelsmilman@gmail.com In re Ursula Amon Bankr. M.D. Fla. Case No. 16-00004 Chapter 11 Petition filed January 4, 2016 In re Felix W Amon Bankr. M.D. Fla. Case No. 16-00005 Chapter 11 Petition filed January 4, 2016 In re Elmers II, Inc. Bankr. M.D. Fla. Case No. 16-00006 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/flmb16-00006.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@tampaesq.com In re Traffic, Inc. Bankr. S.D. Fla. Case No. 16-10060 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/flsb16-10060.pdf represented by: Peter D. Russin, Esq. MELAND RUSSIN & BUDWICK, P.A. E-mail: prussin@melandrussin.com In re Traffic Las Plazas, Inc Bankr. S.D. Fla. Case No. 16-10061 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/flsb16-10061.pdf represented by: Peter D. Russin, Esq. MELAND RUSSIN & BUDWICK, P.A. E-mail: prussin@melandrussin.com In re Traffic Plaza del Norte, Inc. Bankr. S.D. Fla. Case No. 16-10062 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/flsb16-10062.pdf represented by: Peter D. Russin, Esq. MELAND RUSSIN & BUDWICK, P.A. E-mail: prussin@melandrussin.com In re Vivian Thomas Smith Bankr. N.D. Ga. Case No. 16-50277 Chapter 11 Petition filed January 4, 2016 In re Balzarini Realty, LLC Bankr. D. Mass. Case No. 16-10005 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/mab16-10005.pdf represented by: Laurel E. Bretta, Esq. BRETTA & GRIMALDI, PA E-mail: bglaw@lbretta.com In re Marette Joanne Pace Bankr. D. Nev. Case No. 16-10005 Chapter 11 Petition filed January 4, 2016 In re Yolanda C. Perry Bankr. D.N.J. Case No. 16-10057 Chapter 11 Petition filed January 4, 2016 In re Sigma Builders Group, Inc. Bankr. E.D.N.Y. Case No. 16-40013 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/nyeb16-40013.pdf represented by: Wayne M Greenwald, Esq. WAYNE GREENWALD, PC E-mail: grimlawyers@aol.com In re Bandhu Development Inc. Bankr. W.D. Penn. Case No. 16-20013 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/pawb16-20013.pdf filed Pro Se In re Robert Andrew Lowry and Connie Coffey Lowry Bankr. E.D. Tenn. Case No. 16-10010 Chapter 11 Petition filed January 4, 2016 In re Culego, Inc. Bankr. N.D. Tex. Case No. 16-30091 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/txnb16-30091.pdf represented by: Charles Brackett Hendricks, Esq. CAVAZOS HENDRICKS POIROT & SMITHAM, P.C. E-mail: chuckh@chfirm.com In re Villam Investments, LLC Bankr. S.D. Tex. Case No. 16-10001 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/txsb16-10001.pdf represented by: Marcos Demetrio Oliva, Esq. MARCOS D. OLIVA, PC E-mail: marcos@oliva-law.com In re Noah Eli Estrada Bankr. S.D. Tex. Case No. 16-80003 Chapter 11 Petition filed January 4, 2016 In re Carl N Merkle Bankr. W.D. Tex. Case No. 16-50026 Chapter 11 Petition filed January 4, 2016 In re Charles E. McDaniel Bankr. W.D. Tex. Case No. 16-50040 Chapter 11 Petition filed January 4, 2016 In re Spain Investments, LLC Bankr. E.D. Va. Case No. 16-70004 Chapter 11 Petition filed January 4, 2016 See http://bankrupt.com/misc/vaeb16-70004.pdf represented by: John M. Barrett, Esq. ALLEGIANT LAW, P.C. E-mail: johnbarrett@lawyer.com In re Grant L Learned, Sr. and Carolyn E Learned Bankr. E.D. Wash. Case No. 16-00010 Chapter 11 Petition filed January 4, 2016 In re Dennis Meyer Danzik Bankr. D. Wyo. Case No. 16-20002 Chapter 11 Petition filed January 4, 2016 In re Amos C Acoff Bankr. C.D. Cal. Case No. 16-10109 Chapter 11 Petition filed January 5, 2016 represented by: Michael Jay Berger, Esq. E-mail: michael.berger@bankruptcypower.com In re Allen Paul Furrer and Connie Eileen Furrer Bankr. M.D. Fla. Case No. 16-00063 Chapter 11 Petition filed January 5, 2016 