/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160311.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, March 11, 2016, Vol. 20, No. 71 Headlines 1250 OCEANSIDE: Batiste Suit Referred to Bankr. Court for Pretrial ABBY LEE MILLER: Facing Bankruptcy Fraud Charges AGFEED INDUSTRIES: Stevens & Lee Sued by Malpractice Insurer ALLIANCE ONE: Moody's Cuts Corporate Family Rating to Caa2 AMERICAN CAPITAL: Fitch Puts 'BB-' IDR on CreditWatch Negative ARCH COAL: DIP Lenders Agree to Waiver, Extension of Availability ARCH COAL: Gets Nod on Agreement to Reduce Environmental Costs ASPECT SOFTWARE: Approval of $30-Mil. DIP Facility Sought ASPECT SOFTWARE: Seeking Joint Administration of Cases ASPECT SOFTWARE: Taps Prime Clerk as Claims and Noticing Agent ASPECT SOFTWARE: Wants to Pay $1.5-Mil. for Critical Vendor Claims ATLANTIC CITY, NJ: Risks Default & Poss. Bankruptcy, Moody's Says BAHA MAR: Bahamas Urged to Fund JPLs for Creditors' Best Interest BANC OF AMERICA 2009-14: Moody's Cuts Cl. 1-A-1 Notes Rating to C BFS ENTERTAINMENT: Files for Bankruptcy in Canada BH SUTTON: Gamma Lender's Warning to Foreclose Cues Bankruptcy BIOLIFE SOLUTIONS: Appoints Interim Chief Financial Officer BIRMINGHAM COAL: Directed to Pay $300K to Regions Bank BOOMERANG SYSTEMS: US Trustee to Continue 341 Meeting on March 24 BROCK HOLDINGS: S&P Lowers Rating to 'CCC+', Outlook Developing CAESARS ENTERTAINMENT: Ret. Judge Joseph Farnan Tapped as Mediator CHARLES SCHWAB: Fitch Affirms 'BB+' Preferred Stock Rating CHINA SUNERGY: Fails to Regain NASDAQ Listing Compliance CLEAR CREEK RETIREMENT: U.S. Trustee Forms 7-Member Committee CORNERSTONE SCHOOLS: S&P Hikes Rating on 2012 Bonds From 'BB+' CORPORATE CAPITAL: Fitch Affirms 'BB+' IDR, Outlook Stable CRC COMMERCIAL: U.S. Trustee Unable to Appoint Committee CROSSROADS SYSTEMS: Receives NASDAQ Listing Non-Compliance Notice CRYSTAL WATERFALLS: U.S. Trustee Moves for Chapter 7 or Dismissal E Z MAILING: Chapter 11 Cases Jointly Administered ECOSPHERE TECHNOLOGIES: Obtains $200,000 Loan From Brisben Water ENSECO SERVICES: Tiger to Hold Online Asset Auction on March 22 FIRST DATA: Fitch Assigns BB Rating on First Lien Notes Due 2024 FOREST PARK REALTY: Agreed Final Order on Cash Use Entered FOREST PARK REALTY: Everbank Seeks Automatic Stay Relief FORU HOLDINGS: Acquires Outstanding Equity Interest of Life 180 FORU HOLDINGS: Appoints Heaton & Company as New Auditors FORU HOLDINGS: Names Diego Roca Chief Financial Officer FORU HOLDINGS: Plans to File Comprehensive Form 10-K Report FPMC AUSTIN: Court Approves $1.7-Mil. DIP Facility From Frost Bank FREDDIE MAC: 25 Shareholders Sue PricewaterhouseCoopers in Fla. FREE GOSPEL OF THE APOSTLES: Files, Then Withdraws, Ch. 11 Plan FREE GOSPEL OF THE APOSTLES: U.S. Trustee Seeks Case Dismissal FREEDOM COMMUNICATIONS: Stern, McEachen Ask for More KEIP Info FREESEAS INC: Gets Nasdaq Delisting Notice; to Request Hearing FRESH & EASY: Asks for Court OK to Transfer Real Property Lease FRESH & EASY: Great American to Auction HQ & Data Center Assets GARLOCK SEALING: To Postpone Asbestos Claims Resolution Hearing GINGER OIL: U.S. Trustee Unable to Appoint Committee GOLDEN GUERNSEY: Trustee Accuses BDO USA of Malpractice GT ADVANCED: Pirinate's Davis to Sit as Chairman, Plan Trustee GT ADVANCED: Wins Confirmation of Reorganization Plan GUNPOWDER PROPERTIES: Case Summary & 2 Unsecured Creditors HARBORVIEW TOWERS COUNCIL: Case Summary & 20 Top Unsec. Creditors HARBORVIEW TOWERS COUNCIL: Files for Bankruptcy, Seeks Cash Access HARBORVIEW TOWERS COUNCIL: Proposes Yumkas Vidmar as Counsel HARBORVIEW TOWERS COUNCIL: Section 341 Meeting Set for April 6 HARSCO CORP: S&P Lowers CCR to 'BB-' on Weakness in End Markets HEMCON MEDICAL: Court Authorizes Use of Sussex Cash Collateral HEMCON MEDICAL: Tricol DIP Financing Has Final Approval HENDERSON HOLDINGS: Case Summary & 9 Unsecured Creditors HII TECHNOLOGIES: Files Amended Plan, Disclosure Statement HII TECHNOLOGIES: Seeks Sept. 12 Extension of Plan Exclusivity HORSEHEAD HOLDING: Against Macquarie's Bid for Interest Payments HOT SHOT HK: U.S. Trustee Forms 5-Member Committee IHEARTCOMMUNICATIONS INC: Gets Notices of Default From Noteholders INTERNATIONAL SUPPLY: Committee Proposes Liquidating Plan IRISH BANK: Yahoo Resists Releasing Email Account in Chapter 15 KING COUNTY HOUSING: Moody's Cuts 1998 Rev Bonds Rating to Ba2 KLX INC: S&P Lowers Rating to 'B+', Outlook Negative LATEX FOAM: Plan Confirmed; Motion for Final Decree Due March 31 LIFESAVERS HOME: Case Summary & 20 Largest Unsecured Creditors LINEAR ELECTRIC: Cooper Electric's Non-Debtor Liens Violate Stay LOS GATOS HOTEL: Ogilvies Get $2.5M After Creditors Fully Paid MA LERIN HILLS: Asks for June 8 Extension to Seek Final Decree MA LERIN HILLS: Seeks Transfer of Water Right to Miralomas MAGNUM HUNTER: Ad Hoc Group Asks for Official Equity Committee MCCLATCHY COMPANY: Reports $300 Million Net Loss for 2015 MIAMI TEES: Case Summary & 8 Unsecured Creditors MICROVISION INC: Reports $14.5 Million Net Loss for 2015 MISSISSIPPI PHOSPHATES: U.S. Trustee Wants Case Converted to Ch. 7 NAVISTAR INTERNATIONAL: Incurs $33-Mil. Net Loss in 1st Quarter NEW BERN RIVERFRONT: Weaver Cooke's Claim Not Under UCC NEW GULF RESOURCES: Wants Until July 14 to Decide on Leases NEWBURY COMMON ASSOCIATES: Banks Oppose OCPs, Insurance Payments NEWBURY COMMON ASSOCIATES: Investors Push for Official Committee NEWBURY COMMON ASSOCIATES: UST Wants Examiner to Probe Wrongdoing NORANDA ALUMINUM: Bauxite Case Should Be Dismissed, Sherwin Says NORANDA ALUMINUM: Contractors Want Adequate Protection NORFE GROUP: PRAPI Blocks Access to Cash Collateral NPPF I: Fitch Cuts Ratings on 2 Tranches to 'BB' OSAGE EXPLORATION: Judge OKs Bidding Rules, Sets March 24 Auction OUTER HARBOR: Wind-Down Gets $9.5M DIP Financing to Continue PDC ENERGY: S&P Lowers Rating on Sr. Unsecured Notes to 'BB-' PEABODY ENERGY: Citadel Reports 4.4% Stake as of March 1 PETTERS COMPANY: Judge Approves Outline of Liquidating Plan PHARMACYTE BIOTECH: Incurs $1.79 Million Net Loss in Third Quarter POSITIVEID CORP: Extends Thermomedics Closing Date to March 31 PRECISION OPTICS: Joel Pitlor Retires as Director REICHHOLD HOLDINGS: Liquidating Plan Declared Effective RESIDENTIAL CAPITAL: Trust Posts 2015 Financial Statements RIVERSIDE FINANCIAL: Case Summary & 2 Unsecured Creditors RWL INVESTMENTS: Asks Court Approval of Cash Collateral Use RWL INVESTMENTS: Files Application to Employ Keech Law Firm S AND L HOLDINGS: U.S. Trustee Unable to Appoint Committee SAINT PETER'S HOSP: Moody's Affirms Ba1 Rating on $158MM Debt SINCLAIR TELEVISION: Moody's Rates New $350MM Unsec. Notes 'B1' SINCLAIR TELEVISION: S&P Assigns 'B+' Rating on $350MM Sr. Notes SUNDEVIL POWER: 341 Meeting of Creditors Set for March 21 SUNDEVIL POWER: Has Until March 14 to File Schedules SUNTECH AMERICA: District Asks Court to Allow $418,000 Claim TOWN SPORTS: Moody's Changes Prob. of Default Rating to Caa2-PD/LD TROJE'S TRASH: U.S. Trustee Forms 3-Member Committee TRUMP ENTERTAINMENT: Reorganization Plan Declared Effective ULTRA PETROLEUM: Advisors on Board for Company, Creditors ULTRA PETROLEUM: Bondholders Agree to Forbearance Thru April 30 ULTRA PETROLEUM: Has Forbearance Deal with JPMorgan Thru April 30 UNISYS CORP: Moody's Cuts Corporate Family Rating to 'B2' UNISYS CORP: S&P Assigns 'B+' Rating on Proposed Sr. Notes UNO RESTAURANTS: Mass. App. Affirms Summary Judgment vs. Ex-Worker VERSO CORP: Inks Tentative Deal on $775M Financing Plan VIRTUAL PIGGY: Issues $105,100 Unsecured Notes VISION SOLUTIONS: S&P Affirms 'B-' CCR, Off CreditWatch Negative WAFERGEN BIO-SYSTEMS: Reports Results for Q4 and Fiscal 2015 [*] February 2016 Commercial Bankruptcy Filings Climb 32% vs 2015 [*] Fitch Completes Periodic Review of 10 Business Development Cos. [*] HWA Bankruptcy Attorneys Among 2016 Texas Rising Stars List [*] Justices Seem Wary of Narrow Bankruptcy Fraud Exemption [*] Montgomery McCracken Adds Transpo. Partner, Associate [*] Moody's Hikes $81.7MM of Alt-A RMBS Deals Issued 2003-2004 [^] BOOK REVIEW: Lost Prophets ********* 1250 OCEANSIDE: Batiste Suit Referred to Bankr. Court for Pretrial ------------------------------------------------------------------ In the case captioned WILLIAM BATISTE AND VIRGINIA BATISTE, AS TRUSTEES OF THE WILLIAM AND VIRGINIA BATISTE REVOCABLE TRUST DATED JANUARY 23, 2001; RICHARD L. DVORAK AND TERESA D. DVORAK, AS TRUSTEES OF THE RICHARD L. DVORAK LIVING TRUST, JENNIE ANN FREIMAN, INDIVIDUALLY AND AS TRUSTEE OF THE JENNIE ANN FREIMAN PROFIT SHARING PLAN; STUART H. MENDEL, INDIVIDUALLY AND AS TRUSTEE OF THE JENNIE ANN FREIMAN PROFIT SHARING PLAN, Plaintiffs, v. SUN KONA FINANCE I, LLC; JOHN AND JANE DOES 1-15; DOE PARTNERSHIPS 1-15; DOE CORPORATIONS 1-15; and DOE ENTITIES 1-15, Defendants, Civ. No. 15-00397 ACK-KSC (D. Haw.), Senior District Judge Alan C. Kay of the United States District Court for the District of Hawaii adopted Magistrate Judge Kevin S.C. Chang's January 16, 2016 findings and recommendations to grant Sun Kona Finance I, LLC's motion to refer the case to the United States Bankruptcy Court for pretrial matters. Prior to the hearing on the confirmation of 1250 Oceanside Partners' plan of reorganization, a settlement was entered into wherein the plaintiffs, who are unsecured creditors, agreed to withdraw their objections to the reorganization plan and SKFI agreed to increase the amount of the unsecured creditors fund from $750,000 to $1,550,500. The settlement term sheet also provided that SKFI will not oppose an administrative expense claim by Bays Lung Rose & Holma, the firm who represented the plaintiffs in the bankruptcy case, in the amount of $250,000 for making a substantial contribution to the case. On September 1, 2015, the plaintiffs filed a complaint and demand for jury trial in the Circuit Court of the First Circuit of the State of Hawaii, alleging that SKFI breached the settlement term sheet by opposing their request for $250,000 in attorneys' fees. SKFI filed a notice of removal and a moved to refer the case to the United States Bankrupcty Court, which the plaintiffs opposed, claiming that the bankruptcy court lacks jurisdiction. Magistrate Judge Chang held a hearing on the motion on January 12, 2016, and thereafter issued findings and recommendations that the case be referred to the bankruptcy court for pretrial matters based on his determination that the bankruptcy court has both statutory and ancillary jurisdiction over the plaintiffs' claims. Agreeing with Magistrate Judge Chang's determination, Senior District Judge Kay held that the bankruptcy court has "related to" jurisdiction over the plaintiffs' claims because resolution of these claims requires interpretation of the settlement term sheet which was incorporated into the reorganization plan and approved and made binding on the parties through the bankruptcy court's confirmation order. Moreover, the allegations raised in the plaintiffs' complaint involve conduct that occurred during the bankruptcy proceedings, and the claims would not exist but for the bankruptcy proceedings. Judge Kay also agreed with Judge Chang's determination that the bankruptcy court has ancillary jurisdiction over the plaintiffs' claims because the resolution of these claims will require interpretation and/or enforcement of the settlement term sheet which was approved by the bankruptcy court in its confirmation order. A full-text copy of Judge Kay's February 26, 2016 order is available at http://is.gd/iTc12Qfrom Leagle.com. William Batiste, Virginia Batiste, Jennie Ann Freiman, Stuart H. Mendel, Richard L. Dvorak, Teresa D. Dvorak, are represented by: A. Bernard Bays, Esq. Christian D. Chambers, Esq. BAYS LUNG ROSE & HOLMA Topa Financial Center, Suite 900 700 Bishop Street Honolulu, HI 96813 Tel: (808)523-9000 Fax: (808)533-4184 Email: abb@legalhawaii.com cchambers@legalhawaii.com Sun Kona Finance I, LLC is represented by: Allison A. Ito, Esq. James A. Wagner, Esq. Neil J. Verbrugge, Esq. WAGNER CHOI & VERBRUGGE About 1250 Oceanside Partners 1250 Oceanside Partners, Front Nine, LLC, and Pacific Star Company, LLC, owners of the 1,800-acre Hokuli'a luxury real estate development near Kona on the island of Hawaii, sought Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353) on March 6, 2013, in Honolulu. The Debtors were formed by developer Lyle Anderson and were part of his development "empire", which included developments in Hawaii, Arizona, New Mexico and Scotland. The secured lender, Bank of Scotland, declared a default and obtained control of the Debtors in January 2008. Development of the property, which has 3.5 miles of waterfront on the Kona coast, stopped after the developers were declared in default under the loan. Oceanside and Front Nine own most of the land within the Hokuli'a project, which is the principal development. Pacific Star owns the land referred to as "Keopuka", near Hokuli'a. The Hokuli'a was to have 730 residential units, an 18-hole golf course, club and other amenities. The Debtors say their assets are worth $68.1 million while they are jointly liable to $625 million of debt to Sun Kona Finance LLC, which acquired the Hawaii loan from Bank of Scotland. Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in its restructuring effort. They replaced the law firm of Gelber, Gelber & Ingersoll as general counsel. A creditors committee has not been appointed. James A. Wagner, Esq., and Allison A. Ito, Esq., at Wagner Choi & Verbrugge, represent creditor Sun Kona Finance I, LLC, as counsel. The Honolulu Star-Advertiser reports that U.S. Bankruptcy Judge Robert Faris on May 12 confirmed the bankruptcy-exit plan by 1250 Oceanside Partners and two affiliates. 1250 Oceanside Partners on May 12, 2014 won court approval of a reorganization plan that would turn over ownership to its secured lender. Sun Kona would provide a $65 million exit facility to help make payments under the plan and to fund the reorganized company when it leaves court protection. The Debtors' Third Amended Joint Plan of Reorganization became effective July 1, 2014. ABBY LEE MILLER: Facing Bankruptcy Fraud Charges ------------------------------------------------ Joel R. Spivack, Esq., at the Law Office of Joel R. Spivack, reported that Abby Lee Miller, from the Lifetime network's reality show "Dance Moms," allegedly made false declarations when filing for Chapter 11 bankruptcy in 2010 and could be headed to prison if she is convicted of bankruptcy fraud. Federal authorities allege that Ms. Miller specifically hid more than $750,000 that she earned from the "Dance Moms" TV show. AGFEED INDUSTRIES: Stevens & Lee Sued by Malpractice Insurer ------------------------------------------------------------ Westport Insurance Corp. filed a lawsuit in Pennsylvania federal court Monday alleging Stevens & Lee PC withheld key information in order to secure a $10 million malpractice policy that the firm is currently relying on in an adversary proceeding accusing an ex-partner of giving bad advice to bankrupt AgFeed Industries Inc. Westport, which is seeking to ax the policy, said in its complaint that it had issued the professional liability policy to Stevens & Lee in December 2012 based on an application from the firm that failed to disclose a class action case that AgFeed was facing over alleged accounting fraud. "Stevens & Lee denied that any of its securities clients had a claim or allegation of fraud, negligence or breach of duty asserted against it," the complaint said. "Had Westport been made aware of the class action securities lawsuit filed against AgFeed, it would have issued the policy under different terms and conditions." Westport is represented by Elit Felix of Margolis Edelstein, and Robert Conlon and Ryan Rodman of Walker Wilcox Matousek LLP. The case is Westport Insurance Corp. v. Stevens & Lee PC et al., case number 2:16-cv-00937, in U.S. District Court for the Eastern District of Pennsylvania. ALLIANCE ONE: Moody's Cuts Corporate Family Rating to Caa2 ---------------------------------------------------------- Moody's Investors Service downgraded the Corporate Family Rating (CFR) of Alliance One International, Inc. (AOI) to Caa2 from Caa1. Moody's also downgraded the Probability of Default Rating to Caa2-PD from Caa1-PD, and the senior secured second lien note rating to Caa3 from Caa2. At the same time Moody's affirmed the company's senior secured bank credit facility rating at B1 and the Speculative Grade Liquidity Rating at SGL-4 (signifying weak liquidity). The ratings outlook is negative. The downgrade of AOI's CFR to Caa2 reflects Moody's increased liquidity concerns. In light of persistently weak credit metrics and delays in financial reporting, there is increasing risk around the company's ability to refinance upcoming maturities and maintain compliance with financial and reporting covenants. The company's $210 million revolving credit facility and $150 million accounts receivable securitization facility both mature in April 2017. AOI is reliant external sources of liquidity to fund its highly seasonal cash flows. Moody's also expects that AOI will be challenged to meet financial covenants under its revolving credit facility, given material tightening of covenant levels over the next year. Further, the company has delayed filing quarterly financial statements with the Securities and Exchange Commission and has said that previous financial statements may not be relied upon. This stems from recently discovered accounting discrepancies found in its Kenyan subsidiary. The company is currently not in compliance with reporting requirements under its bond indenture. Prolonged delays in financial reporting or escalation of the accounting issues could increase the likelihood that bondholders pursue a notice of violation, and potentially, debt acceleration. Moody's downgraded the following ratings: -- Corporate Family Rating, to Caa2 from Caa1 -- Probability of Default Rating, to Caa2-PD from Caa1-PD -- Senior secured second lien note rating, to Caa3 (LGD 5) from Caa2 (LGD 5) Moody's affirmed the following ratings: -- Senior secured bank credit facility rating, at B1 (LGD 1) -- Speculative Grade Liquidity Rating at SGL-4 The ratings outlook is negative. RATINGS RATIONALE AOI's Caa2 Corporate Family Rating reflects Moody's expectation that credit metrics and liquidity will remain weak over the next 12 to 18 months. Moody's expects debt to EBITDA to remain very high, fluctuating seasonally between 7.4 and 8.7 times (including Moody's standard adjustments). The ratings also reflect the mature, low margin nature of the leaf tobacco processing business. The ratings are supported by AOI's strong market position, its established relationships with key tobacco manufacturing customers, and its global procurement and processing network. The negative outlook reflects Moody's expectation that leverage will remain very high and that liquidity will remain weak, and that the company will be challenged to meet financial covenants under its revolving credit facility. AOI's rating could be further downgraded if the company's liquidity profile deteriorates. AOI's ratings could be upgraded if its committed financing lines are refinanced, the accounting discrepancy issue is resolved, and there is a material improvement in the company's liquidity profile. Headquartered in Morrisville, North Carolina, Alliance One International, Inc. is one of the world's leading tobacco processors and merchants. Its principal products include flue-cured burley and oriental tobaccos, which are major ingredients in cigarettes. Revenue for the twelve months ended June 30, 2015 (last publically filed financial statements) was approximately $2.1 billion. AMERICAN CAPITAL: Fitch Puts 'BB-' IDR on CreditWatch Negative -------------------------------------------------------------- Fitch Ratings has placed the 'BB-' Long-term Issuer Default Rating 'BB+' senior secured debt, and 'BB-' senior unsecured debt for American Capital, Ltd. (ACAS) on Rating Watch Negative. The rating actions are taken as part of Fitch's periodic review of Business Development Companies (BDCs), which encompasses 10 publicly rated firms. BDC INDUSTRY OUTLOOK Fitch's outlook for the BDC sector is negative; reflecting competitive underwriting conditions, earnings pressure, underperforming energy investments, unsustainable asset quality metrics, increased activist pressure, and limited access to growth capital. While some firms are better positioned, given their more conservative financial profiles and portfolio characteristics, others are likely to see rating pressure over the outlook horizon. BDCs are heavily dependent on the equity markets to fund portfolio growth, but access to the market has been almost non-existent over the last 18 months as share prices continue to trade at steep discounts to net asset value (NAV). At March 7, 2016, rated BDCs were trading at a 18.3% average discount to NAV, thus preventing most from issuing stock without significantly diluting existing shareholders. While the reduction in portfolio growth is viewed favorably by Fitch, given tough underwriting conditions, some firms may struggle to close the trading gap, leaving them at a competitive disadvantage if and when investment opportunities arise. The decline in commodity prices has yielded the first notable crack in asset quality performance for BDCs. More broadly, asset quality metrics remain at unsustainably low levels, in Fitch's opinion. While strong portfolio company performance has been supported by an improving economic environment, low interest rates are likely masking some potential underlying company-specific issues, as issuers have been able to refinance themselves out of trouble rather easily in recent years. Fitch believes asset quality metrics are likely to deteriorate over the near term; however, the pace of deterioration will be somewhat dependent upon the rate of change in interest rates, the backdrop of the broader economic environment, differing sector exposures, and the integrity of individual firms' underwriting. Fitch has not observed a marked increase in leverage levels for the sector, with average leverage for investment grade-rated BDCs of 0.74x at year-end 2015 compared to 0.60x at year-end 2014. However, there is a wide dispersion of leverage around the average, and those with the most energy exposure often also have the highest leverage ratios. Share repurchase activity has also increased in the sector in recent quarters, which could inflate leverage ratios further. Fitch believes that BDCs heavily focused on maximizing leverage run the risk of having less dry powder to deploy when if and when underwriting conditions improve, thus weakening earnings upside. KEY RATING DRIVERS IDRs AND SENIOR DEBT The Rating Watch Negative stems from potential changes in ACAS's strategy, organizational structure, and/or ownership over the near- to medium-term, which are more likely to translate into negative rating actions, in Fitch's opinion, given the complexity of the business model, relative to other BDCs. Currently, ACAS is soliciting bids for the sale of its business in whole, or in parts. If ACAS should pursue a partial sale, an orderly liquidation of its business or if the firm is unable to sell its business, that could translate into negative rating action. Should ACAS pursue a full sale of its business, Fitch would assess the credit worthiness of the potential acquirer or acquirers. All things equal, the sale to a higher-rated entity could have positive rating implications, or conversely, the sale to a lower-rated entity and/or an entity with a more aggressive operating strategy could have negative rating implications. However, Fitch views ACAS's sale to a single buyer, as the least likely outcome of the sale process, given the size and complexity of the business. Despite the Negative Watch, Fitch believes debtholders continue to be in a solid position in terms of collateral coverage. Based on the investment portfolio at Dec. 31, 2015, the currently outstanding secured and unsecured notes could be fully repaid if the investment portfolio was liquidated using an 90.2% haircut, assuming proceeds were used to reduce borrowings. Should cash be used solely to fund share repurchases, debtholders could be fully repaid if the portfolio was haircut 80.5%. The ratings are supported by ACAS's relatively low leverage, modest oil and gas exposure and sufficient liquidity to service near term debt maturities. As a C corporation, ACAS can retain earnings, which is also viewed favorably by Fitch. Rating constraints include ACAS's, inconsistent operating strategy, outsized equity exposure relative to peers, which is subject to more valuation volatility, large levels of non-accruals and paid-in-kind (PIK) interest income, limited funding flexibility, and an inability to access the equity markets without severely diluting existing shareholders. In November 2015, Elliot Management Corp. filed a proxy urging ACAS's shareholders to vote against the company's spin-off proposal, citing that the plan to create a new BDC and standalone asset manager would put the firm's assets at risk, serve to entrench management and significantly limit options for future stockholder value creation. Elliott holds an approximate 5% stake in ACAS, making it one of the firm's largest shareholders. On Nov. 25, 2015, ACAS announced that the board instructed the company to undertake a full strategic review with its advisors, Goldman Sachs and Credit Suisse, to consider alternatives to maximize shareholder value including the possible sale of part or all of its business, or to proceed with the previously announced spin-off plans. On Jan. 7, 2016, the company completed the initial phase of its strategic review and announced it would proceed with the solicitation of offers to purchase the company or its various business lines in whole or in part. The company did not provide further details on the potential timing of a potential transaction, nor is Fitch aware of any specifics beyond those outlined by the company in the public domain, but Fitch expects the transformation will move relatively quickly to avoid damage to the franchise and sponsor relationships, if the transaction cannot be completed. That said; Fitch believes the transaction will be complicated and it will be difficult finding a single buyer of ACAS's portfolio, given the existing CLO exposure, its ownership of an asset manager, publicly traded mortgage REITs, and legacy buyout equity investments. Leverage, defined as total debt to total equity, amounted to 0.26x, as of Dec. 31, 2015. Net of unrestricted balance sheet cash, leverage was 0.16x, which is among the lowest amongst peer-BDCs. However, Fitch believes lower leverage is appropriate given ACAS's outsized exposure to equity and CLO investments, which represented approximately 51%, or 38% excluding ACAS's equity investment of American Capital Asset Management (ACAM), of the total investment portfolio, as of Dec. 31, 2015. During the fourth quarter of 2014, the board authorized the purchase of $600 million to $1 billion of ACAS's common stock through June 20, 2016, under a programmatic 10b5-1 share repurchase plan at prices per share below 85% of the most recent quarterly NAV. During the year ended Dec. 31, 2015, ACAS repurchased a total of 36.9 million shares in the open market for $525.6 million at an average price of $14.25 per share. Since the inception of the share repurchase program in 2011, ACAS has repurchased a total of 138.5 million shares, totaling $1.7 billion and representing 40% of its outstanding shares, more than any other peer-BDC. Fitch generally views share repurchases as shareholder friendly and a contributor to higher leverage metrics, to the detriment of creditors. Should ACAS repurchase shares up to the $1 billion program limit, leverage would increase to 0.29x. However, if the earning accretion achievable through the share buyback is greater than the accretion other achievable through investments in new loans, creditors could benefit from stronger cash flow coverage. More recently, ACAS has funded its share repurchases through liquidation proceeds from its broadly syndicated loan portfolio. Since investment activity has slowed and ACAS is deleveraging its balance sheet, Fitch understands the motivation its meaningful buybacks. However, if share repurchases inflate leverage beyond levels commensurate with portfolio risk, this would be viewed negatively by Fitch. In Fitch's view, asset quality remains a key rating constraint, as non-accrual loans remain elevated on an absolute and relative basis. Non-accruals amounted to 10.6% of the portfolio at cost and 4.9% at fair value, as of Dec. 31, 2015, compared to the peer average of 2.7% and 0.86% at cost and fair value, respectively. Overall, Fitch believes asset quality metrics will be somewhat volatile going forward, as the portfolio amortizes or liquidates and become adversely selected when stronger borrowers refinance or repay, and weaker credits remain. ACAS does not have meaningful exposure to oil and gas investments, which is a benefit given the steep declines in energy prices since 2014. The firm had $157 million of investments in oil, gas & consumable fuel and energy equipment and services companies, representing 3.5% of the total investment portfolio at cost, as of Dec. 31, 2015. Fitch conducted a stress test on ACAS's energy portfolio along with the peer group, and views the impact of valuation declines and write-offs on leverage metrics as negligible. Adjusted after-tax net investment income (NII) amounted to $265 million in 2015, up significantly from $136 million in 2014 driven by interest and dividend income growth and advisory income generated by ACAS's investment manager, American Capital Asset Management (ACAM). NII was adjusted for severance costs of $19 million and $12 million in 2014 and 2015, respectively, related to ACAS's planned workforce reduction. Fitch expects operating performance will decline modestly on an absolute basis, due to a reduction in investment income resulting from portfolio amortization and/or liquidation. Further cost reductions by ACAS may be warranted in efforts to maintain current margins. Currently, Fitch views ACAS's funding flexibility as being limited given its reliance on secured debt and because its stock is trading at a meaningful discount to NAV. Since the first quarter of 2010, ACAS's shares have been trading at an average discount of 32.7%. Share repurchases have been modestly accretive to NAV, totaling $2.66 per share since the program began. ACAS's liquidity profile is considered adequate, with $483 million of balance sheet cash at year-end 2015 and $3.7 billion of proceeds from principal repayments and investment sales in 2015. Given the outstanding balance of $1.3 billion under its various debt facilities and remaining authorization of up to $474.4 million in share repurchases, assuming no further investment activities, Fitch believes ACAS has sufficient liquidity to repay its debt in full prior to its scheduled maturities. Generally, Fitch monitors non-cash income closely, as RIC regulations require distributing 90% of taxable earnings on an annual basis. However, ACAS does not currently qualify as a RIC and, therefore, is able to retain earnings. Still, Fitch will continue to closely monitor PIK levels relative to investment income, even though ACAS is not expected to return to RIC status over the near-term. As of Dec. 31, 2015, PIK as a percentage of total investment income amounted to 6.4%, which is consistent with the peer average. RATING SENSITIVITIES IDRs AND SENIOR DEBT Should ACAS sell its business to a lower-rated entity, and/or the acquirer has a more aggressive operating strategy, that could drive negative rating momentum. In a scenario where ACAS pursues a partial sale, an orderly liquidation of its business or if the firm is unable to sell its business, that could also be viewed negatively from a ratings perspective, as it signals possible reputational or franchise damage. Negative rating actions could also be driven by a material increase in leverage not commensurate with the relative risk of the investment portfolio, or resulting from significant unrealized portfolio depreciation or outsized share repurchases, a spike in non-accrual levels, and/or higher PIK income. An inability to redeploy portfolio proceeds into attractive investment opportunities would also be viewed unfavorably from a ratings perspective. Fitch believes, over the near-term, positive rating momentum would only be driven by the full sale of ACAS's business to a higher-rated acquirer or acquirers. If the Long-term IDR were to be downgraded, there is the potential for the outstanding senior secured debt and unsecured debt ratings to stay at their current level, subject to the assessment of ACAS's liquidity profile and asset coverage at that time. Based in Bethesda, MD, ACAS is a publicly traded private equity firm and alternative asset manager organized in 1986 which completed its IPO in 1997. As of Dec. 31, 2015, the company managed $21 billion of assets, including balance sheet assets and fee-earning assets under management by affiliated managers with $73 billion of total assets under management. Fitch has placed these ratings on Rating Watch Negative: American Capital, Ltd. -- Long-term IDR 'BB-'; -- Senior secured debt 'BB+'; -- Senior unsecured debt 'BB-'. ARCH COAL: DIP Lenders Agree to Waiver, Extension of Availability ----------------------------------------------------------------- Arch Coal, Inc., said in a regulatory filing with the Securities and Exchange Commission that in connection with the Bankruptcy Court's final order approving the Debtors' superpriority secured term loan credit facility, the Company entered into a waiver and consent and amendment to the DIP Credit Agreement, dated as of March 4, 2016, with the consent of: -- Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders; -- the DIP Lenders holding a majority of the term loans and unused commitments under the DIP Facility; and -- only with respect to the consent to dismiss the Chapter 11 case of one debtor entity, the lenders holding a majority of the term loans under Arch's prepetition credit facility. The DIP Amendment, among other things: (i) provides for a waiver of any default or event of default that otherwise would occur under the DIP Credit Agreement as a result of the dismissal of the Chapter 11 case of one of the Company's subsidiaries following the sale of that subsidiary; (ii) grants the consent to dismiss the Chapter 11 case of the Sold Entity; (iii) extends the availability period to borrow under the DIP Facility from four months to six months, with a corresponding extension to the period during which the 1% voluntary prepayment fee is applicable; (iv) reduces the minimum liquidity threshold applicable after the entry of the Final Order from $575 million to $500 million and (v) removes the event of default relating to a material breach by any of the Debtors of any provision of the Restructuring Support Agreement, dated as of January 10, 2016 and as amended by the First Amendment to the Restructuring Support Agreement dated as of February 25, 2016 that results in the termination thereof. 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 The Official Committee of Unsecured Creditors tapped Spencer Fane LLP and Kramer Levin Naftalis & Frankel LLP as attorneys. ARCH COAL: Gets Nod on Agreement to Reduce Environmental Costs -------------------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reported that a Missouri bankruptcy judge on Feb. 29, 2016, approved an agreement between Arch Coal and Wyoming environmental regulators that significantly reduces the financial commitment the coal company must post in order to continue operating its coal mines in the state. U.S. Bankruptcy Judge Charles E. Rendlen III approved a deal between Arch Coal subsidiaries and the Wyoming Department of Environmental Quality that will reduce the bonds it must post to operate its mines from approximately $485.5 million to $75 million. 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 debt 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. ASPECT SOFTWARE: Approval of $30-Mil. DIP Facility Sought --------------------------------------------------------- Aspect Software Parent, Inc., et al., are seeking authority from the U.S. Bankruptcy Court for the District of Delaware to obtain postpetition secured financing and to use cash collateral of their prepetition secured lenders. The Debtors said access to Cash Collateral and the proposed DIP Facility will provide them with sufficient funds to pay wages, preserve and maximize the value of their estates, and administer their Chapter 11 cases. "The DIP Facility and access to Cash Collateral will provide a clear, strong message to the Debtors' customers, vendors, employees, and contract counterparties that operations are appropriately funded and that the bankruptcy filing will not impact the Debtors' businesses operationally," according to Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, counsel for the Debtors. "Immediate access to Cash Collateral and the DIP Facility will facilitate the Debtors' progression through chapter 11 as they work to effectuate a viable and actionable restructuring ... that will help the Debtors avoid the negative impact of a prolonged chapter 11 case." Wilmington Trust, N.A. serves as the DIP Agent under the Proposed DIP Agreement. The DIP Facility provides postpetition financing in the form of a non-amortizing multiple draw term loan facility in an aggregate principal amount of $30 million ($10 million of which will be available upon entry of the Court's interim order). Loans under the DIP Facility bear an interest rate of 9.75%, in the case of a Eurodollar Loan and 8.75%, in the case of an ABR Loan, with a 1% floor per annum. Aspect agrees to pay to the Administrative Agent for the account of each Lender (i) a commitment fee of 3.00% of the Commitments of such Lender available to the Borrower on the Effective Date, earned on the Effective Date and payable in cash upon the earlier of the Initial Draw Date and the Termination Date, (ii) an unused line fee, which will accrue at 2.50% per annum on the average daily unused amount of the Commitment of such Lender during the period from and including the Effective Date to but excluding the date on which the Commitments terminate, and an annual administrative fee of $50,000. The DIP Agreement will terminate on the earliest to occur of: * the Maturity Date (Sept. 30, 2016); * the date of termination of the Commitments and acceleration of any outstanding extensions of credit, in each case, under the Facility in accordance with the terms of the DIP Credit Agreement; * the Prepayment Date; * the Plan Effective Date; * the date of dismissal of the Cases by the Bankruptcy Court; or * the earlier of the date (x) the Borrower enters into (or files a motion with the Bankruptcy Court or otherwise takes action to pursue the Bankruptcy Court for approval of) a purchase agreement for all or substantially all of the Borrower's assets and (y) the Borrower files a motion or otherwise takes action to pursue the Bankruptcy Court for approval of a sale of all or substantially all of the Debtors' assets, (vii) the consummation of a sale of all or substantially all of the assets of the Borrower pursuant to Section 363 of the Bankruptcy Code or otherwise and (viii) the date of filing or support by the Borrower of a Reorganization Plan that is not an Acceptable Reorganization Plan. The following are the parties with interest in the Cash Collateral: (a) Wilmington Trust, N.A., as administrative and collateral agent, and each of the lenders under the Prepetition Credit Agreement (collectively, the "Prepetition First Lien Secured Parties"); and (b) U.S. Bank N.A., as trustee and collateral agent, and each of the lenders under the Prepetition Second Lien Indenture and holders of Prepetition Second Lien Notes (collectively, the "Prepetition Second Lien Secured Parties"). The Debtors will provide the Prepetition Secured Parties with adequate protection of their respective interests in the Prepetition Collateral. The First Lien Agent and Prepetition First Lien Lenders will have the right to credit bid up to the full amount of their Prepetition First Lien Obligations under the Prepetition First Lien Loan Documents and any obligations related thereto in connection with the sale of the Prepetition Collateral, including, without limitation, (a) pursuant to Section 363 of the Bankruptcy Code, (b) a plan of reorganization or a plan of liquidation under Section 1129 of the Bankruptcy Code, or (c) a sale or disposition by a chapter 7 trustee. About Aspect Software Headquartered in Phoenix, Arizona, with 38 offices located in 19 countries, Aspect Software serves as a global provider of software systems and equipment for contact centers that service the needs of customers across various industries. Aspect delivers solutions to more than 2,200 Contact Centers in more than 70 countries, and its products currently support approximately 1.5 million contact center agent seats, managing over 100 million enterprise customer interactions daily. Aspect Software Parent, Inc., Aspect Software, Inc., VoiceObjects Holdings Inc., Voxeo Plaza Ten, LLC and Davox International Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 16-10597) on March 9, 2016. Robert Krakauer signed the petitions as executive vice president and chief financial officer. The Debtors have hired Kirkland & Ellis LLP as general bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP as co-bankruptcy counsel, Alix Partners, LLP as financial advisor, Jefferies LLC as investment banker and Prime Clerk LLC as claims, notice, and balloting agent. ASPECT SOFTWARE: Seeking Joint Administration of Cases ------------------------------------------------------ Aspect Software Parent, Inc., et al., ask the Bankruptcy Court to direct procedural consolidation and joint administration of their Chapter 11 cases and grant related relief, including the ability to add later filed cases. The Debtors request that one file and one docket be maintained for all of the jointly-administered cases under the case of Aspect Software Parent, Inc., Case No. 16-10597. The Debtors said that given the integrated nature of their operations, joint administration will: (a) provide significant administrative convenience without harming the substantive rights of any party-in-interest; (b) reduce fees and costs by avoiding duplicative filings and objections; and (c) allow the U.S. Trustee and all parties-in-interest to monitor these Chapter 11 cases with greater ease and efficiency. About Aspect Software Headquartered in Phoenix, Arizona, with 38 offices located in 19 countries, Aspect Software serves as a global provider of software systems and equipment for contact centers that service the needs of customers across various industries. Aspect delivers solutions to more than 2,200 Contact Centers in more than 70 countries, and its products currently support approximately 1.5 million contact center agent seats, managing over 100 million enterprise customer interactions daily. Aspect Software Parent, Inc., Aspect Software, Inc., VoiceObjects Holdings Inc., Voxeo Plaza Ten, LLC and Davox International Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 16-10597) on March 9, 2016. Robert Krakauer signed the petitions as executive vice president and chief financial officer. The Debtors have hired Kirkland & Ellis LLP as general bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP as co-bankruptcy counsel, Alix Partners, LLP as financial advisor, Jefferies LLC as investment banker and Prime Clerk LLC as claims, notice, and balloting agent. ASPECT SOFTWARE: Taps Prime Clerk as Claims and Noticing Agent -------------------------------------------------------------- Aspect Software Parent, Inc., et al., filed an application with the Bankruptcy Court for the appointment of Prime Clerk LLC as their claims and noticing agent, including assuming full responsibility for the distribution of notices and the maintenance, processing, and docketing of proofs of claim filed in their Chapter 11 cases. The Debtors assert that by appointing Prime Clerk, the distribution of notices and the processing of claims will be expedited, and the Office of the Clerk of the Bankruptcy Court will be relieved of the administrative burden of processing what may be an overwhelming number of claims. Prime Clerk's claims and noticing rates are: Title Hourly Rate ----- ----------- Analyst $30-$50 Technology Consultant $80-$100 Consultant/Senior Consultant $90-$170 Director $175-$195 Solicitation Consultant $185 Director of Solicitation $210 The Debtors request that the undisputed fees and expenses incurred by Prime Clerk in the performance of the services be treated as administrative expenses of their Chapter 11 estates and be paid in the ordinary course of business without further application to or order of the Court. Before the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $50,000. Prime Clerk seeks to first apply the retainer to all prepetition invoices, and thereafter, to have the retainer replenished to the original retainer amount, and thereafter, to hold the retainer under the Engagement Agreement during these Chapter 11 cases as security for the payment of fees and expenses incurred under the Engagement Agreement. Under the terms of the Engagement Agreement, the Debtors have agreed to indemnify, defend, and hold harmless Prime Clerk and its directors, officers, employees, affiliates, and agents under certain circumstances specified in the Engagement Agreement, except in circumstances resulting solely from Prime Clerk's gross negligence or willful misconduct. Prime Clerk has represented that it neither holds nor represents any interest materially adverse to the Debtors' estates in connection with any matter on which it would be employed and that it is a "disinterested person," as defined in Section 101(14) of the Bankruptcy Code. About Aspect Software Headquartered in Phoenix, Arizona, with 38 offices located in 19 countries, Aspect Software serves as a global provider of software systems and equipment for contact centers that service the needs of customers across various industries. Aspect delivers solutions to more than 2,200 Contact Centers in more than 70 countries, and its products currently support approximately 1.5 million contact center agent seats, managing over 100 million enterprise customer interactions daily. Aspect Software Parent, Inc., Aspect Software, Inc., VoiceObjects Holdings Inc., Voxeo Plaza Ten, LLC and Davox International Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 16-10597) on March 9, 2016. Robert Krakauer signed the petitions as executive vice president and chief financial officer. The Debtors have hired Kirkland & Ellis LLP as general bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP as co-bankruptcy counsel, Alix Partners, LLP as financial advisor, Jefferies LLC as investment banker and Prime Clerk LLC as claims, notice, and balloting agent. ASPECT SOFTWARE: Wants to Pay $1.5-Mil. for Critical Vendor Claims ------------------------------------------------------------------ Aspect Software Parent, Inc., et al., seek permission from the Bankruptcy Court to pay claims of vendors that are critical to their business operations and may discontinue providing goods and services absent payment of their prepetition claims in an amount not to exceed $1 million on an interim basis and $1.5 million on a final basis. The Debtors said they rely on goods and services provided by approximately 2,500 third-party vendors. Of these vendors, the Debtors have identified those that are highly specialized whose services cannot be replaced quickly or without significant cost to their estates, especially during this early, critical juncture in these Chapter 11 cases. "Without the Critical Vendors' supplies and services, the Debtors would experience software and network outages immediately while they searched for substitute vendors, which could in turn jeopardize numerous customer relationships and significantly impair the value of the Debtors' businesses," said Domenic E. Pacitti, Esq., at Klehr Harrison Harvey Branzburg LLP, counsel for the Debtors. The Critical Vendor Claims are limited to approximately 17% of the Debtors' outstanding trade debt and approximately 0.12% of the Debtors' total funded indebtedness as of the Petition Date. The Debtors intend to condition payment of Critical Vendor Claims upon each Critical Vendor's agreement to continue supplying goods and services on terms that are acceptable to them in light of customary industry practices. About Aspect Software Headquartered in Phoenix, Arizona, with 38 offices located in 19 countries, Aspect Software serves as a global provider of software systems and equipment for contact centers that service the needs of customers across various industries. Aspect delivers solutions to more than 2,200 Contact Centers in more than 70 countries, and its products currently support approximately 1.5 million contact center agent seats, managing over 100 million enterprise customer interactions daily. Aspect Software Parent, Inc., Aspect Software, Inc., VoiceObjects Holdings Inc., Voxeo Plaza Ten, LLC and Davox International Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No. 16-10597) on March 9, 2016. Robert Krakauer signed the petitions as executive vice president and chief financial officer. The Debtors have hired Kirkland & Ellis LLP as general bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP as co-bankruptcy counsel, Alix Partners, LLP as financial advisor, Jefferies LLC as investment banker and Prime Clerk LLC as claims, notice, and balloting agent. ATLANTIC CITY, NJ: Risks Default & Poss. Bankruptcy, Moody's Says ----------------------------------------------------------------- Moody's Investors Service has released a scenario analysis of possible outcomes for Atlantic City, NJ (Caa1 review for downgrade) as the New Jersey (A2 negative) legislature considers rescue legislation and greater influence in placing it on the path to fiscal recovery. "Without drastic action, Atlantic City could face a default as early as April or May. The city also owes $190 million to casinos that successfully appealed their property taxes. Factoring in these liabilities, we project a budget deficit of $102 million in fiscal 2016, ending December 31," Josellyn Yousef, a Moody's VP -- Senior Analyst says in "Atlantic City, NJ: Rescue Legislation Key to Fiscal Recovery." The state legislature is considering two bills to help Atlantic City: the Casino Property