In re HBCU Properties LLC Bankr. N.D. Ga. Case No. 16-50285 Chapter 11 Petition filed January 5, 2016 filed Pro Se In re Adeyinka Adesokan Bankr. N.D. Ga. Case No. 16-50297 Chapter 11 Petition filed January 5, 2016 In re Got Mail, LLC Bankr. E.D.N.C. Case No. 16-00045 Chapter 11 Petition filed January 5, 2016 See http://bankrupt.com/misc/nceb16-00045.pdf represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: tsasser@carybankruptcy.com In re Charlie Fishs Lounge, Inc. Bankr. D.N.J. Case No. 16-10162 Chapter 11 Petition filed January 5, 2016 See http://bankrupt.com/misc/njb16-10162.pdf represented by: Robert Braverman, Esq. LAW OFFICE OF ROBERT BRAVERMAN, LLC E-mail: robert@bravermanlaw.com In re BCR Oakridge LLC Bankr. S.D.N.Y Case No. 16-10011 Chapter 11 Petition filed January 5, 2016 See http://bankrupt.com/misc/nysb16-10011.pdf represented by: Arnold Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK, P.C. E-mail: amg@robinsonbrog.com In re 5 Crown Funding, LLC Bankr. W.D. Okla. Case No. 16-10012 Chapter 11 Petition filed January 5, 2016 See http://bankrupt.com/misc/okwb16-10012.pdf represented by: Gabriel Rivera, Esq. RIVERA & ASSOCIATES, INC E-mail: rivassoc9@gmail.com In re Laurie L. Morrison Bankr. D.P.R. Case No. 16-00027 Chapter 11 Petition filed January 5, 2016 In re Subodh Naik Bankr. N.D. Tex. Case No. 16-30155 Chapter 11 Petition filed January 5, 2016 In re P & L Gas Dispensers, LLC Bankr. S.D. Tex. Case No. 16-30165 Chapter 11 Petition filed January 5, 2016 See http://bankrupt.com/misc/txsb16-30165.pdf represented by: James Patrick Brady, Esq. E-mail: notices@bradylaw.comcastbiz.net In re Raymond Theodore Powers and Judith Ann Powers Bankr. D. Ariz. Case No. 16-00094 Chapter 11 Petition filed January 6, 2016 In re Paulette V Moses Bankr. C.D. Cal. Case No. 16-10024 Chapter 11 Petition filed January 6, 2016 represented by: Donna Rebecca Dishbak, Esq. DISHBAK LAW FIRM E-mail: dishbaklaw@gmail.com In re 1263 Investors LLC Bankr. E.D. Cal. Case No. 16-90002 Chapter 11 Petition filed January 6, 2016 See http://bankrupt.com/misc/caeb16-90002.pdf represented by: Stephen M. Reynolds, Esq. REYNOLDS LAW CORPORATION E-mail: sreynolds@lr-law.net In re Gas Compressor Consultants Bankr. D. Colo. Case No. 16-10092 Chapter 11 Petition filed January 6, 2016 See http://bankrupt.com/misc/cob16-10092.pdf represented by: Aaron A Garber, Esq. KUTNER BRINEN GARBER, P.C. E-mail: aag@kutnerlaw.com In re Shawn Michael Sullivan Bankr. D. Mass. Case No. 16-10034 Chapter 11 Petition filed January 6, 2016 In re Webster House B & B, LLC Bankr. E.D. Mich. Case No. 16-20025 Chapter 11 Petition filed January 6, 2016 filed Pro Se In re Lakewood Shopper, LLC Bankr. D.N.J. Case No. 16-10191 Chapter 11 Petition filed January 6, 2016 See http://bankrupt.com/misc/njb16-10191.pdf represented by: Brian W. Hofmeister, Esq. LAW FIRM OF BRIAN W. HOFMEISTER E-mail: bwh@hofmeisterfirm.com In re Lincoln Center Community Development, Inc. Bankr. D.N.J. Case No. 16-10237 Chapter 11 Petition filed January 6, 2016 represented by: Mario M Blanch, Esq. E-mail: mario@blanchlegal.com In re Dorcas Hernandez Bankr. E.D.N.Y. Case No. 16-40050 Chapter 11 Petition filed January 6, 2016 In re Gold Coast Homes @ Crooked Park, Inc. Bankr. E.D.N.Y. Case No. 16-70041 Chapter 11 Petition filed January 6, 2016 filed Pro Se In re Donald Nelson Bauhofer Bankr. D. Or. Case No. 16-30020 Chapter 11 Petition filed January 6, 2016 In re 2050 South Glebe Rd LLC Bankr. E.D. Va. Case No. 16-30050 Chapter 11 Petition filed January 6, 2016 filed Pro Se ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2016. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***