Tax Stabilization Act (PILOT bill) and the Municipal Stabilization and Recovery Act (state intervention bill) with Moody's identifying three scenarios that would have a positive or negative credit impact on the city's credit quality. The first, and most credit positive scenario, is if the state passes both bills, which grants NJ the authority to implement proposals included in the city's emergency manager's January 2016 report. Under this scenario, Moody's projects the city's $102 million deficit will shrink by 73% to $27.8 million in 2016 and be almost gone by 2020. The proposals include added revenues, expense cuts and restructured casino debt. "The state would also generate savings by eliminating city departments and terminating union contracts, which would allow it to turn over police and fire operations to the county. Reorganizing the police and fire departments has been politically contentious between the city and state," Yousef says. Moody's believes if only the PILOT bill passes, the city will continue to face distress since the single bill is insufficient to restore Atlantic City's fiscal health. While the PILOT bill produces additional revenues and avoids incurring additional casino tax liabilities, it is not enough to avoid crippling deficits of $30 million to $40 million annually over the next five years. Moody's believes the state intervention bill is too politically contentious to pass on its own. If neither bill passes, Atlantic City will run out of cash in the next few weeks, leading to a potential default, distressed exchange, or bankruptcy filing. The state could take stopgap measures to help Atlantic City, such as a providing a loan or allowing the deferment of pension contributions, but this would not solve the underlying causes of the crisis. No matter which scenario ultimately occurs, Atlantic City's financial position remains vulnerable to external factors such as further casino closures and deteriorating state finances. BAHA MAR: Bahamas Urged to Fund JPLs for Creditors' Best Interest ----------------------------------------------------------------- BMD Holdings Ltd. on March 10 sent the following letter to unsecured creditors urging them to press the government of The Bahamas to provide the necessary funding for the Baha Mar Joint Provisional Liquidators (the "JPLs") to represent the interests of the unsecured creditors of Baha Mar. The following is the full text of the letter, as sent: 10 March 2016 Dear Baha Mar Creditor, We are fast approaching March 27th, the one-year anniversary of the date that Baha Mar was to have opened to the public, and now, more than ever, is a time for plain speaking and jargon-free information about the current problems in respect of the project. That opening date was based on repeated assurances by CCA to the bank, the Bahamian Government and the developer, that the resort would be complete and ready to open. If CCA had lived up to its word, the resort would be opened; thousands of Bahamians would be gainfully employed; many Bahamian vendors and suppliers would be benefitting, and, not least, creditors would have been paid. Instead, today there is no Baha Mar. Recent court documents strongly indicate that CCA deceived the Government, the developer, you, and the Bahamian people. The impact of this deception has resulted in serious economic consequences for many in the Bahamas and elsewhere. A lot has happened in the past year as a result of CCA's failures. Unfortunately, that has not included creditors being paid, or even the current prospect of being paid. As you well know, Baha Mar sought to reorganize under Chapter 11 of the U.S bankruptcy code, a constructive process that would have resulted in creditors being paid. But the Government (and CCA and the bank) fought the Chapter 11, and instead pursued the winding up (or liquidation) of Baha Mar in the Bahamian courts, with all of the destructive effect that has had. Thousands of Bahamians, who were to work at Baha Mar, became unemployed. Hundreds of Bahamian and international businesses which were to enjoy the success of Baha Mar were forced to become unsecured creditors. When the Government succeeded in pushing the winding up/liquidation process on Baha Mar, Joint Provisional Liquidators, or JPL's, were identified by the Government and appointed by the local court to preserve the Bahamian assets of the resort. The JPLs were paid from funds still remaining in Baha Mar's bank accounts and from certain repayments of money owed to Baha Mar. Then, when that money ran out, Baha Mar's assets were seized by the Export-Import Bank of China, or CEXIM, the secured lender, and put under the control of its receiver, the accounting firm Deloitte. The role of the receivers is to protect the secured creditor, the bank, not you, and not us. Because of this, the JPL's are the only ones who can possibly advocate for, and have the responsibility to represent, the best interests of the vendors, suppliers and individuals who are the unsecured creditors. Despite this role of central importance, the JPLs are not being paid, and consequently, the unsecured creditors have no voice advocating their interests before the Bahamian court. Without such an advocate, no one can check or stem the actions of the receivers. The Prime Minister told the House of Assembly on Monday that intensive discussions are being held between CCA's parent, CSCEC, and the bank on detailed plans of remobilization. Whilst we are all for progress, those comments also underscore that the bank and the receivers will assuredly not pursue the valuable claims against CCA or CSCEC, including the lawsuit against CSCEC currently pending in the UK High Court, as urged by Granite Ventures in its recent court filing. Those claims potentially add value to the estate and thereby generate real dollars to be paid to you. The Prime Minister said that such a deal between CSCC and CEXIM would require approval of their regulators, but he did not say that approval is required by the Bahamian court. Creditors should be very concerned that they will be left out in the cold. No one is protecting your interests right now. And this is exactly why the Bahamian Government must step up and act now on behalf of the unsecured creditors, to fulfill its assurances to you. The Government must now fund the JPLs so that they can do their job on behalf of Baha Mar's unsecured creditors, on your behalf. The assets of Baha Mar must be managed and monetized to maximize their value. This includes, among other efforts, pursuing the UK litigation claim against CSCEC effectively. This means not allowing either CEXIM or CSCEC to undertake actions, such as instituting new financial commitments, that further push the unsecured Bahamian and international creditors down the line in financial recovery. It means not allowing Baha Mar to be sold at a discount by CEXIM at the expense of the unsecured creditors. Your interests are at stake. Tell the Government you need representation, and that the JPL's must receive funds to fulfill their role. There is no sign that the receiver (appointed for CEXIM, not you) will fund the JPL's and there is every reason to believe that they would not do so. Tell the court it must order an investigation of the claims against CSCEC. We urge all creditors, especially Bahamian creditors, to make their voices heard now, before it is too late. Yours truly, Tom Dunlap Media ContactRobert Siegfried / Ross Lovern 212-521-4806 About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). Baha Mar owns, and is in the final stages of developing, a 3.3 million square foot resort complex located in Cable Beach, Nassau, The Bahamas. The bankruptcy cases are assigned to Judge Kevin J. Carey. The Debtors are represented by Paul S. Aronzon, Esq., and Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq.,and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. The Debtors' Delaware counsel are Laura Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware. The Debtors' Bahamian counsel is Glinton Sweeting O'Brien. The Debtors' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. BANC OF AMERICA 2009-14: Moody's Cuts Cl. 1-A-1 Notes Rating to C ----------------------------------------------------------------- Moody's Investors Service has downgraded the rating of Class 1-A-1 issued by Banc of America Funding 2009-R14 Trust. The tranche is backed by the Class AF-1 issued by Renaissance Home Equity Loan Trust 2007-3. Complete rating actions are as follows: Issuer: Banc of America Funding 2009-R14 Trust Cl. 1-A-1, Downgraded to C (sf); previously on Mar 11, 2015 Downgraded to Caa3 (sf) RATINGS RATIONALE Class 1-A-1 of Banc of America Funding 2009-R14 Trust has been downgraded due to a decline in the expected principal recovery on the underlying tranche which supports this resecuritized bond. The actions reflect the recent performance of the underlying bond and Moody's updated loss expectations on the underlying bond and the collateral backing the bond. BFS ENTERTAINMENT: Files for Bankruptcy in Canada ------------------------------------------------- BFS Entertainment & Multimedia Limited (BFS) of Richmond Hill, Ontario on March 10 disclosed that due to ongoing losses and its inability to support its bank covenants that it has filed for Bankruptcy for both BFS Entertainment & Multimedia Limited and Collectables Direct Inc its wholly owned consumer Catalogue division. The Trustee in Bankruptcy is The Fuller Landau Group Inc. Toronto, Ontario. BFS Entertainment & Multimedia Limited is a recognized independent manufacturer and distributor of home video. BH SUTTON: Gamma Lender's Warning to Foreclose Cues Bankruptcy -------------------------------------------------------------- Privately-held BH Sutton Mezz filed for Chapter 11 protection. BankruptcyData reported that the Company owns real estate property in New York. The Debtor, according to BData, said its Chapter 11 filing was precipitated by, among other things, litigation with one of its lenders and an attempt by the Gamma Lender to foreclose on the Debtor's membership interest through a quick sale under the Uniform Commercial Code. The Debtor believes there is substantial equity in the real properties and the Debtor seeks relief from the Bankruptcy Court to protect the value of its assets. New York City-based BH Sutton Mezz LLC filed for Chapter 11 protection (Bankr. S.D. NY Case No. 16-10455) on Feb. 26, 2016. The petition was signed by Herman Carlinsky, president. The Hon. Sean H. Lane presides over the case. Joseph S. Maniscalco, Esq., at Lamonica Herbst & Maniscalco, LLP represents the Debtor in its restructuring effort. The Debtor estimated assets at $100 million to $500 million and debts at $10 million to $50 million. BIOLIFE SOLUTIONS: Appoints Interim Chief Financial Officer ----------------------------------------------------------- BioLife Solutions, Inc., appointed Roderick de Greef, 54, as the Company's interim chief financial officer and interim secretary on March 4, 2016, according to a Form 8-K report filed with the Securities and Exchange Commission. Previously, Mr. de Greef served as a director of the Company from June 2000 through November 2013, and provided the Company with strategic and financial consulting services from July 2007 through August 2011. Mr. de Greef has served Elephant Talk Communications Corp., a mobile communications company, as a director, chair of the Audit Committee and member of the Nominating and Corporate Governance Committee and Compensation Committee since September 2015, and was previously a director of Elephant Talk from January 2008 to October 2011. Since June 2013, Mr. de Greef has served as a director and as acting chief financial officer of RealAnalogics, Inc., a privately held real estate data company. From March 2015 to February 2016, Mr. de Greef was a partner of MedTech Advisors, Inc., a strategic and financial consulting firm. Since November 2013 Mr. de Greef has served as the president and sole director of Cambridge Cardiac Technologies, Inc. a privately held successor to Cambridge Heart, Inc. From November 2003 to May 2013, Mr. de Greef served as a director, member of the Audit Committee and chairman of the Compensation Committee of Endologix, Inc., a developer of minimally invasive, AAA stents. From November 2008 to October 2013, Mr. de Greef was the chairman of the board of Cambridge Heart, Inc., a manufacturer of non-invasive diagnostic cardiology products. Mr. de Greef has extensive experience in corporate finance and the business world in general as well as serving as an officer and director of public companies. Mr. de Greef will serve at the discretion of the board of directors. Mr. de Greef will be employed on a part-time basis and will receive a salary of $10,000 per month and will be eligible to participate in the Company's employee benefit programs as in effect from time to time, to the extent he is entitled to do so under the terms of such programs. On March 4, 2016, Mr. de Greef was awarded 100,000 nonqualified stock options under the Company's amended and restated 2013 performance incentive plan, with an exercise price of $1.76 per share. The options are for a period of ten years and vest 25% on the first anniversary of the date of grant and thereafter, in 36 equal monthly installments. In light of the interim nature of Mr. de Greef's appointment, his options will continue to vest regardless of whether his service with the Company continues, and in the event that his service with the Company terminates for any reason prior to the fourth anniversary of the date of grant, he may exercise any options that are vested on the date of exercise until the later of (i) the date provided for in the Company's customary form of stock option agreement, and the fifth day after the fourth anniversary of the date of grant. As interim chief financial officer, Mr. de Greef will serve as the Company's principal financial and accounting officer. Michael Rice, who was appointed to such role on a temporary basis following the resignation of Daphne Taylor as chief financial officer on Feb. 25, 2016, will remain the president and chief executive officer and a director of the Company. About BioLife Solutions Bothell, Washington-based BioLife Solutions, Inc., develops and markets patented hypothermic storage and cryo-preservation solutions for cells, tissues, and organs, and provides contracted research and development and consulting services related to optimization of biopreservation processes and protocols. BioLife reported a net loss of $4.99 million on $6.44 million of product sales for the year ended Dec. 31, 2015, compared to a net loss of $3.30 million on $6.19 million of product sales for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Biolife had $12.36 million in total assets, $2.51 million in total liabilities and $9.85 million in total shareholders' equity. BIRMINGHAM COAL: Directed to Pay $300K to Regions Bank ------------------------------------------------------ Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama gave Birmingham Coal & Coke Company, Inc., et al., interim authority to provide adequate protection to Regions Bank as to the equipment which constitutes the collateral of Regions. As adequate protection, the Debtors will remit one payment of $300,000 due February 29, 2016, which will be applied to principal by Regions on the Equipment Debt. The Debtors will insure their property and the Regions Equipment Collateral against all risks to which it is exposed in an amount not less than the fair market value of the collateral and will name Regions as loss payee on such policies. Furthermore, the Debtors will maintain the Regions Collateral in good working order and will perform all routine maintenance in accordance with the manufacturer's recommended maintenance schedule. The Debtors will not remove any parts whose estimated value exceeds $10,000 from Equipment that is part of the Regions Collateral and use those parts on any other Equipment without the prior consent of Regions, except for the Komatsu PC1800. In addition to any adequate protection payments authorized to be made to REFCO and RECF, during the term of the Third Interim Order, the Debtors will pay to Regions Bank the amount of $15,000 to be applied toward interest and/or principal, in Regions' discretion, accruing postpetition on the Revolving Lines of Credit, and the Bridge Loan, extended to BCC/CCR and RAC. About Birmingham Coal Birmingham Coal & Coke Company, Inc. produces and markets coal to industrial, utility and export markets. It owns and operates three coal mines with an average annual coal production of approximately 480,000 tons. The company also offers coal brokerage services. Birmingham Coal & Coke Company, Inc. was founded in 2000 and is based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal operates as a subsidiary of CanAm Coal Corp. On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting & Reclamation LLC, and RAC Mining LLC each filed a voluntary petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case No. 15-02075) in Birmingham, Alabama. The Debtors tapped Jones Walker LLP as counsel. Birmingham Coal and Cahaba Contracting each estimated $10 million to $50 million in assets and debt. RAC Mining estimated $1 million to $10 million in assets and debt. BOOMERANG SYSTEMS: US Trustee to Continue 341 Meeting on March 24 ----------------------------------------------------------------- The Office of the U.S. Trustee will continue the meeting of creditors of Boomerang Systems Inc. on March 24, 2016, at 1:00 p.m. The meeting will take place 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 Boomerang Systems Headquartered in Morristown, New Jersey, Boomerang Systems, Inc. (Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang Utah, is engaged in the design, development, and marketing of automated racking and retrieval systems for automobile parking and automated racking and retrieval of containerized self-storage units. Boomerang Systems, Inc., and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11729) on Aug. 18, 2015. The Company has engaged the law firms Togut, Segal & Segal LLP as general bankruptcy counsel, Ciardi, Ciardi & Astin as local bankruptcy counsel, and Garden City Group, LLC, as claims and noticing agent. In addition, the Company has retained the law firm Berg & Androphy, which filed a lawsuit on Aug. 18, 2015 in the Southern District of New York against the Company's defaulting lender. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Creditors Committee tapped A. M. Saccullo Legal, LLC as attorneys. * * * Boomerang Systems Inc. and the Creditors Committee on Jan. 20, 2016, filed a Combined Disclosure Statement and Plan of Liquidation. The Debtors also filed a motion to sell substantially all assets at an auction slated for March 23, 2016. The Debtors are in negotiations for Game Over Technologies, Inc., to serve as stalking horse bidder at the auction. BROCK HOLDINGS: S&P Lowers Rating to 'CCC+', Outlook Developing --------------------------------------------------------------- Standard & Poor's Ratings Services downgraded Houston-based specialty maintenance provider Brock Holdings II Inc. (BHII) and its wholly owned subsidiary Brock Holdings III Inc. to 'CCC+' from 'B-'. The outlook on both entities is developing. At the same time, S&P lowered its issue-level ratings on Brock's $125 million revolving credit facility and $510 million first-lien term loan to 'CCC+' from 'B' and revised our recovery ratings on the debt to '3' from '2', indicating S&P's expectation that lenders would receive meaningful (50%-70%; upper half of the range) recovery in a payment default scenario. Additionally, S&P lowered its issue-level ratings on Brock's $190 million second-lien term loan to 'CCC-' from 'CCC'. The '6' recovery rating is unchanged, indicating S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. "The downgrade reflects our view that Brock's lower-than-expected project volumes and execution difficulties have negatively affected its operating performance, causing the company's adjusted debt-to-EBITDA ratio to increase to about 8x," said Standard & Poor's credit analyst Noel Mangan. "Also, covenant headroom under the company's $125 million revolving credit facility is very tight, and the company faces the upcoming maturities of its first-lien debt obligations." The developing rating outlook on Brock reflects the potential that Standard & Poor's could raise or lower its ratings on the company based on its ability to successfully refinance its upcoming maturities and reduce its debt leverage. CAESARS ENTERTAINMENT: Ret. Judge Joseph Farnan Tapped as Mediator ------------------------------------------------------------------ Jessica DiNapoli at Reuters reported that retired U.S. Judge Joseph Farnan has agreed to serve as the mediator in the Chapter 11 bankruptcy of the operating unit of Caesars Entertainment Corp., according to a court filing on March 1, 2016. Farnan's agreement to mediate the drawn-out case came as the company and creditors wait for the independent examiner's report, due mid-March. Creditors have accused Caesars of looting the operating unit before the bankruptcy for the benefit of private equity owners Apollo Global Management and TPG Capital Management. The examiner's report will look into the accusations. The operating unit proposed a mediator last month as a way to help creditors reach a compromise and guide the case to resolution. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. CHARLES SCHWAB: Fitch Affirms 'BB+' Preferred Stock Rating ---------------------------------------------------------- Fitch Ratings has affirmed the Long- and Short-Term Issuer Default Ratings (IDRs) of Charles Schwab Corporation (Schwab) at 'A/F1'. The Rating Outlook is Stable. KEY RATING DRIVERS IDRs AND SENIOR DEBT The rating affirmations reflects Schwab's leading market position with retail investors, good earnings diversity, and scalable business model combined with appropriate cash flow and balance sheet leverage metrics for its rating category. Rating constraints primarily include the potential for intense price competition and/or operational risks combined with some sensitivity of the business model to movements in equity markets. Schwab has evolved its business model away from pure trading commissions and more toward a full service financial firm catering to the needs of the mass affluent and mass market retail investors. This includes a strong focus on asset/wealth management products and banking products and away from traditional trading products. Fitch views this strategic approach positively from a credit perspective. Schwab's franchise supports its ratings and is a key differentiator compared to peer institutions. Fitch believes Schwab's strong franchise has contributed to improving wallet share with customers, creating sticky, profitable and long-term relationships that afford Schwab increased opportunities to capture incremental revenue through cross-selling. Schwab's key value proposition to clients is its ability to offer low cost products with good customer service. Schwab seeks to increase customer wallet share by improving customer interfaces through the use of technology to stay ahead of competitors. Examples of this include the introduction of the Schwab Index Advantage (SIA) offering and the Schwab Intelligent Portfolios (SIP) among others. Schwab's revenue composition reflects a balanced business model with asset management and other fee revenue constituting 47% of overall revenue; net interest income (NII) that comprises 40% of overall revenue; and more volatile trading revenue that constitutes only 13% of overall revenue in 2015. Moreover, Fitch believes the recurring nature of the asset management revenue and NII should add stability to Schwab's operating performance over time. Fitch believes Schwab has strong earnings upside potential given its positive sensitivity to higher short-term interest rates. This is due to a relatively short duration investment portfolio which should reprice more quickly than deposits in a higher short-term interest rate environment. At certain points in the interest rate cycle, Fitch estimates this could drive NII to over 55% of overall revenue. Rising rates would also benefit Schwab's money market fund platform, where fee waivers are currently impacting the profitability of the business. Given that the bulk of this potentially higher profitability should drop directly to the bottom line, it has the potential to also significantly boost the company's profit margin (35.7% in 2015) and its return on equity, which was 11.5% in 2015. While this earnings improvement would not necessarily impact ratings since it is viewed as a cyclical dynamic rather than a structural one, Fitch notes that this may allow Schwab's management to more significantly invest in technology products to further extend the company's competitive advantages. Schwab's leverage as measured by adjusted debt to earnings before interest, depreciation and amortization (EBITDA) ticked up to an annualized 0.94x in the fourth quarter of 2015 as recent debt issuances that have been largely held in high quality liquid assets (HQLA) couldn't be fully offset by improved earnings performance. Nevertheless, Schwab's leverage is solidly in line with its rating category. Fitch also places significant weight on Schwab's Tier 1 Leverage ratio in its analysis given the growing size of Schwab Bank. As of year-end 2015, Schwab's Tier 1 leverage ratio was satisfactory at 7.1%, particularly given Fitch's view of the comparatively low risk of the bank balance sheet. It is noteworthy that Schwab plans to move more of its money market fund balances into deposit products, and as such recently issued preferred stock to maintain its Tier 1 Leverage ratio near its 7.0% target. Fitch also notes the current proposals from the Department of Labor (DOL) regarding holding retirement advisors to a fiduciary standard. If implemented as currently proposed, Fitch anticipates that the proposals could require additional disclosures and/or changes to processes or fee structures, but have less impact on larger players with scale and larger, more affluent customers. As such, Fitch does not expect this to impact ratings at this time. SUPPORT RATING AND SUPPORT RATING FLOOR Schwab has a Support Rating of '5' and Support Rating Floor of 'NF'. In Fitch's view, Schwab is not systemically important and therefore, sovereign support is unlikely. The company's IDRs do not incorporate any support. PREFERRED STOCK Preferred stock issued by Schwab is notched down from the holding company rating in accordance with Fitch's assessment of the instrument's non-performance and relative loss severity risk profiles. Schwab's preferred stock issuances are notched five notches from the IDR, which includes two notches for non-performance and three notches for loss absorbing capacity. RATING SENSITIVITIES IDRs AND SENIOR DEBT Given the evolution of Schwab's business model noted above, there could be some modest upside to ratings should Fitch observe greater revenue stability through various market cycles, combined with sustained capital and liquidity levels. Fitch continues to believe that the most significant rating risk for Schwab is a large operational or technological security loss specific to the firm that causes clients to leave the firm. Operational and technological security losses are inherently difficult to predict and measure and do serve as an upwards rating limitation. Additionally, with the expanding lending platform, underwriting discipline and asset quality are also increasingly important rating drivers. To date, credit performance of the loan portfolio has been excellent. However, the growth of Schwab Bank bears monitoring. While not anticipated, should the company begin to reach for yield in its investment portfolio such that it increases the credit or interest rate risk profile of the balance sheet this could be viewed negatively. Fitch also acknowledges that Schwab -- as well as other industry participants -- derive some revenue from payment for order flow, which is akin to receiving rebates from directing client trades to a certain market makers. While this may provide more efficient execution for clients, given current industry scrutiny, it is possible that regulatory changes could cause Schwab and others to have to either enhance disclosures and/or adjust routing practices. While not expected, to the extent that this regulatory scrutiny caused lost revenue or regulatory findings that contributed to reputational damage to the industry, this could negatively impact Schwab's ratings or the Rating Outlook. SUPPORT RATING AND SUPPORT RATING FLOOR Should Fitch's views on the perceived likelihood of extraordinary support extended to Schwab change, a change in the Support Rating and Support Rating Floor could occur. Presently, Fitch does not anticipate this scenario. PREFERRED STOCK Schwab's preferred stock rating is primarily sensitive to any change in the company's IDR. The existing notching would be maintained in conjunction with any change in the IDR, at least for so long as the IDR is investment grade. Fitch has affirmed these ratings Charles Schwab Corporation: -- Long-term IDR at 'A'; -- Short-term IDR at 'F1'; -- Senior unsecured notes at 'A'; -- Short-term debt at 'F1'; -- Preferred stock at 'BB+'; -- Support at '5'; -- Support floor at 'NF'. The Rating Outlook is Stable. CHINA SUNERGY: Fails to Regain NASDAQ Listing Compliance -------------------------------------------------------- China Sunergy Co., Ltd. on March 9 disclosed that it had received a letter from the Listing Qualifications Department of the NASDAQ Stock Market, on March 3, 2016, informing the Company that it failed to regain compliance with the Listing Rule related to the maintenance of minimum Market Value of Publicly Held Shares of US$15,000,000 within a compliance period of 180 calendar days. As previously disclosed, on September 3, 2015, NASDAQ notified the Company that for the previous 30 consecutive trading days, the market value of its publicly held shares had been below the minimum $15,000,000 required for continued listing as set forth in Listing Rule 5450(b)(3)(C). Therefore, in accordance with Marketplace Rule 5810(c)(3)(D), the Company was provided 180 calendar days, or until March 1, 2016, to regain compliance with the Rule. However, the Company has not regained compliance with the Rule. Accordingly, its securities will be delisted from The Nasdaq Global Select Market. In that regard, unless the Company requests an appeal of this determination, trading of the Company's American Depositary Shares will be suspended at the opening of business on March 14, 2016, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company's securities from listing and registration on the Nasdaq Stock Market. The Company is considering whether it will appeal NASDAQ's determination to a Hearings Panel. A hearing request will stay the suspension of the Company's securities and the filing of the Form 25-NSE pending the Panel's decision. If the Company does not appeal NASDAQ's determination to the Panel, the Company's securities may be eligible to continue to be quoted on the OTC Bulletin Board or in the "Pink Sheets." China Sunergy Co., Ltd. -- http://www.csun-solar.com-- is a specialized solar cell and module manufacturer. CLEAR CREEK RETIREMENT: U.S. Trustee Forms 7-Member Committee ------------------------------------------------------------- Gail Brehm Geiger, acting U.S. trustee for Region 18, appointed seven creditors of Clear Creek Retirement Plan II LLC to serve on the official committee of unsecured creditors. The committee members are: (1) Steven D. Bowerman Mountain Mules Construction P.O. Box 484 Nine Mile Falls, WA 99026 (509) 276-2907 Phone (509) 276-8722 Fax mtmules@gmail.com (2) Tim Orr SKL Funding, LLC 4010 E Tanager Lane, #A Mead, WA 99021 (509) 462-2926 (Phone) (509) 769-0303 (Fax) tim@jcapital.org (3) Barbara J. Morrett Bmorrrett12@gmail.com (4) Robert L. Doremus Sound Investments P.O. Box 2661 Gig Harbor, WA 98335 (253) 307-3725 (Phone) (253) 858-2313 (Fax) bob@sound-investments.com (5) Grant Brooker Bennett Truck Transport, LLC 1001 Industrial Parkway McDonough, GA 30253 (770) 914-2718 (Phone) (678) 569-1265 (Fax) grant.brooker@bennettig.com (6) George Makari gmakari@yahoo.com (7) Leonard Glaser Glaser Family Limited Partnership 5414 NE 81st Ave, Apt 313T Vancouver, WA 98862 (360) 896-0100 (Phone) (360) 896-0828 (Fax) lglaser@ransier.com 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 Clear Creek Clear Creek Retirement Plan II LLC sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Western District of Washington (Tacoma) (Bankr. W.D. Wash., Case No. 16-40547) on February 12, 2016. The petition was signed by Rusty D. Fields, manager. The Debtor is represented by John R. Rizzardi, Esq., at Cairncross & Hempelmann, P.S. The case is assigned to Judge Brian D. Lynch. The Debtor disclosed total assets of $9.88 million and total debts of $8.56 million. CORNERSTONE SCHOOLS: S&P Hikes Rating on 2012 Bonds From 'BB+' -------------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term rating to 'BBB-' from 'BB+' on the series 2012 lease revenue bonds issued by Belle Isle, Fla. for Cornerstone Charter Academy and Cornerstone Charter High School (collectively known as the Cornerstone Schools). The outlook is stable. "The raised rating reflects our view of the schools' healthy demand metrics, with growing enrollment and waitlists, good academic performance, strong operations, solid debt service coverage, and adequate liquidity," said Standard & Poor's credit analyst Jessica Wood. Previously, the schools' limited operating history had capped the rating, but in our view, the schools have now established a foundation and history of enrollment growth and strong fiscal performance after five years of operations. A lien on pledged revenues from Cornerstone Schools secures the bonds, and S&P's analysis reflects consolidated operations. Belle Isle (which Standard & Poor's does not rate) owns the school buildings, and Cornerstone has leased the facilities for 30 years, equal to the bonds' maturity. CORPORATE CAPITAL: Fitch Affirms 'BB+' IDR, Outlook Stable ---------------------------------------------------------- Fitch Ratings has affirmed the long-term Issuer Default Rating (IDR) and secured debt rating of Corporate Capital Trust (CCT) at 'BB+'. The Rating Outlook is Stable. The rating actions have been taken as part of Fitch's periodic peer review of Business Development Companies (BDCs), which comprises 10 publicly rated firms. BDC INDUSTRY OUTLOOK Fitch's outlook for the BDC sector is negative; reflecting competitive underwriting conditions, earnings pressure, underperforming energy investments, unsustainable asset quality metrics, increased activist pressure, and limited access to growth capital. While some firms are better positioned, given their more conservative financial profiles and portfolio characteristics, others are likely to see rating pressure over the outlook horizon. BDCs are heavily dependent on the equity markets to fund portfolio growth, but access to the market has been almost non-existent over the last 18 months as share prices continue to trade at steep discounts to net asset value (NAV). At March 7, 2016, rated BDCs were trading at an 18.3% average discount to NAV, thus preventing most from issuing stock without significantly diluting existing shareholders. While the reduction in portfolio growth is viewed favorably by Fitch, given tough underwriting conditions, some firms may struggle to close the trading gap, leaving them at a competitive disadvantage if and when investment opportunities arise. The decline in commodity prices has yielded the first notable crack in asset quality performance for BDCs. More broadly, asset quality metrics remain at unsustainably low levels, in Fitch's opinion. While strong portfolio company performance has been supported by an improving economic environment, low interest rates are likely masking some potential underlying company-specific issues, as issuers have been able to refinance themselves out of trouble rather easily in recent years. Fitch believes asset quality metrics are likely to deteriorate over the near term; however, the pace of deterioration will be somewhat dependent upon the rate of change in interest rates, the backdrop of the broader economic environment, differing sector exposures, and the integrity of individual firms' underwriting. Fitch has not observed a marked increase in leverage levels for the sector, with average leverage for investment grade-rated BDCs of approximately 0.74x at year-end 2015 compared to 0.60x at year-end 2014. However, there is a wide dispersion of leverage around the average, and those with the most energy exposure often also have the highest leverage ratios. Share repurchase activity has also increased in the sector in recent quarters, which could inflate leverage ratios further. Fitch believes that BDCs heavily focused on maximizing leverage run the risk of having less dry powder to deploy if and when underwriting conditions improve, thus weakening earnings upside. KEY RATING DRIVERS IDRs AND SENIOR DEBT The rating affirmations reflect the strength of CCT's relationship with CNL Fund Advisors Company (CNL) and KKR Credit Advisors (US) LLC (KKR Credit), low leverage, relatively low portfolio concentrations, and strong asset quality to date. CNL has demonstrated its ability to raise and administer capital in the retail market over a long period of time, while KKR Credit has a strong and established track record underwriting credit and has strong access to deal flow, given its affiliation with KKR & Co. L.P. (KKR, rated 'A' by Fitch). Rating constraints include a limited operating history as a business development company (BDC), weaker-than-peer earnings yields, a fully secured funding profile, higher-than-average non-cash income, weaker relative earnings coverage of the dividend, and the potential that CCT will be unable to access the equity markets for capital following the completion of its current issuing authority in 2016, barring a liquidity event. Leverage, as measured by debt to equity, amounted to 0.55 times (x) at Sept. 30, 2015, which is below the peer average of 0.64x and the firm's long-term target of 0.67x. At third quarter 2015 (3Q15), effective borrowing capacity would have allowed the company to lever to 0.71x (assuming 40% collateral is held against the total return swap [TRS], although this requirement declined to 33% in the fourth quarter). Fitch believes the firm will look to increase debt capacity over time to add funding flexibility. However, leverage could move above that level with the recognition of additional portfolio depreciation, which Fitch believes is likely over the near-term given the volatile market environment. CCT's leverage must be carefully managed, particularly as the firm's access to the equity markets will decline in 2016 with the termination of their continuous offering. CCT remains heavily focused on secured debt, which accounted for 74.2% of its portfolio at Sept. 30, 2015; modestly above the peer average. Still, exposure to equity investments, which can experience meaningful valuation volatility, has increased over the last year, from 4.8% of the portfolio at year-end 2014 to 9% at 3Q15, with an additional 2.7% in structured products. Fitch would view a meaningful increase in equities and structured products as a proportion of the portfolio negatively. The investment portfolio is more diverse than peers, with the top 10 investments accounting for 22.6% of assets and 36.4% of equity, including the TRS, at Sept. 30, 2015. Still, Fitch expects portfolio concentrations to increase modestly over time, as CCT transitions the portfolio into more directly originated transactions. That said; CCT is likely to maintain a greater exposure to liquid credit than the peer group, as the firm has the option to co-invest alongside other KKR credit vehicles, including CLOs, in addition to its less liquid direct senior lending and mezzanine funds. Asset quality trends have been strong since inception, supported, in part, by relatively benign market conditions. CCT had three investments on non-accrual status at 3Q15, accounting for 1.63% and 0.58% of the portfolio at cost and value, respectively. CCT's subordinated investment in Hilding Anders (SE) has been on non-accrual since 4Q14 and remains one of the firm's largest investments (second largest at cost). Two tranches of the firm's subordinated debt are on paid-in-kind (PIK) non-accrual, while the largest tranche continues to accrue PIK. Through the first three quarters of 2015, CCT recognized $28.8 million of net realized losses on portfolio company investments, relating largely to the restructuring of debt investments in Towergate Finance PLC. This is the largest investment loss in CCT's history. At Sept. 30, 2015, according to Fitch's calculations, energy investments represented approximately 5.1% of the portfolio, at fair value, while oil & gas investments, more specifically accounted for 3.4% of the portfolio, excluding the TRS, both of which are below the peer average. Nearly 97% of oil & gas investments were in first lien securities and 3% were in equity. The fair value of the portfolio represented 77.1% of the cost basis, due largely to fair value marks taken on OAG Holdings, LLC and Wilbros Group, Inc. According to a recent stress test conducted by Fitch, it was estimated that the impact on CCT's leverage from an oil & gas stress to be negligible, with an energy stress resulting in a one bps increase in leverage, and a complete write-off of oil & gas exposure resulting in a two bps increase in leverage, based on Sept. 30, 2015 data; all of which is deemed manageable and compares favorably to the peer group average. CCT's operating earnings continued to increase in 2015 as equity proceeds were deployed into portfolio growth; however, this trend is expected to level off in 2016 as equity access will be more limited following the launch of Corporate Capital Trust II (another BDC managed by CNL and KKR Credit), leading to the ultimate closing of the offering no later than Oct. 16, 2016. Additionally, tough market conditions and the underperformance of certain portfolio investments are likely to hurt overall returns in 2016. CCT's funding profile is fully secured, consisting of two special purpose vehicles (SPVs), a corporate revolver, and a secured term loan. Borrowing capacity is about $1.5 billion, and $1.2 billion was outstanding at Sept. 30, 2015. The firm also has a $500 million TRS, which is used opportunistically to fund investments in the liquid markets. The revolving period on CCT's corporate credit facility expires in September 2016, but Fitch believes the firm will look to extend the maturity of the facility over the near-term. Fitch believes CCT will look to opportunistically access the unsecured markets to improve funding flexibility. CCT's liquidity profile is considered sound with $48.2 million of balance sheet cash, and $335 million of availability on various secured funding facilities, subject to borrowing base requirements, at Sept. 30, 2015. Additionally, cash flows from investment repayments and exits remain significant, amounting to $637.3 million in the first nine months of 2015. Additionally, a meaningful portion of the portfolio could be considered liquid, as 44.4% of fixed interest rate debt investments had prices generally available from third-party pricing services at Sept. 30, 2015. Net investment income (NII) dividend coverage, which adjusts for non-cash incentive payment accruals and realized gains, was sound, amounting to 118.9% through 3Q15. However, coverage ratios fall if non-cash income is removed from NII, as CCT has a meaningful amount of PIK income. Realizations of non-cash income, to date, have been limited, given the relatively short operating history of the BDC. Fitch would view a reduction in non-cash income and an improvement in NII coverage of the dividend, excluding realized gains, favorably. The Stable Outlook reflects Fitch's expectations for continued operating consistency, improved earnings yields, given the gradual shift into less-liquid direct originations, the maintenance of good asset quality, modest leverage, and improved dividend coverage. RATING SENSITIVITIES IDRs AND SENIOR DEBT Negative rating actions for CCT could be driven by an extended increase in leverage above the targeted range of approximately 0.67x (asset coverage of 250%), resulting from increased borrowings or material realized or unrealized depreciation, and/or a meaningful increase in the proportion of equity holdings without a commensurate decline in leverage. A spike in non-accrual levels, a continued increase in non-cash income, an inability to refinance near-term debt maturities, and weaker cash income dividend coverage would also be viewed unfavorably from a ratings perspective. Positive rating momentum for CCT is viewed as limited over the near term, particularly given the challenging market backdrop, but could develop over time with increased funding flexibility, including an extension of the debt maturity profile, access to the public unsecured debt markets, and the ability to issue public equity for growth capital. Other positive rating factors could include an improvement in net investment income yields, a continuation of solid asset quality performance, particularly given the competitive market environment, reduced non-cash income, and stronger cash earnings dividend coverage. CCT is an externally managed business development company, organized in June 2010 and commencing investment operations in July 2011. As of Sept. 30, 2015, the company had investments in 120 portfolio companies amounting to approximately $3.5 billion. Fitch has affirmed these ratings: Corporate Capital Trust -- Long-term Issuer Default Rating at 'BB+'; -- Secured debt rating at 'BB+'. The Rating Outlook is Stable. CRC COMMERCIAL: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The Office of the U.S. Trustee disclosed in a filing with the U.S. Bankruptcy Court for the Middle District of Florida that no official committee of unsecured creditors has been appointed in the Chapter 11 case of CRC Commercial Holdings, LLC. CRC Commercial Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla., Case No. 16-01141) on February 12, 2016. The Debtor is represented by Pierce J. Guard Jr., Esq., at The Guard Law Group, PLLC. CROSSROADS SYSTEMS: Receives NASDAQ Listing Non-Compliance Notice ----------------------------------------------------------------- Crossroads Systems, Inc., on March 8 disclosed that on March 2, 2016, Crossroads Systems, Inc. received written notice from The NASDAQ Stock Market LLC indicating that the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing on The NASDAQ Capital Market, as set forth in Listing Rule 5550(a)(2). In accordance with Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days, or until August 29, 2016, to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company's common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during this 180 day period. If the Company is not in compliance by August 29, 2016, the Company may be eligible for a second 180 calendar day period to regain compliance. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The NASDAQ Capital Market, with the exception of the minimum bid price requirement. In addition, the Company would be required to notify NASDAQ of its intent to cure the minimum bid price deficiency, which may include, if necessary, implementing a reverse stock split. If the Company does not regain compliance within the allotted compliance periods, including any extensions that may be granted by NASDAQ, NASDAQ will provide notice that the Company's common stock will be subject to delisting. The Company is currently reviewing its options to regain compliance with the NASDAQ Listing Rules, but no decisions have been made at this time. About Crossroads Systems Crossroads Systems, Inc. (NASDAQ: CRDS) -- http://www.crossroads.com-- is a global provider of data storage solutions. Through the innovative use of new technologies, Crossroads delivers customer-driven solutions that enable proactive data security, advanced data archiving, optimized performance and significant cost-savings. Founded in 1996 and headquartered in Austin, TX, Crossroads has been awarded more than 100 patents and has been honored with numerous industry awards for data archiving, storage and protection. CRYSTAL WATERFALLS: U.S. Trustee Moves for Chapter 7 or Dismissal ----------------------------------------------------------------- Peter C. Anderson, United States Trustee, asks the U.S. Bankruptcy Court for the Central District of California to either convert Crystal Waterfalls, LLC's bankruptcy case to a Chapter 7 case, or dismiss the case. The U.S. Trustee relates that to date, no Disclosure Statement or Plan of Reorganization has been filed or submitted by the Debtor. He further relates that the Debtor has failed to provide documents and financial reports required by the United States Trustee Chapter 11 Notices and Guides Effective September 1, 2011, Bankruptcy Code and/or Local Bankruptcy Rules, such as: (a) sufficient evidence of closing of all pre-petition bank accounts including closing bank statements; (b) sufficient evidence or the opening and maintenance of at least three debtor-in-possession bank accounts; (c) sufficient evidence of current insurance coverage; and (d) renewal business licenses for the City of Covina, which expired 12/31/15, among others. According to the U.S. Trustee, the Debtor has failed to pay quarterly fees for the fourth quarter of 2015, in the estimated amount of $4,875, and the first quarter of 2016, which began accruing on January 1, 2016, which are in the estimated amount of $4,875. Based on his review of the record and evidence, the U.S. Trustee suggests that the Court convert the Chapter 11 case to a Chapter 7 case. He believes conversion is in the best interest of the estate and creditors because there may be a real property asset with equity that a trustee can administer and sell to pay off creditors. If the case is dismissed, the U.S. U.S. Trustee asks that the Court order the Debtor to pay any quarterly fees due to the United States Trustee, and enter a judgment in favor of the United States Trustee for any unpaid quarterly fees. The Conversion/Dismissal Motion is scheduled for hearing on April 12, 2016 at 11:00 a.m. The United States Trustee is represented by: Hatty Yip, Esq. OFFICE OF THE UNITED STATES TRUSTEE 915 Wilshire Blvd., Suite 1850 Los Angeles, CA 90017 Telephone: (213)894-1507 Facsimile: (213)894-2603 E-mail: Hatty.Yip@usdoj.gov About Crystal Waterfalls Crystal Waterfalls LLC owns real property in Covina, California, on which it currently operates a hotel known as the Park Inn by Radisson. Situated in the heart of Southern California, the Hotel is just east of downtown Los Angeles at the base of the San Gabriel Mountains, and a short distance from West Covina, San Dimas, Irwindale, City of Industry, Pomona, and Ontario, and many major attractions (such as amusement parks, the Pomona Fairplex, and Irwindale Speedway). The Hotel includes 258 rooms (50 of which require certain forms of rehabilitation and currently are not in use), and has a fitness center, an outdoor heated swimming pool and whirlpool, and 9,000 square feet of meeting space. Facing an imminent foreclosure sale by its senior lender, Crystal Waterfalls LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 15-27769) in Los Angeles, California, on Nov. 19, 2015. Judge Ernest M. Robles presides over the case. The petition was signed by Lucy Gao, managing member. Crystal Waterfalls currently has two members: (1) Lucy Gao, who serves as the Debtor's managing member; and (2) Golden Bay Investments LLC, a California limited liability company ("Golden Bay"). Ms. Gao is the sole and managing member of Golden Bay. The Debtor disclosed $52.5 million in assets and $71.4 million in liabilities in its schedules. The schedules say that the Covina, California hotel property is worth $52 million. The Debtor received approval to employ Landsberg Law, APC, as bankruptcy counsel. E Z MAILING: Chapter 11 Cases Jointly Administered -------------------------------------------------- U.S. Bankruptcy Judge Stacey L. Meisel has ordered that the Chapter 11 cases of E Z Mailing Services, Inc., and United Business Freight Forwarders Limited Liability Company, will be consolidated for procedural purposes only and jointly administered under Case No. 16-10615. A docket entry will be made in each of the above-captioned cases, Case Nos. 16-10615 and 16-10616, reflecting the procedural consolidation and joint administration of these cases. About E Z Mailing Services E Z Mailing Services Inc. and United Business Freight Forwarders, transportation logistics companies, filed Chapter 11 bankruptcy petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616, respectively) on Jan. 13, 2016. Ajay Aggarwal, the president, signed the petition. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Porzio, Bromberg & Newman, PC represents the Debtors as counsel. Judge Stacey L. Meisel presides over the cases. ECOSPHERE TECHNOLOGIES: Obtains $200,000 Loan From Brisben Water ---------------------------------------------------------------- Ecosphere Technologies, Inc., borrowed $200,000 from Brisben Water Solutions, LLC on March 2, 2016, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. In connection with the loan, the Company and the Lender entered into an Amended and Restated 10% Secured Convertible Promissory Note in the principal amount of $2,475,000 convertible into shares of common stock of the Company at $0.115 per share. The $200,000 together with $20,000 in interest is pre-payable on May 29, 2016. The Note is secured by a lien on certain collateral and replaced a prior note of $2,275,000. If the payment is not made on the $200,000 on May 29th and a $150,000 installment is not made on April 17th, the due dates will be extended to Sept. 12, 2016, when the principal and accrued interest of the Note is due and the Company will issue the Lender 3,478,260 and 2,608,695 warrants to purchase shares of the Company's common stock, respectively. The collateral securing the Note upon a default consists of (i) collateral securing the Prior Note and (ii) all proceeds received from the Company's Ozonix intellectual properties in the mining-related global field of use and various patents and patent applications related to such Ozonix technology for the global field of use for commercial mining wastewater treatments, other than from oil and gas and other excluded minerals which are owned by a company in which the Company has a minority interest. In addition, a prior provision requiring the Company to pay the Lender 5% of all revenues received by the Company or its subsidiaries from equipment sales and licensing fees was modified to exclude revenues received by Sea of Green Systems, Inc. The Note was issued without registration under the Securities Act of 1933 in reliance upon the exemption provided in Section 4(a)(2) and Rule 506(b) thereunder. About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere reported a net loss of $11.5 million on $1.11 million of total revenues for the year ended Dec. 31, 2014, compared with net income of $19.2 million on $6.71 million of total revenues for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $3.03 million in total assets, $10.4 million in total liabilities, $3.86 million in total redeemable convertible cumulative preferred stock, and a total deficit of $11.2 million. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company reported a net loss of $11.5 million in 2014, and cash used in operating activities of $4.55 million and $10.3 million in 2014 and 2013, respectively. At Dec. 31, 2014, the Company had a working capital deficiency, and accumulated deficit of $2.86 million, and $109 million, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. ENSECO SERVICES: Tiger to Hold Online Asset Auction on March 22 --------------------------------------------------------------- By order of the court appointed receiver, Tiger Liquidity Services Energy Partners will conduct an online auction on March 22 for assets formerly owned by Enseco Services Energy Corp., a Calgary, Canada-headquartered well-production testing company. The auction is the first project for the recently formed partnership between New York-based Tiger Capital Group and Washington, D.C.-based Liquidity Services (NASDAQ: LQDT). The partnership was created to help insolvency and turnaround professionals ramp up their services to the turbulent oil and gas market, and to directly assist companies seeking to sell surplus assets. The sale will include horizontal drilling and measurement-while-drilling (MWD) equipment, as well as state-of-the-art laboratory equipment, rolling stock, parts, and portable offices from Enseco's Casper, Wyo., and Minot, N.D. locations. Online bidding will commence March 16 at www.networkintl.com Liquidity Services' marketplace for idle and used energy equipment in the oil and gas industry and information is also available at www.SoldTiger.com The auction will close in rapid succession, live auction style, on March 22, beginning at 9:30 a.m. CT. Previews of the assets will be held March 14 through March 16 from 9:00 a.m. to 4:00 p.m. (MT) at the Wyoming facility located at 8627 Delta Drive in Casper, and at the North Dakota facility located at 5220 N. Broadway in Minot. "Well-production test and flowback test companies, MWD and directional-drilling companies, as well as energy services companies will be interested in the assets up for bid," said Jeff Tanenbaum, president of Tiger Group's Remarketing Services Division. "This auction offers an opportunity for companies to acquire and consolidate a range of equipment and components that are required to service operators in the field, so they'll be fully prepared when the oil market returns to robust activity," added Daniel Beck, vice president of global sales for Liquidity Services. "All assets have been organized for easy inspection and evaluation." Horizontal drilling and MWD drilling assets up for bid include sand separators, junk catchers, pipe skids, MWD positive pulse kits and surface systems, manifolds, lab equipment, repair and maintenance equipment. Rolling stock includes utility trailers as new as 2013, along with car-haul trailers, cargo trailers, enclosed trailers, gooseneck trailers, furnished portable office trailers, and other equipment. For a full catalog of the items offered and details on how to schedule a site visit and bid, go to: www.SoldTiger.com or www.networkintl.com Enseco Services Energy Corp. filed for Chapter 15 bankruptcy on October 23, 2015 in the Colorado Bankruptcy Court (case number 1:15-bk-21821). Enseco is a supplier of directional drilling, production testing and frac flowback services operating throughout the Western Canadian Sedimentary Basin and select markets in the United States. The corporate office is located in Calgary and sales offices are located in both Calgary and Denver. FIRST DATA: Fitch Assigns BB Rating on First Lien Notes Due 2024 ---------------------------------------------------------------- Fitch rates First Data Corp.'s senior secured first lien notes due 2024 'BB/RR1'. FDC is offering $500 million additional notes in a reopening of the $1 billion 5% senior secured first lien notes previously issued in November 2015 and due in 2024. Fitch's Issuer Default Rating on FDC is 'B'. The rating outlook is Positive. At Dec. 31, 2015, the company had $19.6 billion in total debt outstanding. Proceeds from the senior secured first lien note offering are expected to be used to repay a portion of the amounts outstanding on the senior secured first lien term loan due March 2018. There is approximately $5 billion outstanding on the term loan. KEY RATING DRIVERS -- The Positive Outlook reflects improvements in First Data's credit profile subsequent to the completion of an IPO on Oct. 15, 2015. FDC used the IPO proceeds to reduce debt. In addition, Fitch believes the debt reduction combined with the refinancing of higher cost debt has materially strengthened FDC's prospective free cash flow. -- Improved Credit Profile: Total leverage was 7.0x at Dec. 31, 2015, down from 7.8x at yearend 2014. Fitch estimates leverage could be under 6x at the end of 2017. Expectations for leverage sustained below this level would likely lead to an upgrade. -- Leveraged Capital Structure: The current rating reflects FDC's highly leveraged capital structure. As of Dec. 31, 2015, total and secured leverage were 7.0x and 5.8x, respectively. Fitch notes that leverage has materially declined from 10.6x in 2010 as a result of debt reduction and EBITDA growth. -- Large Operational Scale: The Global Business Solutions business is characterized by its large scale and global footprint with more than six million merchant locations. Existing merchant relationships and large distribution platform (alliances and partnerships) reinforce the company's ability to sustain its market share while providing a pathway to introduce and capitalize on emerging technologies (i.e. Apple Pay, Clover, EMV, and Mobile Payments). The Global Financial Solutions business also benefits from this scale and established relationships with card issuers as well as from long-term contracts which have high switching costs. -- Diversified Customer Base: The customer base is global in nature and consists primarily of millions of regional and local merchants and large financial institutions. Fitch notes, however, that FDC is exposed to price-sensitive merchants within small- and medium-sized businesses that are more susceptible to down cycles. -- Fee Structure Offsets Cyclicality: Revenue has a correlation with consumer spending, but volatility is subdued due to the continued adoption of electronic payments, exposure to consumer staples, pricing model (paid per transaction as well as on a percentage of transacted amount) in Global Business Solutions, and contractual nature of fees (based on activity level) in Global Financial Solutions. -- Spending Shift: A mix shift in consumer spending patterns favoring large discount retailers that have more leverage to negotiate favorable fees has pressured profitability and revenue growth. Fitch notes that this is mitigated by increased spending online that can generate high fees due to the higher risk associated with the transaction. -- Financial Industry Consolidation: Consolidation could pose a risk for the company, particularly in FDC's Global Financial Solutions segment, as could changes in regulations in First Data's overall business. -- Emerging Competition: The high barriers to entry could be eroded by the emergence of new payment technology in the Global Business Solutions segment. Conversely, the Global Financial Solutions segment has much lower exposure to emerging competitors due to First Data's strong position in card processing for large institutions. KEY ASSUMPTIONS -- Fitch assumes revenues will grow in the low- to mid-single digits over the near term, and that First Data's EBITDA margin will be relatively stable in the 24% to 25% range. Fitch's assumptions for the EBITDA margin are based on gross revenues, which include material reimbursable expenses. -- Fitch believes that through EBITDA growth and debt reduction First Data's consolidated leverage will decline to under 6.0x by the end of 2017. -- Fitch's recovery ratings assigned to the various debt classes are based upon assumed going concern EBITDA of $2.4 billion and a going concern enterprise valuation of 7x. RATING SENSITIVITIES Positive Trigger: The ratings could be upgraded if First Data's credit profile continues to strengthen, and leverage is expected to be maintained at or below 6x (gross leverage). Future developments that may lead to positive rating action include sustained EBITDA growth and reductions in debt from the company's improved free cash flow position. Negative Trigger: The ratings could be downgraded if First Data were to experience erosion in its market share or if price compression accelerates due to new competitive threats leading to sustained EBITDA margins at approximately 20% or below with negative free cash flow generation. LIQUIDITY AND DEBT STRUCTURE Liquidity as of Dec. 31, 2015, consisted of $268 million in cash (net $161 million in amounts held outside the U.S. and at subsidiaries to fund their respective operations). First Data also has a $1.25 billion revolving credit facility (RCF) that expires in June 2020 (subject to an earlier springing maturity if certain debt remains outstanding at certain dates). As of Dec. 31, 2015, First Data's RCF provided an additional approximately $1.2 billion of liquidity (net of $250 million drawn and $42 million in letters of credit outstanding). Additional liquidity is available through a $240 million accounts receivable facility, which expires in 2019. There were no outstandings under the agreement at the end of 2015, but FDC borrowed the full $240 million in January 2016. FDC used the proceeds to redeem a portion of the 8.75% senior secured second lien notes on January 15, 2016. FOREST PARK REALTY: Agreed Final Order on Cash Use Entered ---------------------------------------------------------- Forest Park Realty Partners III, LP, and BT Forest Park Realty Partners, LP, sought and obtained from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorization to use cash collateral. Prepetition, the Debtors obtained a $110 million loan from Sabra Texas Holdings, LP, secured by real properties owned by the Debtors that constitute Forest Park Dallas, which includes several hospital buildings, a parking garage, and a vacant lot ("Properties"). The Properties are leased out to a separate operating company, which operates the medical facility. Sabra is the Debtors' main secured creditor, and as of the Petition Date, the Debtors were indebted to Sabra in the amount of approximately $116,000,000 ("Loan"). Sabra asserts a first lien priority on all of the Debtors' assets, including the rents and the accounts, which would constitute cash collateral pursuant to Section 363(a) of the Bankruptcy Code. The Debtors contended that in addition to owning the Properties, they own several deposit accounts ("Accounts") which are used by the Debtors to operate the Properties, including to pay the Debtors' insurance, property taxes, management fees, utilities, maintenance, and marketing expenses ("Operational Costs"). The Debtors further contended that because the Operating Company is no longer able to operate the Forest Park Dallas facility, the Debtors must employ a "transition team" in order to maintain Forest Park Dallas' operational license and support the safety, maintenance, and stewardship of the Dallas campus to reinforce the sales efforts, process, and operations as necessary. The Debtors believed that the license, which is transferable to a new buyer, adds $7 to $12 million in value to the Debtors' Properties. The Court authorized the Debtors to use cash collateral not to exceed $50,000 per month and ending on the earlier of the date of a final hearing on the Debtors' Motion or a "termination event". The failure of the Debtors to consummate a sale of the Properties, acceptable to Sabra, by March 31, 2016 constitutes a termination event. A full-text copy of the Agreed Final Cash Collateral Order, dated Feb. 2, 2016 is available at http://is.gd/j3KYfG Forest Park Realty Partners III, et al.'s attorneys: Melissa S. Hayward, Esq. Julian Vasek, Esq. FRANKLIN HAYWARD LLP 10501 N. Central Expy, Ste. 106 Dallas, TX 75231 Telephone: (972)755-7100 Facsimile: (972)755-7110 E-mail: Mhayward@FranklinHayward.com Jvasek@FranklinHayward.com About Forest Park Realty Forest Park Realty Partners III, LP, and BT Forest Park Realty Partners, LP, own properties that constitute Forest Park Dallas, which includes several hospital buildings, a parking garage, and a vacant lot. Forest Park Realty Partners III, LP, and BT Forest Park Realty Partners, LP, sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 15-34814) on Nov. 30, 2015. The petitions were signed by Todd Furniss as manager of Neal Richards Group Forest Park Development LLC, its general partner. Judge Stacey G. Jernigan has been assigned to the cases. Forest Park estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million. Franklin Hayward LLP serves as counsel to the Debtors. * * * Proofs of claim are due by March 28, 2016. FOREST PARK REALTY: Everbank Seeks Automatic Stay Relief -------------------------------------------------------- Everbank Commercial Finance, Inc., asks the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division for relief from the automatic stay to permit it to take possession of and to foreclose its interest in collateral located in Forest Park Realty Partners III, LP's property. Everbank relates that the Debtor owns real property located at 11990 North Central Expressway, Dallas, Texas, on which certain collateral financed by Everbank is located. Everbank further relates that a Master Security Agreement and UCC-1 filing create and perfect an interest in favor of Everbank on the property. Everbank tells the Court that the Master Security Agreement is in default and the Collateral is subject to seizure, depreciation, and further wear and tear if Everbank is not permitted to access the Debtor's real property to remove the Collateral in question from the premises. Everbank further tells the Court that it does not have, and has not been offered protection for its interest in the Collateral, and that the Collateral is depreciating by reason of the passage of time, causing Everbank irreparable injury, loss and damage. Debtor's Limited Objection Forest Park Realty Partners III relates that it owns, together with debtor BT Forest Park Realty Partners, LP, principal assets that consist of the real property constituting Forest Park Medical Center of Dallas ("Forest Park Dallas"). FPRP further relates that the Property includes several hospital buildings, a parking garage, and a vacant lot. It notes that Forest Park Dallas has been closed for business for several months, and the Property is currently vacant. FPRP contends that while it generally does not object to the Motion, it has the following objections: (a) It objects to the Motion to the extent that any of the Collateral constitutes a fixture but not a trade fixture. (b) It objects to the Motion to the extent that removing any of the Collateral will cause physical damage to the Property. (c) It requests that Everbank coordinate with it for access to the Property. Dallas County's Objection Dallas County, on behalf of itself, the City of Dallas, the Parkland Hospital District, the Community College District and the School Equalization Fund ("Dallas County"), contends that it holds pre-eminent liens against all business personal property owned or claimed by Forest Park Medical Center, LLC ("FPMC, LLC"), the non-Debtor obligor, whose property Everbank seeks to repossess. Dallas County further contends that it currently has possession of all of FPMC, LLC's tangible business property pursuant to a seizure that took place in connection with a Tax Warrant issued on December 22, 2015, in Dallas County et. al. v. Forest Park Medical Center, LLC, in the District Court, 68th Judicial District of Dallas County, Cause No. TX-15-02475. Dallas County tells the Court that a sale was set by the Sheriff of Dallas County for some of FPMC, LLC's personal property on February 22, 2016. It further tells the Court that FPMC, LLC owes Dallas County unpaid business personal property ad valorem taxes for tax year 2015 in the amount of $698,474 plus court costs and other costs associated with the Tax Warrant, seizure and sale. Dallas County asserts that Everbank is not entitled to gain possession of property against which it asserts liens because Dallas County's liens against FPMC, LLC's business personal property are senior to those of Everbank, and also because Dallas County currently has possession of all of FPMC, LLC's business personal property to the exclusion of all other creditors pursuant to its Tax Warrant. Everbank Commercial Finance, Inc., is represented by: Patrick M. Lynch, Esq. BEASLEY, HIGHTOWER & HARRIS, P.C. 1601 Elm Street, Suite 4350 Dallas, TX 75201 Telephone: (214)220-4700 Facsimile: (214)220-4747 E-mail: plynch@bhhhlaw.com Dallas County is represented by: Laurie Spindler Huffman, Esq. LINEBARGER GOGGAN BLAIR & SAMPSON, LLP 2777 N. Stemmons Fwy, Suite 1000 Dallas, TX 75207 Telephone: (214)880-0089 Facsimile: (469)221-5002 About Forest Park Realty Forest Park Realty Partners III, LP, and BT Forest Park Realty Partners, LP, own properties that constitute Forest Park Dallas, which includes several hospital buildings, a parking garage, and a vacant lot. Forest Park Realty Partners III, LP, and BT Forest Park Realty Partners, LP, sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 15-34814) on Nov. 30, 2015. The petitions were signed by Todd Furniss as manager of Neal Richards Group Forest Park Development LLC, its general partner. Judge Stacey G. Jernigan has been assigned to the cases. Forest Park estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million. Franklin Hayward LLP serves as counsel to the Debtors. * * * Proofs of claim are due by March 28, 2016. FORU HOLDINGS: Acquires Outstanding Equity Interest of Life 180 --------------------------------------------------------------- In a regulatory filing with the Securities and Exchange Commission, ForU Holdings, Inc., formerly known as Capsalus Corp., disclosed that it entered into a share exchange agreement with Life, 180, Inc., SRD, Inc., which is the sole shareholder of 180, and John de Vries. Pursuant to the Agreement, the Company agreed to purchase all of the outstanding equity interests of 180 from the Shareholder in exchange for 3,750,000 shares of the Company's $.001 par value per share common stock. Also, prior to the signing date of the Agreement, the Company made advances to 180 of $1,850,000 and pursuant to the Agreement, such advanced funds are to be applied as part of the purchase price for the 180 Shares. The Agreement also provides the Company is required to make available to 180 an additional $150,000 for use as working capital in the 180 business. Although the Agreement has been executed, the transactions contemplated by the Agreement have yet to close. About foru Holdings foru Holdings, Inc. (www.foruholdings.com) partners with and acquires visionary enterprises in the health and wellness space producing progressive, broad-based solutions for better physical, nutritional and emotional health worldwide. foru Holdings, Inc. works with companies in varying stages of development: from consumer products to media and technology and biotechnology. It provides operating infrastructure, strategic pathways and financial support to get companies to the mass market quickly and efficiently. Capsalus reported a net loss of $16.02 million in 2010 and a net loss of $10.89 million in 2009. The Company also reported a net loss of $2.09 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $4.60 million in total assets, $6.77 million in total liabilities, and a $2.16 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. FORU HOLDINGS: Appoints Heaton & Company as New Auditors -------------------------------------------------------- FORU Holdings, Inc., was notified that since the Company's last audit of years ended Dec. 31, 2010, and 2009, the Company's independent registered public accounting firm, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC changed its name to Moquist Thorvilson Kaufmann & Pieper LLC and then to Moquist Thorvilson & Kaufman, LLC. Then on July 1, 2013, MTK terminated all its employees and ceased operations. All of the former employees and former partners of MTK became employees and partners of BDO USA, LLP. Accordingly, the former firm of MTK no longer exists nor does it have a license to practice public accounting. As disclosed in a regulatory filing with the Securities and Exchange Commission, the board of directors appointed Heaton & Company, PLLC as the Company's new independent registered public accounting firm for the fiscal years ended Dec. 31, 2015, 2014, 2013, 2012 and 2011. Heaton is located at 250 North East Promontory, Suite 200, Farmington, Utah 84025. The Company disclosed that during the Company's most recent fiscal years ended Dec. 31, 2010, and 2009 and through Dec. 16, 2015, the Company did not consult with Heaton. The Company provided BDO with a copy of this Current Report. BDO advised that it is unable to request that the former MTK partners furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not the former firm agrees with the Company's statements because MTK no longer exists nor does it have a license to practice public accounting. About foru Holdings foru Holdings, Inc. (www.foruholdings.com) partners with and acquires visionary enterprises in the health and wellness space producing progressive, broad-based solutions for better physical, nutritional and emotional health worldwide. foru Holdings, Inc. works with companies in varying stages of development: from consumer products to media and technology and biotechnology. It provides operating infrastructure, strategic pathways and financial support to get companies to the mass market quickly and efficiently. Capsalus reported a net loss of $16.02 million in 2010 and a net loss of $10.89 million in 2009. The Company also reported a net loss of $2.09 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $4.60 million in total assets, $6.77 million in total liabilities, and a $2.16 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. FORU HOLDINGS: Names Diego Roca Chief Financial Officer ------------------------------------------------------- The Board of Directors of foru Holdings, Inc. appointed Mr. Diego E. Roca as the Company's chief financial officer on Dec. 16, 2015 according to a Form 8-K report filed with the Securities and Exchange Commission. Mr. Roca, age 48, has over 20 years of experience in financial management, operations, public (SEC) filings, compliance, cash management and internal controls. From 1995 until 2004, he worked with Digitec 2000, Inc., a U.S. based telecommunications firm, where he began his career as Digitec's controller. He was promoted to chief operating officer and finally senior vice president and chief financial officer. From 2004 to 2006, Mr. Roca served as a consultant to various companies, including Digitec and Dominion Minerals Corp. From 2007 to present he has held the office of executive vice president, chief financial officer and director for Dominion Minerals Corp, an international mining firm with projects in the republics of China and Panama. From November 2013 to April 2014 and from August 2014 to October 2014, Mr. Roca served as the chief financial officer and chief restructuring officer, respectively, to Codesmart Holdings, Inc. Mr. Roca received a Bachelor of Science degree in Accounting from Queens College in 1991. On Feb. 1, 2016, the Company and Mr. Roca entered into an employment agreement, pursuant to which Mr. Roca is entitled to compensation consisting of $150,000, $175,000, $225,000 and $250,000 per year of base salary in 2016, 2017, 2018 and 2019, respectively and an annual bonus if certain performance targets are met at the discretion of the Board. Pursuant to the Employment Agreement, Mr. Roca was granted an option to purchase 150,000 shares of the Company's Common Stock at $0.88 per share. The Option carries a term of five years. Additionally, the Employment Agreement contains a grant of shares of Common Stock of the Company to Mr. Roca in the amount of 150,000 shares, 150,000 shares and 200,000 shares that will be issued in 2016, 2017 and 2018, respectively. About foru Holdings foru Holdings, Inc. (www.foruholdings.com) partners with and acquires visionary enterprises in the health and wellness space producing progressive, broad-based solutions for better physical, nutritional and emotional health worldwide. foru Holdings, Inc. works with companies in varying stages of development: from consumer products to media and technology and biotechnology. It provides operating infrastructure, strategic pathways and financial support to get companies to the mass market quickly and efficiently. Capsalus reported a net loss of $16.02 million in 2010 and a net loss of $10.89 million in 2009. The Company also reported a net loss of $2.09 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $4.60 million in total assets, $6.77 million in total liabilities, and a $2.16 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. FORU HOLDINGS: Plans to File Comprehensive Form 10-K Report ----------------------------------------------------------- foru Holdings, Inc. has been delinquent in its filings with the Securities and Exchange Commission. The last report filed with the SEC by the Company was its Form 10-Q for the nine months and three months ended Sept. 30, 2011. The Company is currently preparing a Comprehensive Form 10-K which will include audited financial statements for the years ended Dec. 31, 2015, 2014, 2013, 2012 and 2011 and will also include quarterly reports for the quarterly periods ended prior to the time of filing of the Comprehensive Form 10-K. The Company anticipates that the Comprehensive Form 10-K shall be prepared and ready for filing no later than 120 days from the date of March 8, 2016, according to a Form 8-K report filed with the Securities and Exchange Commission. About foru Holdings foru Holdings, Inc. -- http://www.foruholdings.com/-- partners with and acquires visionary enterprises in the health and wellness space producing progressive, broad-based solutions for better physical, nutritional and emotional health worldwide. foru Holdings, Inc. works with companies in varying stages of development: from consumer products to media and technology and biotechnology. It provides operating infrastructure, strategic pathways and financial support to get companies to the mass market quickly and efficiently. Capsalus reported a net loss of $16.02 million in 2010 and a net loss of $10.89 million in 2009. The Company also reported a net loss of $2.09 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $4.60 million in total assets, $6.77 million in total liabilities, and a $2.16 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. FPMC AUSTIN: Court Approves $1.7-Mil. DIP Facility From Frost Bank ------------------------------------------------------------------ FPMC Austin Realty Partners LP sought and obtained from Judge Tony M. Davis of the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, final approval to obtain postpetition financing on a senior secured superpriority basis. The DIP Facility contains, among others, the following terms: (1) DIP Lender: Frost Bank (2) DIP Facility: A super-priority senior secured term loan credit facility in an aggregate principal amount of up to $1,700,000. (3) DIP Facility Termination Date: The DIP Facility will terminate on the earlier of (a) June 30, 2016, or such other date as may be subsequently agreed to in writing between the Lenders and Debtor; (b) the date of consummation of a sale transaction; and (c) an event of default. (4) Purpose: In accordance with and subject to the Budget proceeds of the DIP Facility will be used for the following exclusive purposes: (i) to pay fees and expenses and interest in connection with the Loan to the Lender in accordance with the Loan Documents;(ii) to pay certain general operating expenses incurred by the Debtor-in- Possession after the Petition Date; and (iii) certain costs and expenses related to the administration of the Bankruptcy Case, including reasonable fees of the Case Professionals and certain other expenses as contemplated in the Budget, allowed by the Bankruptcy Court, and as set forth in the Orders, or as consented to by Lender in its sole and absolute discretion. (5) Interest Rates: Fixed rate of 10% per annum. The Debtor proposes to sell its Forrest Park Medical Center Hospital property in Round Rock, Texas through a court ordered sale pursuant to Section 363 of the Code. The Debtor received a prepetition letter of intent to purchase the Property. The Debtor related that it is evaluating the terms of the offer and has not yet determined how it will proceed regarding the sale of the Property. The Debtor told the Court that in order to secure and maintain the Property through the date a sale of the Property can be consummated, the Debtor requires access to adequate funds to pay reasonable and necessary expenses to secure, preserve and maintain the Property. A full-text copy of the Final Order, dated Feb. 29, 2016, is available at http://is.gd/aPccJb FPMC Austin Realty Partners' attorneys: Raymond W. Battaglia, Esq. THE LAW OFFICES OF RAY BATTAGLIA, PLLC 66 Granburg Circle San Antonio, TX 78218 Fort Worth, TX 76102 Telephone: (210)601-9405 E-mail: rbattaglialaw@outlook.com About FPMC Austin Realty Partners FPMC Austin Realty Partners, LP's primary asset is a medical campus property commonly known as the Forrest Park Medical Center Hospital and Medical Office Building located 8.5 acres on the south side of SH 45 North between MoPac and I-35 in Round Rock, Texas ("Property"). FPMC Austin Realty Partners filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 16-10020) on Jan. 5, 2016. The petition was signed by Mary Hatcher as manager of NRG Austin Dev. LLC, its general partner. Judge Tony M. Davis has been assigned the case. The Debtor estimated assets of $100 million to $500 million and liabilities of $50 million to $100 million. The Law Offices of Ray Battaglia, PLLC serves as the Debtor's counsel. Proofs of claim are due by May 9, 2016. FREDDIE MAC: 25 Shareholders Sue PricewaterhouseCoopers in Fla. --------------------------------------------------------------- A group of twenty-five Freddie Mac shareholders filed a lawsuit Wednesday charging PricewaterhouseCoopers, LLP, with failing to conduct its audits of the mortgage finance giant in accordance with industry standards and giving its seal of approval to Freddie Mac's grossly misstated financial statements. Worse yet, the lawsuit says, PwC assisted government regulators and the directors and officers of Freddie Mac to destroy the value of Freddie Mac stock held by the twenty-five shareholder-plaintiffs. The 123-page complaint initiating Edwards v. PricewaterhouseCoopers, LLP, Case No, 2016-005875-CA-01 (Fla. 11th Cir. Ct.), alleges that Freddie Mac's officers and directors, the Federal Housing Finance Agency and the U.S. Department of the Treasury manipulated Freddie Mac's books by making wildly pessimistic and unrealistic assumptions about Freddie Mac's future financial prospects in order to overstate losses and understate assets by hundreds of billions of dollars with the auditing firm's participation and endorsement. The shareholder-plaintiffs say that PwC's audit opinions issued in 2009, 2010, 2011, 2012, and 2013 are flawed. Many industry observers say a judgment for hundreds of billions of dollars against PwC would render the auditing firm insolvent. A copy of the complaint is available at http://gselinks.com/Court_Filings/PWC/Complaint.pdfat no charge. The twenty-five shareholders are represented in this matter by: Steven W. Thomas, Esq. THOMAS, ALEXANDER & FORRESTER LLP 14 27th Street Venice, CA 90291 Telephone (310) 961-2536 E-mail: steventhomas@tafattorneys.com - and - Hector Lombana, Esq. GAMBA & LOMBANA, P.A. 2701 Ponce de Leon Blvd., Mezzanine Coral Gables, FL 33134 Telephone (305) 448-4010 E-mail: hlombana@glhlawyers.com - and - Gonzalo R. Dorta, Esq. GONZALO R. DORTA, P.A. 334 Minorca Avenue Coral Gables, FL 33134 Telephone (305) 441-2299 E-mail: grd@dortalaw.com FREE GOSPEL OF THE APOSTLES: Files, Then Withdraws, Ch. 11 Plan --------------------------------------------------------------- The Free Gospel of the Apostles' Doctrine filed a Chapter 11 Plan of Reorganization and Disclosure Statement on Dec. 31, 2015. However a month later, on Feb. 1, 2016, the Debtor, without stating a reason, announced that it is withdrawing its bankruptcy-exit plan and disclosures. Following the withdrawal of the Plan, Judge Wendelin I. Lipp in an order dated Feb. 10, 2016, scheduled a status conference for March 2 to consider setting a deadline for the Debtor to file a plan or conversion of the case. In the order, the judge said that the Debtor's failure to file a plan within the exclusivity period established pursuant to 11 U.S.C. Sec. 1121(b) merits a status conference. Prince George's County, Maryland asserts real estate tax claims against the Debtor and related entity F.G. Development Corp. secured by a first priority lien upon the Debtor's real property. On Jan. 13, 2016, it filed an objection to the Dec. 31 Plan. The Plan provides for payment of some of the real estate claims at the rate of 8% per annum and others at the rate of 20% per annum. In each case however, the Debtor intends to make payments over a period of 144 months, far in excess of the 60 months provided for under the Code. Prince George's County says the proposed treatment is simply unacceptable as all remaining unpaid real property taxes must be paid at the statutory rate of interest over a period not to exceed 60 months from the Petition Date. Attorneys for Prince George's County, MD: MEYERS, RODBELL & ROSENBAUM, P.A. M. Evan Meyers 680l Kenilworth Avenue, Suite 400 Riverdale Park, MD 20737 Tel: (301) 699-5800 About The Free Gospel of the Apostles' Doctrine The Free Gospel of the Apostles' Doctrine, a non-profit, was founded Feb. 9, 1996 as a Pentecostal denominational church. Free Gospel is closely connected with F.G. Development Corporation. F.G. Development guaranteed a loan to SMS Financial XXVI, LLC ("SMS") that was made to and for the benefit of Free Gospel. After Free Gospel defaulted on the loan, SMS looked to F.G. Development for payment. To stop SMS's collection efforts, The Free Gospel of the Apostles' Doctrine filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9, 2015. The petition was signed by Antoinette Green-Snow as executive administrator. The Debtor estimated assets of $10 million to $50 million and debts of $1 million to $10 million. Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as the Debtor's counsel. On June 9, 2015, F.G. Development also filed bankruptcy (Case No. 15-18210), estimating $1 million to $10 million in assets. F.G. is also represented by the Law Office of Frank Morris II. Free Gospel and F.G. did not seek joint administration of their Chapter 11 cases. FREE GOSPEL OF THE APOSTLES: U.S. Trustee Seeks Case Dismissal -------------------------------------------------------------- Judy A. Robbins, the United States Trustee for Region 4, at a hearing on March 28, 2016, at 10:30 a.m., will ask the U.S. Bankruptcy Court for the District of Maryland to dismiss the Chapter 11 case of The Free Gospel of the Apostles' Doctrine. In its dismissal motion filed Feb. 29, the U.S. Trustee said that the case should be dismissed because the Debtor has failed to file monthly operating reports and is delinquent in paying quarterly fees. The Debtor filed its last monthly operating report for October, 2015. The Debtor has failed to file a monthly operating report for November and December 2015, and January 2016. The Debtor also owes an estimated $ $1,625 in quarterly fees. The U.S. Trustee believes that dismissal of the case is the only alternative. Because the Debtor is a nonprofit organization, the Debtor cannot be forced to convert to Chapter 7. Section 1112(c) states that a court may not convert a case to Chapter 7 "if the debtor is . . . not a moneyed, business, or commercial corporation." The Debtor's case cannot be converted unless the Debtor so requests. Judy A. Robbins, the U.S. Trustee for Region 4, is represented by: Lynn A. Kohen Trial Attorney Office of the U. S. Trustee 6305 Ivy Lane, Suite 600 Greenbelt, Maryland 20770 Tel: (301) 344-6216 Fax: (301) 344-8431 E-mail: lynn.a.kohen@usdoj.gov About The Free Gospel of the Apostles' Doctrine The Free Gospel of the Apostles' Doctrine, a non-profit, was founded Feb. 9, 1996 as a Pentecostal denominational church. Free Gospel is closely connected with F.G. Development Corporation. F.G. Development guaranteed a loan to SMS Financial XXVI, LLC ("SMS") that was made to and for the benefit of Free Gospel. After Free Gospel defaulted on the loan, SMS looked to F.G. Development for payment. To stop SMS's collection efforts, The Free Gospel of the Apostles' Doctrine filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 15-18209) on June 9, 2015. The petition was signed by Antoinette Green-Snow as executive administrator. The Debtor estimated assets of $10 million to $50 million and debts of $1 million to $10 million. Frank Morris, II, Esq., at Law Office of Frank Morris II, serves as the Debtor's counsel. On June 9, 2015, F.G. Development also filed bankruptcy (Case No. 15-18210), estimating $1 million to $10 million in assets. F.G. is also represented by the Law Office of Frank Morris II. Free Gospel and F.G. did not seek joint administration of their Chapter 11 cases. FREEDOM COMMUNICATIONS: Stern, McEachen Ask for More KEIP Info -------------------------------------------------------------- Secured creditors Mitchell Stern and Mark McEachen submitted to the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, their Statement of Position and Request for Clarification ("Statement") in response to debtors Freedom Communications, Inc., et. al.'s motion seeking approval of the Debtors' Employee Incentive and Severance Program. The Motion seeks approval of certain payments in order to, inter alia, incentivize key executives during the sale process to maximize the ultimate recovery for the creditors and interested parties in these estates. Specifically, the Debtors offer to these key executives the carrot of a $500,000 to $1,500,000 bonus pool which hinges on the outcome of the Debtors' sale of assets set for auction on March 16, 2016. The bonus pool payout to the seven key executives is "based upon their current annual base salaries and is directly linked to the value of the consideration ultimately received by the Debtors' estates in connection with the Court-approved sale of substantially all of the Debtors' assets" but only upon the conclusion of a Qualifying Sale or combination of Qualifying Sales that results in 'Aggregate Value' to the Debtors' estates of at least $42,000,000 ("KEIP Payment Event")"... The Motion confirms that the basis for calculation of "the Aggregate Value shall not include any amount with respect to an acquiring party's assumption of the Debtors' pension liabilities." Messrs. Stern and McEachen aver that in order to consider the request in the Motion and its impact on the estate, much more information is required. According to the objectors, without this information, it is impossible to determine whether the Aggregate Value of $42,000,000 is sufficient to pay the itemized list of debt that will trigger the KEIP Payment of $500,000. Specifically: 1. What is the estimated "secured debt" that must be paid ahead of the KEIP Payment Event? 2. What are the estimated "administrative claims" that must be paid ahead of the KEIP Payment Event? 3. What percentage or dollar amount is required in order to achieve a "material distribution to unsecured creditors? The Objectors note that no information is provided with regard to any of this critical information, and thus, it is unclear whether the $42,000,000 threshold for the first $500,000 KEIP Payment Event is even sufficient to satisfy all of the Debtors' stated obligations, or whether it is entirely illusive." U.S. Trustee Has No Objection Peter C. Anderson, the United States Trustee for Region 16, submitted his Statement of Non-Opposition to the Debtor's Motion, which states: "... The incentive program appears to be properly structured since its purpose is primarily performance based rather than retentive in nature. As such, the incentive program is subject to the "justified by the facts and circumstances of the case" standard under section 503(c)(3) of the Code... As with the incentive program, with the exception of one employee who is an insider, the severance program is also analyzed under 503(c)(3) and as with the incentive program, the Motion properly applies the Dana II factors. The severance payment to the one insider is properly analyzed under 503(c)(2) and meets the specific requirements of 503(c)(2)(B)." Mitchell Stern and Mark McEachen are represented by: Ron Bender, Esq. Beth Ann R. Young, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.P.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Telephone: (310)229-1234 Facsimile: (310)229-1244 E-mail: rb@lnbyb.com bry@lnbyb.com The United States Trustee for Region 16 is represented by: Michael Hauser, Esq. Ronald Reagan Federal Building 411 West Fourth Street, Suite 9041 Santa Ana, CA 92701-8000 Telephone: (714)338-3400 Facsimile: (714)338-3421 E-mail: Michael.Hauser@usdoj.gov 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, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Lead Case No. 15-15311) on Nov. 1, 2015, with the intention of selling their assets to a group of local investors led by Rich Mirman,Freedom's chief executive officer and publisher. Richard E. Mirman, the chief executive officer, signed the petitions. Freedom Communications Holdings estimated both assets and liabilities in the range of $10 million to $50 million. Lobel Weiland Golden Friedman LLP serves as the Debtors' counsel. FREESEAS INC: Gets Nasdaq Delisting Notice; to Request Hearing -------------------------------------------------------------- FreeSeas Inc. announced that on March 2, 2016, it received notice from the Listing Qualifications Staff of The NASDAQ Stock Market LLC indicating that unless the Company timely requests a hearing before the Nasdaq Listing Qualifications Panel, its securities would be subject to delisting from The Nasdaq Capital Market based upon its non-compliance with the minimum bid price requirement, as set forth in Nasdaq Listing Rule 5550(a)(2), and concerns raised by the Staff, pursuant to the Staff's discretionary authority under Nasdaq Listing Rule 5101, regarding the Company's ability to remedy the bid price deficiency in light of dilution that may occur from financing transactions. The Company intends to timely request a hearing before the Panel, at which hearing it will present its plan to regain and sustain compliance with the bid price requirement and otherwise address the Staff's concerns in connection therewith. The Company's request for a hearing will stay any delisting action and the Company's common stock will continue to trade on The Nasdaq Capital Market at pending the issuance of the Panel's decision following the hearing and the expiration of any extension granted by the Panel. About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas reported a net loss of $12.7 million in 2014, a net loss of $48.7 million in 2013 and a net loss of $30.9 million in 2012. As of June 30, 2015, the Company had $41.4 million in total assets, $32.2 million in total liabilities and $9.22 million in total shareholders' equity. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. Also, the Company has disclosed alternative methods of testing the carrying value of its vessels for purposes of testing for impairment during the year ended December 31, 2014. These conditions among others raise substantial doubt about the Company's ability to continue as a going concern. FRESH & EASY: Asks for Court OK to Transfer Real Property Lease --------------------------------------------------------------- Fresh & Easy, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware a motion for an order (i) authorizing the assumption, assignment, and transfer of the real property lease with respect to the premises located at 955 Catalina Boulevard, San Diego, California, and certain related property to Zack Brothers Inc., dba Jensen's Finest Foods; and (ii) approving the terms of the assignment and assumption agreement. A hearing on the motion is set for March 17, 2016, at 11:00 a.m. (prevailing Eastern Time). Jensen's, through its broker, indicated an interest in acquiring the Lease, and the Debtor subsequently re-engaged with Jensen's and other parties after CVS Pharmacy, Inc., terminated its option to purchase the Lease. The Debtor's remarketing of the Lease produced expressions of interest from multiple parties interested in acquiring the Lease, but only Jensen's and one other party were willing to pay a premium to the Debtor for the assignment of the Lease, and no party would agree to exceed Jensen's offer. The Debtor has decided to proceed with the assignment of the Lease to Jensen's, which presents the highest and best offer for the Lease, without conducting a formal auction process. Proceeding with the private sale of the Lease ensures a significant recovery to the Debtor's estate. The Debtor and Jensen's Assignment Agreement states that: (i) Jensen's will acquire all of the Debtor's right, title and interest in and to the leasehold interest in the Lease and the liquor license for the Premises on an "as is, where is" basis; (ii) Jensen's will pay to the Debtor a purchase price of $360,000, plus an additional $50,000 for cure of amounts that have already come due and remain unpaid under the Lease. To the extent the Court enters an order fixing the cure amounts at less than $50,000, the balance of the $50,000 will be paid to the Debtor as additional consideration; and (iii) The Debtor will be solely responsible for paying all cure amounts necessary under section 365(b)(1)(A) of the Bankruptcy Code in excess of $50,000, if any. Jensen's will be responsible for paying all remaining obligations under the Lease and the liquor license for the Premises, including, but not limited to, any rent, any accrued but not yet due adjustments for CAM, real estate taxes, insurance and any other accrued but not yet due charges, and any indemnification obligations or matters of performance. The Debtor believes it is important to subject the Lease to higher and better offers, and will serve the motion on all parties that have, in the past, demonstrated any potential interest in the Lease or taking assignment thereof, to give these parties a final opportunity to provide a higher and better offer than that of Jensen's. On March 10, 2016, Catalina-Talbot Properties, LLC, a master lessee under a long-term lease and, under that lease, operates a small neighborhood shopping center at the intersection of Catalina Boulevard and Talbot Street in the Point Loma neighborhood of San Diego, filed with the Court an objection to the Debtor's proposed cure amount set forth in the motion. The Shopping Center consists of one contiguous building and accompanying parking areas and has six retail tenants which includes the Fresh & Easy grocery market. Catalina says in its objection -- a copy of which is available for free at http://bankrupt.com/misc/FRESH&EASY_675_saleobj.pdf-- that, among other things, the Debtor defaulted on its obligations under the Lease by failing to pay the base rent and the Debtor's share of the common area maintenance charges due pursuant to lease not later than Oct. 5, 2015, in the amount of $38,024.67. As a result of the Debtor's failure to timely pay its October 2015 rent obligations by Oct. 10, 2015, the Debtor became obligated to pay a late charge to Catalina in the amount of $1,901.23, for a total amount due of $39,925.90. The Debtor states in its motion that the amount necessary to cure all defaults under the Lease is $38,024.67, which fails to include the Late Charge, which is also a default under the Lease, Catalina claims. Catalina wants that the Debtor be required to pay the late charge to cure all defaults under the Lease. Catalina is represented by: William A. Hazeltine, Esq. Sullivan Hazeltine Allinson LLC 901 North Market Street, Suite 1300 Wilmington, DE 19801 Tel: (302) 428-8191 Fax: (302) 428-8195 E-mail: whazeltine@sha-llc.com About Fresh & Easy Fresh & Easy, LLC, a chain of grocery stores in the Southwest United States, filed a Chapter 11 bankruptcy petition (Bankr. D. Del., Case No. 15-12220) on Oct. 30, 2015. The petition was signed by Peter McPhee, the chief financial officer. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $100 million. Judge Christopher S. Sontchi is assigned to the case. The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy Solutions, LLC, as claims and noticing agent, DJM Realty Services, LLC, and CBRE Group, Inc., as real estate consultants and FTI Consulting, Inc., as restructuring advisors. * * * Judge Brendan Linehan Shannon extended Fresh & Easy, LLC's exclusive plan filing period through and including April 27, 2016, and its exclusive solicitation period through and including June 27, 2016. As part of the claims process, a bar date of Feb. 19, 2016, was established by the Court for creditor claims. FRESH & EASY: Great American to Auction HQ & Data Center Assets --------------------------------------------------------------- Fresh & Easy, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware a motion for order approving its asset marketing/sale agreement with auctioneer Great American Global Partners, LLC, with respect to the sale of certain of the Debtor's property located at the Debtor's corporate headquarters and data center; and (ii) authorizing the sale and liquidation of the Assets free and clear of all liens, claims and encumbrances through Great American. The Debtor has undertaken the process of liquidating the estate's assets located at its retail locations and distribution center with the assistance of Hilco Merchant Resources, LLC, and Industrial Assets Corp., respectively, has engaged DJM Realty Services, LLC, and CBRE, Inc., to market its leasehold interests, and has recently engaged Hilco Streambank to assist with the disposition of its intellectual property. At this time, the Assets at the Company's corporate headquarters located at 20101 Hamilton Avenue, 3rd Floor, Torrance, California, and the Company's data center located at 200 N Nash Street, El Segundo California, remain another viable source of significant recovery, and the Debtor entered into the Auction Agreement, subject to court approval, in an effort to realize proceeds from these Assets in the near term. After soliciting bids from multiple experienced auctioneers that operate in the industry of distressed assets, including Hilco, the Debtor determined that Great American provided the highest and best proposal for the right to sell the Assets on the terms set forth in the Auction Agreement: -- the Debtor will retain Great American to act as its exclusive agent to sell the Assets located at the Premises through a publicly-marketed sale during the term, which will begin on the date the Court enters an order approving the sale of the Assets by Auctioneer pursuant to the terms of the Auction Agreement or on another date mutually agreed upon by the parties and ending on the later of July 1, 2016, or at a later date agreed upon by the Debtor and Great American, provided that all Assets in the Corporate Headquarters will be removed by April 30, 2016, or at a later date as mutually agreed upon by the Debtor and Great American; -- Great American will charge buyers and retain an amount equal to 18% of the Gross Proceeds received upon the sale of any Assets; -- Great American will not be entitled to any commission on the sales of the Assets; -- Great American will be entitled to reimbursement by the Debtor for all actual expenses regardless of whether or not any Assets are sold, provided that the expenses will not exceed $5,000 without the Debtor's prior written consent; and -- Great American will be responsible to collect, report and remit any applicable taxes due in connection with the sales. The Debtor requests authority to employ Great American as its sales agent pursuant to the terms and conditions of the Auction Agreement. As part of its duties as the Debtor's agent, Great American will, among other things, develop and implement an advertising and marketing plan for the sale of the Assets. On Feb. 25, 2016, the Debtor also sought court order (i) authorizing the disposition of the Debtor's retired, used, end-of-life, and surplus IT and communications equipment located at Itek Services, Inc., 25501 Arctic Ocean Drive, Lake Forest, California, pursuant to the terms of that certain asset disposition services agreement; and (ii) approving the terms of the Agreement. Under the terms of that agreement, subject to the Court's approval, HiTech Assets, Inc., will serve as the exclusive agent to the Debtor for the purpose of cleansing, refurbishing and reselling, or scrapping, as appropriate, the Equipment as outlined in the agreement. The Debtor seeks approval of the agreement so that it may leverage the experience and resources of HiTech in processing and liquidating used and surplus IT and communications equipment, to the benefit of all stakeholders in these cases. The Debtor solicited offers from several providers of asset disposition services to purchase the Equipment or consign the Equipment, before ultimately concluding that the terms offered by HiTech were most advantageous to the estate. The Debtor and HiTech agreed that: -- HiTech will prepare the Equipment for reuse by cleaning of data-bearing devices so that data is unrecoverable in accord with specification NIST 800-88 or equivalent and selling the Equipment on the secondary market, and scrapping Equipment that is unmarketable due to age or damage. The services to be provided by HiTech may also include, among other things, picking up packed/palletized Equipment from Itek, at the direction of the Debtor's representative, and arranging the freight and packing services and materials if needed. -- the Debtor will receive 50% of gross sales generated by assets resold by HiTech, and HiTech will retain 50% of sales. HiTech will use its expertise and commercially reasonable options available to maximize the purchase price paid to the Debtor for all Equipment that can be resold and to minimize the costs associated with processing for reuse or recycling of the Equipment. -- the Debtor intends to dispose of the Equipment through a private transaction rather than conducting a public sale or auction process. Hitech does not intend to conduct a public auction for the Equipment, but reserves the right to do so; and -- the Debtor requests that the Court waive the 14-day stay period under Bankruptcy Rule 6004(h). The Debtor believes the Equipment is worth less than $50,000 and represents de minimis value to the estate. Despite soliciting offers from several other potential purchasers and asset disposition services providers, the Debtor has been unable to obtain more favorable terms than those provided under the Agreement. Proceeding by private disposition and without conducting a formal auction significantly reduces the transaction costs associated with the proposed disposition, which likely represents minimal value to the estate. About Fresh & Easy Fresh & Easy, LLC, a chain of grocery stores in the Southwest United States, filed a Chapter 11 bankruptcy petition (Bankr. D. Del., Case No. 15-12220) on Oct. 30, 2015. The petition was signed by Peter McPhee, the chief financial officer. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $100 million. Judge Christopher S. Sontchi is assigned to the case. The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy Solutions, LLC, as claims and noticing agent, DJM Realty Services, LLC, and CBRE Group, Inc., as real estate consultants and FTI Consulting, Inc., as restructuring advisors. * * * Judge Brendan Linehan Shannon extended Fresh & Easy, LLC's exclusive plan filing period through and including April 27, 2016, and its exclusive solicitation period through and including June 27, 2016. As part of the claims process, a bar date of Feb. 19, 2016, was established by the Court for creditor claims. GARLOCK SEALING: To Postpone Asbestos Claims Resolution Hearing --------------------------------------------------------------- EnPro Industries, Inc., on March 7 disclosed that its Garlock Sealing Technologies (GST) subsidiary has agreed with the court-appointed legal representative of future asbestos claimants (the FCR) and the official committee representing current asbestos claimants (the Current Claimants' Committee) in GST's Asbestos Claims Resolution Process (ACRP) pending in the U.S. Bankruptcy Court for the Western District of North Carolina to postpone until a later date to be determined the hearing in the ACRP that had been scheduled to be held on March 10, 2016. The purpose of the postponement is to permit the parties to continue to focus on the negotiation of a potential consensual settlement. EnPro and GST continue to believe that an agreed settlement with both the FCR and the Current Claimants' Committee would provide the best path to certainty and finality of the ACRP, provide for faster and more efficient completion of the case, save significant future costs, and allow for the attainment of complete finality. However, there can be no assurance that the current or any future negotiations will result in a settlement among GST and both the FCR and the Current Claimants' Committee. Neither EnPro nor GST plans to provide any further interim updates on the status of negotiations. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. In January 2015, the Debtors filed their Second Amended Plan of Reorganization, which is backed by the Future Asbestos Claimants' Representative (FCR). The confirmation hearing is slated to begin June 20, 2016. Under the schedule for confirmation proceedings ordered by the Court, objections to confirmation of the Plan that do not depend on the results of voting were due Oct. 6, 2015, and confirmation objections that depend on such results are due on Dec. 18, 2015. GINGER OIL: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- Judy Robbins, U.S. Trustee for Region 7, disclosed in a filing with the U.S. Bankruptcy Court for the Southern District of Texas that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Ginger Oil Company. Ginger Oil Company sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas (Houston) (Bankr. S.D. Tex., Case No. 16-30678) on February 4, 2016. The petition was signed by William D. Neville, president and director. The Debtor is represented by Julie Mitchell Koenig, Esq., at Cooper & Scully, PC. The case is assigned to Judge Marvin Isgur. The Debtor disclosed total assets of $29.27 million and total debts of $6.47 million. GOLDEN GUERNSEY: Trustee Accuses BDO USA of Malpractice ------------------------------------------------------- Matt Chiappardi at Bankruptcy Law360 reported that the Chapter 7 trustee for the estates of Golden Guernsey Dairy LLC and Highway Technologies Inc. launched adversary cases late Feb. 29, 2016, against BDO USA LLP, accusing the accounting firm of malpractice by botching audits that caused "massive damage" to the companies, which both ended up in bankruptcy. In complaints filed in the Delaware bankruptcy court, trustee Charles A. Stanziale Jr. contends that BDO didn't follow generally accepted accounting practices in audits in 2013 for both companies. About Golden Guernsey Waukesha, Wisconsin-based milk processor Golden Guernsey, LLC, filed for Chapter 7 bankruptcy (Bankr. D. Del. Case No. 13-10044) on Jan. 8, 2013, days after closing the facility. OpenGate Capital, LLC, a private investment and acquisition firm, acquired Golden Guernsey in September 2011 from Dean Foods after the United States Department of Justice required Dean Foods to sell the business to resolve antitrust concerns that Dean Foods' share of the school milk supply business was too large. The Chapter 7 petition stated that assets and debt both exceed $10 million. Charles Stanziale was appointed Chapter 7 trustee. GT ADVANCED: Pirinate's Davis to Sit as Chairman, Plan Trustee -------------------------------------------------------------- Eugene Davis, Chairman and Chief Executive Officer of PIRINATE Consulting Group, LLC, has been named as chairman of GT Advanced Technologies Inc., et al., and trustee of the litigation trust to be established under the Debtor's plan of reorganization. GT filed with the U.S. Bankruptcy Court for the District of New Hampshire on Feb. 24, 2016, further modified exhibits to the plan supplements for their Amended Joint Plan of Reorganization dated Feb. 1, 2016, to identify the litigation trustee and his proposed compensation, as well as to include the biographies of the board members of Reorganized GT. The Debtors' Plan establishes a "litigation trust" that may generate Cash for distribution for holders of allowed general unsecured claims Mr. Davis, as litigation trustee, will be compensated at the annual fee of $12,000. The Financing Support Parties are considering whether an additional success fee may be appropriate to further incentivize the Litigation Trustee to maximize the value of the Non-Released D&O Causes of Action. The Financing Support Parties have reserved all rights with respect to the compensation structure, and any modification or addition to the annual fee of $12,000 will be disclosed at or before the Confirmation Hearing. The Plan Supplement identifies the board members of Reorganized GT Inc.: Board Member Annual Compensation ------------ ------------------- Eugene Davis, Chairman $100,000 cash/$100,000 stock Alexandre Zyngier $50,000 cash/$50,000 stock Greg Knight $50,000 cash/$50,000 stock Matthew Aronsky $50,000 cash/$50,000 stock David Keck N/A- No add'l compensation beyond what is provided under management agreement [TBD]* $50,000 cash/$50,000 stock [TBD]* $50,000 cash/$50,000 stock * Additional candidates are being interviewed to be the sixth and seventh members of the Board. The names of any sixth or seventh member identified will be disclosed prior to or at the Confirmation Hearing if known at such time, provided, however, that in the event such members have not been identified by the Confirmation Hearing, the total number of members of the Board would remain at seven with up to two vacancies to be filled later in accordance with the terms of the Stockholders Agreement. Since founding PIRINATE Consulting in 1999, Mr. Davis has managed numerous debtor and creditor side restructuring assignments involving businesses in various industries including automotive; consumer products, retail & cataloging; financial services; healthcare & medical technology; industrial materials; manufacturing & distribution; media & entertainment; power, energy, oil, gas & mining; publishing; real estate; technology; telecommunications; and transportation & logistics. He is currently a director of the following public companies HRG Group, Inc., Spectrum Brands Holdings, Inc., U.S. Concrete, Inc., WMIH Corp., Hercules Offshore, Inc., and Genco Shipping & Trading Ltd. In addition, Mr. Davis has served as a director of GT Advanced Equipment Holding LLC since shortly before the Petition Date. The Litigation Trustee may be reached at: Eugene Irwin Davis Chairman and Chief Executive Officer PIRINATE Consulting Group LLC 6 Canoe Brook Drive Livingston, NJ 07039 A copy of the Further Modified Exhibit 6 and 15 to the Plan Supplement is available for free at: http://bankrupt.com/misc/GTAT_3167_PS_Mod_Exh.pdf About GT Advanced Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multi-year supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT was a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916). GT sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The bankruptcy cases are assigned to Judge Henry J. Boroff. The Debtors tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. * * * In November 2014, GTAT reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. In December 2015, GTAT filed a proposed reorganization plan that allows the company to continue operating as a going concern and gives most of the equity to entities providing bankruptcy-exit financing. GT ADVANCED: Wins Confirmation of Reorganization Plan ----------------------------------------------------- Judge Henry J. Boroff has entered an order confirming GT Advanced Technologies Inc., et al.'s Amended Joint Plan of Reorganization dated March 7, 2016. The Plan incorporates a compromise and settlement of numerous inter-debtor, debtor-creditor, and inter-creditor issues, including issues regarding substantive consolidation of the Debtors' estates, the validity and enforceability of intercompany claims, and the allocation of assets among the Debtors' estates. The Plan not only keeps the Debtors operating as a going concern but also provides for the distribution to holders of allowed general unsecured claims in the form of 14% of the Reorganized Debtors' equity plus proceeds from causes of action. Judge Boroff on Feb. 2, 2016, approved the Disclosure Statement, authorized the Debtors to solicit votes, and set a March 3 hearing to consider confirmation of the Plan. Impaired classes of claims eligible to vote affirmatively voted to accept the Plan. Several objections to confirmation were filed. Subsequent to solicitation, the Debtors filed amendments to the Plan on March 2, 2016 and on March 7, 2016, which, among other things, address objections raised by certain parties. Most of the objections by parties were resolved and the outstanding objections by the U.S. Trustee were overruled. Hearings on the Plan and objections were held on March 3 and 4, and a hearing on the proposed confirmation order was scheduled March 9. On March 8, the Court ordered that the March 9 hearing is cancelled as "the recently filed proposed order being acceptable to the Court and applicable objections having been withdrawn, settled, or overruled." A copy of the Plan Confirmation Order entered March 8, 2016, is available for free at: http://bankrupt.com/misc/GTAT_3310_Plan_Conf_Ord.pdf A copy of the Amended Plan filed March 7, 2016, is available for free at: http://bankrupt.com/misc/GTAT_3298_Am_Plan_BL.pdf Objections Resolved The objection of the Creditors' Committee has been consensually resolved as reflected in the modifications to the Plan and the Plan Supplement filed on March 7, 2016 and the Confirmation Order. The Committee had complained that the Plan and Plan Supplement denies general unsecured creditors the consideration and protections the Committee bargained for and secured through negotiations with the Debtors and the exit lenders. The limited objection by Duncan Harwood is resolved by the Plan Confirmation Order, which provides, among others, that the Debtors will release to Mr. Harwood the $300,000 remaining in the escrow account established in connection with the D2 Solar LLC sale and Mr. Harwood will be allowed to file general unsecured claim for rejection damages capped at $210,000. The Objection of Dow Corning Corporation is resolved by (i) the Debtors' agreement not to further use or develop technology that is the subject of the trade secret claims asserted by Dow in its administrative expense claim, and (ii) the establishment of a reserve of $1.5 million in cash on account of the administrative claim. US Trustee Objection The United States Trustee on Feb. 26 filed an objection to confirmation of the Plan, saying that it unlawfully extends exculpation to non-estate fiduciaries and provides third parties with releases which are overly broad, contrary to public policy, and not in compliance with applicable law and First Circuit precedent. The Court, however, overruled the objection, citing that the exculpation, release, and injunction provisions of the Plan have been negotiated in good faith and at arm's-length by the parties, are consistent with sections 105, 362, 1122, 1123(b)(3)(A), 1123(b)(6), 1129, and 1142 of the Bankruptcy Code, and are each necessary and appropriate to the successful reorganization of the Debtors' estates. On March 8, the U.S. Trustee filed an objection to the Debtors' proposed confirmation order, citing, among other things that despite representations made at the Confirmation Hearing regarding the ability of creditors to opt out of the releases, the Proposed Order provides for full releases to be given by creditors who had no ability to opt out of the releases and could not affirmatively consent to the same. Judge Boroff immediately overruled the objection on grounds that the issues raised either (1) were raised and rejected by the Court at the Confirmation hearing or (2) are totally without merit. Overwhelming Acceptance of Plan Class 4A (GT Inc. Notes Claims), Class 4B (GT Inc. General Unsecured Claims), Class 4C (Corp Debtors General Unsecured Claims), and Class 4D (GT Hong Kong General Unsecured Claims), which are Impaired Classes of Claims eligible to vote, have affirmatively voted to accept the Plan. Specifically, as set forth in the Vote Certification, (a) creditors holding 84.27% in number and 94.07% in dollar amount of Class 4A Claims voted to accept the Plan, (b) creditors holding 73.91% in number and 98.85% in dollar amount of Class 4B Claims voted to accept the Plan, (c) creditors holding 81.47% in number and 93.07% in dollar amount of Class 4C Claims voted to accept the Plan, and (d) creditors holding 73.53% in number and 80.32% in dollar amount of Class 4D Claims voted to accept the Plan. HTOT Claim Reclassified After the applicable bar date, Guizhou Haotian Optoelectronics Technology Co., Ltd. ("HTOT") filed (a) Proof of Claim No. 1082, which asserts an administrative expense claim under section 503(b)(9) of the Bankruptcy Code in the amount of $18,134,636, (b) Proof of Claim No. 1083, which asserts a secured claim in the amount of $16,306,137, (c) Proof of Claim No. 1084, which asserts an administrative expense claim under Section 503(b)(9) of the Bankruptcy Code in the amount of $9,053,760, and (d) Proof of Claim No. 1085, which asserts an administrative expense claim in the amount of $1,791,650. At the Confirmation Hearing, the Court determined that Claim No. 1083 is not entitled to secured status or administrative expense priority and that Claim No. 1085 is not entitled to administrative expense status. Accordingly, the Court holds that (a) Claim No. 1083 is reclassified in its entirety as an Allowed Class 4C General Unsecured Claim in the amount of $10,917,606 and (b) Claim No. 1085 is disallowed in its entirety. In addition, HTOT has acknowledged that Claim No. 1082 and Claim No. 1084 are general unsecured claims. Accordingly, Claim No. 1082 and Claim No. 1084 are reclassified as general unsecured claims. General Unsecured Claims The Plan establishes a "litigation trust" that may generate Cash for distribution for holders of allowed general unsecured claims. The Court ruled that the establishment of the Litigation Trust, the selection of Eugene Davis to serve as the Litigation Trustee, and the form of the proposed Litigation Trust Agreement (as it may be modified or amended) are appropriate. The holders of Allowed GT Inc. Notes Claims, Allowed Corp Debtors General Unsecured Claims, and Allowed GT Hong Kong General Unsecured Claims are the beneficiaries of the Litigation Trust In order to enhance recoveries for the Litigation Trust Beneficiaries, Kelley Drye & Warren LLP, counsel to the Creditors Committee, and Houlihan Lokey Capital, Inc., financial advisor to the Creditors Committee, have offered to gift to the Litigation Trust, for distribution to the Litigation Trust Beneficiaries in accordance with the terms of the Litigation Trust Agreement, 5% of their final allowed fees in the Chapter 11 Cases. The Chapter 11 Plan GTAT, et al., have proposed a Joint Plan of Reorganization that proposes to grant 86% of Reorganized GT Inc. to entities providing $80 million of exit financing and 14% of the shares to general unsecured creditors. The Plan also establishes a "litigation trust" that may generate cash for distribution for holders of allowed general unsecured claims. Holders of unsecured claims totaling $21.4 million to $182 million against GT Inc. are slated to have a 0.61% recovery; unsecured creditors of the Corporate Debtors owed $83.2 million to $256 million will recover 0.790% to 2.427%; and holders of unsecured claims against GT Hong Kong owed $80.5 million to $108.6 million are slated to have a 0.492% to 0.663% recovery. Upon the Effective Date of the Plan, the Reorganized Debtors' capital structure will consist of (a) the senior secured notes in the amount of $60 million, (b) shares of preferred stock, which will represent 86% of the ownership of the common stock in Reorganized GT Inc. on an as-converted basis (subject to dilution), and (c) shares of reorganized common stock. The Financing Support Parties, the entities providing the $80 million exit financing, are comprised of: (a) WBox 2014-3 Ltd.; (b) Jefferies LLC; (c) QPB Holdings Ltd.; (d) Wolverine Flagship Fund Trading Limited; (e) Privet Fund Management LLC; (f) Citigroup Financial Products Inc.; (g) Caspian Capital LP, (h) Corre Partners Management LLC; and (i) Empyrean Capital Partners, LP. The Financing Support Parties are represented by: James D. Kelly KELLY LAW PLLC 16 Broad Street Nashua, New Hampshire 03064 Telephone: (603) 809-4230 E-mail: jim@kellylawnh.com - and - Philip D. Anker WILMER CUTLER PICKERING HALE AND DORR LLP 7 World Trade Center 250 Greenwich Street New York, New York 10007 Telephone: (212) 230-8890 E-mail: philip.anker@wilmerhale.com - and - Dennis L. Jenkins WILMER CUTLER PICKERING HALE AND DORR LLP 60 State Street Boston, MA 02109 Telephone: (617) 526-6000 E-mail: dennis.jenkins@wilmerhale.com About GT Advanced Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multi-year supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT was a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916). GT sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The bankruptcy cases are assigned to Judge Henry J. Boroff. The Debtors tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. * * * In November 2014, GTAT reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. In December 2015, GTAT filed a proposed reorganization plan that allows the company to continue operating as a going concern and gives most of the equity to entities providing bankruptcy-exit financing. GUNPOWDER PROPERTIES: Case Summary & 2 Unsecured Creditors ---------------------------------------------------------- Debtor: Gunpowder Properties, LLC c/o Richard E. Wentz, Agent 23 Leathers Rd Ft Mitchell, KY 41017-2908 Case No.: 16-20292 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court Eastern District of Kentucky (Covington) Judge: Hon. Tracey N. Wise Debtor's Counsel: Michael L. Baker, Esq. ZIEGLER & SCHNEIDER, P.S.C 541 Buttermilk Pk. #500 P.O. Box 175710 Covington, KY 41017-5710 Tel: (859) 426-1300 Fax: (859) 426-0222 E-mail: mlb@zslaw.com Total Assets: $1.82 million Total Liabilities: $1.40 million The petition was signed by Richard E. Wentz, member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/kyeb16-20292.pdf HARBORVIEW TOWERS COUNCIL: Case Summary & 20 Top Unsec. Creditors ----------------------------------------------------------------- Debtor: Council of Unit Owners of the 100 Harborview Drive Condominium dba The HarborView Towers aka The HarborView Towers Council of Unit Owners aka 100 Harborview Drive Condominium aka 100 HarborView Drive Council of Unit Owners aka 100 Harborview Drive Condominium Council of Unit Owners aka 100 HarborView Drive Condominium Association 100 Harborview Drive Baltimore, MD 21230 Case No.: 16-13049 Type of Business: Condominium Association Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. James F. Schneider Debtor's Counsel: Paul Sweeney, Esq. YUMKAS, VIDMAR, SWEENEY & MULRENIN, LLC 10211 Wincopin Circle, Suite 500 Columbia, MD 21044 Tel: (443) 569-5972 Fax: (410) 571-2798 Email: psweeney@yvslaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Dr. Reuben Mezrich, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Constantine Commercial Trade Debt $203,516 Construction Inc. BGE Trade Debt $93,163 City of Baltimore Water Bill $63,604 Department of Finance C.A. Lindman, Inc. Trade Debt $40,000 Profiles, Inc. Trade Debt $27,368 Direct Energy Business Trade Debt $25,913 Corporate Cleaning Solutions Trade Debt $22,213 Extra Clean Inc. Trade Debt $21,785 L&L Rail & Fence, Inc. Trade Debt $20,475 SI Restoration, Inc. Trade Debt $17,728 DRD Pool Management Trade Debt $16,931 Design Collective, Inc. Trade Debt $11,488 Thyssenkrupp Elevator Corp. Trade Debt $11,425 Palmer Brothers Trade Debt $11,060 Coleman Consulting Trade Debt $10,480 Charm City Networks, LLC Trade Debt $6,634 BuildingLink.Com, LLC Trade Debt $5,976 Simpson of Maryland, Inc. Trade Debt $5,256 Cummins Power Systems, LLC Trade Debt $5,028 Response TECH, Inc. Trade Debt $4,440 HARBORVIEW TOWERS COUNCIL: Files for Bankruptcy, Seeks Cash Access ------------------------------------------------------------------ Council of Unit Owners of the 100 Harborview Drive Condominium sought creditor protection to stabilize its affairs and formulate a plan to deal with all of its obligations as a result of garnishments and other pending litigation. The Debtor filed a petition under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Maryland (Bankr. D. Md. Case No. 16-13049) on March 9, 2016. Dr. Reuben Mezrich signed the petition as president. The Debtor is a condominium association that maintains and operates The HarborView Towers, a 30-story building with 249 luxury condominium units and a health club, in Baltimore's Inner Harbor. As disclosed in a Court filing, the Debtor has been involved over the past six years in contested mandatory arbitration and litigation matters with Penthouse 4C, LLC and James W. Ancel, Sr., that resulted in judicial confirmation of two arbitration awards against the Debtor in the amounts of $1,252,487 and $1,594,762, respectively, plus a money judgment in the amount of $609,030. The arbitration award of $1,252,487 was paid and satisfied by the Debtor in September 2012. In an effort to collect on the most recent money judgment of $609,030, PH4C issued writs of garnishment on the Debtor's bank accounts at Howard Bank, Citizens Bank in January 2016. In February 2016, PH4C further garnished the Debtor's management company, Barkan Management, LLC. In response to the garnishments, Howard Bank filed its own proceedings against PH4C asserting a secured priority interest in the garnished funds. The Debtor said these contested proceedings, now pending in the Circuit Court for Baltimore City, have frozen all of its accounts. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of up to $50 million. Yumkas, Vidmar, Sweeney & Mulrenin, LLC represents the Debtor as counsel. Judge James F. Schneider is assigned to the case. Cash Collateral Motion Contemporaneously with its bankruptcy petition, the Debtor is seeking Court permission to use the cash collateral in which Howard Bank asserts a security interest, to fund its ordinary and necessary day-to-day operations. The Debtor said it does not have the cash required to continue daily operations, to provide essential services and safety to the condominium owners. In 2015 and 2016, the Debtor obtained $8 million financing from Howard Bank. The funds were used for repairs and improvements to the building's interior, exterior, roof and façade. All assets of the Debtor, both cash and non-cash, and all proceeds and products of the collateral were granted as security to Howard Bank. As adequate protection for Howard Bank, the Debtor will: (a) file a report of cash receipts and disbursements on the 15th day of each month for the prior calendar month and perform other reasonable reporting required by Howard Bank; (b) keep the property in good working order, maintenance and repair; and (c) request that the Court grant Howard Bank replacement liens on the same assets on which it held prepetition liens and all products and proceeds thereof in the Interim Period. In addition, Howard Bank will be authorized to debit the Debtor's account held by Howard Bank in full or partial payment of the Debtor's current monthly payment obligation to Howard Bank under the loan documents. HARBORVIEW TOWERS COUNCIL: Proposes Yumkas Vidmar as Counsel ------------------------------------------------------------ Council of Unit Owners of the 100 Harborview Drive Condominium, filed an application with the Bankruptcy Court to employ Yumkas, Vidmar, Sweeney & Mulrenin, LLC as its counsel. The Company is also seeking permission to pay the firm a retainer of $100,000. Subject to Court approval, YVSM will, among other things: (a) advise the Debtor of its rights, powers and duties as a debtor and debtor-in-possession; (b) advise the Debtor concerning, and assist in the negotiation and documentation of, financing agreements, debt restructurings, cash collateral arrangements and related transactions; (c) represent the Debtor in defense of any proceedings instituted to reclaim property or to obtain relief from the automatic stay under Section 362(a) of the Bankruptcy Code; (d) represent the Debtor in any proceedings instituted with respect to certain Debtor's use of cash collateral; (e) review the nature and validity of liens asserted against the property of the Debtor and advising the Debtor concerning the enforceability of those liens; (f) advise the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; (g) preparing on behalf of the Debtor all necessary and appropriate applications, motions, pleadings, draft orders, notices, schedules and other documents, and review all financial and other reports to be filed in this Chapter 11 case; (h) advise the Debtor concerning, and prepare responses to, applications, motions, pleadings, notices and other papers that may be filed and served in this Chapter 11 case; (i) counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization or liquidation and related documents; and (j) perform all other legal services it is qualified to handle for and on behalf of the Debtor that may be necessary or appropriate in the administration of this Chapter 11 case, including advising and assisting the Debtor with respect to debt restructurings, claims analysis and disputes, legal advice with respect to general corporate, bankruptcy, and finance, and matters and litigation other than for discrete matters for which special counsel may be retained. The Debtor said that prior to the filing of the petition, YVSM was paid $7,527 in partial payment of fees for services rendered in preparing and filing this bankruptcy case. YVSM also received $1,717 that was used to pay the fee to initiate this bankruptcy case. Subject to the Court's approval, YVSM will charge the Debtor for its legal services on an hourly basis in accordance with its ordinary and customary hourly rates as in effect on the date services are rendered, plus reimbursement of actual and necessary expenses incurred by YVSM. The current hourly rates charged by YVSM for its professionals are as follows: Hourly Range ------------ Members $295-$450 Associates $235-$275 Paralegals $115-$175 Paul Sweeney will be the primary attorney who will be involved in this case. His hourly rate is $420. Paul Sweeney represented that YVSM is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Council of Unit Council of Unit Owners of the 100 Harborview Drive Condominium, a condominium association, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9, 2016. Dr. Reuben Mezrich signed the petition as president. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of up to $50 million. Yumkas, Vidmar, Sweeney & Mulrenin, LLC represents the Debtor as counsel. Judge James F. Schneider is assigned to the case. HARBORVIEW TOWERS COUNCIL: Section 341 Meeting Set for April 6 -------------------------------------------------------------- A meeting of creditor in the bankruptcy case of the Council of Unit Owners of the 100 Harborview Drive Condominium has been scheduled for April 6, 2016, at 10:00 a.m. at 341 meeting room 2650 at 101 W. Lombard St., in Baltimore. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About HarborView Towers Council Council of Unit Owners of the 100 Harborview Drive Condominium, a condominium association that maintains and operates The HarborView Towers, a 30-story building with 249 luxury condominium units and a health club, in Baltimore's Inner Harbor, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9, 2016. Dr. Reuben Mezrich signed the petition as president. The Debtor estimated assets in the range of $10 million to $50 million and liabilities of up to $50 million. Yumkas, Vidmar, Sweeney & Mulrenin, LLC represents the Debtor as counsel. Judge James F. Schneider is assigned to the case. Creditors have until July 5, 2016, to file their proofs of Claim. HARSCO CORP: S&P Lowers CCR to 'BB-' on Weakness in End Markets --------------------------------------------------------------- Standard & Poor's Ratings Services said that it has lowered its corporate credit rating on Camp Hill, Pa.-based diversified industrial company Harsco Corp. to 'BB-' from 'BB' and removed all of its ratings on the company from CreditWatch, where S&P placed them with negative implications on Nov. 10, 2015. The outlook is negative. At the same time, S&P lowered its issue-level ratings on the company's $450 million senior notes due 2018 to 'BB-' from 'BB'. The '3' recovery rating is unchanged, indicating S&P's expectation for meaningful (50%-70%; upper half of the range) recovery in the event of a payment default. "The downgrade reflects our expectation that Harsco's operating performance and credit measures will continue to weaken in 2016," said Standard & Poor's credit analyst Jaissy Lorenzo. "We expect that the persistent softness in the company's key end markets--particularly the portion of Harsco's industrial segment that is exposed to oil and gas--will continues in 2016, causing its debt-to-EBITDA metric to increase above 4x (adjusted for pensions and operating leases) by the end of the year." Slightly less than 10% of the company's revenue and operating income is directly tied to its oil and gas end markets. In addition, the company will rely on cost-cutting initiatives to sustain the profitability of its metals and minerals segment, which is exposed to the steel industry and faces substantial weakness due to lower commodity prices. S&P's negative outlook on Harsco reflects S&P's view that low commodity prices coupled with persistent weakness in the company's energy-related end markets could further pressure its operating performance, credit metrics, and covenant headroom. In addition, persistent weakness in the company's metals and minerals segment or the divestiture of this segment could cause S&P to revise its assessment of the company's business risk profile. S&P could lower its ratings on Harsco if S&P forecasts that the company's operating performance will be materially worse in 2016, causing its debt-to-EBITDA metric to approach 5x while its covenant headroom falls below 15% with limited prospects for improvement. Additionally, if the company's metals and minerals business weakens in excess of S&P's current expectations or management chooses to divest the business, S&P would likely revise its assessment of the company's business risk profile, which could potentially lead to a lower rating. S&P could revise its outlook on Harsco to stable if the company's operating prospects improve such that S&P expects it will maintain stable financial metrics, 15% of covenant headroom, and generate meaningful amounts of free cash flow. This could occur if the company achieves about $100 million of operating profit this year through some combination of improving market conditions or solid execution on its cost-cutting initiatives. Separately, asset sales could bolster Harsco's financial flexibility and cause S&P to revise its outlook on the company to stable. HEMCON MEDICAL: Court Authorizes Use of Sussex Cash Collateral -------------------------------------------------------------- Judge Peter C. McKittrick of the U.S. Bankruptcy Court for the District of Oregon, issued a final order authorizing debtor HemCon Medical Technologies, Inc. to use cash collateral. Judge McKittrick authorized the Debtors to use cash collateral until the earlier of April 29, 2016, or the closing of a sale of substantially all of the Debtor's assets pursuant to a Court Order. The Debtor and Sussex Associates, L.P., are parties to certain loan and security agreements pursuant to which Sussex assets it holds security interests and lines in Debtor's cash, existing and future accounts receivable, inventory, purchase orders, and all intellectual property and patents owned or licensed for use by the Debtor. The Debtor will use Sussex's cash Collateral to pay its continued operating expenses in accordance with a budget. The budget provides for operating expenses totaling $1,522,228, for a thirteen-week period, beginning on Jan. 18, 2016 and ending on April 17, 2016. A full-text copy of the Final Order, dated Feb. 10, 2016, is available at http://is.gd/E1gwC1 HemCon Medical's attorneys: Albert N. Kennedy, Esq. Timothy J. Conway, Esq. TONKON TORP LLP 888 S.W. Fifth Avenue, Suite 1600 Portland, OR 97204-2099 Telephone: (503)221-1440 Facsimile: (503)274-8779 E-mail: al.kennedy@tonkon.com tim.conway@tonkon.com About HemCon Medical Technologies HemCon Medical Technologies, Inc., began operations in 2001 and today brings advanced wound care technologies to the worldwide healthcare market. HemCon Medical previously filed a Chapter 11 bankruptcy on April 10, 2012, in the District of Oregon (Case No. 12-32652-elp11). The Debtor's Fifth Amended Plan of Reorganization was confirmed on May 6, 2013, and the Final Decree was entered and the case was closed on Nov. 20, 2013. HemCon Medical again filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 16-30119) on Jan. 15, 2016. The petition was signed by Michael Wax as president and CEO. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Tonkon Torp LLP serves as counsel in the new Chapter 11 case. HEMCON MEDICAL: Tricol DIP Financing Has Final Approval ------------------------------------------------------- Judge McKittrick of the U.S. Bankruptcy Court for the District of Oregon issued a final order authorizing debtor HemCon Medical Technologies, Inc. to obtain DIP financing from Tricol International Group Limited. Trico has agreed to provide financing in an amount up to $800,000. The outstanding principal balance under the DIP Facility will bear interest at the rate of 12% per annum. The DIP Facility will mature, and all obligations of the Debtor under the DIP Facility will be due and payable in full in cash on the earliest of (i) the closing of a sale of all or substantially all of the Debtor's assets; or (ii) conversion or dismissal of the Chapter 11 case. The DIP Facility will be used to (i) fund the working capital requirements and other financing needs of the Debtor during the pendency of the Case, and (ii) pay certain costs and expenses of the administration of the case. According to the Final DIP Order, the use of the funds must be consistent with the Budget, which provides for operating expenses in the aggregate amount of $1,522,228, for a thirteen-week period, beginning on Jan. 18, 2016 and ending on April 17, 2016. A full-text copy of the Final DIP Order dated Feb. 10, 2016, is available at http://is.gd/3ha64q About HemCon Medical Technologies HemCon Medical Technologies, Inc., began operations in 2001 and today brings advanced wound care technologies to the worldwide healthcare market. HemCon Medical previously filed a Chapter 11 bankruptcy on April 10, 2012, in the District of Oregon (Case No. 12-32652-elp11). The Debtor's Fifth Amended Plan of Reorganization was confirmed on May 6, 2013, and the Final Decree was entered and the case was closed on Nov. 20, 2013. HemCon Medical again filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 16-30119) on Jan. 15, 2016. The petition was signed by Michael Wax as president and CEO. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Tonkon Torp LLP serves as counsel in the new Chapter 11 case. HENDERSON HOLDINGS: Case Summary & 9 Unsecured Creditors -------------------------------------------------------- Debtor: Henderson Holdings 1, LLC c/o David K. Gottlieb & Associates, LLC 15233 Ventura Boulevard, 9th Floor Sherman Oaks, CA 91403 Case No.: 16-10685 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Hon. Maureen Tighe Debtor's Counsel: Linda F Cantor, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd 13th Flr Los Angeles, CA 90067 Tel: 310-277-6910 Fax: 310-201-0760 E-mail: lcantor@pszjlaw.com Total Assets: $2.03 million Total Liabilities: $1.41 million The petition was signed by David K. Gottlieb, solely as Chapter 7 Trustee for the Bankruptcy Estate of Roger W. Meyer, the managing member of Henderson Holdings 1, LLC. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb16-10685.pdf HII TECHNOLOGIES: Files Amended Plan, Disclosure Statement ---------------------------------------------------------- HII Technologies filed with the U.S. Bankruptcy Court an Amended Plan and related Disclosure Statement. BankruptcyData.com reports that the Disclosure Statement provides that, "Under Section 4.5 of the Plan, each holder of an Allowed General Unsecured Claim shall receive, in full satisfaction of such Claim: (i) its Pro Rata Share of 5% of the New HIIT Common Stock; and (ii) its Pro Rata Share of the Unsecured Creditor Beneficial Trust Interest, in accordance with the Waterfall, on account of which such holder shall receive, as soon as is reasonably practicable after the Litigation Trustee, from time to time, determines that there is sufficient Distributable Trust Cash to make a distribution to Litigation Trust Beneficiaries, its Pro Rata Share of such Distributable Trust Cash based upon such Pro Rata Share of the Unsecured Creditor Beneficial Trust Interest, in accordance with the Waterfall. . . . Holders of Allowed General Unsecured Claims will share pro rata in (i) 5% of the stock of the new HIIT Common Stock, and (ii) a pro rata share of the Unsecured Creditor Beneficial Litigation Trust Interest, from which the Litigation Trustee shall make distributions of cash as set forth in the Plan. . . . Existing Equity Interests in HIIT will be cancelled, all stock de-listed, and no SEC filings will be required upon entry of an administrative order from the SEC that de-registers the HIIT Stock. The Debtors' tax attributes will be preserved and it will continue operating. The Plan is also a motion to compromise with the DIP Lenders on the amount of their superpriority administrative expense of over $11 Million, accepting less than full payment in exchange for payment under the Plan." The Court scheduled a March 10, 2016 hearing to consider conditional approval of the Disclosure Statement with an April 15, 2016 confirmation hearing to follow. The original version of the Joint Plan of Reorganization was filed Jan. 6. About HII Technologies HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. proposed lead case No. 15-60070) on Sept. 18, 2015. Judge David R Jones is assigned to the cases. HII Technologies (HIITQ) is a publicly-traded oilfield services company which entered the hydraulic fracturing water management business via acquisition of Apache Energy Services dba AES Water Solutions in September 2012. HII Technologies currently has only one employee, its CEO, Matt Flemming. HII Technologies reported assets of $17.6 million and liabilities of $26.5 million as of July 31, 2015. The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius Ross, Inc. for management and restructuring services. On Sept. 29, 2015, Power Reserve Corp., Bold Production Services LLC, and Black Gold Energy LLC were appointed to serve on its official committee of unsecured creditors. On Oct. 7, Black Gold was replaced by Worldwide Power Products LLC. The Official Committee is represented by W. Steven Bryant, Esq., and Elizabeth M. Guffy, Esq., at Locke Lord LLP. Unsecured Creditors of Debtor Apache Energy Services, LLC, have formed their own group. The Ad Hoc Committee of AES Unsecured Creditors is represented by Leonard H. Simon, Esq., at Pendergraft & Simon, L.L.P.; and Joan Kehlhof, Esq., at Wist Holland & Kehlhof. HII TECHNOLOGIES: Seeks Sept. 12 Extension of Plan Exclusivity -------------------------------------------------------------- HII Technologies filed with the U.S. Bankruptcy Court an emergency motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof both through and including September 12, 2016. According to BankruptcyData.com, the motion explains, "The Debtors request a 180-day extension of exclusivity while the compromise and plan currently submitted are considered. Exclusivity would otherwise expire on March 16, 2016. Granting the extension will not unreasonably delay progress of these Chapter 11 cases and the formulation of a plan, as one has already been submitted for approval. A hearing on conditional approval of the Debtors' First Amended Disclosure Statement is currently set for March 10, 2016. The Ad Hoc Group, the Official Unsecured Creditors' Committee, and the DIP Lenders consent (almost entirely) to the Plan. The Court has scheduled the confirmation hearing for April 15, 2016. The extension of exclusivity benefits the estates by permitting the bulk of creditors to permit the Debtors' consensual plan to go forward without other plans frustrating the process." The Court will consider approval of the extension motion at a March 14, 2016 hearing. About HII Technologies HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. proposed lead case No. 15-60070) on Sept. 18, 2015. Judge David R Jones is assigned to the cases. HII Technologies (HIITQ) is a publicly-traded oilfield services company which entered the hydraulic fracturing water management business via acquisition of Apache Energy Services dba AES Water Solutions in September 2012. HII Technologies currently has only one employee, its CEO, Matt Flemming. HII Technologies reported assets of $17.6 million and liabilities of $26.5 million as of July 31, 2015. The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius Ross, Inc. for management and restructuring services. On Sept. 29, 2015, Power Reserve Corp., Bold Production Services LLC, and Black Gold Energy LLC were appointed to serve on its official committee of unsecured creditors. On Oct. 7, Black Gold was replaced by Worldwide Power Products LLC. The Official Committee is represented by W. Steven Bryant, Esq., and Elizabeth M. Guffy, Esq., at Locke Lord LLP. Unsecured Creditors of Debtor Apache Energy Services, LLC, have formed their own group. The Ad Hoc Committee of AES Unsecured Creditors is represented by Leonard H. Simon, Esq., at Pendergraft & Simon, L.L.P.; and Joan Kehlhof, Esq., at Wist Holland & Kehlhof. HORSEHEAD HOLDING: Against Macquarie's Bid for Interest Payments ---------------------------------------------------------------- Horsehead Holding Corp. and its affiliated debtors submitted to the U.S. Bankruptcy Court for the District of Delaware their objection to Macquarie Bank Limited's motion for adequate protection. The Debtors' objection states: "...The Debtors are not required to pay Macquarie cash interest during the course of the case, nor are the Debtors obliged to pay Macquarie's professional fees current during the case. Such payments are not required to provide the adequate protection described in the Bankruptcy Code where, as here, Macquarie concedes that it is substantially oversecured and is being granted replacement liens worth well in excess of any realistic diminution in value. Macquarie offers no evidence demonstrating that it is entitled to payment of the incremental fees and expenses (which exceed $5 million) it has added to the face amount of its outstanding indebtedness... But if Macquarie is entitled to interest, fees, and expenses, they (along with the principal amount owed) will be paid at the case's conclusion, in full – whether in cash or otherwise... Macquarie offers no reason to suggest that its collateral position is ultimately at risk (in fact, it argues the opposite), and there is no legal basis to require interest and fees paid current during the case where (as here) Macquarie's claim is adequately protected in full. Macquarie's request for additional protection must therefore be denied." The Official Committee of Unsecured Creditors joined in on the Debtors' objection, and reserved its right to (i) amend or supplement its joinder and objection and (ii) assert additional objections to the Adequate Protection Motion at or prior to the hearing. Horsehead Holding Corp. and its affiliated debtors are represented by: Laura Davis Jones, Esq. James E. O'Neill, Esq. Joseph M. Mulvihill, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 (Courier 19801) Telephone: (302)652-4100 Facsimile: (302)652-4400 E-mail: ljones@pszjlaw.com joneill@pszjlaw.com jmulvihill@pszjlaw.com - and - Patrick J. Nash, Jr., Esq. Ryan Preston Dahl, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, IL 60654 Telephone: (312)862-2000 Facsimile: (312)862-2200 E-mail: patrick.nash@kirkland.com ryan.dahl@kirkand.com The Official Committee of Unsecured Creditors is represented by: Sharon L. Levine, Esq. Bruce Buechler, Esq. Michael Savetsky, Esq. Philip J. Gross, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Telephone: (973)597-2500 Facsimile: (973)597-2400 E-mail: slevine@lowenstein.com bbuechler@lowenstein.com msavetsky@lowenstein.com pgross@lowenstein.com - and - Howard A. Cohen, Esq. Robert K. Malone, Esq. DRINKER BIDDLE & REATH LLP 222 Delaware Avenue, Ste. 1410 Wilmington, DE 19801 Telephone: (302)467-4200 Facsimile: (302)467-4201 E-mail: howardcohen@dbr.com Robert.Malone@dbr.com About Horsehead Holding Corp. Horsehead Holding Corp. is the parent company of Horsehead Corporation, a U.S. producer of specialty zinc and zinc-based products and a leading recycler of electric arc furnace dust; The International Metals Reclamation Company, LLC ("INMETCO"), a leading recycler of metals-bearing wastes and a leading processor of nickel-cadmium (NiCd) batteries in North America; and Zochem Inc., a zinc oxide producer located in Brampton, Ontario. Horsehead, headquartered in Pittsburgh, Pa., has seven facilities throughout the U.S. and Canada. The Debtors currently employ approximately 730 full-time individuals. Horsehead Holding Corp., Horsehead Corporation, Horsehead Metal Products, LLC, The International Metals Reclamation Company, LLC, and Zochem Inc. filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10287 to 16-10291) on Feb. 2, 2016. The petition was signed by Robert D. Scherich, the vice president and CFO. Judge Christopher S. Sontchi is assigned to the case. The Debtors have engaged Kirkland & Ellis LLP as general counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, RAS Management Advisors, LLC as financial advisor, Lazard Middle Market LLC as investment banker, Epiq Bankruptcy Solutions, LLC as claims and noticing agent and Aird & Berlis LLP as Canadian counsel. The Debtors disclosed total assets of $1 billion and total liabilities of $544.6 million. As of the Petition Date, the Debtors' consolidated long-term debt obligations totaled approximately $420.7 million. HOT SHOT HK: U.S. Trustee Forms 5-Member Committee -------------------------------------------------- The U.S. Trustee for Region 2 appointed five creditors of Hot Shot HK, LLC, to serve on the official committee of unsecured creditors. The committee members are: (1) Novelty Textiles, Inc. 2944 East 44th St. Vernon, CA 90058 Attention: Sean Ktm, VP Telephone: (323) 581-3724 (2) A Plus Fabrics, Inc. 3040 East 12th Street Los Angeles, CA 90023 Attention: Eliot Tishbi, President Telephone: (213) 746-1100 (3) Fabric Selection, Inc. 800 East 14th St. Los Angeles, CA 90021 Attention: Rosita Neman Telephone: (213) 747-6297 (4) Nobel Textile, Inc. 845 S. San Pedro Street Los Angeles, CA 90014 Attention: Robert Omidi Telephone: (213) 622-6858 (5) Samtex Fabrics, Inc. 1418 18th Street Los Angeles, CA 90021 Attention: Justin Kachan Telephone: (213) 742-0200 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 Hot Shot HK Hot Shot HK, LLC sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York (Manhattan) (Bankr. S.D.N.Y., Case No. 16-10449) on February 26, 2016. The petition was signed by Youssef Saadia, chief financial officer. The Debtor is represented by Maeghan J. McLoughlin, Esq., and Sean C. Southard, Esq., at Klestadt Winters Jureller Southard & Stevens LLP. The case is assigned to Judge James L. Garrity, Jr. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. IHEARTCOMMUNICATIONS INC: Gets Notices of Default From Noteholders ------------------------------------------------------------------ iHeartCommunications, Inc., on March 7, 2016, received Notices of Default from the holders of at least 25% of the outstanding principal amount of four of the Company's outstanding series of Priority Guarantee Notes, according to a regulatory filing with the Securities and Exchange Commission. The Notices allege that the Company violated certain covenants under the indentures governing the Priority Guarantee Notes when, as previously disclosed, on Dec. 3, 2015, the Company contributed 100,000,000 shares of Class B common stock of Clear Channel Outdoor Holdings, Inc. from Clear Channel Holdings Inc., one of its wholly-owned subsidiaries, to Broader Media, LLC, one of the Company's wholly-owned subsidiaries that is an "unrestricted subsidiary" under the Indentures. As the Company has communicated to the Holders on multiple occasions, the Company believes the Contribution was made in full compliance with all of the provisions of the Indentures and the Holders have no basis to issue the Notices. The Notices assert that the alleged defaults will become an "Event of Default" under the Indentures following the expiration of 60 days. An Event of Default, if it were to occur, would entitle the Holders to accelerate the underlying indebtedness and would trigger events of default under our other material indebtedness. "We strongly object to the allegations contained in the Notices, and intend to vigorously contest the issuance and the validity of the Notices," the Company said in the filing. In anticipation of the possibility of the issuance of the Notices, on March 7, 2016, the Company filed a lawsuit in the State District Court in Bexar County, Texas against the Holders and the indenture trustees under the Indentures seeking, among other things, a ruling by the Court through declaratory judgment that the Company is not in default or in violation of any covenant or provision of the Indentures. The Company is also seeking a temporary restraining order from the Court preventing, among other things, the Defendants from taking any actions in reliance of the Notices and preventing them from declaring any of our indebtedness immediately due and payable. Moreover, the Company is also seeking preliminary and permanent injunctions from the Court to fully protect its rights. "We strongly believe that the Contribution did not cause a default under any of the Indentures or under the terms of any of our other indebtedness. If, however, we are unable to obtain the requested relief from the Court or are otherwise unable to successfully contest the validity of the Notices and any subsequent acceleration of a material portion of our indebtedness, then we would need to pursue other available alternatives to address the claimed defaults," the Company maintained. About iHeartCommunications iHeartCommunications, Inc., (formerly known as Clear Channel Communications, Inc.) is a global media and entertainment company. The Company specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local communities, and uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners. The Company is dedicated to using the latest technology solutions to transform the company's products and services for the benefit of its consumers, communities, partners and advertisers, and its outdoor business reaches over 40 countries across five continents, connecting people to brands using innovative new technology. IheartCommunications reported a net loss attributable to the Company of $755 million on $6.24 billion of revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to the Company of $793.76 million on $6.31 billion of revenue for the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had $13.8 billion in total assets, $24.4 billion in total liabilities and a total shareholders' deficit of $10.6 million. Bankruptcy Warning "The ability to refinance the debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of the debt could be at higher interest rates and increase debt service obligations and may require us and our subsidiaries to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or future debt instruments may restrict us from adopting some of these alternatives. These alternative measures may not be successful and may not permit us or our subsidiaries to meet scheduled debt service obligations. If we or our subsidiaries cannot make scheduled payments on indebtedness, we or our subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result we could be forced into bankruptcy or liquidation," the Company said in the report for the year ended Dec. 31, 2015. INTERNATIONAL SUPPLY: Committee Proposes Liquidating Plan --------------------------------------------------------- Judge Thomas L. Perkins will convene a hearing on April 5, 2,016, at 10:30 a.m. to consider approval of the disclosure statement explaining the plan of liquidation proposed by the Official Committee of Unsecured Creditors for debtor International Supply Co. Objections to the adequacy of the Disclosure Statement are due March 25, 2016. On Dec. 22, 2015, the Debtor sold substantially all of its assets to Fibrebond, Inc. free of all liens claims and encumbrances. The Debtor had previously sought and obtained court approval of this transaction pursuant to a motion to approve the sale with the Bankruptcy Court, by which the sale was approved pursuant to the Court’s order of Dec. 21, 2015. On Dec. 22, Fibrebond closed on the sale of substantially all of the Debtor’s assets for the final price (after working capital adjustments) of $7,758,937, from which the following payments have been made: * Amada America - $957,500 (secured creditor) * Caterpillar Financial - $213,750 (secured creditor) * Unsecured Creditor Carve-out - $623,471 * Break-up fee to FSM Fund I, L.P. - $229,713 * Payoff of DIP Facility - $624,239 * Payment to Heartland Bank - $4,779,624.62 (secured creditor) * Heartland Earmarked Proceeds for professional fees - $330,639. The Debtor, the Committee, and Heartland in December entered into a settlement pursuant to which Heartland agreed to a "carve-out" for the benefit of unsecured creditors in an amount equal to 8% of the purchase price. In addition, Heartland agreed to waive any deficiency claim arising out of the sale transaction. The Committee's Liquidating Plan proposes to distribute remaining assets to creditors. The Plan contemplates assigning all of the Debtor's assets to a Creditor Trust. The Creditor Trust will be administered by an experienced financial professional, initially Sheldon Stone of Amherst Partners. As the Debtor's assets have been sold, what's left of the company are possible litigation claims. The Committee is investigating potential causes of action and reserves, on behalf of the Estate and the Creditor Trust, its right to seek repayment of any of these payments. The Debtors made payments to creditors within the 90-day period immediately preceding the commencement of the case. In addition, the Debtor made payments totaling approximately $16.75 million to certain related entities prior to the Petition Date. The Committee says its best estimate of the net recovery from the pursuit of such claims is $500,000 to $2,500,000. The Creditor Trust will be initially funded by $200,000 of the Unsecured Creditor Carveout. The Creditor Trustee anticipates hiring Amherst Partners as his financial advisor, Sumner Bourne to review and, if necessary, object to claims, and Goldstein & McClintock LLLP to handle bankruptcy causes of action. Goldstein & McClintock anticipates entering into a partial contingent fee arrangement in which its fees would be capped at a set amount and it would earn a contingency fee in exchange for the risk that the cap is not sufficient. The Disclosure Statement did not include the estimated percentage recovery by holders of unsecured claims. The Committee filed the Plan and the Disclosure Statement on Feb. 23, 2016. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/Int_Supply_253_DS.pdf Counsel for the Official Committee of Unsecured Creditors: Harold D. Israel, Esq. Sean P. Williams, Esq. GOLDSTEIN & McCLINTOCK LLLP 208 South LaSalle, Suite 1750 Chicago, Illinois 60604 Telephone: 312-337-7700 Facsimile: 312-277-2310 E-mail: haroldi@goldmclaw.com seanw@restructuringshop.com About International Supply International Supply Co., an Illinois corporation, was a leading manufacturer of custom UL-listed enclosures and fuel tanks for generator sets as well as generator switchboards and gen-set trailers. The company was founded in 1983 in Edelstein, Illinois and grew from just a handful of employees in 1983, to 59 full-time employees in 2015. The company had a physical plant covering a total of 265,000 square feet and operated a state-of-the-art full sheet metal fabrication shop. International Supply Co. commenced bankruptcy proceedings under Chapter 11 of the U.S. Bankruptcy Code in Central District of Illinois (Case No. 15-81467) on Sept. 24, 2015. Judge Thomas L. Perkins has been assigned the case. The Debtor tapped Sumner Bourne, Esq., as its counsel. The Office of the U.S. Trustee appointed six creditors to the official committee of unsecured creditors. The committee retained Goldstein & McClintock LLLP as counsel and Amherst Partners LLC as financial advisor. IRISH BANK: Yahoo Resists Releasing Email Account in Chapter 15 --------------------------------------------------------------- Matt Chiappardi at Bankruptcy Law360 reported that Yahoo told a Delaware bankruptcy judge on March 1, 2016, that it would be in violation of federal law if it acquiesces to the demands of the former Anglo Irish Bank for access to an e-mail account allegedly connected to a $3.8 billion loan evasion scheme, even though he ordered the production. Yahoo Inc.'s attorney is Robert F. Huff of Zwillgen PLLC. About Irish Bank Resolution Irish Bank Resolution Corp., the liquidation vehicle for what was once one of Ireland's largest banks, filed a Chapter 15 petition (Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect U.S. assets of the former Anglo Irish Bank Corp. from being seized by creditors. Irish Bank Resolution sought assistance from the U.S. court in liquidating Anglo Irish Bank Corp. and Irish Nationwide Building Society. The two banks failed and were merged into IBRC in July 2011. IBRC is tasked with winding them down and liquidating their assets. In February, when Irish lawmakers adopted the Irish Bank Resolution Corp., IBRC was placed into a special liquidation in the Irish High Court to complete liquidation and distribution of the two banks' assets. IBRC's principal asset as of June 2012 was a loan portfolio valued at some EUR25 billion (US$33.5 billion). About 70 percent of the loans were to Irish borrowers. Some 5 percent of the portfolio was under U.S. law, according to a court filing. Total liabilities in June 2012 were about EUR50 billion, according to a court filing. Most assets in the U.S. have been sold already. IBRC is involved in lawsuits in the U.S. IBRC was granted protection under Chapter 15 of the U.S. Bankruptcy Code in December 2013. Kieran Wallace and Eamonn Richardson of KPMG have been named the special liquidators. KING COUNTY HOUSING: Moody's Cuts 1998 Rev Bonds Rating to Ba2 -------------------------------------------------------------- Moody's Investors Service has downgraded to Ba2 from Ba1 the Housing Authority of King County's (WA) Multifamily Housing Revenue Bonds (Seaview Apartments Project) Series 1998. The rating action affects $1,650,000 in bonds outstanding. RATINGS RATIONALE The rating action is based on the continued deterioration of the bond program's financial position as the projected revenue insufficiency on 7/1/2020 nears from 5 years to 4 years. The rating reflects the likelihood of rising interest rates in improving financial performance of the program and to offset any insufficiencies until bond maturity. Factors that Could Lead to an Upgrade -- An infusion of assets prior to the date of projected revenue insufficiency (7/1/20) that would be enough to eliminate any future shortfalls. Factors that Could Lead to a Downgrade -- Closer duration to revenue insufficiency or higher break-even reinvestment rate. KLX INC: S&P Lowers Rating to 'B+', Outlook Negative ---------------------------------------------------- Standard & Poor's Ratings Services downgraded KLX Inc. by two notches to 'B+' from 'BB'. The outlook is negative. "The downgrade reflects KLX's lower forecasted credit metrics because of the very difficult operating conditions in its oilfield services business and its acquisitive growth strategy," said Standard & Poor's credit analyst Chris Denicolo. "We believe that KLX's credit ratios could deteriorate moderately from their current levels as the company pursues acquisitions and/or repurchases its stock." KLX's debt-to-EBITDA metric was above 5x and its funds from operations (FFO)-to-debt ratio was below 10% for the year ended Jan. 31, 2016, compared with Standard & Poor's previous expectations of between 2.3x and 2.8x and 22% and 27%, respectively. The negative outlook on KLX incorporates Standard & Poor's expectation that the company's earnings will increase modestly, driven by management's cost-reduction efforts in its energy segment and increasing volumes in its aerospace segment. However, S&P believes that the company will pursue bolt-on acquisitions, which could cause its credit metrics to deteriorate modestly in 2016. LATEX FOAM: Plan Confirmed; Motion for Final Decree Due March 31 ---------------------------------------------------------------- Judge Alan H.W. Shiff entered an order confirming the Modified Second Amended Plan of Reorganization proposed by Latex Foam International, LLC, et al., and their Official Committee of Unsecured Creditors. The Debtor is required to file a Final Report with an Application for Final Decree no later than March 31, 2016 unless that time is extended by the Court. The Plan provides that SummitBridge's claim will be allowed in the amount of $16.4 million, which will be bifurcated such that (a) $13.5 million and a payment to be made on the Effective Date of $250,000 will be treated as a Secured Claim in Class I; (b) $2,500,000 will be treated as an Unsecured Claim in Class III; and (c) $500,000 will be converted to 340,000 shares of common stock of Reorganized LFIH (representing 34% of the common stock of Reorganized LFIH on the Effective Date). In payment of SummitBridge's allowed secured claim, the Debtors will execute and deliver to SummitBridge loan documents that will provide, among other things, that SummitBridge receive monthly fixed total principal and interest payments of (i) $90,000 for December 2015, (ii) $102,500 commencing Jan. 1, 2016 through Dec. 31, 2016, and (iii) $112,500 commencing Jan. 1, 2017 and thereafter; and the remaining balance of principal and accrued but unpaid interest shall be due in full on April 1, 2020. Upon SummitBridge's receipt of payment of the Class I Secured Claim in full, plus an additional $3,000,000 in excess of the amounts due and owing under the Summitbridge Loan Documents (including as a result of payments resulting from its Class III Unsecured Claim), SummitBridge will thereupon immediately transfer without further consideration to a new entity to be formed by LFIH and spun off to its existing stockholders immediately prior to the Effective Date ("Legacy Latex Co.") 200,000 shares of common stock of Reorganized LFIH common stock (representing 20% of the outstanding common stock of Reorganized LFIH as of the Effective Date). The DECD's Secured Claim, is estimated to be equal to $2.50 million; however, the secured status is currently Disputed. If the DECD votes in favor of the Plan, then, LFI will create 35 and retain 150 full-time employment positions in Connecticut during the twelve month period ending December 31, 2019 and will maintain this employment obligation level for the period of 72 consecutive months beginning on January 1, 2020 and ending on December 31, 2025. If the DECD votes to reject the Plan, then the DECD Secured Claim shall be Disallowed, the DECD Claim shall be an Allowed Class III Unsecured Claim, and the Debtors shall have no obligation to retain or employ any individuals in the State of Connecticut. The Allowed Unsecured Claims against the Debtors that have been scheduled in the amount of $12,258,307, will be converted into the Preferred Stock of LFIH and 340,000 shares of common stock of Reorganized LFIH on the Effective Date representing 34% of the common stock of Reorganized LFIH on the Effective Date) ("Class III Common Stock") to be issued on the Effective Date. Holders of equity interests Legacy Latex Co. receive 320,000 shares of common stock of Reorganized LFIH issued to Latex Legacy Co. on the Effective Date (representing 32% of the common stock of Reorganized LFIH on the Effective Date). If and when SummitBridge is paid the full amount of the Class I Secured Claim plus $3,000,000, SummitBridge will thereupon immediately transfer without further consideration to Legacy Latex Co. 200,000 shares of Reorganized LFIH common stock (representing 20% of the outstanding common stock of Reorganized LFIH as of the Effective Date). A copy of the Second Amended Plan is available for free at: http://bankrupt.com/misc/Latex_Foam_468_2nd_Am_Plan.pdf A copy of the Plan Supplement is available for free at: http://bankrupt.com/misc/Latex_Foam_486_Plan_Supplement.pdf A copy of the Plan Confirmation Order is available for free at: http://bankrupt.com/misc/Latex_Foam_501_Plan_Order.pdf About Latex Foam Headquartered in Shelton, Connecticut, Latex Foam International, LLC manufactures foam mattresses and component mattresses. The 196-employee company produces mattress cores, toppers, and pillow buns utilizing both the Talaway and Dunlop manufacturing processes. LFIH is a holding company for 100% of the equity interests in LFI, PLB, and an inactive entity, Dunlop Latex Foam (Malaysia) SDN. BHD. LFI and four affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Conn. Lead Case No. 14-50845) in Bridgeport, Connecticut, on May 30, 2014. David Fisher signed the petitions as president. The Debtors are seeking joint administration of their cases. LFI disclosed $18,437,185 in assets and $30,342,926 in liabilities as of the Chapter 11 filing. Judge Alan H.W. Shiff presides over the cases. James Berman, Esq., and Craig I. Lifland, Esq., at Zeisler and Zeisler, serve as the Debtors' counsel. On June 19, 2014, the U.S. Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors. The Committee tapped to retain Schafer and Weiner, PLLC as its counsel, and Reid and Reige, P.C. as its local counsel. LIFESAVERS HOME: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Lifesavers Home Respiratory, Inc. 2525 Drane Field Road #14 Lakeland, FL 33811 Case No.: 16-02032 Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Alberto F Gomez, Jr., Esq. JOHNSON POPE BOKOR RUPPEL & BURNS, LLP PO Box 1100 Tampa, FL 33601-1100 Tel: 813-225-2500 Fax: 813-223-7118 E-mail: al@jpfirm.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Michael A. Minacci, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb16-02032.pdf LINEAR ELECTRIC: Cooper Electric's Non-Debtor Liens Violate Stay ---------------------------------------------------------------- In the case COOPER ELECTRIC SUPPLY CO. et al., Appellants, v. LINEAR ELECTRIC CO., INC., Appellee, Civil Action No. 15-06429 (SDW) (D.N.J.), Judge Susan D. Wigenton of the United States District Court for the District of New Jersey affirmed the bankruptcy court's orders dated July 31, 2015, and August 13, 2015, which held that the appellants' postpetition construction liens filed against non-debtor real property violated the automatic stay provisions of 11 U.S.C. Section 362. When Linear Electric Company, Inc., filed for chapter 11 bankruptcy, it allegedly owed appellant Cooper Electric Supply Co. $1,234,100.48 and appellant Samson Electrical Supply Co., Inc. $142,980.17, for previously-supplied electrical materials that Linear incorporated into buildings owned by third-parties. Cooper and Samson filed construction liens subsequent to the petition date against a number of third-party properties in which Linear incorporated electrical materials the appellants had supplied. The appellants sought to collect the accounts receivable the owners of the third-party properties owe to Linear. Linear filed a motion with the bankruptcy court seeking entry of an order directing Cooper and Samson to discharge the construction liens for violation of the automatic stay provisions of 11 U.S.C. Section 362. On July 31, 2015, the bankruptcy court issued an order directing Cooper and Samson "to expeditiously discharge any and all construction liens filed after [the petition date] involving projects contracted with [Appellee] as violations of the automatic stay provisions of 11 U.S.C. section 362." On August 13, 2015, the bankruptcy court issued another order holding that the appellants' construction liens against third-party properties were void ab initio for violation of automatic stay. Cooper and Samson appealed to the district court, seeking reversal of the bankruptcy court's July 31 and August 13 orders. Judge Wigenton held that the bankruptcy court properly determined that the accounts receivable underlying the appellants' construction liens are property of the estate. Thus, Judge Wigenton concluded that the appellants' act of filing post-petition construction liens created liens against property of the estate and, therefore, falls squarely within the broad prohibitions of the automatic stay provisions of 11 U.S.C. Section 362. A full-text copy of Judge Wigenton's February 29, 2016 opinion is available at http://is.gd/jOTc0Hfrom Leagle.com. COOPER ELECTRIC SUPPLY CO., and SAMSON ELECTRICAL SUPPLY CO., INC., are represented by: Michael J. Stafford, Esq. NORD & DE MAIO Turnpike Metroplex 190 State Hwy 18 East Brunswick, NJ 08816 Tel: (732)214-0303 LINEAR ELECTRIC COMPANY, INC. is represented by: Edward M. Callahan, Jr. CLANCY, CALLAHAN & SMITH 103 Eisenhower Pkwy Roseland, NJ 07068 Tel: (973)403-8300 -- and –- Leonard C. Walczyk, Esq. WASSERMAN, JURISTA & STOLZ, P.C. 110 Allen Road, Suite 304 Baskin Ridge, NJ 07920 Tel: (973)467-2700 Fax: (973)467-8126 Email: lwalczyk@wjslaw.com Linear Electric Co., Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J., Case No. 15-22493) on July 1, 2015. The Debtor's counsel is Leonard C. Walczyk, Esq., at Wasserman, Jurista & Stolz, P.C., in Basking Ridge, New Jersey. LOS GATOS HOTEL: Ogilvies Get $2.5M After Creditors Fully Paid -------------------------------------------------------------- Judge Dennis Montali in January signed a stipulation between the Pinns and the Ogilvies that resolves issues between them and provides how they'll split the funds remaining in debtor Los Gatos Hotel Corporation's estates after creditors were paid in full from the assets sale. On Sept. 18, 2015 the Court entered its Order confirming the Plan of Reorganization dated Sept. 16, 2015. A copy of the Order is available for free at: http://bankrupt.com/misc/Los_Gatos_H_579_Plan_Conf_Ord.pdf The function of the Plan was to effect a sale of the Debtor's principal asset and to distribute the proceeds of sale. The Court authorized the sale of the Debtor's property to IHA Hotel Management Company, LLC d/b/a Greystone Hotels, or its designee, International Hotel Associates No. 11 LLC. The purchase price was $29.5 million in cash, payable on the Closing Date, subject to certain adjustments and pro-rations as set forth in the Sale Agreement. The Plan provides for payment of creditors in full with interest. The estimated amounts of claims against the Debtor are: * Professional fee expenses of $769,000; * Ordinary course administrative expenses of $300,000; * Lender's secured claim of $11.7 million; * General unsecured claims of $77,000; and * Unsecured claims held by insiders of $7.12 million. A copy of the Fourth Amended Plan is available for free at: http://bankrupt.com/misc/Los_G_H_551_Rev_4th_Am_Plan.pdf After the satisfaction or provision for the payment of all Claims assigned to Classes 1 through 4, inclusive, material funds remain for distribution, and additional funds may hereafter become available for distribution ("Distributable Funds") for unsecured claims held by insiders (Class 5) and holders of equity interests (Class 6). Alan Pinn and David Pinn (collectively, the "Pinns") and the Bypass Trust for the Benefit of the Issue of D.J. Ogilvie and the Bypass Trust for the Benefit of the Issue of Christiansen (collectively, the "Ogilvies") own or control all Class 5 claims and all Class 6 interests. But disputes arose between the Pinns and the Ogilvies. The Ogilvies own a claim assigned to Class 5, described as held by Eva Ogilvie (the "Ogilvie Claim") and 50% of the Interests assigned to Class 6 (the "Ogilvie Stock"). The Pinns own and control every claim assigned to Class 5 (other than the Ogilvie Claim) and 50% of the Interests assigned to Class 6. On Dec. 29, 2015, the parties announced that they have have entered into a settlement agreement which resolves all disputes and provides for the redemption of the Ogilvies' Interests and the distribution of the Debtor's funds on account of Class 5 Claims and Class 6 Interests. Pursuant to a stipulation approved by Judge Montali in January: 1. The Debtor will forthwith distribute $2.5 million to the Ogilvies (the "Ogilvie Distribution") as follows: a. $867,937 in satisfaction of the Ogilvie Claim, consisting of $600,000 in principal and $267,937 in interest, payable $433,968.50 to Terrie Christiansen and $433,968.50 to Douglas Ogilvie; b. $816,031.50 to redeem 50% of the Ogilvie Stock, payable to the Bypass Trust for the Benefit of the Issue of D.J. Ogilvie or at the direction of Douglas Ogilvie, Trustee; and c. $816,031.50 to redeem 50% of the Ogilvie Stock, payable to the Bypass Trust for the Benefit of the Issue of Christiansen or at the direction of Terrie Christiansen, Trustee. 2. The foregoing Ogilvie Distribution, whenever received, shall represent the satisfaction of the Ogilvie Claim and the redemption and repurchase by the Debtor of the Ogilvie Stock, both effective as of Dec. 31, 2015. The Debtor's tax returns shall be prepared and filed consistently with the foregoing. 3. The Ogilvie Distribution shall fully satisfy, discharge and effect the cancellation of all of the Ogilvies' claims and interests and shall encompass the satisfaction, discharge and cancellation of any and all claims held by the Debtor against the Ogilvies. 4. Following the funding of the Ogilvie Distribution, all Distributable Funds now or hereafter available shall be distributed at the direction of the Pinns. A copy of the parties' stipulation is available for free at: http://bankrupt.com/misc/Los_Gatos_H_625_Stip_Class_5.pdf Counsel for the Ogilvies: Michael St. James, Esq. ST. JAMES LAW, P.C. 155 Montgomery Street, Suite 1004 San Francisco, California 94104 Tel: (415) 391-7566 Fax: (415) 391-7568 E-mail: michael@stjames-law.com About Los Gatos Hotel San Jose, California-based Los Gatos Hotel Corporation, dba Hotel Los Gatos, was formed in 2000 to build and operate Hotel Los Gatos, a full-service boutique hotel in downtown Los Gatos, California. Los Gatos Hotel filed for Chapter 11 bankruptcy protection on December 27, 2010 (Bankr. N.D. Cal. Case No. 10-63135). The Debtor disclosed $17,191,277 in assets and $12,896,468 in liabilities as of the Chapter 11 filing. Affiliate Blossom Valley Investors, Inc., filed a separate Chapter 11 petition on September 10, 2009 (Bankr. N.D. Cal. Case No. 09-57669). Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris Glovsky Popeo, serves as the Debtor's bankruptcy counsel. The Debtor has tapped OSAS Inc. as financial advisor and investment banker. MA LERIN HILLS: Asks for June 8 Extension to Seek Final Decree -------------------------------------------------------------- Andrew S. Cohen, the receiver and responsible person for each of debtors MA Lerin Hills Holder, LP, et al., filed a motion asking the Court to extend the time to file an application for final decree closing the Chapter 11 cases of the Debtors. On June 9, 2015, the Debtors filed their Joint Chapter 11 Plan of Liquidation, as amended or modified thereafter. On Sept. 10, 2015, the Plan was confirmed by the Court. The notice of order confirming the Plan noted that the application for final decree was due March 8. Since entry of the Confirmation Order, Mr. Cohen and Putnam Bridge Funding III, LLC and its affiliates, Miralomas Land Company LP and Miralomas Development Corporation have diligently worked to comply with the Confirmation Order and to resolve all remaining issues: a. Notices of the Entry of Confirmation Order and of the Effective Date were timely filed and served. b. Stipulations have been entered resolving claims filed by Apolinar Zepeda Sanchez d/b/a Zepeda Masonry, KGME, Inc. Rafael Rios d/b/a Rios Contracting, D.C. Civil and Abel Godines. There are no pending objections to claims and the claims objection deadline has passed. c. Any and all tax returns due for tax year 2014 were filed with the Internal Revenue Service on or before Sept. 20, 2015. d. Adversary No. 15-05097 has been resolved and dismissed. There are no other pending adversary proceedings. e. On Jan. 4, 2016, a Motion for an Order Implementing the Confirmation Order was filed. The Implementation Motion was set for hearing on March 2. However, pursuant to an unopposed motion to continue the hearing, the Implementation Motion has been reset to March 30, 2016. Accordingly, Mr. Cohen asks the Court to extend the deadline to file the Application for Final Decree until June 8, 2016. Putnam supports Mr. Cohen's motion and the U.S. Trustee has no objection to the requested extension. Attorneys for the Debtors: DYKEMA COX SMITH Deborah D. Williamson 112 East Pecan Street, Suite 1800 San Antonio, TX 78205 Tel: (210) 554-5500 Fax: (210) 226-8395 E-mail: dwilliamson@dykema.com About Lerin Hills MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., own 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas. The Lerin Hills project currently produces no cash flow, has run out of cash and remains materially unfinished. In December 2014, the companies defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the assets. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Receiver tapped Dykema Cox Smith as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. MA LERIN HILLS: Seeks Transfer of Water Right to Miralomas ---------------------------------------------------------- Andrew S. Cohen, the receiver and responsible person for each of debtors MA Lerin Hills Holder, LP, et al., and Putnam Bridge Funding III, LLC, at a continued hearing on March 30, 2016, will ask the Bankruptcy Court to enter an order to aid in the implementation of the Sept. 10, 2015 Plan Confirmation Order by directing all applicable federal, state, and local officials to accept the assignment of water right for recordation purposes. On July 30, 2015, the Debtors and Putnam, as co-proponents, filed the First Amended Joint Chapter 11 Plan of Liquidation. On September 10, 2015, the Court entered an order confirming the Plan and, among other things, appointing Mr. Cohen as the Responsible Person for the Debtors. The Plan and Confirmation Order approve, authorize, and direct the distribution to Putnam or its designees, Mariposa Development Corporation and Mariposa Land Company LP -- together, "Miralomas" -- of all assets of the Debtors, expressly including the 867-acre parcel of land and "all easements, interests, claims, licenses, rights, appurtenances, water rights, and other real property rights owned by the Debtors and relating, belonging to, or benefitting any of the Property." Located entirely within the boundaries of the property owned by the Debtor that was distributed Putnam's designees under the Plan is Lake Oz. Sometime before 1998, water from Frederick Creek and Robroy Creek was impounded to form three reservoirs for the purpose of irrigation, one of which is known as "Lake Oz." Subject to any permits granted by the Texas Commission on Environmental Quality ("TCEQ") for the diversion and use of water, the water within Lake Oz belongs to the State of Texas. In 1978, TCEQ issued a permit to divert 54.95 acre-feet of water per year from Lake Oz for irrigation purposes (the "TCEQ Water Right"). In 2005, Willis Jay Harpole sold the Property and assigned the Water Right to Lerin Hills, Ltd. In order for Mr. Cohen, as Responsible Person, to carry out his duties under the Plan and Confirmation Order and to fully consummate the transactions described therein, the Plaintiff must convey all of the Assets to Miralomas, as Putnam's designee to receive Putnam's distribution pursuant to the Plan. The 85% Interest in the TCEQ Water Right was conveyed to Landco via its predecessor, LHL. It was property of the estate within the meaning of Sec. 541(a)(1) on the Petition Date, and is an integral component of the Assets to be distributed under the Plan. Based on the books and records available to the Responsible Person, however, he has been unable to effectuate the conveyance of the 85% Interest to Miralomas. The Texas Administrative Code requires "[a] written instrument evidencing a water right ownership transfer shall be recorded in the office of the county clerk." This requirement is affirmed in the TCEQ's own Change of Ownership Form, which requires "certified and/or recorded legal documents establishing a complete chain of title from the owner of record to the current owner." However, Texas Prop. Code § 12.0011(b) does not permit a document concerning real or personal property to be recorded unless "the paper document contains an original signature or signatures that are acknowledged, sworn to with a proper jurat, or proved according to law." The Responsible Person is therefore bound by the Plan and Confirmation Order to "distribute" the 85% Interest to Putnam and Miralomas, but unable to do so given the apparent unavailability of an "original" of the Water Right Assignment. Accordingly, the Responsible Person and Putnam ask the Bankruptcy Court to enter an order under Sec. 105(a) authorizing and directing the County Clerk Office of Kendall County and all other applicable federal, state, and local officials to accept the Assignment of Water Right for recordation purposes. W.Jay Harpole Objection W. Jay Harpole on Feb. 3 filed an objection to the Implementation Motion, saying that the motion seeks to adjudicate disputed property rights between non-debtor parties based on an ineffective assignment. "As an initial matter, such relief cannot be adjudicated via the filing of a motion alone because an adversary proceeding is required. Even if the matter were properly pursued via an adversary proceeding, however, the bankruptcy court lacks jurisdiction over the dispute between non-debtor parties. Further, the Movants' request that the Court order a document to be recorded with the Kendall County Clerk's Office rests on a factual inaccuracy. The alleged assignment referenced in the Motion was incident to a transaction that was never consummated, and the agreement was modified and resulted in the recording of the special warranty deed that now governs the water rights at issue. Accordingly, Harpole is still the owner of the subject water rights which were expressly reserved by special warranty deed. Harpole thus objects to the Motion and requests that it be denied," Harpole said in its objection. On Feb. 26, Harpole filed an amended objection, saying: "Harpole withdraws his assertion that the Assignment sought to be recorded by Movants was not incident to a consummated transaction. Further investigation into the 2005 transaction and the revival of certain agreements contemporaneously with the closing revealed that the Assignment was part of the consummated transaction. Harpole no longer opposes the recordation of the Assignment and understands from Movants' Reply that such recording has now been achieved by Landco." With the disclosure that that Assignment has been recorded, Harpole said the Motion is now moot. To the extent the Movants seek any additional relief beyond such recordation, Harpole renews his assertion in the Objection that such relief cannot be adjudicated by this Court because the bankruptcy court lacks jurisdiction over the dispute between non-debtor parties. * * * The Implementation Motion was set for hearing on March 2. At the behest of Putnam, the hearing has been continued to March 30. Counsel to the Putnam Bridge Funding III, LLC: AKIN GUMP STRAUSS HAUER & FELD LLP Michael P. Cooley 1700 Pacific Avenue, Suite 4100 Dallas, Texas 75201 Tel: (214) 969-2723 Fax: (214) 969-4343 E-mail: mcooley@akingump.com Counsel for W. Jay Harpole: JACKSON WALKER L.L.P. J. Scott Rose 112 E Pecan Street, Suite 2400 San Antonio, Texas 78205 Tel: (210) 978-7760 Fax: (210) 242-4645 E-mail: srose@www.jw.com Jennifer F. Wertz 100 Congress Avenue, Suite 1100 Austin, Texas 78701 Tel: (512) 236-2247 Fax: (512) 391-2147 E-mail: jwertz@jw.com About Lerin Hills MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility Inc., own 867 acres of real property known as the Lerin Hills residential real estate development located in Boerne, Texas. The Lerin Hills project currently produces no cash flow, has run out of cash and remains materially unfinished. In December 2014, the companies defaulted on debt to Putnam Funding III, LLC, which claims to be owed not less than $41.3 million as of the Petition Date. On April 7, 2015, at the behest of Putnam, the 216th Judicial District Court in Kendall County, Texas, appointed Andrew S. Cohen as receiver for the assets. On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case Nos. 15-51424 to 15-51426) in San Antonio, Texas. The Receiver immediately filed a Joint Chapter 11 Plan of Liquidating Plan for the Debtors. The Plan is being sponsored by Putnam. The Receiver tapped Dykema Cox Smith as attorneys. Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel. MAGNUM HUNTER: Ad Hoc Group Asks for Official Equity Committee -------------------------------------------------------------- The Ad Hoc Group of Equity Holders formed in Magnum Hunter Corp.'s case asks the U.S. Bankruptcy Court for the District of Delaware to direct the appointment of an Official Committee of Equity Security Holders. The Ad Hoc Group relates that since the inception of the Debtors' cases, no fewer than 29 letters have been sent by shareholders to the Court doubting the valuation of the Debtors' assets, many of which also request the appointment of an equity committee. The Ad Hoc Group further relates that a formal letter requesting the appointment of an equity committee was submitted to the Office of the United States Trustee from the law firm of Brown Rudnick, and that the U.S. Trustee denied the request for the appointment of an equity committee. The Ad Hoc Group cites the an official equity committee for these reasons: (1) The Debtors are not "hopelessly insolvent." A valuation of the Debtors show that the Debtors may be solvent by between approximately $200 million and $400 million, based on publicly-available information and conservative assumptions. (2) The cases are extremely large and complex. The cases involve 20 affiliated Debtors. As of the Petition Date, the Debtors own leasehold interests in over 3,000 oil and gas production sites across the United States. The Debtors' capital structure is complex, consisting of approximately $1 billion in debt, including a $200 million DIP facility, $336.6 million outstanding under a Second Lien Credit Agreement; and $600 million in 9.75% Senior Secured Notes. On top of this indebtedness, the Debtors have three series of Preferred Stock outstanding, in addition to the outstanding common stock. With a capital structure as large and complex as the Debtors', an Equity Committee is crucial to ensure adequate representation of equity holders' interests. (3) The shares are widely held. The Debtors have 264 million shares of common stock in addition to approximately 8 million shares of preferred stock. According to Bloomberg, approximately 41.4% of the Debtors' common stock is held by 167 investors, although most of these institutions hold the shares as nominees for the ultimate beneficial holders, which are likely to be many tens of thousands more. In addition, the Company's preferred shares appear to be widely held based on publicly-available information. (4) The request for appointment of an equity committee is timely. It is critical that equity holders have the ability to be heard with respect to the Debtors' plan, if only to ensure a proper valuation of the enterprise, which will determine equity's stake. Without the appointment of an equity committee, equity holders will be left with nothing based on a plan that the Debtors and other creditor constituencies developed before the Petition Date. (5) Appointment of an official committee is essential to ensure that equity holders will be adequately represented. (6) The need for a committee outweighs the potential costs. The Ad Hoc Committee asserts that it has one ultimate goal: to discover the true value of the Debtors' estates, so that this value may be distributed equitably to all stakeholders. The Ad Hoc Group of Equity Holders is represented by: Jamie L. Edmonson, Esq. Daniel A. O'Brien, Esq. VENABLE LLP 1201 N. Market St., Suite 1400 Wilmington, DE 19801 Telephone: (302)298-3535 Facsimile: (302)298-3550 E-mail: jledmonson@Venable.com dao'brien@Venable.com About Magnum Hunter Resources Magnum Hunter Resources Corporation is an oil and gas company headquartered in Irving, Texas that primarily is engaged in the acquisition, development, and production of oil and natural gas reserves in the United States. MHRC and its affiliates own interests in approximately 431,643 net acres in total and have proved reserves with an industry value of approximately $234.5 million as of December 31, 2015. In the aggregate, MHRC generated approximately $391.5 million in revenue from their operations in 2014 and generated approximately $169.3 million in revenues from their operations for the ten months ended October 31, 2015. 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 petitions were 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. As of Sept. 30, 2015, the Debtors reported approximately $1.1 billion in total liabilities, as well as $416.3 million in stated value of preferred stock. The Debtors' significant funded debt obligations include: (a) approximately $70 million in principal amount of obligations under the Debtors' Bridge Financing Facility; (b) approximately $336.6 million in principal amount of obligations under the Debtors' second lien credit agreement; (c) approximately $13.2 million in principal amount of Equipment and Real Estate Notes; and (d) approximately $600 million in principal amount of Notes. MCCLATCHY COMPANY: Reports $300 Million Net Loss for 2015 --------------------------------------------------------- The McClatchy Company filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $300 million on $1.05 billion of net revenues for the year ended Dec. 27, 2015, compared to net income of $374 million on $1.14 billion of net revenues for the year ended Dec. 28, 2014. As of Dec. 27, 2015, McClatchy had $1.92 billion in total assets, $1.73 billion in total liabilities and $192.76 million in stockholders' equity. The Company's cash and cash equivalents were $9.3 million as of Dec. 27, 2015, compared to $220.9 million of cash and cash equivalents at Dec. 28, 2014. The cash and cash equivalents balance as of Dec. 28, 2014, reflected a $146.9 million cash distribution from Classified Ventures, which was equal to the Company's share of the proceeds from its sale of Apartments.com business; the $34 million in cash proceeds received from the sale of one of our newspapers; and the $606.2 million in cash proceeds received from the sale of the Company's ownership interest in Classified Ventures. The cash and cash equivalents balance as of Dec. 28, 2014, was also impacted by the partial payment of taxes on these transactions, as well as the repurchase of debt for a total amount of $494.2 million in cash plus accrued and unpaid interest in November 2014. "We expect that most of our cash and cash equivalents, and our cash generated from operations, for the foreseeable future will be used to repay debt, pay income taxes, fund our capital expenditures, invest in new revenue initiatives, digital investments and enterprise-wide operating systems, make required contributions to the Pension Plan, repurchase stock, and other corporate uses as determined by management and our Board of Directors," the Company stated in the report. As of Dec. 27, 2015, the Company had approximately $937.3 million in total aggregate principal amounts of debt outstanding, consisting of $55.5 million of the Company's 5.750% notes due in 2017, $516.4 million of our 9.00% Notes due 2022 and $365.4 million of the Company's notes maturing in 2027 and 2029. The Company expects that it will need to refinance a significant portion of this debt prior to the scheduled maturity of such debt. A full-text copy of the Form 10-K is available for free at: http://is.gd/JDB0E8 About The McClatchy Company Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is a media company that provides both print and digital news and advertising services. Its operations include 30 daily newspapers, community newspapers, websites, mobile news and advertising, niche publications, direct marketing and direct mail services. Its owned newspapers include, among others, the (Fort Worth) Star-Telegram, The Sacramento Bee, The Kansas City Star, the Miami Herald, The Charlotte Observer, and The (Raleigh) News & Observer. The Company holds interest in digital assets which include CareerBuilder, LLC, Classified Ventures, LLC, HomeFinder, LLC, and Wanderful Media. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. As reported by the TCR on April 2, 2014, Standard & Poor's Ratings Services affirmed all ratings on U.S. newspaper company The McClatchy Co., including the 'B-' corporate credit rating, and revised the rating outlook to stable from positive. The outlook revision to stable reflects S&P's expectation that the timeframe for a potential upgrade lies beyond the next 12 months, and could also depend on the company realizing value from its digital minority interests. MIAMI TEES: Case Summary & 8 Unsecured Creditors ------------------------------------------------ Debtor: Miami Tees, Inc. 5120 NW 165 Street Bays 101 and 102 Miami Gardens, FL 33014 Case No.: 16-13346 Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Jay A. Cristol Debtor's Counsel: William J Maguire, Esq. MAGUIRE LAW CHARTERED 400 Columbia Drive, Suite 100 West Palm Beach, FL 33409 Tel: 561-300-6812 Fax: 561-687-8103 E-mail: william@maguire-law.com Total Assets: $1.86 million Total Liabilities: $1.42 million The petition was signed by Michael J. Chavez, president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb16-13346.pdf MICROVISION INC: Reports $14.5 Million Net Loss for 2015 -------------------------------------------------------- MicroVision, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $14.5 million on $9.18 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of $18.12 million on $3.48 million of total revenue for the year ended Dec. 31, 2014. For the three months ended Dec. 31, 2015, the Company reported a net loss of $4.29 million on $1.84 million of total revenue compared to a net loss of $3.34 million on $687,000 of total revenue for the same period in 2014. As of Dec. 31, 2015, MicroVision had $14.04 million in total assets, $14.19 million in total liabilities and a total shareholders' deficit of $153,000. As of Dec. 31, 2015, backlog was $11 million and cash and cash equivalents were $7.9 million. "Last year was marked by significant progress and growth. In fact, we are in the best position of our company's history with two customers in production with our technology," said Alexander Tokman, president and CEO of MicroVision. "We are very optimistic about 2016 both in terms of revenue growth potential from pico projection and advancing our technology to address emerging applications such as augmented reality and 3D sensing and imaging." Moss Adams LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/NsMNtZ About MicroVision Redmond, Washington-based MicroVision, Inc. is developing its PicoP(R) display technology that can be adopted by its customers to create high-resolution miniature laser display and imaging modules. This PicoP display technology incorporates the company's patented expertise in two-dimensional Micro-Electrical Mechanical Systems (MEMS), lasers, optics and electronics. MISSISSIPPI PHOSPHATES: U.S. Trustee Wants Case Converted to Ch. 7 ------------------------------------------------------------------ Henry G. Hobbs, Jr., acting U.S. Trustee for Region 5, asks the U.S. Bankruptcy Court to convert the Chapter 11 cases of Mississippi Phosphates Phosphates Corporation, et al., to cases under Chapter 7 of the Bankruptcy Code, or, in the alternative, dismiss the proceedings. The U.S. Trustee tells the Court that it has already conducted and concluded the meetings of creditors. Likewise, the Debtors has closed transactions in which they transferred and conveyed substantially all of their assets, less the 320-acre parcel, to the MPC Environmental Trust and to the MPC Liquidation Trust pursuant to the Sale and Transfer Orders. Accordingly, the U.S. Trustee asserts, there are no more hard or tangible assets left for the Debtors to protect through the Chapter 11 cases. The U.S. Trustee contends that the Chapter 11 cases have been pending for over one year, but the Debtors have not filed a disclosure statement and a confirmable plan of reorganization. The U.S. Trustee's Motion to Convert or Dismiss is scheduled to be heard on April 7, 2016, and any responses to the Motion is due by March 31, 2016. Henry G. Hobbs, Jr., Acting U.S. Trustee for Region 5, is represented by: Christopher J. Steiskal, Sr., Esq. Trial Attorney, U.S. Department of Justice OFFICE OF THE U.S. TRUSTEE, REGION 5 501 East Court Street, Suite 6-430 Jackson, Mississippi 39201 Telephone: (601) 965-5241 Facsimile: (601) 965-5226 Email: christopher.j.steiskal@usdoj.gov About Mississippi Phosphates Mississippi Phosphates Corporation is a major United States producer and marketer of diammonium phosphate ("DAP"), one of the most common types of phosphate fertilizer. MPC, which was formed as a Delaware corporation in October 1990, owns a DAP facility in Pascagoula, Mississippi, which was acquired from Nu-South, Inc. in its 1990 bankruptcy. Phosphate rock, the primary raw material used in the production of DAP, is being supplied by OCP S.A., a corporation owned by the Kingdom of Morocco. The parent, Phosphate Holdings, Inc., was formed in December 2004 in connection with the bankruptcy reorganization of MPC and its then-parent Mississippi Chemical Corporation, the first fertilizer cooperative in the United States. As of Oct. 27, 2014, MPC has a work force of 250 employees, broken into 224 regular employees and 26 "nested" third-party contract employees. MPC and its subsidiaries, namely Ammonia Tank Subsidiary, Inc., and Sulfuric Acid Tanks Subsidiary, Inc., sought Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Lead Case No. 14-51667) on Oct. 27, 2014. Judge Katharine M. Samson is assigned to the cases. Mississippi Phosphates disclosed in its amended schedules, assets of $98,949,677 and liabilities of $140,941,276 plus unknown amounts. Affiliates Ammonia Tank and Sulfuric Acid Tanks each estimated $1 million to $10 million in both assets and liabilities. The Debtors have tapped Stephen W. Rosenblatt, Esq., at Butler Snow LLP as counsel. The U.S. Trustee for Region 5 appointed seven creditors of Mississippi Phosphates Corp. to serve on the official committee of unsecured creditors. The Committee tapped to retain Burr & Forman LLP as its counsel. NAVISTAR INTERNATIONAL: Incurs $33-Mil. Net Loss in 1st Quarter --------------------------------------------------------------- Navistar International Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $33 million on $1.76 billion of net sales and revenues for the three months ended Jan. 31, 2016, compared to a net loss attributable to the Company of $42 million on $2.42 billion of net sales and revenues for the same period in 2015. Revenues in the quarter declined 27 percent compared to the first quarter last year. The decline reflects lower volumes in its Core U.S. and Canadian markets, due to softer industry conditions; lower volumes in Mexico and export markets, reflecting a stronger U.S. dollar; and, lower engine volumes in Brazil, due to ongoing weak economic conditions in that country. Additionally, one-quarter of the year-over-year decline was due to the discontinuation of the Company's Blue Diamond Truck joint venture in mid-2015. As of Jan. 31, 2016, Navistar had $5.98 billion in total assets, $11.17 billion in total liabilities and a total stockholders' deficit of $5.19 billion. "Despite a lower revenue base, we continued to unlock value by significantly improving adjusted EBITDA through managing and optimizing our costs," said Troy A. Clarke, Navistar president and chief executive officer. "We are encouraged by our Q1 performance and remain on track to achieve our goals of returning to profitability and generating manufacturing free cash flow in 2016.' "This was a solid quarter in which we made real progress toward our 2016 targets," said Walter G. Borst, Navistar executive vice president and chief financial officer. "We operated within our indicated cash range in what is seasonally our weakest revenue and most cash-intensive quarter, ending the first quarter 2016 with $673 million in manufacturing cash, cash equivalents and marketable securities. We also continued to manage costs out of our business, putting us on track to achieve our annual $200 million cost reduction target." The Company presented via live web cast its fiscal 2016 first quarter financial results on Tuesday, March 8th. Speakers on the web cast included: Troy Clarke, president and chief executive officer; Walter Borst, executive vice president and chief financial officer; and other company leaders. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Ga3jHb About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corp., including the 'B3' corporate family rating. The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Navistar International to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. In January 2013, Fitch Ratings affirmed the issuer default ratings for Navistar International at 'CCC' and removed the negative outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction engine strategy. NEW BERN RIVERFRONT: Weaver Cooke's Claim Not Under UCC ------------------------------------------------------- Judge W. Earl Britt of the United States District Court for the District of North Carolina, Western Division, affirmed the September 30, 2014, and February 23, 2015, orders of the bankruptcy court in the case captioned EAST CAROLINA MASONRY, INC., Appellant, v. WEAVER COOKE CONSTRUCTION, LLC, Appellee, No. 5:15-CV-98-BR (D.N.C.). New Bern Riverfront Development, LLC, the project owner/developer of a luxury condominium complex in New Bern, North Carolina, previously sued various parties, including the project's general contractor Weaver Cooke Construction, LLC. Weaver Cooke thereafter filed a third-party complaint, asserting claims against numerous subcontractors, including East Carolina Masonry, Inc., for negligence, contractual indemnity, and breach of express warranty. ECM filed a motion for summary judgment on all Weaver Cooke's claims. On September 30, 2014, the bankruptcy court denied the motion to the extent ECM argued that Weaver Cooke's breach of express warranty claim fails as a matter of law. ECM had argued that this claim failed because, under North Carolina law, a breach of express warranty claim does not exist outside the sale of goods under the Uniform Commercial Code ("UCC"). On February 23, 2015, the bankruptcy court denied ECM's motion for reconsideration. On appeal, Judge Britt found that pertinent allegations in Weaver Cooke's second third-party complaint sufficiently allege a breach of contract claim, with the operative contract being the subcontract between the parties which contains certain warranties. The judge also considered Weaver Cooke's labelling the claim in its pleading as "breach of express warranty," rather than "breach of contract," to be of no consequence. Lastly, Judge Britt also held that since Weaver Cooke has alleged a breach of contract claim, the claim is outside the purview of the UCC. A full-text copy of Judge Britt's February 25, 2016 order is available at http://is.gd/nPUAZtfrom Leagle.com. East Carolina Masonry, Inc., Appellant, represented by William Walter Rapp -- walt.rapp@mgclaw.com -- McAngus, Goudlock, & Courie. Weaver Cooke Construction, LLC, Appellee, represented by C. Hamilton (Hank) Jarrett, III -- hjarrett@cgspllc.com -- Conner Gwyn Schenck PLLC, Joseph P. Gram -- jgram@cgspllc.com -- Conner Gwyn Schenck PLLC, Kelli E Goss -- kgross@cgspllc.com -- Conner Gwyn Schenck PLLC & Luke J. Farley -- lfarley@cgspllc.com -- Conner Gwyn Schenck PLLC. Travelers Casualty & Surety Company of America, Appellee, represented by C. Hamilton (Hank) Jarrett, III, Conner Gwyn Schenck PLLC, Douglas P. Jeremiah, Conner Gwyn Schenck PLLC, Joseph P. Gram, Conner Gwyn Schenck PLLC, Kelli E Goss, Conner Gwyn Schenck PLLC & Luke J. Farley, Conner Gwyn Schenck PLLC. New Bern Riverfront Development, LLC, Interested Party, represented by Daniel K. Bryson -- dan@wbmllp.com -- Whitfield, Bryson & Mason, LLP, Matthew E. Lee -- matt@wbmllp.com -- Whitfield, Bryson & Mason, LLP & Jeremy Richard Williams -- jeremy@wbmllp.com -- Whitfield, Bryson & Mason, LLP. J. Davis Architects, PLLC, Interested Party, represented by Gregory Wenzl Brown, Brown Law LLP & Jessica Cobaugh Tyndall -- jessica.tyndall@mgclaw.com -- McAngus, Goudelock & Courie, LLC. McKim & Creed, PA, Interested Party, represented by Kristina M. Varady, Pharr Law, PLLC & Steve M. Pharr, Pharr Law, PLLC. United Forming, Inc., Interested Party, represented by Kristina M. Varady, Pharr Law, PLLC & Steve M. Pharr -- spharr@pharrlaw.com -- Pharr Law, PLLC. National Reinforcing Systems, Inc., Interested Party, represented by Jeffrey D. Keister -- jkeister@mgclaw.com -- McAngus, Goudelock & Courie, LLC. Fluhrer Reed, PA, Interested Party, represented by John M. Nunnally -- jnunally@rl-law.com -- Ragsdale Liggett PLLC & Melissa Dewey Brumback -- brumback@rl-law.com -- Ragsdale Liggett, PLLC. JMW Concrete Contractors, Interested Party, represented by Norman F. Klick, Jr. -- nfk@crlaw.com -- Curruthers & Roth, PA & Robert N. Young -- rny@crlaw.com -- Carruthers & Roth, P.A.. National Erectors Rebar, Inc., Interested Party, represented by Christopher J. Derrenbacher, Patterson Dilthey LLP, Eric G. Sauls, Patterson Dilthey LLP &Jennifer Michelle St. Clair, Patterson Dilthey LLP. Stock Building Supply, LLC and PLF of Sanford are represented by A. Todd Brown -- tbrown@hunton.com -- Hunton & Williams, LLP & Ryan George Rich -- rrich2@hunton.com -- Hunton & Williams, L.L.P.. Hamlin Roofing Company, Inc., Hamlin Roofing Services, Inc., are represented by Brian J. Schoolman -- bschoolman@safranlaw.com -- Safran Law Offices. Randolph Stair and Rail Company, Interested Party, represented by Tracy L. Eggleston -- teggleston@cozen.com -- Cozen O'Connor, PC & Patrick M. Aul -- paul@cozen.com -- Cozen O'Connor, PC. Gouras, Inc., Interested Party, represented by Jay P. Tobin -- jay.tobin@youngmoorelaw.com -- Young Moore & Henderson. Carolina Custom Moulding, Inc., Interested Party, represented by Michael P. Hugo, Attorney at Law. Curenton Concrete Works, Inc., Interested Party, represented by Andrew A. Vanore, III, Brown, Crump, Vanore & Tierney, LLP. Humphrey Heating and Air Conditioning, Inc., Interested Party, represented by Beth Faleris, Faleris Law Firm, PLLC, Steven C. Lawrence, Anderson, Johnson, Lawrence & Butler, LLP & Stacey Erin Tally, Anderson, Johnson, Lawrence & Butler, LLP. William H. Dail, Interested Party, represented by Andrew James Santaniello, Clawson & Staubes, PLLC & Edward Hallett Maginnis, Maginnis Law, PLLC. Waterproofing Specialties, Inc., Interested Party, represented by Ron D. Medlin, Ennis, Baynard & Morton, P.A.. Johnson's Modern Electric, Inc.., Interested Party, represented by Brian E. Wolfe, Clawson & Staubes, PLLC & Milton Heath Gilbert, Jr., Baucom, Claytor, Benton, Morgan & Wood, PA. Performance Fire Protection, LLC, Interested Party, represented by Bryan T. Simpson, Teague, Campbell, Dennis & Gorham, LLP. 5 Boys, Inc., Interested Party, represented by Richard Leonard Pinto, Pinto Coates Kyre & Bowers, PLLC. Summit Design Group, Inc., Interested Party, represented by Benjamin Smith Chesson, Hedrick, Gardner, Kincheloe & Garofalo, LLP, Lucian P. Sbarra, Hedrick, Gardner, Kincheloe & Garofalo, LLP & Bridget Villacorta Warren, Hedrick, Gardner, Kincheloe and Garofalo, LLP. Robert Armstrong, Jr., Interested Party, represented by Benjamin Smith Chesson, Hedrick, Gardner, Kincheloe & Garofalo, LLP & Lucian P. Sbarra, Hedrick, Gardner, Kincheloe & Garofalo, LLP. Robert P. Armstrong, Jr., Inc., Interested Party, represented by Benjamin Smith Chesson, Hedrick, Gardner, Kincheloe & Garofalo, LLP, Lucian P. Sbarra, Hedrick, Gardner, Kincheloe & Garofalo, LLP & Bridget Villacorta Warren, Hedrick, Gardner, Kincheloe and Garofalo, LLP. About New Bern Riverfront Development Cary, North Carolina-based New Bern Riverfront Development, LLC, is the developer of SkySail Condominium, consisting of 121 residential condominiums (plus 1 commercial/non-residential unit) located on Middle Street on the waterfront in historic downtown New Bern, North Carolina, and sells the SkySail Condominiums in the ordinary course of business. New Bern Riverfront filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen Blue, LLP, represents the Debtor. The Company disclosed $31,515,040 in assets and $25,676,781 in liabilities as of the Chapter 11 filing. New Bern Riverfront has filed an Amended Plan of Reorganization, which represents a consensual plan negotiated with the Debtor's secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates selling properties. NEW GULF RESOURCES: Wants Until July 14 to Decide on Leases ----------------------------------------------------------- New Gulf Resources, LLC and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to extend the time within which they may assume or reject unexpired leases of nonresidential real property to the earlier of the effective date of the Plan, or July 14, 2016. The Debtors' Motion states: "The Debtors are parties to approximately 2,030 unexpired leases by which they hold real property interests and title to hydrocarbons, as well as certain other non-residential real property leases (the "Unexpired Leases"). The Unexpired Leases include surface lease agreements, oil and gas leases, and certain other leases. Many of the Unexpired Leases are sources of revenue, act as accommodation agreements between the Debtors and their business partners, and support the Debtors' exploration and production businesses. Accordingly, many of the Unexpired Leases are highly valuable assets of the Debtors' estates and are integral to the continued operation of the Debtors' businesses... In requesting the relief sought by this Motion, the Debtors seek to maintain the status quo. Under the Plan, the Debtors intend to assume all Unexpired Leases upon the Effective Date of the Plan. To the extent that a particular oil and gas lease is subject to assumption or rejection under applicable law and the precise terms of such lease—which the Debtors do not concede exist—this Motion seeks to extend the time to assume or reject any Unexpired Lease, out of an abundance of caution, to avoid the potential for a counterparty to claim that a particular Unexpired Lease is deemed rejected if the timeline of these cases is extended, for any reason, beyond that which currently is contemplated by the Restructuring Support Agreement or the Effective Date does not occur prior to the Current Deadline." A hearing on the Motion is scheduled on March 24, 2016 at 10:00 a.m. The deadline for the filing of objections is March 7, 2016. New Gulf Resources, et al.'s attorneys: M. Blake Cleary, Esq. Ryan M. Bartley, Esq. Justin P. Duda, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 N. King Street Rodney Square Wilmington, DE 19801 Telephone: (302)571-6600 E-mail: mbcleary@ycst.com rbartley@ycst.com jduda@ycst.com - and - C. Luckey McDowell, Esq. Ian E. Roberts, Esq. Meggie S. Gilstrap, Esq. BAKER BOTTS, L.L.P. 2001 Ross Avenue Dallas, TX 75201 Telephone: (214)953-6500 E-mail: luckey.mcdowell@bakerbotts.com ian.roberts@bakerbotts.com meggie.gilstrap@bakerbotts.com About New Gulf Resources, LLC Founded in 2011 and headquartered in Tulsa, Oklahoma, New Gulf Resources is an independent oil and natural gas company engaged in the acquisition, development, exploration and production of oil and natural gas properties, focused primarily in the East Texas Basin. New Gulf Resources, LLC, NGR Holding Company LLC, NGR Texas, LLC, and NGR Finance Corp. filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-12566) on Dec. 17, 2015. The petitions was signed by Danni Morris as chief financial officer. The Debtors have engaged Baker Botts L.L.P., as bankruptcy counsel, Young, Conaway, Stargatt & Taylor, LLP as co-counsel, Barclays Capital Inc., as investment banker, Zolfo Cooper, LLC as financial advisor, and Prime Clerk LLC as claims and notice agent. Judge Brendan Linehan Shannon has been assigned the case. NEWBURY COMMON ASSOCIATES: Banks Oppose OCPs, Insurance Payments ---------------------------------------------------------------- U.S. National Bank, National Association and Citizens Bank, N.A., filed their respective limited objections to debtors Newbury Common Associates, et. al.'s motions asking the U.S. Bankruptcy Court for the District of Delaware to authorize the employment and retention of ordinary course professionals, and to continue and renew insurance policies and premium payments. Debtor 300 Main Street Associates, LLC ("300 Main") is indebted to the U.S. Bank, National Association ("Lender"), as memorialized in a series of commercial mortgage loan documents ("Loan Documents"). The outstanding principal balance is $11,500,000 ("Loan"). Repayment of the Loan is secured by a mortgage on a commercial office building commonly known as 300 Main Street, Stamford, Connecticut ("Mortgaged Premises"). Pursuant to the terms of the mortgage, U.S. Bank holds an absolute assignment of rents, issues and profits from the Mortgaged Premises ("Rents"). The Rents constitute the Lender's cash collateral. The scope of 300 Main's ability to use the Rents is the subject of a pending Motion before the Court ("Cash Collateral Motion"). The Lender has objected to the Debtors' proposed use of the Rents other than for direct expenses related to the operation and maintenance of the Mortgaged Premises ("Cash Collateral Objection"). U.S. Bank, National Association's Limited Objection states: "The Debtors seek approval of an order that would allow them to retain and compensate certain ordinary course professionals without further involvement of the Court or notice to creditors. The Lender objects to this Motion to the extent the Debtors intend to use the Rents from the Mortgaged Premises to compensate the ordinary course professionals... the Debtors have failed to provide factual or legal support for their proposed use of the Rents and, in any event, are unable to provide adequate protection to the Lender for the proposed use. Therefore, aside from paying expenses directly related to the operation and maintenance of the Mortgaged Premises, the Debtors may not use the Rents to compensate ordinary course professionals... The Debtors seek entry of an order that would allow them to continue and renew certain insurance policies and to pay premiums. The Lender objects to this Motion to the extent that the Debtors intend to use the Rents from the Mortgaged Premises to pay for policies unrelated to the Mortgaged Premises. The Debtors, in paragraph 39 of their Motion, represent that they have sufficient funds to pay for all of the policies summarized on Exhibit B attached thereto, "by virtue of cash reserves, expected cash flow from ongoing business operations, and anticipated access to cash collateral." The Lender has objected to use of cash collateral and for the reasons stated therein, it objects to this Insurance Motion... Assuming the Lender is provided with sufficient information to verify the coverage and costs, the Lender will not object to use of its cash collateral to pay for insurance directly related to the Mortgaged Premises. Until such time as sufficient information is provided, however, the Lender objects to the relief sought under the Insurance Motion." Citizens Bank Also Objects Century Plaza Investor Associates, LLC and Seaboard Residential LLC are the owners, as tenants in common, of the property commonly known as 100 Prospect Street., Stamford, Connecticut ("100 Prospect"). Pursuant to an Open-End Mortgage Deed and Security Agreement, a Collateral Assignment of Leases and Rentals and a Security Agreement, Citizens holds a valid, perfected first mortgage, collateral assignment of rents and security interest in 100 Prospect and the rental stream emanating therefrom to secure repayment of a commercial mortgage loan made to Century and Seaboard in the original principal amount of $21,090,000. One Atlantic Investor Associates, LLC ("One Atlantic Investor") is the owner of the property commonly known as 1 Atlantic St., Stamford, Connecticut ("One Atlantic"). Pursuant to an Open-End Mortgage Deed and Security Agreement, a Collateral Assignment of Leases and Rentals and a Security Agreement, Citizens holds a valid, perfected first mortgage, collateral assignment of rents and security interest in One Atlantic and the rental stream emanating therefrom to secure repayment of a commercial mortgage loan made to One Atlantic Investor in the original principal amount of $20,500,000. Citizens Bank, N.A.'s Limited Objection states: "...Debtors seek approval to retain leasing and environmental counsel. Citizens notes that Debtors have provided no explanation as to why they require the services of environmental counsel with respect to One Atlantic and 100 Prospect. Accordingly the Motion should be denied as to One Atlantic and 100 Prospect. To the extent the Debtors seek leasing counsel as to One Atlantic and 100 Prospect, they have similarly failed to explain why such counsel is required. To the extent the Debtors are permitted to retain leasing counsel, such counsel should specifically be required to account for, and invoice, its time on a property by property basis, the secured lender for such property should also be provided with copies of such invoices and an opportunity to object to the payment thereof, no fees should be permitted to be paid for any fees incurred except out of the rents generated by the property as to which the services were performed and no such invoices should be paid except to the extent the Debtors have been authorized to use cash collateral from such property to pay such fees." U.S. Bank National Association, as Trustee for the Registered Holders of Greenwich Capital Commercial Funding Corp., et. al., is represented by: Kate Roggio Buck, Esq. MCCARTER & ENGLISH, LLP 405 N. King Street, 8th Floor Wilmington, DE 19801 Telephone: (302)984-6300 E-mail: kbuck@mccarter.com - and - Joseph Lubertazzi, Jr., Esq. MCCARTER & ENGLISH, LLP Four Gateway Center 100 Mulberry Street Newark, NJ 07102 Telephone: (973)639-2082 E-mail: jlubertazzi@mccarter.com Citizens Bank, N.A. is represented by: Edward M. Fox, Esq. SEYFARTH SHAW LLP 620 Eighth Avenue 32nd Floor New York, NY 10018 Telephone: (212)218-4646 Facsimile: (917)344-1339 E-mail: emfox@seyfarth.com - and - William J. Hanlon, Esq. SEYFARTH SHAW LLP World Trade Center East Two Seaport Lane, Suite 300 Boston, MA 02210 Telephone: (617)946-4995 Facsimile: (617)790-6719 E-mail: whanlon@seyfarth.com - and - Donald J. Detweiler, Esq. PEPPER HAMILTON LLP Hercules Plaza, Suite 5100 1313 Market Street P.O. Box 1709 Wilmington, DE 19899-1709 Telephone: (302)777-6524 Facsimile: (302)421-8390 E-mail: detweilerd@pepperlaw.com About Newbury Common Associates Newbury Common Associates, LLC, et al., comprise a corporate enterprise that owns a diverse portfolio of high quality, distinctive commercial, hospitality and residential properties with an aggregate of approximately 800,000 square feet located primarily in Stamford, Connecticut. On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates each commenced a voluntary case (Bankr. D. Del. Lead Case No. 15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14, Tag Forest LLC commenced a Chapter 11 case (collectively, "Original Debtors"). On Feb. 3, 2016, Newbury Common Member Associates, LLC and 8 affiliates commenced a voluntary case under chapter 11 of the Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates, LLC filed a Chapter 11 petition (collectively "Additional Debtors"). Seaboard Realty, LLC, its principals or entities it manages serve as the manager under the operating agreements for each of the Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L. Kelly, Jr. and 25% by William A. Merritt, Jr. The Original Debtors other than Seaboard Residential, LLC, Tag, and Newbury Common Associates, LLC, are holding companies whose assets are substantially comprised of the equity of the Property Owner Debtors. The Debtors' eight operating property are owned by the "Property Owner Debtors", namely Century Plaza Investor Associates, LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates, LLC; Park Square West Associates, LLC; Clocktower Close Associates, LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates, LLC; and Seaboard Residential, LLC. The Original Debtors' chapter 11 cases are being jointly administered pursuant to an order entered Dec. 18, 2015. The Debtors later won approval of a supplemental motion seeking joint administration of the Additional Debtors' Chapter 11 cases with the cases of the Original Debtors for procedural purposes only. As of Jan. 7, 2016, the Debtors had incurred purported aggregate funded secured indebtedness of approximately $177.2 million in principal, including approximately $150.4 million of property-level secured debt and approximately $26.8 million of purported and allegedly unauthorized mezzanine debt. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Dechert LLP as attorneys, and Donlin Recano as claims and noticing agent. NEWBURY COMMON ASSOCIATES: Investors Push for Official Committee ---------------------------------------------------------------- Non-insider Investors ask the U.S. Bankruptcy Court for the District of Delaware to direct the appointment of an official committee of non-insider investors ("Investors Committee") in the Chapter 11 cases of Newbury Common Associates, LLC, et al. In their Motion, the Investors state: "....These cases are also faced with the prospect of never-ending investigations and lawsuits regarding prepetition fraud that, if unchecked, will consume any potential recoveries for investors. Investors should be provided with adequate representation in the form of an official committee to allow them a say in the outcome of these case-dispositive matters, all of which address how their invested capital will be spent.... The Debtors have testified under oath that significant equity value exists for investors and the Investors will provide evidence at the hearing on this Motion that the majority of the Debtors' properties have material equity value that should be returned to investors... the benefit that will derive from the appointment of an investors' committee will far outweigh its cost. The Investors include individuals that have deep expertise in and knowledge of the Stamford, Connecticut, real estate market, and have as much if not more knowledge of the Debtors' properties—and a better understanding of how to maximize their value—than the retained professional in these cases. On these facts, it would be a mistake not to provide these investors with the representation of an official committee as they are the parties best positioned and incentivized to maximize the value of the Debtors' properties." The Non-insider Investors are represented by: Robert J. Dehney, Esq. Curtis S. Miller, Esq. Matthew B. Harvey, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street P.O. Box 1347 Wilmington, DE 19899-1347 Telephone: (302)658-9200 Facsimile: (302)658-3989 E-mail: rdehney@mnat.com cmiller@mnat.com mharvey@mnat.com About Newbury Common Associates Newbury Common Associates, LLC, et al., comprise a corporate enterprise that owns a diverse portfolio of high quality, distinctive commercial, hospitality and residential properties with an aggregate of approximately 800,000 square feet located primarily in Stamford, Connecticut. On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates each commenced a voluntary case (Bankr. D. Del. Lead Case No. 15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14, Tag Forest LLC commenced a Chapter 11 case (collectively, "Original Debtors"). On Feb. 3, 2016, Newbury Common Member Associates, LLC and 8 affiliates commenced a voluntary case under chapter 11 of the Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates, LLC filed a Chapter 11 petition (collectively "Additional Debtors"). Seaboard Realty, LLC, its principals or entities it manages serve as the manager under the operating agreements for each of the Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L. Kelly, Jr. and 25% by William A. Merritt, Jr. The Original Debtors other than Seaboard Residential, LLC, Tag, and Newbury Common Associates, LLC, are holding companies whose assets are substantially comprised of the equity of the Property Owner Debtors. The Debtors' eight operating property are owned by the "Property Owner Debtors", namely Century Plaza Investor Associates, LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates, LLC; Park Square West Associates, LLC; Clocktower Close Associates, LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates, LLC; and Seaboard Residential, LLC. The Original Debtors' chapter 11 cases are being jointly administered pursuant to an order entered Dec. 18, 2015. The Debtors later won approval of a supplemental motion seeking joint administration of the Additional Debtors' Chapter 11 cases with the cases of the Original Debtors for procedural purposes only. As of Jan. 7, 2016, the Debtors had incurred purported aggregate funded secured indebtedness of approximately $177.2 million in principal, including approximately $150.4 million of property-level secured debt and approximately $26.8 million of purported and allegedly unauthorized mezzanine debt. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Dechert LLP as attorneys, and Donlin Recano as claims and noticing agent. NEWBURY COMMON ASSOCIATES: UST Wants Examiner to Probe Wrongdoing ----------------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, asks the U.S. Bankruptcy Court for the District of Delaware, to direct the appointment of an examiner in the Chapter 11 cases of Newbury Common Associates, LLC, et al. The U.S. Trustee contends that the immediate appointment of an examiner under Section 1104(c)(1) is required so that an independent and disinterested person can investigate extensive irregularities in the management of the Debtors' affairs, including purported prepetition wrongdoing, misconduct, and mismanagement, as well as inter-debtor claims and claims that may exist against current or former insiders. The UST avers that these facts and circumstances that support the appointment of an examiner: (1) the prepetition failure of the Debtors and their affiliates to maintain proper business records and cash controls, including a disregard of corporate formalities and a failure to maintain the corporate separateness of the various entities; (2) the purported mishandling of investor funds prepetition; (3) the alleged forging by one insider of other insiders' signatures on financial documents, including personal guarantees, prior to the commencement of the Chapter 11 cases; (4) the postpetition filing of deficient monthly financial reports; (5) the postpetition filing of schedules with multiple disclaimers that call their reliability into question; (6) the Debtors' postpetition failure to open and maintain appropriate postpetition bank accounts for the various estates in compliance with 11 U.S.C. Section 345, and the commingling of estate and non-estate funds, including funds that may be cash collateral of creditors of non-debtors; (7) inadequate information regarding the adverse interests of the various bankruptcy estates, posing conflicts among the various debtors and non-debtors, with corresponding problems for the fulfillment of fiduciary responsibilities by estate representatives and professionals. The UST tells the Court that the Debtors' professionals acknowledge many of these facts and circumstances, and have provided extensive information requested by the U.S. Trustee. He further tells the Court that irrespective of such cooperation, however, the divergent interests of the various estates, the extreme financial irregularities that have taken place, and the extensive conflicts among the various Debtors and their affiliates and insiders, all make the appointment of an independent and disinterested examiner necessary and in the best interests of creditors, any equity security holders and the estates. U.S. Bank Seeks 300 Main Exclusion U.S. Bank, National Association, as Trustee for the Registered Holders of Greenwich Capital Commercial Funding Corp., et. al. ("Lender") relates that debtor 300 Main Street Associates, LLC ("300 Main") is indebted to it as memorialized in a series of commercial mortgage loan documents. U.S. Bank further relates that the outstanding principal balance is $11,500,000. U.S. Bank, in its limited objection, states: "the Examiner Motion should be denied because the standard required by Section 1104(c)(1) for the appointment of an examiner has not been met as to this debtor... The Lender takes no position with the request for an examiner for any of the other debtors, as long as revenue from 300 Main is not used to compensate the examiner. The Trustee's Motion does not set forth any specific allegations of wrongdoing or mismanagement with respect to 300 Main, or how the interests of the creditors or security holders of 300 Main would benefit from the appointment of an examiner. 300 Main is a single asset entity that owns and operates an office building in Stamford, Connecticut. It generates sufficient cash flow to support its own operations. With the segregation of Rents and reporting requirements ordered by the Court on February 16, 2016.... sufficient measures exist to monitor the activities of 300 Main during this proceeding. The Lender and any other creditors of 300 Main, are able to proceed under Bankruptcy Rule 2004 to obtain pre-petition information from 300 Main should they determine it is relevant to enforcing their claims. Thus, an examiner is not needed to protect the interests of the 300 Main creditors or the estate." * * * Andrew R. Vara, Acting United States Trustee for Region 3, is represented by: David L. Buchbinder, Esq. David Gerardi, Esq. OFFICE OF THE UNITED STATES TRUSTEE 844 King Street, Suite 2207, Lockbox 35 Wilmington, DE 19801 Telephone: (302)573-6491 Facsimile: (302)573-6497 U.S. Bank National Association, as Trustee for the Registered Holders of Greenwich Capital Commercial Funding Corp., et. al., is represented by: Kate Roggio Buck, Esq. MCCARTER & ENGLISH, LLP 405 N. King Street, 8th Floor Wilmington, DE 19801 Telephone: (302)984-6300 E-mail: kbuck@mccarter.com - and - Joseph Lubertazzi, Jr., Esq. MCCARTER & ENGLISH, LLP Four Gateway Center 100 Mulberry Street Newark, NJ 07102 Telephone: (973)639-2082 E-mail: jlubertazzi@mccarter.com About Newbury Common Associates Newbury Common Associates, LLC, et al., comprise a corporate enterprise that owns a diverse portfolio of high quality, distinctive commercial, hospitality and residential properties with an aggregate of approximately 800,000 square feet located primarily in Stamford, Connecticut. On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates each commenced a voluntary case (Bankr. D. Del. Lead Case No. 15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14, Tag Forest LLC commenced a Chapter 11 case (collectively, "Original Debtors"). On Feb. 3, 2016, Newbury Common Member Associates, LLC and 8 affiliates commenced a voluntary case under chapter 11 of the Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates, LLC filed a Chapter 11 petition (collectively "Additional Debtors"). Seaboard Realty, LLC, its principals or entities it manages serve as the manager under the operating agreements for each of the Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L. Kelly, Jr. and 25% by William A. Merritt, Jr. The Original Debtors other than Seaboard Residential, LLC, Tag, and Newbury Common Associates, LLC, are holding companies whose assets are substantially comprised of the equity of the Property Owner Debtors. The Debtors' eight operating property are owned by the "Property Owner Debtors", namely Century Plaza Investor Associates, LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates, LLC; Park Square West Associates, LLC; Clocktower Close Associates, LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates, LLC; and Seaboard Residential, LLC. The Original Debtors' chapter 11 cases are being jointly administered pursuant to an order entered Dec. 18, 2015. The Debtors later won approval of a supplemental motion seeking joint administration of the Additional Debtors' Chapter 11 cases with the cases of the Original Debtors for procedural purposes only. As of Jan. 7, 2016, the Debtors had incurred purported aggregate funded secured indebtedness of approximately $177.2 million in principal, including approximately $150.4 million of property-level secured debt and approximately $26.8 million of purported and allegedly unauthorized mezzanine debt. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Dechert LLP as attorneys, and Donlin Recano as claims and noticing agent. NORANDA ALUMINUM: Bauxite Case Should Be Dismissed, Sherwin Says ---------------------------------------------------------------- Sherwin Alumina Company is asking the the U.S. Bankruptcy Court to dismiss the Chapter 11 case of Noranda Bauxite Ltd., Noranda Aluminum Holding's affiliated Debtor. According to BankruptcyData.com, the motion explains, "NBL's filing in this District smack of forum shopping. NBL is a Jamaican company that operates the St. Ann bauxite mine in Discovery Bay, Jamaica. It has no facilities or offices in the United States, let alone Missouri. . . . Even worse, NBL filed its Chapter 11 Case in this Court -- not out of a good faith need to restructure its business here -- but rather to avoid adjudication concerning its supply agreement with Sherwin by the Bankruptcy Court in the Southern District of Texas, where Sherwin had already filed its own chapter 11 case, or in its own home forum of Jamaica. More specifically, Sherwin is NBL's only non-affiliate customer. . . . Alternatively, this Court can dismiss this case for cause based on forum non convenient grounds and in the interests of international comity. The incontrovertible facts establish that NBL has no nexus to Missouri, and Missouri has no interest in NBL, in general, or the fate of the bauxite Supply Agreement, in particular. Conversely, Jamaica, which is NBL's place of incorporation and principal place of business, is both available to NBL and perfectly capable of providing NBL with an adequate forum in which to restructure its business." About Noranda Aluminum Noranda Aluminum Holding Corporation is an integrated producer of primary aluminum and high-quality rolled aluminum coils. The Company has two businesses: an Upstream Business and a Downstream Business. The Upstream Business consists of a smelter near New Madrid, Missouri, referred to as "New Madrid," and supporting operations at a bauxite mining operation ("St. Ann") and an alumina refinery ("Gramercy"). The Downstream, or Flat-Rolled Products Business is one of the largest aluminum foil producers in North America, and consists of four rolling mill facilities. Noranda had approximately 1,857 employees as of the Petition Date. Noranda Aluminum, Inc., et al., filed separate Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Lead Case No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale W. Boyles, the chief financial officer. Judge Barry S. Schermer is assigned to the cases. The Debtors estimated both assets and liabilities in the range of $1 billion to $10 billion. As of the Petition Date, the Debtors had approximately $529.6 million in outstanding principal amount of secured indebtedness, consisting of a revolving credit facility and a term loan facility. The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison LLP as general counsel, Carmody MacDonald P.C. as local counsel, PJT Partners, LP as investment banker, Alvarez & Marsal North America, LLC as restructuring advisors and Prime Clerk LLC as claims, solicitation and balloting agent. * * * The Court on Feb. 9, 2016, entered an order granting joint administration of the Chapter 11 cases under Case No. 16-10083-399. On Feb. 11, 2016, the Court entered an order confirming that the Debtors are entitled to statutory protections under Sec. 105, 362 and 525 of the Bankruptcy Code. The meeting of creditors under 11 U.S.C. Sec. 341(a) is scheduled for April 13, 2016. The last day to oppose discharge or dischargeability is June 13, 2016. NORANDA ALUMINUM: Contractors Want Adequate Protection ------------------------------------------------------ Progressive Services, Inc. d/b/a Progressive Roofing and Artisan Contracting, LLC filed their respective responses in opposition to debtors Noranda Aluminum, Inc., et. al.'s motion to obtain DIP financing. Progressive Services, a contractor that provided substantial labor and materials for Debtors' benefit as a result of an explosion at its New Madrid Facility, said it mechanics and materialmen's lien rights are being put at risk by the scope and effect of the sought after final approval of the DIP Financing. Progressive asserts it is entitled to the same adequate protection for its lien rights under Missouri law as being offered and provided to the Debtors' prepetition lenders under the DIP Facility. As a result, Progressive avers that the DIP Facility requires revisions to provide it with the same level of adequate protection assurances. Artisan Contracting, a contractor that also provided substantial labor and materials for Debtors' benefit as a result of an explosion at its New Madrid Facility, says its mechanics and materialmen's lien rights are being put at risk by the scope and effect of the sought after final approval of the DIP Financing. It also claims that the DIP Facility requires revisions to provide it with the same level of adequate protection assurances. Sound Harbor Partners LLC withdrew its response to the Debtor's motion. Progressive Services, Inc.'s attorneys: E.P. Keiffer, Esq. COATS ROSE 325 North St. Paul St., Suite 4150 Dallas, TX 75201 Telephone: (214)651-6500 Facsimile: (214)481-2817 E-mail: pkeiffer@coatsrose.com - and - David A. Sosne, Esq. SUMMERS COMPTON WELLS LLC 8909 Ladue Road St. Louis, MO 63124 Telephone: (314)991-4999 Facsimile: (314)991-2413 E-mail: dasattymo@summerscomptonwells.com Sound Harbor Partners' attorneys: Scott Greenberg, Esq. SANDBERG PHOENIX & VON GONTARD P.C. 600 Washington Avenue 15th Floor St. Louis, Missouri 63101 Telephone: (314)231-3332 Facsimile: (314)241-7604 E-mail: sgreenberg@sandbergphoenix.com - and - James H. Millar, Esq. Stacy A. Lutkus, Esq. DRINKER BIDDLE & REATH LLP 1177 Avenue of the Americas 41st Floor New York, NY 10036 Telephone: (212)248-3140 Facsimile: (212)248-3141 Artisan Contracting's attorneys: J. Michael Payne, Esq. THE LIMBAUGH FIRM 407 N. Kingshighway #400, P.O. Box 1150 Cape Girardeau, MO 63702-1150 Telephone: (573)335-3316 Facsimile: (573)335-0621 E-mail: mpayne@limbaughlaw.com About Noranda Aluminum Headquartered in New Madrid, Missouri, Noranda Aluminum, Inc., is engaged in the production of primary aluminum and rolled aluminum coils. In 2015, Noranda produced approximately 498 million pounds of primary aluminum. Noranda Aluminum and 10 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Lead Case No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale W. Boyles, the chief financial officer. Judge Barry S. Schermer is assigned to the cases. The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT Partners, LP as investment banker, Alvarez & Marsal North America, LLC as restructuring advisors and Prime Clerk LLC as claims, solicitation and balloting agent. The Debtors estimated both assets and liabilities in the range of $1 billion to $10 billion. As of the Petition Date, the Debtors had approximately $529.6 million in outstanding principal amount of secured indebtedness, consisting of a revolving credit facility and a term loan facility. The Debtors had approximately 1,857 employees as of the Petition Date. NORFE GROUP: PRAPI Blocks Access to Cash Collateral --------------------------------------------------- PR Asset Portfolio 2013-1 International Sub I, LLC ("PRAPI") sought and obtained from Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico an order prohibiting Norfe Group Corp. from using its cash collateral PRAPI related that it entered into a Settlement with the Debtor, whereby PRAPI agreed to a certain payment structure. As a result of the Debtor's continued and ongoing defaults under the Settlement, PRAPI was forced to file State Court Cases on April 2, 2014. Prior to the filing of the petition, it once again reached out to the Debtor and agreed to a new repayment structure through the Consensual Agreement filed in the State Court Cases. PRAPI agreed to modify the terms of the Consensual Agreement on two separate occasions solely to accommodate the Debtor's needs. PRAPI told the Court that the Debtor's bad faith dealings have precluded any and all efforts made by PRAPI to find reasonable commercial solutions to this matter. PRAPI further told the Court that the Debtor has now filed the instant bankruptcy case as a means to delay the foreclosure process and obtain additional time to the sole prejudice and detriment of PRAPI, whose collateral has been diminishing in value, and will likely continue to diminish in value. PRAPI asserted that it should not be forced, through the non-consented use of its cash collateral, to place its collateral at substantial risk by essentially "financing" a bankruptcy proceeding that appears to have a minimum, if any, probability of reorganization whatsoever, and where the likelihood of PRAPI recovering on the used cash collateral is remote, at best, in light of the fact that there exists no viable exit strategy pursuant to which creditors, such as PRAPI, will be paid the amount and value of their security interest. PR Asset Portfolio 2013-1 International Sub I, LLC ("PRAPI") is represented by: Hermann D. Bauer, Esq. Nayuan Zouairabani, Esq. O'NEILL & BORGES LLC American International Plaza 250 Muñoz Rivera Avenue, Suite 800 San Juan, PR 00918-1813 Telephone: (787)764-8181 Facsimile: (787)753-8944 E-mail: hermann.bauer@oneillborges.com nayuan.zouairabani@oneillborges.com About Norfe Group Norfe Group Corp. filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-00285) in Old San Juan, Puerto Rico, on Jan. 20, 2016. The petition was signed by David Efron, president. The Debtor disclosed total assets of $14.9 million and debt of $25.4 million. The Debtor tapped Charles Alfred Cuprill, Esq., at Charles A Cuprill, PSC Law Office, as counsel. NPPF I: Fitch Cuts Ratings on 2 Tranches to 'BB' ------------------------------------------------ Fitch Ratings has downgraded all classes, revised the Rating Outlooks on three classes, and maintained the Recovery Estimates (RE) for two classes of certificates of Non-Profit Preferred Funding Trust I (NPPF I). KEY RATING DRIVERS Since Fitch's last rating action in March 2015, the portfolio has experienced a net negative credit migration, with downgrades in either the public ratings or Fitch's point-in-time credit opinions, outpacing upgrades. The average credit quality has deteriorated to 'B-' from 'B+/B' at last review. NPPF I's portfolio balance has decreased by approximately $4.8 million to $148.9 million, or 37% of the initial portfolio size, as per the February 2016 trustee report, compared to Fitch's last rating action. Regularly scheduled amortizations accounted for $2.3 million of the total principal amortization, while the remaining $2.5 million of paydowns yielded from a partial recovery (36%) of one defaulted security. The proceeds were then used to amortize the class A certificates, which over the last payment date received approximately $5.2 million, or 7% of their collective balance at last review, in principal repayments, due to the amortization and excess spread diverted to cure the failing class D Coverage Test. Presently, the pool comprises debt of 16 obligors, of which 13 are considered by Fitch as performing, compared to 15 and 12, respectively, at last review. Only 16% of the portfolio is carrying investment grade public rating or credit opinion-equivalent of investment grade. The cumulative exposure to defaulted securities now stands at 20.3%, compared to 27.1% at last review. The lower exposure to defaulted assets is the result of one obligor that fully recovered from default. In evaluating the notes, Fitch applied the analytical framework described in the report 'Global Rating Criteria for CLOs and Corporate CDOs' using corporate PCM for projecting future default levels and performing a cash flow modeling analysis for the notes to measure the breakeven levels under the various default timing and interest rate stress scenarios. Fitch adjusted the assumptions for correlation and recovery estimates from the 'Global Rating Criteria for CLOs and Corporate CDOs' to account for the high intra-state correlation in the portfolio. For the defeased assets, Fitch used the first call date as their expected maturity date. The ratings and outlooks for all classes of certificates reflect the range of breakeven results from the cash flow model. Fitch does not assign Outlooks to classes rated 'CCCsf' and lower. Fitch has maintained the previously assigned Recovery estimates (REs) on the class C and D certificates reflecting minimal change in recovery expectations from defaulted assets. NPPF I is a Structured Tax-Exempt Pass-Through (STEP) program formed in November 2006 to issue $416.5 million of municipal market data (MMD) index-based senior, mezzanine, and junior certificates. The proceeds of the issuance were invested in a portfolio of municipal debt issued under the 501(c)(3) program. The initial portfolio was selected by Cohen Municipal Capital Management, LLC together with sub-advisors Nonprofit Capital LLC and Shattuck Hammond. In March 2009, Muni Capital Management, LLC took over the management responsibilities for this transaction by consolidating the team of Cohen Municipal Capital Management, LLC. RATING SENSITIVITIES Given the high degree of portfolio concentration in this transaction, the risk of adverse selection could negatively impact the ratings. Any significant collateral quality deterioration could lead to further downgrades of the ratings for the certificates. DUE DILIGENCE USAGE No third-party due diligence was provided or reviewed in relation to this rating action. Fitch has downgraded all classes and revised the Rating Outlooks as indicated: -- $20,044,974 class A-1 senior certificates to 'BBsf' from 'BBBsf'; Outlook to Stable from Negative; -- $51,075,038 class A-2 delayed issuance senior certificates to 'BBsf' from 'BBBsf'; Outlook to Stable from Negative; -- $16,500,000 class B senior certificates to 'Bsf' from 'BBsf'; Outlook to Stable from Negative; -- $22,000,000 class C mezzanine certificates to 'CCsf' from 'CCCsf'; RE 20%; -- $14,000,000 class D subordinated certificates to 'Csf' from 'CCsf'; RE 0%. Fitch does not rate class E junior certificates. OSAGE EXPLORATION: Judge OKs Bidding Rules, Sets March 24 Auction ----------------------------------------------------------------- A bankruptcy judge approved a bidding process for potential suitors to buy the assets of Osage Exploration and Development Inc. The order, issued on March 9 by U.S. Bankruptcy Judge Sarah Hall, allows the company to solicit offers and sell most of its assets to the highest bidder. The bidding rules set a March 22 deadline for potential buyers to make an offer. Osage will hold an auction on March 24 at the offices of Crowe & Dunlevy, Oklahoma City, if it receives multiple bids for its assets. U.S. Energy Development Corp. will take part at the auction as the stalking horse bidder. The company made a $5 million cash offer for the assets, according to court filings. U.S. Energy will receive a breakup fee of $150,000 and reimbursement of up to $75,000 for its expenses if it is not selected as the winning bidder. Judge Hall will hold a hearing on March 31 to consider the sale of the assets to the winning bidder. Objections to the sale are due by March 28. A copy of the document detailing the bidding procedures is available for free at http://is.gd/gMJMgO About Osage Exploration Based in San Diego, California with production offices in Oklahoma City, Oklahoma, and executive offices in Bogota, Colombia, Osage Exploration and Development, Inc. (OTC BB: OEDV) -- http://www.osageexploration.com/-- is an independent exploration and production company with interests in oil and gas wells and prospects in the US and Colombia. Osage Exploration filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 16-10308) on Feb. 3, 2016, to pursue a sale of substantially all assets. The Debtor estimated assets and debt of $10 million to $50 million. The Debtor tapped Crowe & Dunlevy as counsel. OUTER HARBOR: Wind-Down Gets $9.5M DIP Financing to Continue ------------------------------------------------------------ Vince Sullivan at Bankruptcy Law360 reported that Outer Harbor Terminal received final approval for its $9.5 million debtor-in-possession financing package on March 1, 2016, in Delaware to help fund the wind-down of its cargo handling operation in California over the objections of a labor union seeking back wages and benefits payments. The company received interim approval for $3.5 million in financing last month, but objections raised by the Port of Oakland over rent and maintenance payments led Outer Harbor to seek approval for the additional $6 million to cover those costs on its leased space. About Outer Harbor Oakland, California-based port operator Outer Harbor Terminal, LLC filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283) on Feb. 1, 2016. The Hon. Laurie Selber Silverstein presides over the case. Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general counsel. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serves as its Delaware counsel. The Debtor estimated assets and debts at $100 million to $500 million. The petition was signed by Heather Stack, chief financial officer. PDC ENERGY: S&P Lowers Rating on Sr. Unsecured Notes to 'BB-' ------------------------------------------------------------- Standard & Poor's Ratings Services raised the issue-level rating on the company's senior unsecured notes to 'BB-' from 'B+'. S&P revised the recovery rating on the senior unsecured debt to '2' from '3'. The recovery rating indicates S&P's expectation of substantial (70% to 90%, lower half of range) recovery in the event of payment default. The corporate credit rating remains 'B+' and the outlook remains stable. The upgrade in the senior unsecured rating to 'BB-' from 'B+' and recovery rating to '2' from '3' reflects S&P's expectation that PDC will use the proceeds from its recent $303 million (gross proceeds) equity offering to repay the upcoming maturity on its 3.25% convertible notes due in May 2016. Additionally, the upgrade reflects the benefit to our PV-10 value from PDC's ability to continue to grow reserves despite the weaker price environment in 2015, without increasing debt levels. "The ratings on PDC Energy Inc. reflect our assessment of the company's vulnerable business risk, significant financial risk, and adequate liquidity," said Standard & Poor's credit analyst David Lagasse. The stable outlook on PDC Energy Inc. reflects Standard & Poor's Ratings Services' expectation that it will maintain solid financial measures including FFO/debt above 20% and adequate liquidity despite the decline in current commodity prices. S&P could lower the rating if it expected PDC's funds from operations (FFO)/debt to fall below 20% for a sustained period or if liquidity weakens considerably, which would most likely occur if the company's operational performance declines. S&P could raise the rating if PDC consistently improves its operational performance, geographic diversity, and increases reserves to levels more consistent with 'BB' rated peers, while expected FFO to total debt remains more than 45% and debt/EBITDA below 2x. PEABODY ENERGY: Citadel Reports 4.4% Stake as of March 1 -------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Citadel GP LLC and Kenneth Griffin disclosed that as of March 1, 2016, they beneficially own 815,035 shares of common stock of Peabody Energy Corporation representing 4.4 percent of the shares outstanding. Also included in the filing are: Citadel Advisors LLC (201,665 shares) and Citadel Advisors Holdings II LP (201,665 shares). A copy of the regulatory filing is available for free at http://is.gd/ZUFgUD About Peabody Energy Headquartered in St. Louis, Missouri, Peabody Energy Corporation claims to be the world's largest private-sector coal company. As of Dec. 31, 2014, the Company owned interests in 26 active coal mining operations located in the United States (U.S.) and Australia. The Company has a majority interest in 25 of those mining operations and a 50% equity interest in the Middlemount Mine in Australia. In addition to its mining operations, the Company markets and brokers coal from other coal producers, both as principal and agent, and trade coal and freight-related contracts through trading and business offices in Australia, China, Germany, India, Indonesia, Singapore, the United Kingdom and the U.S. (listed alphabetically). The Company reported a net loss attributable to common stockholders of $787 million in 2014, a net loss attributable to common stockholders of $524.9 million in 2013 and a net loss attributable to common stockholders of $585.7 million in 2012. * * * As reported by the Troubled Company Reporter on Jan. 20, 2016, Standard & Poor's Ratings Services said it lowered its corporate credit rating on St. Louis-based Peabody Energy Corp. to 'CCC+' from 'B'. PETTERS COMPANY: Judge Approves Outline of Liquidating Plan ----------------------------------------------------------- A bankruptcy judge approved the outline of liquidating plan proposed by the Chapter 11 trustee of Petters Company Inc. and its affiliates. Judge Gregory Kishel of the U.S. Bankruptcy Court in Minnesota approved the disclosure statement, allowing the companies to begin soliciting votes from creditors who have until April 5, 2016, to cast their votes. A court hearing to consider confirmation of the liquidating plan is scheduled for April 12. Objections are due by April 5. The liquidating plan provides for a settlement of the two largest claims filed by lenders Lancelot Investors Fund L.P. and Palm Beach Finance. The deal requires Lancelot and Palm Beach to pay a total amount of $15.6 million to the companies. In exchange, each of the lenders will get a general unsecured claim. Under the plan, Interlachen Harriet Investments Limited's claim will be allowed as a general unsecured claim in the amount of $60 million. Meanwhile, the claim of Ark Discovery II, LP will be allowed as a general unsecured claim in the amount of $107.2 million. The liquidating plan also provides for a settlement between Douglas Kelley, the companies' Chapter 11 trustee, and the trustee appointed in the Chapter 7 case of Petters Capital, LLC. The deal requires the Chapter 11 trustee to drop the $3 million claim of Petters Group Worldwide LLC, which was filed in the Chapter 7 case of Petters Capital. In exchange, Petters Capital will drop its claims against the companies in excess of $259 million. Moreover, the claim of Petters Company will be allowed in the amount of $107.85 million in the Chapter 7 case. Meanwhile, two liquidating trusts will be created under the plan for the commencement and continued prosecution of claims and causes of action, according to court filings. A copy of the latest version of the disclosure statement is available for free at http://is.gd/c1UB5v The outline of the liquidating plan had earlier been modified to address the concerns of the U.S. trustee regarding claims of substantial contribution under section 503(b)(3) and (4) of the Bankruptcy Code, court filings show. About Petters Company Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc. is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc. filed separate petitions for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. The Official Committee of Unsecured Creditors is represented by David E. Runck, Esq., Lorie A. Klein, Esq., at Fafinski Mark & Johnson, P.A. Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger, Esq., at Lindquist & Vennum LLP. PHARMACYTE BIOTECH: Incurs $1.79 Million Net Loss in Third Quarter ------------------------------------------------------------------ Pharmacyte Biotech, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.79 million on $0 of revenues for the three months ended Jan. 31, 2015, compared to a net loss of $1.45 million on $0 of revenues for the same period in 2015. For the nine months ended Jan. 31, 2016, the Company reported a net loss of $4.94 million on $0 of revenues compared to a net loss of $7.10 million on $0 of revenues for the nine months ended Jan. 31, 2015. As of Jan. 31, 2016, Pharmacyte had $8 million in total assets, $1.06 million in total liabilities and $6.93 million in total stockholders' equity. As of Jan. 31, 2016, the Company's cash totaled approximately $2.9 million, compared to approximately $2.7 million at April 30, 2015. Working capital was approximately $1.8 million at Jan. 31, 2016, and approximately $2.6 million at April 30, 2015. The increase in cash is attributable to the Company's reduction of operating expenses, net of the proceeds from the sale of its common stock. A full-text copy of the Form 10-Q is available for free at: http://is.gd/CUUcnz About PharmaCyte Biotech, Inc. PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is dedicated to bringing to market scientifically derived products designed to improve the health, condition and well-being of those who use them. The Company is a clinical stage biotechnology company focused on developing and preparing to commercialize treatments for cancer and diabetes based upon a proprietary cellulose-based live-cell encapsulation technology known as Cell-in-a-Box. The Company intends to use this unique and patented technology as a platform upon which to build treatments for several types of cancer, including advanced, inoperable pancreatic cancer, and diabetes. For the year ended April 30, 2015, the Company reported a net loss of $10.85 million compared to a net loss of $27.25 million for the year ended April 30, 2014. POSITIVEID CORP: Extends Thermomedics Closing Date to March 31 -------------------------------------------------------------- PositiveID Corporation, on Oct. 21, 2015, entered into an agreement to acquire all of the outstanding capital stock of Thermomedics, Inc., pursuant to a Stock Purchase Agreement by and between PositiveID and Sanomedics Inc. ("Seller"), the shareholder of Thermomedics. On Dec. 4, 2015, PositiveID entered into a First Amendment to the Stock Purchase Agreement with the Seller. PositiveID, the Seller and Thermomedics also entered into a Management Services and Control Agreement, dated Dec. 4, 2015, whereby PositiveID was appointed the manager of Thermomedics. As a result of the Company assuming control of Thermomedics pursuant to the Control Agreement it was determined under applicable accounting standards that Dec. 4, 2015, was the acquisition date of Thermomedics. On March 8, 2016, the Company filed a current report with the SEC to disclose certain updates to the agreement of the parties with respect to the Acquisition and Control Agreement. On March 4, 2016, PositiveID, the Seller and Thermomedics entered into a letter agreement, which includes an amendment to the Control Agreement, an agreement to terminate intercompany indebtedness, and an agreement for the transfer of Thermomedics' intellectual property. Under the terms of the March Agreement, PositiveID, the Seller and Thermomedics agreed to extend the closing date for the Purchase Agreement to March 31, 2016. The Seller also agreed to release, cancel, terminate or otherwise settle all intercompany indebtedness and accounts owed by Thermomedics to the Seller as of Dec. 4, 2015, and the Seller agreed to also cause Thermomedics to release, cancel, terminate or otherwise settle all intercompany indebtedness and accounts owed by the Seller to Thermomedics as of Dec. 4, 2015. Additionally, pursuant to the March Agreement, effective as of Dec. 4, 2015, the Seller agreed to transfer all patents and other intellectual property owned by the Seller, but which relate to, or are used by, Thermomedics, to Thermomedics such that Thermomedics is the rightful and valid owner of all of its intellectual property and the intellectual property used in the business as of such date. Except as otherwise modified by the March Amendment, the terms of the Control Agreement remains in effect and unchanged. Further, the Purchase Agreement and SPA Amendment continue to be in effect. About PositiveID Delray Beach, Fla.-based PositiveID Corporation has historically developed, marketed and sold RFID systems used for the identification of people in the healthcare market. Beginning in early 2011, the Company has focused its strategy on the growth of its HealthID business, including the continued development of its GlucoChip, its Easy Check breath glucose detection device, its iglucose wireless communication system, and potential strategic acquisition opportunities of businesses that are complementary to its HealthID business. PositiveID reported a net loss attributable to common stockholders of $8.22 million on $945,000 of revenue for the year ended Dec. 31, 2014, compared with a net loss attributable to common stockholders of $13.33 million on $0 of revenue for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $1.04 million in total assets, $10.86 million in total liabilities and a $9.82 million total stockholders' deficit. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company reported a net loss, and used cash for operating activities of approximately $7.19 million and $2.57 million respectively, in 2014. At Dec. 31, 2014, the Company had a working capital deficiency, stockholders' deficit and accumulated deficit of approximately $8.076 million, $8.45 million and $133 million, respectively. PRECISION OPTICS: Joel Pitlor Retires as Director ------------------------------------------------- Mr. Joel R. Pitlor retired from Precision Optics Corporation, Inc.'s Board of Directors on March 2, 2016, according to a Form 8-K report filed with the Securities and Exchange Commission. Mr. Pitlor has served as a member of the Company's Board for more 25 years. "We are deeply grateful to Mr. Pitlor for his many years of service and dedication to our Company and wish him the best in the future," the Company said in the filing. On March 2, 2016, the Company's Board of Directors appointed Andrew Miclot as a director of the Company. Mr. Miclot has more than 25 years of leadership experience with medical device suppliers and brings substantial global industry knowledge to the Company. Since October 2015, Mr. Miclot has been the president, CEO, and director of Micro Machine Co., a supplier of medical products for the orthopedic and spinal industries. Prior to joining Micro Machine Co., from May 2013 to September 2014, Mr. Miclot was executive vice president of MicroTechnologies, Inc., a medical device supplier. Mr. Miclot was general manager and senior vice president of ArthroCare Corporation from June 2009 to March 2013. From January 2008 to March 2009, Mr. Miclot was president, CEO, and director of Ascension Orthopedics, Inc. He was vice president of Marketing for the orthopedic global business unit at Orthofix, Inc. from April 2007 to January 2008, and from March 1994 to April 2007, he served as senior vice president with Symmetry Medical Inc., a medical device supplier. Mr. Miclot has a BA degree in Speech and Hearing and a MA degree in Audiology from Indiana University and a MBA from the Lake Forest Graduate School of Management, earned in 1991. About Precision Optics Headquartered in Gardner, Massachusetts, Precision Optics Corporation, Inc., has been a developer and manufacturer of advanced optical instruments since 1982. The Company designs and produces high-quality micro-optics, medical instruments and other advanced optical systems. The Company's medical instrumentation line includes laparoscopes, arthroscopes and endocouplers and a world-class product line of 3-D endoscopes for use in minimally invasive surgical procedures. Precision Optics reported a net loss of $1.17 million on $3.91 million of revenues for the year ended June 30, 2015, compared to a net loss of $1.16 million on $3.65 million of revenues for the year ended June 30, 2014. As of Dec. 31, 2015, the Company had $2.09 million in total assets, $1.26 million in total liabilities, all current, and $829,664 in total stockholders' equity. Stowe & Degon LLC, in Westborough, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, citing that the Company has suffered recurring net losses and negative cash flows from operations, which raises substantial doubt about its ability to continue as a going concern. REICHHOLD HOLDINGS: Liquidating Plan Declared Effective ------------------------------------------------------- BankruptcyData reported that Reichhold Holdings US' Second Amended Chapter 11 Plan of Liquidation became effective. The Bankruptcy Court confirmed the Plan on Jan. 13, 2016. The Plan provides for the following creditor treatment: Secured claimholders will receive payment in full in cash or collateral securing the claim; general unsecured claimants holding uninsured claims will receive a share of the liquidating trust interests and convenience claim holders will receive cash equal to 5% of their claim. About Reichhold Holdings Founded in 1927, Reichhold, with its world headquarters and technology center in Durham, North Carolina, is one of the world's largest manufacturer of unsaturated polyester resins and a leading supplier of coating resins for the industrial, transportation, building and construction, marine, consumer and graphic arts markets. Reichhold -- http://www.Reichhold.com/-- has manufacturing operations throughout North America, Latin America, the Middle East, Europe and Asia. As of June 30, 2014, the Reichhold companies had consolidated assets of $538 million and liabilities of $631 million. Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-12237) on Sept. 30, 2014. Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and CDG Group LLC (financial advisor) are representing Reichhold, Inc. Latham & Watkins LLP (legal advisor) and Moelis & Company (investment banker) are serving Reichhold Industries, Inc. Logan & Company is the company's claims and noticing agent. The cases are assigned to Judge Mary F. Walrath. The U.S. Trustee for Region 3 appointed seven creditors of Reichhold Holdings US, Inc. to serve on the official committee of unsecured creditors. On April 1, 2015, the U.S. Trustee named three non-union retirees of Debtors to serve as the official Non-Union Retiree Committee. Each of the Retiree Committee members is receiving retiree welfare benefits from one or more of the Debtors. On April 2, 2015, Reichhold disclosed that the purchase of most of the assets of the U.S. business was completed. This transaction, approved by the Delaware Bankruptcy Court on January 12, 2015, allows Reichhold's U.S. businesses to successfully emerge from bankruptcy and re-join the rest of the global Reichhold organization. Concurrent with this purchase, Reichhold completed a debt-for-equity exchange with a group of investors led by Black Diamond Capital Management LLC and including J.P. Morgan Investment Management, Inc., Third Avenue Management LLC, and Simplon Partners LP. RESIDENTIAL CAPITAL: Trust Posts 2015 Financial Statements ---------------------------------------------------------- The ResCap Liquidating Trust on March 9 disclosed that its unaudited Consolidated Financial Statements, as of and for the period ended Dec. 31, 2015, along with its year end Beneficiary Letter have been posted to the Trust's website. In addition, the 2015 Trust Beneficiary Information for U.S. Federal and State Income Tax Purposes Letter and 2015 Trust Beneficiary Tax Worksheet for U.S. Federal Income Tax Purposes for Beneficiaries of Trust Units for the calendar year 2015 have been posted to the Trust's website. The 2015 Tax worksheets for State Specific Income Tax Purposes for Beneficiaries of Trust Units for the calendar year 2015 will be posted at a later date after all Trust state tax returns have been completed. The Trust is targeting the posting of these worksheets on or before July 15, 2016. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.7 billion in assets and $15.3 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RIVERSIDE FINANCIAL: Case Summary & 2 Unsecured Creditors --------------------------------------------------------- Debtor: Riverside Financial Group, Inc. 5 Clocks Lane Darien, CT 06820 United States Case No.: 16-50337 Chapter 11 Petition Date: March 9, 2016 Court: United States Bankruptcy Court District of Connecticut (Bridgeport) Judge: Hon. Carla E. Craig Debtor's Counsel: Daniel S. DiBartolomeo, Esq. DIBARTOLOMEO LAW FIRM 203 Circle Drive Bantam, CT 06750 Tel: 203-797-9903 E-mail: atty.dibartolomeo@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/ctb16-50337.pdf RWL INVESTMENTS: Asks Court Approval of Cash Collateral Use ----------------------------------------------------------- RWL Investments, LLC, seeks permission from the Bankruptcy Court to use cash collateral in which Bancorp South, Centennial Bank, Eagle Bank & Trust, First Community Bank, Batesville, First Security Bank, and U.S. Bank hold potential interest, for the period of March 1, 2016, to Aug. 31, 2016. The Debtor intends to use accounts receivable, rents and proceeds from its commercial and residential properties -- which constitute Cash Collateral -- to pay staffing, operating, maintenance and administrative expenses. According to the Debtor, it has no unencumbered source of funding to operate its business and as a result of its financial condition, it has been unable to obtain alternative sources of cash or credit. The Debtor maintained that secured creditors are adequately protected as the aggregate value of the property securing the secured creditors' debts greatly exceeds the alleged aggregate amount of those creditors' claims. RWL Investments agreed not to pay any pre-petition debts with the Cash Collateral except upon orders of the Court. The Debtor proposed to account monthly for the collection and expenditure of the Cash Collateral via the required monthly operating report pursuant to the regulations of the office of the United States Trustee and other applicable law. Any money not used from the Cash Collateral will be distributed as directed by a confirmed plan of reorganization. About RWL Investments RWL Investments, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ark. Case No. 16-11251) on March 8, 2016. The petition was signed by Ryan Lazenby as manager. Keech Law Firm, P.A., represents the Debtor as counsel. The Debtor listed total assets of $11.11 million and total debts of $8.57 million. RWL INVESTMENTS: Files Application to Employ Keech Law Firm ----------------------------------------------------------- RWL Investments, LLC, seeks permission from the Bankruptcy Court to employ Keech Law Firm, P.A., as its counsel to, among other things, advise it with respect to its power and duties as Debtor-in-Possession in the continued management of its business, manage its property and perform all legal services. To the best of the Debtor's knowledge, neither Kevin P. Keech nor any of the employees of Keech Law Firm holds or represents an interest adverse to the Debtor or its estate. The Debtor desires to employ Keech Law Firm as its customary hourly rates as follows: Kevin Keech, Attorney $315 Dana Landrum, Attorney $285 Rachel Hampton, Attorney $140 Caitlin Wilson, Legal Assistant $125 Seth Hyder, Attorney $195 Allison Gladden, Attorney $275 Lauren Sparks, Paralegal $125 Sarah Roy, Legal Assistant $85 As disclosed in the filing, the Debtor advanced $12,000 for payment of prepetition counsel fees to Keech Law Firm, for the case filing fee and as a post-petition "evergreen" security deposit retainer for post-petition services. The Debtor requests that the employment be approved nunc pro tunc to March 8, 2016. About RWL Investments RWL Investments, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ark. Case No. 16-11251) on March 8, 2016. The petition was signed by Ryan Lazenby as manager. Keech Law Firm, P.A., represents the Debtor as counsel. The Debtor listed total assets of $11.11 million and total debts of $8.57 million. S AND L HOLDINGS: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of S and L Holdings NW LLC. S and L Holdings NW, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash., Case No. 15-17559), on December 31, 2015. The Debtor is represented by Jacob D DeGraaff, Esq., at Henry Degraaff & Mccormick, P.S. SAINT PETER'S HOSP: Moody's Affirms Ba1 Rating on $158MM Debt ------------------------------------------------------------- Moody's Investors Service affirms the Ba1 rating on Saint Peter University Hospital's (NJ) outstanding debt issued through New Jersey Health Care Facilities Financing Authority of approximately $158 million. The outlook is stable. The affirmation of the Ba1 reflects the second consecutive year of stable break-even financial performance, resulting in adequate debt service coverage of a modest debt burden. Liquidity metrics show improvement but remain below average when compared to medians. The affirmation acknowledges Saint Peter's well-regarded women and children's services although concentration in these two clinical service lines remains a credit risk. These attributes are offset by a very competitive service area, continued litigation regarding the Church Status of the pension plan and recent litigation filed against the largest payor in the state. Rating Outlook The stable outlook reflects our expectations that financial performance will remain largely on par in FY 2016 despite increased revenue pressure given ongoing cost reductions and clinical growth strategies. Management has demonstrated an ability to operate within a narrow corridor of financial flexibility that should continue over the near term. Recent notification of an increase in charity care subsidies should also contribute to margin stability. Factors that Could Lead to an Upgrade Much improved and sustained financial performance and debt service coverage Much improved and sustained liquidity Factors that Could Lead to a Downgrade Departure from current level of financial performance that results in weaker debt service coverage metrics Reduction in liquidity Unfavorable final ruling regarding pension that requires significant contribution and impairs liquidity Material increase in debt without commensurate cash flow increase Contraction in market position Legal Security The obligated group is comprised of Saint Peter's University Hospital (SPUH). Margaret McLaughlin McCarrick Care Center, a 120-bed nursing home which was a member of the obligated group, was recently sold to an outside party. All tests and covenants associated with the withdrawal from the legal borrowing group were met. The bonds are secured by gross revenue pledge and a mortgage of certain hospital property in New Brunswick. 1.25 times debt service coverage ratio covenant measured on a twelve month rolling date. Use of Proceeds. Not applicable. Obligor Profile Saint Peter's University Hospital is the largest component of Saint Peter's Healthcare System, Inc. a $436 million (total revenues) system in New Brunswick. Major service lines include women and children's services. SINCLAIR TELEVISION: Moody's Rates New $350MM Unsec. Notes 'B1' --------------------------------------------------------------- Moody's Investors Service assigned B1 to the proposed $350 million senior unsecured notes of Sinclair Television Group, Inc., a subsidiary of Sinclair Broadcast Group, Inc. ("Sinclair"). Proceeds from the new notes will be used for repayment of outstanding revolver balances and general corporate purposes. The revolver was drawn largely to fund the acquisition Tennis Channel, Inc. stock for a total purchase price of $350 million on March 1, 2016. There is no immediate impact to Sinclair's debt ratings or stable outlook as Moody's expects revenue and EBITDA growth over the next 12 months will improve financial credit metrics and better position the company in the Ba3 Corporate Family Rating. Assigned: Issuer: Sinclair Television Group, Inc. -- NEW $350 million Senior Unsecured Notes: Assigned B1 (LGD5) RATINGS RATIONALE Sinclair's Ba3 Corporate Family Rating reflects moderately high leverage with 2-year average debt-to-EBITDA of 5.5x as of December 31, 2015 (including Moody's standard adjustments) and pro forma for completed transactions. Acquisitions have expanded Sinclair's footprint of U.S. households while diversifying revenue by geography, network affiliation, and market size. Ratings incorporate Sinclair's media revenue of $2.1 billion in 2015 reflecting a 13% increase over full-year 2014. Moody's believes Sinclair's large scale and reach, with more stations than any other broadcaster and household coverage just under the FCC maximum, provide operating and financial benefits, including being better positioned when negotiating with its networks as well as cable, satellite and telco distributors. We expect 2-year average leverage and free cash flow ratios will improve over the next 12 months given growing cash flow benefits from retransmission fees (net of reverse compensation) as well as significant political ad demand, particularly in the second half of 2016. Moody's notes that the Tennis Channel currently has 30 million subscribers and Sinclair confirms another 20 million subscribers will be added within 18 months of closing based on agreements with MVPD's put in place over the last several months. Tennis Channel comes with over-the-top subscription services, TC Plus, TV Everywhere, and rights to 90% of U.S. televised tennis matches. The transaction brings $200 million of NOL's with an estimated $65 million net present value. Management expects increased carriage fees and greater ad revenue from contracted subscriber increases to result in $60 million of pro forma annual cash flow. Sinclair, headquartered in Hunt Valley, MD, and founded in 1986, is one of the largest U.S. television broadcasters owning, operating or providing services to roughly 170 stations in 81 markets. The station group reaches roughly 38% of U.S. television households with diversified network affiliations across primary and digital subchannels including each of the major networks. The company also owns a Washington D.C. based local cable news network. Members of the Smith family exercise control over most corporate matters given they represent four of the eight board seats and, through Sinclair's dual class share structure, the Smith family controls approximately 76% of voting rights. Reported net revenue for the 12 months ended December 31, 2015 totaled over $2.2 billion. SINCLAIR TELEVISION: S&P Assigns 'B+' Rating on $350MM Sr. Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '5' recovery rating to Sinclair Television Group Inc.'s proposed $350 million senior unsecured notes due 2026. The '5' recovery rating indicates S&P's expectation for modest recovery (10%-30%; lower half of the range) of principal in the event of a payment default. Sinclair is a wholly owned subsidiary of Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast Group Inc. The company expects to use the net proceeds to repay the $245 million balance on its revolving credit facility and for general corporate purposes. The revolver was drawn to partly fund the company's $350 million acquisition of the Tennis Channel earlier this year. Pro forma for the acquisition and proposed debt issuance, Sinclair's leverage will to increase slightly to the low-5x area from 5x, based on average-eight-quarter EBITDA. However, S&P expects that leverage will moderate to the mid-4x area over the next 12-18 months due to EBITDA growth. S&P expects growth in Tennis Channel subscribers and the subsequent growth in advertising related to the increased viewer base. S&P believes that the Tennis Channel's carriage fees will increase due to Sinclair's existing agreements and negotiating leverage with cable and satellite television providers. The providers will either increase carriage by adding the Tennis Channel to Sinclair's existing agreements or by moving the cable channel to more basic cable subscription tiers with broader distribution. S&P also expects deleveraging to occur as a result of robust political advertising and retransmission revenue growth in 2016. S&P could lower its corporate credit rating on Sinclair Broadcast Group if the company adopts a more aggressive financial policy that further increases leverage through large debt-financed acquisitions, shareholder-favoring measures, or investment losses. S&P could also lower the rating if the company's debt to average-eight-quarter EBITDA increases to above 5.5x and if the satisfactory business risk profile assessment remains unchanged, and S&P believes leverage will remain elevated on a sustained level. RATINGS LIST Sinclair Broadcast Group Inc. Corporate Credit Rating BB-/Stable/-- New Ratings Sinclair Television Group Inc. Senior Unsecured $350 million notes due 2026 B+ Recovery Rating 5L SUNDEVIL POWER: 341 Meeting of Creditors Set for March 21 --------------------------------------------------------- The meeting of creditors of Sundevil Power Holdings LLC and its affiliates is set to be held on March 21, 2016, at 2:00 pm (ET), 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 Sundevil Power Merchant power generators Sundevil Power Holdings, LLC and SPH Holdco LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 16-10369 and 16-10370, respectively), on Feb. 12, 2016. The petitions were signed by Blake M. Carlson as authorized signatory. The Debtors estimated assets in the range of $100 million to $500 million and liabilities of at least $100 million. The Debtors have engaged Vinson & Elkins LLP as legal counsel, Drinker Biddle & Reath LLP as Delaware counsel, and Garden City Group as claims and noticing agent. Judge Kevin J. Carey is assigned to the case. SUNDEVIL POWER: Has Until March 14 to File Schedules ---------------------------------------------------- The U.S. Bankruptcy Court in Delaware has given Sundevil Power Holdings LLC and its affiliates until March 14, 2016, to file their schedules of assets and liabilities, and statements of financial affairs. About Sundevil Power Merchant power generators Sundevil Power Holdings, LLC and SPH Holdco LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 16-10369 and 16-10370, respectively), on Feb. 12, 2016. The petitions were signed by Blake M. Carlson as authorized signatory. The Debtors estimated assets in the range of $100 million to $500 million and liabilities of at least $100 million. The Debtors have engaged Vinson & Elkins LLP as legal counsel, Drinker Biddle & Reath LLP as Delaware counsel, and Garden City Group as claims and noticing agent. Judge Kevin J. Carey is assigned to the case. SUNTECH AMERICA: District Asks Court to Allow $418,000 Claim ------------------------------------------------------------ Banning Unified School District asks the U.S. Bankruptcy Court to temporarily allowing its Claim No. 39 against Suntech America, Inc., et al., in the amount of $418,000 for the purpose of voting to accept or reject the Debtors' Plan. The District tells the Court that Suntech Power Holding Co., Ltd., supplied the 220 solar panels that fried and cracked one year after being installed on the District's new classroom building roof, which prompted the District to file its claim against the Debtors on April 13, 2015. However, the Debtors have not set forth any reason for their delay in filing an objection until Feb. 19, 2016, after the District has invested in resources in reviewing and analyzing the Plan and Disclosure Statement, the District contends. Furthermore, the Objection provides no evidence to refute the facts set forth in the Claim, the District added. Banning Unified School District is represented by: Lynn Beekman, Esq. FAGEN FRIEDMAN & FULFROST, LLP 1525 Faraday Avenue, Suite 300 Carlsbad, California 92008 Telephone: (760) 304-6000 Facsimile: (760) 304-6011 Email: lbeekman@f3law.com About Suntech America Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and 15-10056) on Jan. 12, 2015. Judge Christopher S. Sontchi presides over the case. Mark D. Collins, Esq., Paul Noble Heath, Esq., William A. Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Upshot Services LLC is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million, and their debts at between $100 million and $500 million. Headquartered in San Francisco, California, Suntech America, aka Suntech Power, an affiliate of Wuxi, China-based Suntech Power Holdings Corp., was the main operating subsidiary of the Suntech Group in the Americas and its primary business purpose was acting as an intermediary for marketing, selling and distributing Suntech Group manufactured products. * * * Judge Christopher Sontchi of the U.S. Bankruptcy Court for the District of Delaware will convene a hearing on Feb. 25, 2016, at 2:00 p.m. (ET) to consider confirmation of Suntech America, Inc., et al.'s Chapter 11 Plan of Liquidation. The Debtors filed on Feb. 2, 2016, a plan supplement disclosing that a Plan Administrator to be appointed under the Plan will receive a flat fee of $20,000 per month. The Plan calls for the appointment on the Effective Date of Robert Moon, or another person jointly selected by the Debtors and the Committee as Plan Administrator. The Plan Administrator is tasked to make distributions in accordance with the Plan. Majority of the Debtors' assets have already been liquidated to cash. The Debtor has $16.3 million in cash and cash equivalents. A plan settlement provides for the resolution of two significant disputed claims against the Debtors (The Solyndra Residual Trust's $1.5 billion Claim and Wuxi Suntech Power Co.'s approximate $145 million Claim). The general unsecured claims of Solyndra and Wuxi are allowed at $360,441,916 and these claimants have agreed to a payment of $10,312,500 plus 60% of the total value of any additional assets, for a 2.86% recovery. Holders of other general unsecured claims totaling $6 million are slated to recover 30%. Holders of equity interests will receive the remaining cash after distribution to holders of allowed claims have been made. TOWN SPORTS: Moody's Changes Prob. of Default Rating to Caa2-PD/LD ------------------------------------------------------------------ Moody's Investors Service changed Town Sports International Holdings, Inc.'s Probability of Default Rating (PDR) to Caa2-PD/LD from Caa2-PD following its discounted repurchase and subsequent extinguishment of a portion of its first-lien term loan. In December 2015, through open market transactions, the company used $10.9 million of cash on hand to retire $29.8 million of the approximately $306 million remaining principal balance at the time. Moody's believes the repurchase at such a significant discount to par value results in a material economic loss to lenders, and therefore, constitutes a distressed exchange under Moody's definition of default. This policy is intended to capture events whereby issuers fail to meet debt service obligations outlined in their original debt agreements. Moody's will remove the "/LD" (limited default) designation from Town Sports' PDR after three days. These transactions do not constitute an event of default under any of the company's debt agreements. The repurchase, although marginally credit positive because it reduces debt leverage and cash interest slightly, does not materially change Town Sports' overall credit profile or alter Moody's views at the time of the February 2016 double-notch downgrade. Accordingly, Moody's affirmed Town Sports' Caa2 Corporate Family Rating, the Caa2 rating on the first-lien bank facility and the SGL-3 Speculative Grade Liquidity rating. The rating outlook remains negative. The following actions were taken: Town Sports International Holdings, Inc. Corporate Family Rating affirmed at Caa2; Probability of Default Rating changed to Caa2-PD/LD from Caa2-PD Speculative Grade Liquidity Rating affirmed at SGL-3; Town Sports International, LLC $45 million Senior Secured Revolving Credit Facility due 2018 affirmed at Caa2 (LGD3); $275 million (originally $325 million) Senior Secured First-Lien Term Loan B due 2020 affirmed at Caa2 (LGD3) RATINGS RATIONALE The Caa2 CFR reflects Town Sports' sustained weak operating performance and declining comparable-club revenue, as well as Moody's expectation that a significant near-term reversal in the negative trends demonstrated over the last several quarters is unlikely. With no expectation for material debt reduction beyond mandatory term loan amortization, weakening profitability will lead to increasing debt leverage and a potentially unsustainable long-term capital structure. Moody's believes EBITA margins will continue to decline in 2016 due to higher operating costs for new and existing clubs and high attrition rates, particularly among higher-price members. Although the company has undertaken various cost-saving initiatives to improve cash flow generation, it may take several quarters to realize the full benefit of these efforts. In addition, the rating incorporates Moody's concern regarding Town Sports' regional concentration in the Mid-Atlantic and Northeast US regions, particularly in the New York City metro area. Also factored into the rating is the competitive pressure that the company faces from both high-end and low-cost fitness club operators within its key markets, as well as other fitness alternatives, which could limit growth opportunities. While the conversion to the new, low-price model initiated in 4Q14 helped grow membership count after several consecutive quarters of declines, the long-term effectiveness of this change in strategy in improving overall performance remains uncertain. The ratings are supported by Town Sports' market position as a large-scale fitness club operator, strong brand awareness and favorable fundamentals for the health and fitness industry. The Caa2 ratings on the revolver and first-lien term loan are the same as the CFR, as the bank facility comprises 100% of the company's debt capital structure. Moody's also believes that the support being provided to the bank facility by the relatively large amount of lease rejection claims (in a default scenario) is currently offset by substantially higher-than-expected loss severity, keeping the bank facility rating in line with the CFR. The SGL-3 Speculative Grade Liquidity Rating reflects Moody's view that Town Sports will maintain an adequate liquidity profile over the next 12 months. As of December 31, 2015, the company had a cash balance of $76 million, which Moody's expects will remain flat in 2016. Currently, the company has sufficient liquidity to fund basic cash needs, including $2.8 million of annual term loan amortization and about $12.5 million of annual cash interest expense, as well as budgeted capital expenditures, for at least the next 12 to 18 months without relying on external financing. The company also has an undrawn $45 million revolving credit facility due 2018 ($2.9 million of outstanding letters of credit). The facility includes a total leverage covenant that restricts borrowing capacity under the revolver to 25% of the committed amount if total leverage (as defined by the Credit Agreement) is greater than 4.5x. As of December 31, 2015, the company significantly exceeded the maximum leverage threshold, resulting in total current borrowing capacity (excluding letters of credit) of $11.25 million, and Moody's does not expect full availability to be restored. All assets are encumbered to secure borrowings under the credit facility. The company could generate cash from the sale of owned club locations, however it would likely be required to apply a portion of the proceeds to debt prepayment. Aside from the revolver, the company has no material debt maturities until the term loan matures in 2020. The negative outlook reflects Moody's expectation that operating performance will continue to weaken over the next 12 months, with little to no free cash flow generation until the company stabilizes its top-line and reverses negative trends in member attrition. . Given the continued deterioration in operating performance and capital structure concerns, an upgrade of Town Sports' ratings is unlikely over the near term. However, a significant increase in membership count that drives positive comparable-club revenue growth with stronger EBITA margins could result in positive rating actions. Positive free cash flow generation and full access to the revolving credit facility could also lend support to a rating upgrade or stabilization of the outlook. The ratings could be downgraded if membership count declines materially, if comparable-club revenues weaken further or if liquidity deteriorates. Town Sports International Holdings, Inc., through its wholly-owned operating subsidiary Town Sports International, LLC, is one of the leading owners and operators of fitness clubs in the Northeast and Mid-Atlantic regions of the United States. As of December 31, 2015, the company operated 152 fitness clubs under four key regional brand names; New York Sports Clubs, Boston Sports Clubs, Washington Sports Clubs and Philadelphia Sports Clubs as well as three clubs in Switzerland. In 2014, the company introduced BFX Studio, its private studio brand, which offers cycling, personal training and group exercise classes. These clubs collectively served approximately 541,000 members as of FYE15. Revenue for the year ended December 31, 2015 was $424 million. TROJE'S TRASH: U.S. Trustee Forms 3-Member Committee ---------------------------------------------------- The U.S. Trustee for Region 12 appointed three creditors of Troje's Trash Pick-Up Inc. to serve on the official committee of unsecured creditors. The committee members are: (1) Resource Recovery Technologies, LLC. 6321 Bury Drive, Suite 14 Eden Prairie, MN 55346 Contact Person: Christopher Gondeck Phone: 952-826-3329 (2) Danner, Inc. 843 Hardman Ave South South St. Paul, MN 55075 Contact Person: Marlon Danner Phone: 651-450-0830 (3) Mazanec, Bauer & Associates, PLC 2600 Eagan Woods Drive, Suite 210 Eagan, MN 55121-1152 Contact Person: Michael J. Barrett Phone: 651-454-7241 Christopher Gondeck of Resource Recovery was designated as acting chairperson of the committee pending selection of a permanent chairperson. 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 Troje's Trash Troje's Trash Pick-Up Inc. sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Minnesota (St. Paul) (Bankr. D. Minn., Case No. 16-30037) on January 7, 2016. The petition was signed by Dennis Troje, president. The Debtor is represented by Steven Nosek, Esq., at Steven B. Nosek, P.A. The case is assigned to Judge Kathleen H. Sanberg. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. TRUMP ENTERTAINMENT: Reorganization Plan Declared Effective ----------------------------------------------------------- BankruptcyData reported that Trump Entertainment Resorts' Third Amended Joint Plan of Reorganization became effective, and the Company emerged from Chapter 11 protection. The Court confirmed the Plan on March 12, 2015. The Plan gives control of the reorganized entity and its Taj Mahal casino to senior secured lender Carl Icahn and further provides for an exchange of Icahn's $290 million debt for all of the reorganized company's stock. Trump Entertainment Resorts and affiliated Debtors emerged from previous bankruptcy filings in 1991, 1992, 2005 and 2010. The privately-held gaming provider filed its most recent Chapter 11 petition on Sept. 9, 2014, listing more than $100 million in prepetition assets. About Trump Entertainment Based in Atlantic City, New Jersey, Trump Entertainment Resorts Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and operates three casino hotel properties in Atlantic City, New Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza Hotel and Casino, and Trump Marina Hotel Casino. The Company conducts gaming activities and provides customers with casino resort and entertainment. Donald Trump is a shareholder of the Company and, as its non- executive Chairman, is not involved in the daily operations of the Company. The Company is separate and distinct from Mr. Trump's privately held real estate and other holdings. Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other affiliates filed for Chapter 11 protection on Feb. 17, 2009 (Bankr. D. N.J. Lead Case No. 09-13654). The Company tapped Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP served as the Company's auditor and accountant and Lazard Freres & Co. LLC was the financial advisor. Garden City Group was the claims agent. The Company disclosed assets of $2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008. Trump Hotels & Casino Resorts, Inc., filed for Chapter 11 protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898 through 04-46925). Trump Hotels obtained the Court's confirmation of its Chapter 11 plan on April 5, 2005, and in May 2005, it exited from bankruptcy under the name Trump Entertainment Resorts Inc. * * * The Troubled Company Reporter, on March 19, 2015, reported that Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware confirmed Trump Entertainment Resorts, Inc., et al.'s Third Amended Joint Plan of Reorganization and Disclosure Statement pursuant to Section 1129 of the Bankruptcy Code. The Debtors filed on January 5, 2015, the Plan and accompanying Disclosure Statement to, among other things, provide that holders of General Unsecured Claims will receive Distribution Trust Interests, which will include $1 million in cash and the proceeds, if any, of certain avoidance actions. Under the revised plan, holders of general unsecured claims are estimated to recover 0.47% to 0.43% of their total allowed claim amount. The Amended Plan also includes language reflecting the recently-approved $20 million loan from Carl Icahn. ULTRA PETROLEUM: Advisors on Board for Company, Creditors --------------------------------------------------------- Creditors of Ultra Petroleum Corp. and its subsidiaries have formed groups and hired advisors, according to regulatory filings by the Company and a February report by TheDeal.com. Ultra Petroleum unveiled last month that it has engaged Kirkland & Ellis LLP as legal advisor and Rothschild and Petrie Partners as financial advisors. It also disclosed in a Form 8-K filing with the Securities and Exchange Commission on March 2 that a group of noteholders of its wholly owned subsidiary, Ultra Resources, Inc., has retained FTI Consulting, as financial advisor to the Noteholders; and Morgan Lewis & Bockius, as special U.S. counsel to the Noteholders. The Deal reported that Ultra Resources' noteholders have hired as legal counsel: Michael J. Reilly, Esq. Renee Dailey, Esq. MORGAN, LEWIS & BOCKIUS LLP One State St. Hartford, CT 06103-3178 Tel: 860-240-2748 Fax: 860-240-2800 E-mail: michael.reilly@morganlewis.com renee.dailey@morganlewis.com On March 2, Ultra Petroleum said the Company and its wholly-owned subsidiary, Ultra Resources, entered into waiver and amendment agreements with all of the Ultra Resources lenders, including each of the lenders participating in Ultra Resources; unsecured revolving credit facility and each of the investors holding unsecured senior notes issued by Ultra Resources. The waiver and amendment agreements provide the Company with an opportunity to continue discussions with its creditors about restructuring all of its debt burdens, including the senior notes issued by the Company. The waiver and amendment agreements postpone and defer the March 1, 2016 maturity and interest payments arising under the Ultra Resources' senior notes and waive certain other potential defaults that could occur under the Ultra Resources' debt agreements between March 1, 2016 and April 30, 2016, subject to earlier termination of the waivers based on terms and conditions specified in the waiver and amendment agreements. The Waiver Agreement says Ulta Resources has agreed to pay the reasonable and documented fees and disbursements of FTI and Morgan Lewis & Bockius. The Deal also reported that another bondholder group has hired as financial advisers: Michael Kramer Joshua Scherer DUCERA PARTNERS LLC 499 Park Avenue, 16th floor New York, NY 10022 Tel: (212) 671-9771 E-mail: mkramer@ducerapartners.com jscherer@ducerapartners.com and as legal counsel: Andrew Rosenberg, Esq. Paul Weiss Rifkin Wharton 1285 Ave of the Americas New York, NY 10019 Tel: 212-373-3158 E-mail: arosenberg@paulweiss.com The Deal also reported that Ultra's bank lenders have tapped Mayer Brown as legal counsel. Ultra Resources is a borrower under an unsecured revolving Credit Agreement, dated as of October 6, 2011, with JPMorgan Chase Bank N.A., as administrative agent, and the lenders party thereto. Under the credit facility, it owes the Lenders $999,000,000 in the aggregate. Ultra Petroleum said in its Annual Report on Form 10-K filed with the SEC on Feb. 29 that it expects to be in default under its credit agreement on March 15, 2016, when it deliver its financial statements to the lenders. In its statement last month announcing 2015 financial and operating results, Ultra said, "The covenant for the outstanding debt at Ultra Resources, Inc., consisting of the senior unsecured revolving credit facility and senior notes, is based upon a debt to trailing twelve month EBITDA ratio that is not to exceed 3.5 times. At December 31, 2015, the consolidated leverage ratio was 3.4 times. . . . The debt at Ultra Petroleum Corp. is subject to an interest coverage ratio of a minimum of 2.25 times. At the end of the fourth quarter, the interest coverage was 3.3 times." "The level of our indebtedness and the current commodity price environment has presented significant challenges as they relate to, among other things, our ability to comply with the financial and non-financial covenants in the agreements governing our indebtedness, our ability to amend, replace or refinance any or all of the agreements governing our indebtedness and otherwise raise significant additional capital, which may materially impact the operation of our business. In light of the company's near term maturities and covenant requirements, the company is evaluating a variety of strategic alternatives related to its capital structure," the Company said. As of Feb. 29, the Company said the total outstanding principal amount of its debt obligations was $3.76 billion, consisting of: $450.0 million of 2018 Notes; $850.0 million of 2024 Notes; $999.0 million under the Credit Agreement; and $1.46 billion of Senior Notes. Ultra does not discount the possibility of seeking bankruptcy protection. "We cannot provide any assurances that we will be able to comply with the covenants in our debt agreements or to make satisfactory alternative arrangements in the event we cannot do so. If we are unable to cure any such defaults, or obtain a forbearance, a waiver or replacement financing, and those lenders, or other parties entitled to do so, accelerate the payment of such indebtedness, we may consider or pursue various forms of negotiated restructurings of our debt obligations and/or asset sales under court supervision pursuant to a voluntary bankruptcy filing under Chapter 11 of the U.S. Bankruptcy Code or the Canadian Bankruptcy and Insolvency Act, which would have a material adverse effect on our business, financial condition, results of operations and cash flows. Under certain circumstances, it is also possible that our creditors may file an involuntary petition for bankruptcy against us," the Company admitted in its Annual Report. The Deal reported that Kirkland's David Seligman -- david.seligman@kirkland.com -- and Rothschild's Todd Snyder are working with the Company. Ultra swung to a net loss of $3,207,220,000 for the year ended Dec. 31, 2015, from net income of $542,851,000 in 2014 and $237,838,000 in 2013. It reported total operating revenues of $839,111,000 for the year, down from $1,230,020,000 in 2014 and $933,404,000 in 2013. At Dec. 31, 2015, it had total assets of $971,486,000 against total liabilities, all current, of $3,671,344,000; and total shareholders' deficit of $2,991,937,000. Ernst & Young LLP in Houston, Texas, the Company's independent registered public accounting firm, said in a letter dated February 29, 2016, to the Company's board of directors and shareholders that the Company's maturing credit agreement and debt covenant violation raise substantial doubt about its ability to continue as a going concern. Ernst & Young audited the Company's consolidated balance sheets, as of December 31, 2015 and 2014, and the related consolidated statements of operations, shareholders' equity and cash flows for each of the three years in the period ended December 31, 2015. Ultra Petroleum Corp. (NYSE: UPL) -- http://www.ultrapetroleum.com/ -- is an independent energy company engaged in domestic natural gas and oil exploration, development and production. ULTRA PETROLEUM: Bondholders Agree to Forbearance Thru April 30 --------------------------------------------------------------- Ultra Resources, Inc., a wholly owned subsidiary of Ultra Petroleum Corp., on March 1, 2016, entered into a Waiver and Amendment to Master Note Purchase Agreement, Notes and Supplement -- MNPA Waiver -- in connection with the Master Note Purchase Agreement dated as of March 6, 2008, with 100% of the holders of the unsecured senior notes issued by Ultra Resources. Pursuant to the MNPA Waiver, the noteholders agreed to waive certain specified defaults under the MNPA until the earlier of: (i) April 30, 2016; (ii) certain defaults or events of default under the Waiver and Amendment or the MNPA, as applicable, which are not otherwise waived; and (iii) the occurrence of one or more other termination events specified in the MNPA Waiver. Between March 1, 2016 and the Termination Date, the outstanding indebtedness under the Senior Notes will accrue interest at the contract rate otherwise applicable to such debt, except that unpaid interest and unpaid principal that comes due and payable between March 1, 2016 and the Termination Date will accrue interest at the rate applicable thereto plus 2% per annum. The Senior Notes issued by Ultra Resources subject to this Waiver are: $200,000,000 5.92% Senior Notes, Series 2008-B, due March 1, 2018 $62,000,000 7.31% Senior Notes, Series 2009-A, due March 1, 2016 $173,000,000 7.77% Senior Notes, Series 2009-B, due March 1, 2019 $116,000,000 4.98% Senior Notes, Series 2010-A, due January 27, 2017 $207,000,000 5.50% Senior Notes, Series 2010-B, due January 28, 2020 $87,000,000 5.60% Senior Notes, Series 2010-C, due January 28, 2022 $90,000,000 5.85% Senior Notes, Series 2010-D, due January 28, 2025 $315,000,000 4.51% Senior Notes, 2010 Series E, due October 12, 2020 $35,000,000 4.66% Senior Notes, 2010 Series F, due October 12, 2022 $175,000,000 4.91% Senior Notes, 2010 Series G, due October 13, 2025 Ultra Resources acknowledges that the aggregate outstanding principal amount of the Holdco Bonds is $1,300,000,000. The Holdco Bonds are the (i) 5.750% Senior Notes due 2018 and (ii) 6.125% Senior Notes due 2024 issued by Ultra Petroleum. No interest has been prepaid in respect of the Holdco Bonds and the last interest payment in respect of the Holdco Bonds (i) maturing in 2018 was made on or about December 15, 2015 and (ii) maturing in 2024 was made on or about October 1, 2015. No Ultra Entity owns, directly or indirectly, any Holdco Bonds. The Waiver also provides that the parties' agreement may only be amended with the written consent of the Company and the Required Holders except that: (iii) the occurrence of one or more other termination events (i) an amendment that would extend the Termination Date beyond April 30, 2016: (A) shall require the written consent of the Company and the holders of at least 85% in principal amount of the Notes, and (B) except as provided in the following clause (ii), shall not extend the Termination Date beyond May 27, 2016 (it being understood that there may be successive extensions so long as the last extension terminates no later than May 27, 2016) and (ii) an amendment that would extend the Termination Date beyond May 27, 2016 to a date no later than June 29, 2016 (it being understood that there may be successive extensions so long as the last such extension terminates no later than June 29, 2016) shall require: (a) the written consent of the Company and the holders of at least 85% in principal amount of the Notes and (b) written confirmation from the Parent, attaching relevant supporting documents, demonstrating that the Parent has commenced either an exchange offer for the Holdco Bonds or a court-supervised proceeding with respect to the Parent. For the avoidance of doubt, the consent of each Noteholder affected thereby would be required for any extension of the Termination Date beyond June 29, 2016. A copy of the Waiver and Amendment to Master Note Purchase Agreement, Notes and Supplement, dated as of March 1, 2016, by and among Ultra Resources, Inc. and the holders of the unsecured senior notes issued by Ultra Resources under the Master Note Purchase Agreement, dated as of March 6, 2008, is available at http://is.gd/QYg8H3 ULTRA PETROLEUM: Has Forbearance Deal with JPMorgan Thru April 30 ----------------------------------------------------------------- Ultra Petroleum Corp., and its wholly owned subsidiaries -- Ultra Resources, Inc., and UP Energy Corporation -- on March 1, 2016, entered into a Limited Waiver Agreement in connection with the unsecured revolving Credit Agreement, dated as of October 6, 2011, by and among Ultra Resources, as borrower, JPMorgan Chase Bank N.A., as administrative agent, and the lenders party thereto. Pursuant to the RCF Waiver, the Agent and 100% of the Lenders agreed to waive certain specified defaults under the Credit Agreement, and to forbear from exercising their rights and remedies otherwise available under the Credit Agreement, until the earlier of: (i) April 30, 2016; (ii) certain defaults or events of default under the RCF Waiver or the Credit Agreement, as applicable, which are not otherwise waived; and (iii) the occurrence of one or more other termination events specified in the RCF Waiver. During the Forbearance Period, the outstanding indebtedness incurred pursuant to the Credit Agreement will accrue interest at the contract rate otherwise applicable to such debt, except that unpaid interest that comes due and payable during the Forbearance Period will accrue interest at the rate applicable thereto plus 2% per annum. Under the credit facility, the Borrower owes the Lenders $999,000,000 in the aggregate. A copy of the Limited Waiver Agreement, dated as of March 1, 2016, by and among Ultra Petroleum Corp., Ultra Resources, Inc., UP Energy Corporation, JPMorgan Chase Bank N.A., as administrative agent under the Credit Agreement, dated as of October 6, 2011, and the Lenders party thereto, is available at http://is.gd/LLoi1s UNISYS CORP: Moody's Cuts Corporate Family Rating to 'B2' --------------------------------------------------------- Moody's Investors Service downgraded Unisys Corp.'s Corporate Family Rating ("CFR") to B2 from B1 and rated the new Convertible Senior Unsecured Notes ("New Notes") at B2. Moody's also downgraded Unisys's existing 6.25% Senior Notes due 2017 ("Existing Notes") to B2 from B1, the Probability of Default Rating ("PDR") to B2-PD from B1-PD, and the Speculative Grade Liquidity ("SGL") rating to SGL-3 from SGL-2. The outlook is negative. The downgrade to Unisys's CFR and other ratings reflects Moody's belief that over the near term Unisys's revenues will continue to decline in the mid-single digits percent and that Unisys will consume cash due to the lower revenues, weak margins, pension funding requirements, and the impact of cash restructuring costs. Nevertheless, the proceeds of the New Notes will allow Unisys to build liquidity to fund a large portion of the remaining cash expenses of Unisys's restructuring program, which will include a sizable workforce reduction. Thus, Moody's expects that cash severance payments will comprise a large portion of the restructuring charges over the next one to two years. (In 2015, Unisys incurred $59 million of cash costs, with an additional $200 million to $220 million of remaining cash restructuring costs to be incurred over 2016 and 2017.) Ratings Assigned: Issuer: Unisys Corporation -- Senior Unsecured Regular Bond/Debenture, B2 (LGD4) Ratings Downgraded: Issuer: Unisys Corporation -- Probability of Default Rating, to B2-PD from B1-PD -- Corporate Family Rating, to B2 from B1 -- Senior Unsecured Regular Bond/Debenture, Downgraded to B2 (LGD4) from B1 (LGD4) Ratings Lowered: Issuer: Unisys Corporation -- Speculative Grade Liquidity Rating, to SGL-3 from SGL-2 Outlook Actions: -- Issuer: Unisys Corporation -- Outlook, Remains Negative RATINGS RATIONALE The B2 Corporate Family Rating ("CFR") reflects the execution risks and cash costs of Unisys's operating restructuring program as well as our expectation that revenues will continue to decline and margins will remain weak over the near term, reflecting both a challenging competitive environment and the slowing global economy. Given the declining revenues, weak margins, cash costs of the restructuring, and pension funding requirements, we expect that Unisys will consume cash over the near term. Thus, Moody's believes that Unisys will have to refinance the Existing Notes (due August 2017), which could result in a much higher interest burden. Although funded debt is modest, Unisys faces a significant underfunded pension liability of about $1.95 billion, and Moody's expects that contributions to the pension plans will consume a large portion of FCF over the near to intermediate term. Moreover, Unisys competes against firms that have considerably larger scale and greater financial resources. The proceeds of the New Notes will provide Unisys with liquidity to fund the near term cash consumption. Although the operational restructuring entails considerable execution risks due to the staff reductions, Moody's notes that Unisys has also directed resources toward revenue growth, recently filling the remaining open senior executive positions in its restructured sales organization. Moreover, Unisys has a diversified services portfolio, which includes a large Public Sector (22% of FY2015 total revenue) and U.S. Federal component (19% of FY2015 total revenue), and a geographic mix in which more than half of revenues are international. This customer base diversity adds some stability to the revenue streams. The negative outlook reflects Moody's expectation that Unisys will consume cash over the near term and reflects uncertainty about both the ultimate success of the restructuring program and the company's plan for addressing the August 2017 maturity of the Existing Notes. Moody's believes that Unisys's restructuring program, which will strain liquidity over the next year, combined with generally difficult capital market conditions, may make it difficult for Unisys to refinance the Existing Notes over the next few months. Although Unisys could potentially repay the Existing Notes utilizing cash on hand, this action would substantially weaken the company's liquidity position. Still, Moody's expects revenues will gradually stabilize over the near term and margins will gradually improve such that we expect debt to EBITDA (Moody's adjusted) to decline toward 6x over the next two years. The B2 rating on both the New Notes and the Existing Notes reflects both Unisys's probability of default and the loss given default expectation for the debt instruments. The B2 rating equals the B2 CFR and reflects the absence of collateral and the minimal amount of secured debt obligations in the capital structure. The Speculative Grade Liquidity ("SGL") rating of SGL-3 reflects Unisys's adequate liquidity. We expect Unisys to consume cash over the next year. Although there are only modest debt maturities in 2016, Unisys will need to address the August 2017 maturity of the Existing Notes. Liquidity is supported by the cash balance ($365 million as of December 31, 2015) and the proceeds of the New Notes, though we expect that the cash costs of the restructuring will reduce this over the near term. Liquidity is also supported by the secured revolver. The rating outlook could be changed to stable if Unisys shows progress in achieving the $200 million of anticipated cost synergies and stabilizes revenues. We would also expect Unisys to address the upcoming Existing Notes maturity over the next four months by either building a sizable cash balance to fund the repayment or by refinancing the Existing Notes. Although an upgrade is unlikely over the near term due to the negative outlook, over the intermediate term, the rating could be upgraded if Unisys successfully executes the restructuring, with the EBITDA margin (Moody's adjusted, excluding restructuring expenses) maintained above 20% and revenues growing at least in the low single digits percent level. We would also expect debt to EBITDA (Moody's adjusted, excluding restructuring expenses) to be sustained below 5x. The ratings could be downgraded if Unisys does not take steps to address the maturity of the Existing Notes over the next four months. The rating could also be downgraded if cash consumption increases or revenues decline by more than the mid-single digits percent, as this would likely indicate difficulty implementing the restructuring or a weakening competitive position. If Unisys is not on-course to improve the EBITDA margin to the upper teen percent level (Moody's adjusted, excluding restructuring expenses) and debt to EBITDA to below 6x (Moody's adjusted, excluding restructuring expenses), the rating could be downgraded. Unisys Corporation, based in Blue Bell, Pennsylvania, provides information technology (I/T) services and enterprise server hardware worldwide. Unisys competes against similar-sized peers as well as much larger I/T services and hardware vendors including IBM, Accenture, Hewlett Packard, and a number of services providers located in India, including Infosys and Tata Consultancy Services. UNISYS CORP: S&P Assigns 'B+' Rating on Proposed Sr. Notes ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '4' recovery rating to Blue Bell, Pa.-based information technology (IT) services provider Unisys Corp.'s proposed convertible senior unsecured notes. The '4' recovery rating indicates S&P's expectation for average (30% to 50%; lower half of the range) recovery in the event of a payment default. S&P's corporate credit rating on Unisys remains 'B+' with a negative outlook. S&P's ratings reflect its view of the company's second-tier position in the highly competitive global technology services market, volatile earnings from the firm's technology hardware business, and leverage in excess of 5x. S&P's negative outlook reflects its expectation that it will be challenging for the company to generate free cash flow as a result of high restructuring charges and weakened margins in a highly competitive IT services environment. RATINGS LIST Unisys Corp. Corporate Credit Rating B+/Negative/-- New Rating Unisys Corp. Senior unsecured convertible notes B+ Recovery Rating 4L UNO RESTAURANTS: Mass. App. Affirms Summary Judgment vs. Ex-Worker ------------------------------------------------------------------ The Appeals Court of Massachusetts affirmed the entry of summary judgment in favor of Uno Restaurants, LLC, on Jason Clifton's complaint under G. L. c. 151B. Clifton, who is African-American, filed the complaint alleging that he was terminated from Uno Restaurants because of his race. Uno moved for summary judgment and Clifton opposed, arguing that a jury could conclude that the reduction in workforce was a pretext for replacing him with a white woman, and that Richard Hendrie's 2008 reference to Clifton as "a horse" reflected his discriminatory animus. The motion judge allowed Uno's motion, concluding that Uno had overcome the prima facie case of discrimination with "substantial, unrebutted evidence that Hendrie's decision to terminate Clifton was due to the huge cut in the marketing department's budget for the fiscal year beginning in October, 2010." On appeal, the Appeals Court of Massachusetts agreed with the motion judge that Clifton's "proof is insufficient, as a matter of law, to show that, when [he] was terminated, [Uno] had a discriminatory intent, motive, or state of mind based on [his race] and that any such animus was `a material and important ingredient in the discharge.'" The case is JASON E. CLIFTON, vs. UNO RESTAURANTS, LLC, & others, No. 14-P-1935 (Mass. App. Ct.). A full-text copy of the appeals court's February 29, 2016 memorandum and order is available at http://is.gd/AiWgkTfrom Leagle.com. About Uno Restaurant Boston, Massachusetts-based Uno Restaurant Holdings Corporation -- http://www.unos.com/-- has 179 company-owned and franchised full-service Uno Chicago Grill restaurants located in 28 states, the District of Columbia, Puerto Rico, South Korea, the United Arab Emirates, Honduras, Kuwait, and Saudi Arabia. The company also operates a fast casual concept called Uno Due Go(R), a quick serve concept called Uno Express, and a consumer foods division which supplies airlines, movie theaters, hotels, airports, travel plazas, schools and supermarkets with both frozen and refrigerated private-label foods and branded Uno products. The Company and 152 affiliates filed for Chapter 11 protection on Jan. 20, 2010 (Bankr. S.D.N.Y. Lead Case No. 10-10209). The Company estimated its assets and debts at $100 million to $500 million as of the Petition Date. Weil, Gotshal & Manges LLP assisted the Debtors in their restructuring effort. CRG Partners Group LLC served as the restructuring advisor. Kurtzman Carson Consultants LLC served as noticing and claims agent. As reported by the Troubled Company Reporter on July 27, 2010, Uno Restaurant emerged from Chapter 11 pursuant to its plan of reorganization, confirmed by the Bankruptcy Court on July 6. Pursuant to the Plan, 100% of the Company's $142 million, 10% Senior Secured Notes, due February 2011, was converted into substantially all of the equity of the Company, thereby eliminating $14.2 million in annual interest payments and reducing total debt from $176.3 million to approximately $40 million. In connection with the emergence from Chapter 11, the Company arranged for $55 million of permanent, long-term exit financing comprised of a $30 million revolving credit facility, due July 2015, provided by long-standing-lender Wells Fargo Capital Finance, part of Wells Fargo & Company, and $25 million of new notes, due February 2016, provided by a majority of the new equity holders. The Exit Facility allowed the Company to repay all outstanding amounts under its former Debtor in Possession Credit Facility, implement the provisions of the Plan, pay transaction costs and provide significant liquidity going forward to fund working capital needs and the Company's growth and investment plans. VERSO CORP: Inks Tentative Deal on $775M Financing Plan ------------------------------------------------------- Jeff Montgomery at Bankruptcy Law360 reported that Verso Corp. found tentative agreement late March 1, 2016, on terms for its $775 million bankruptcy financing plan after working through a final round of disputes in a Delaware courtroom over lender rights to lock down the firm's remaining assets. The big paper company and its creditors had been grappling over the issues for weeks, narrowing the problem by March 1, to a handful of disputes, including disagreements over liens related to tax credits for past operating losses and rights to money or assets that bankrupt companies can reclaim. About Verso Corporation Verso Corporation and 26 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10163 to 16-10189, respectively) on Jan. 26, 2016. The petitions were signed by David Paterson as president and chief executive officer. Verso Corporation claims to be the leading North American producer of coated papers, which are used primarily in magazines, catalogs, high-end advertising brochures and annual reports, among other media and marketing publications. The Debtors employ approximately 5,200 personnel. The Debtors disclosed total assets of $2.9 billion and total debts of $3.87 million. The Debtors have engaged O'Melveny & Myers LLP as general counsel, Paul, Weiss, Rifkind, Wharton & Garrison LLP as corporate counsel, Richards, Layton & Finger, P.A. as Delaware counsel, PJT Partners L.P. as investment banker, Alvarez & Marsal North America, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent. VIRTUAL PIGGY: Issues $105,100 Unsecured Notes ---------------------------------------------- Virtual Piggy, Inc., issued $105,100 aggregate principal amount of unsecured Promissory Notes to two accredited investors pursuant to Promissory Note Agreements from March 2, 2016, to March 4, 2016, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. The notes issued consist of (i) a $100,100 principal amount unsecured promissory note and (ii) a $5,000 principal amount unsecured promissory note. Each purchaser of Notes also received a two-year Warrant to purchase a number of shares of common stock equal to approximately twenty percent of the principal amount invested at an exercise price of $0.90 per share, resulting in the issuance in the aggregate of Warrants to purchase 21,000 shares of Company common stock. The Notes bear interest at a rate of 10% per annum and mature on the six month anniversary of the issuance date, or on such earlier date that (i) the Company completes the closing of a specified joint venture agreement or (ii) the Company completes the sale of at least an additional $1 million of 10% Secured Convertible Promissory Notes. As an additional inducement, the purchasers of Class A Unsecured Notes only will receive, on the Maturity Date, a commitment fee equal to 7.5% of the original principal amount. About Oink (Virtual Piggy, Inc.) Virtual Piggy is the provider of Oink, a secure online and in-store teen wallet. Oink enables teens to manage and spend money within parental controls, while gaining valuable financial management skills. The technology company also delivers payment platforms designed for the Under 21 age group in the global market, and enables online businesses the ability to function in a manner consistent with the Children's Online Privacy Protection Act and similar international children's privacy laws. The company, based in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and holds three technology patents, US Patent No. 8,762,230, 8,650,621 and 8,812,395. Virtual Piggy reported a net loss of $9.65 million in 2014, a net loss of $16 million in 2013 and a net loss of $12.03 million in 2012. As of Sept. 30, 2015, the Company had $1.31 million in total assets, $6.26 million in total liabilities, all current, and a $4.94 million stockholders' deficit. Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company's losses from development stage activities raise substantial doubt about its ability to continue as a going concern. VISION SOLUTIONS: S&P Affirms 'B-' CCR, Off CreditWatch Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B-' corporate credit rating on Irvine, Calif.-based Vision Solutions Inc. and removed the rating from CreditWatch, where S&P had placed it with negative implications on Feb. 5, 2016. The rating outlook is negative. At the same time, S&P affirmed its 'B' issue-level rating on the company's first-lien senior secured term loan due April and July 2017. The recovery rating remains '2', which indicates S&P's expectation for substantial (70%-90%; upper half of the range) recovery in the event of a payment default. S&P also affirmed its 'CCC' issue-level rating on the company's second-lien senior secured term loan due July 2017. The recovery rating remains '6', which indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. In addition, S&P assigned its 'B' issue-level rating to the company's first-lien bank loan due 2017. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; upper half of the range) of principal in the event of a payment default. "The rating action follows the company's amendment to its first-lien senior secured credit agreement, which extends the maturity date of substantially all of its $240 million first-lien term loan to April 2017 from July 2016," said Standard & Poor's credit analyst Tuan Duong. Despite its successful maturity extension, S&P continues to assess Vision Solutions' liquidity to be less than adequate due to S&P's expectation for limited headroom in its minimum EBITDA covenant requirement over the next 12 months. Additionally, the company continues to face significant refinancing risk related to its term loan maturities in April and July 2017. The negative outlook reflects S&P's view that Vision Solutions will have limited headroom in its covenant requirement over the next 12 months and continued refinancing risk related to its significant debt maturities in April and July 2017. The outlook also reflects the company's continued revenue declines and operation challenges. WAFERGEN BIO-SYSTEMS: Reports Results for Q4 and Fiscal 2015 ------------------------------------------------------------ WaferGen Bio-systems reported a net loss attributable to common stockholders of $7.89 million on $2.40 million of total revenue for the three months ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $3.26 million on $1.61 million of total revenue for the same period in 2014. For the year ended Dec. 31, 2015, the Company reported a net loss attributable to common stockholders of $19.99 million on $7.16 million of total revenue compared to a net loss attributable to common stockholders of $10.7 million on $6 million of total revenue for the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had $22.9 million in total assets, $7.17 million in total liabilities and $15.7 million in total stockholders' equity. "We are very pleased with the trajectory of our business," said Rollie Carlson, Ph.D., president and chief executive officer of WaferGen. "The launch of our ICELL8 Single-Cell System is off to a strong start, with the first two commercial sales having been recorded in the fourth quarter. In addition, the feedback we received from researchers regarding the ICELL8 at AGBT, where WaferGen had a substantial presence, was highly encouraging, and reinforced our confidence in the significant commercial potential of this new product. Moreover, the demand for our existing products continues to be strong, and we are optimistic about our future prospects here, as well. Following our recent public offering, we are also in a solid financial position as we move into 2016. We are confident that WaferGen is well positioned to achieve the strong 67% to 81% revenue growth the company anticipates in 2016." At Dec. 31, 2015, WaferGen had cash and cash equivalents of approximately $15.2 million. 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. [*] February 2016 Commercial Bankruptcy Filings Climb 32% vs 2015 ----------------------------------------------------------------- ABI.org reported that total U.S. bankruptcy filings decreased just 1% in February from the same period last year, according to data provided by Epiq Systems, Inc. Bankruptcy filings totaled 64,662 in February 2016, down slightly from the February 2015 total of 65,064. Consumer filings declined 2% in February 2016 to 61,662 from the February 2015 consumer filing total of 62,784. However, total commercial filings in February 2016 jumped to 3,000, representing a 32 percent increase from the 2,280 business filings recorded in February 2015. The 476 total commercial chapter 11 filings in February 2016 represented an increase of 31% from February 2015's total of 364. "February showed that decreases in total filings are starting to level off, and more businesses are turning to the financial relief of bankruptcy," said ABI Executive Director Samuel J. Gerdano. "As the last major overhaul of chapter 11 took place in 1978, the recommendations of ABI's Chapter 11 Reform Commission provide an updated roadmap for struggling businesses and courts trying to navigate today's complex financial terrain." Total bankruptcy filings for the month of February 2016 increased 23% compared to the 52,542 total filings registered in January 2016. Total noncommercial filings for February, 61,662, represented a 24% increase from the January 2016 noncommercial filing total of 49,728. The February 2016 commercial filing total of 3,000 represented a 7% increase from the January 2016 commercial filing total of 2,814, although February 2016's 476 commercial chapter 11 filings represented a 4 percent decrease from the 494 filings recorded the previous month. The average nationwide per capita bankruptcy-filing rate in February 2016 was 2.26 (total filings per 1,000 per population), a decrease from January 2016's rate of 2.02. Average total filings per day in February were 2,126, a 5 percent decrease from the 2,244 total daily filings recorded in February 2015. States with the highest per capita filing rate (total filings per 1,000 population) in February 2016 were: 1. Tennessee (5.39) 2. Alabama (5.09) 3. Georgia (4.73) 4. Illinois (4.10) 5. Mississippi (3.55) ABI has partnered with Epiq Systems, Inc. in order to provide the most current bankruptcy filing data for analysts, researchers and members of the news media. [*] Fitch Completes Periodic Review of 10 Business Development Cos. ------------------------------------------------------------------- Fitch Ratings, on March 9, 2016, completed its periodic review of Business Development Companies (BDCs), which comprises 10 publicly rated firms. These actions were taken as a result of the peer review: -- American Capital, Ltd.'s ratings were placed on Rating Watch Negative. -- Apollo Investment Corporation's Long-term Issuer Default Rating (IDR) was downgraded to 'BBB-' from 'BBB'. The Rating Outlook is Negative. -- Ares Capital Corporation's Long-term IDR was affirmed at 'BBB'. The Rating Outlook is Stable. -- BlackRock Capital Investment Corporation's Long-term IDR was affirmed at 'BBB-'. The Rating Outlook is Negative. -- Corporate Capital Trust, Inc.'s Long-term IDR was affirmed at 'BB+'. The Rating Outlook is Stable. -- Fifth Street Finance Corp.'s Long-term IDR was downgraded to 'BB' from 'BB+'. The Rating Outlook is Negative. -- FS Investment Corporation's Long-term IDR was affirmed at 'BBB-'. The Rating Outlook is Stable. -- PennantPark Investment Corporation's Long-term IDR was affirmed at 'BBB-'. The Rating Outlook was revised to Negative from Stable. -- Solar Capital Ltd.'s Long-term IDR was affirmed at 'BBB-'. The Rating Outlook was revised to Stable from Negative. -- TPG Specialty Lending, Inc.'s Long-term IDR was affirmed at 'BBB-'. The Rating Outlook is Stable. Fitch's outlook for the BDC sector is negative and reflects competitive underwriting conditions, earnings pressure, underperforming energy investments, unsustainable asset quality metrics, increased activist pressure, and limited access to growth capital. While some firms are better positioned, given their more conservative financial profiles and portfolio characteristics, others are likely to see rating pressure over the outlook horizon. BDCs are heavily dependent on the equity markets to fund portfolio growth, but access to the market has been almost non-existent over the last 18 months as share prices continue to trade at steep discounts to net asset value (NAV). At March 7, 2016, rated BDCs were trading at an 18.3% average discount to NAV, thus preventing most from issuing stock without significantly diluting existing shareholders. While the reduction in portfolio growth is viewed favorably by Fitch, given tough underwriting conditions, some firms may struggle to close the trading gap, leaving them at a competitive disadvantage if and when investment opportunities arise. The decline in commodity prices has yielded the first notable crack in asset quality performance for BDCs. More broadly, asset quality metrics remain at unsustainably low levels, in Fitch's opinion. While strong portfolio company performance has been supported by an improving economic environment, low interest rates are likely masking some potential underlying company-specific issues, as issuers have been able to refinance themselves out of trouble rather easily in recent years. Fitch believes asset quality metrics are likely to deteriorate over the near term; however, the pace of deterioration will be somewhat dependent upon the rate of change in interest rates, the backdrop of the broader economic environment, differing sector exposures, and the integrity of individual firms' underwriting. Fitch has not observed a marked increase in leverage levels for the sector, with average leverage for investment grade-rated BDCs of approximately 0.74x at year-end 2015 compared to 0.60x at year-end 2014. However, there is a wide dispersion of leverage around the average, and those with the most energy exposure often also have the highest leverage ratios. Share repurchase activity has also increased in the sector in recent quarters, which could inflate leverage ratios further. Fitch believes that BDCs heavily focused on maximizing leverage run the risk of having less dry powder to deploy if and when underwriting conditions improve, thus weakening earnings upside. [*] HWA Bankruptcy Attorneys Among 2016 Texas Rising Stars List --------------------------------------------------------------- Six attorneys with Hughes Watters Askanase L.L.P. (HWA) have been recognized by Law & Politics and Texas Monthly Magazine on the2016 Texas Rising Stars List. HWA attorneys who made the 2016 list of Texas Rising Stars are Kristen B. Bates (Consumer Bankruptcy); Allison D. Byman (Business Bankruptcy, Consumer Bankruptcy); Simon R. Mayer (Business Bankruptcy); Nathan J. Milliron (Banking, Civil Litigation: Defense and Business Litigation); Sabrina A. Neff (Business Litigation); and Sarah S. Robbins (Consumer Creditor Debtor Rights). Rising Stars recognizes the state's top up-and-coming attorneys aged 40 or younger or those who have been practicing law for 10 years or less. The survey from which Rising Stars are selected is based on nominations, personal observation and attorney-led research. Only 2.5 percent of eligible Texas attorneys are chosen as Rising Stars. Super Lawyers, a Thomson Reuters business, is a rating service of outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates and peer reviews by practice area. The result is a credible, comprehensive and diverse listing of exceptional attorneys. "We value the contributions these bright young attorneys bring to the firm and our clients," commented Wayne Kitchens, HWA co-managing partner and head of the firm's Business Bankruptcy Practice Area. "Their selection to the list of Texas Rising Stars validates what our legal team at HWA already knows about them -- that these HWA attorneys are bright young professionals who demonstrate such attributes as leadership, a solid work ethic, and a spirit of collaboration in addition to admirable legal competencies." Kitchens co-manages HWA with Gary Gunn, who leads the Real Estate and Real Estate Finance, and Commercial Finance Practice Areas. About These Attorneys Ms. Bates joined HWA as an associate in August 2010. She supports the firm's Consumer Financial Services and Default Servicing Practice Areas. She earned a Bachelor of Arts degree in communication, magna cum laude, from Texas A&M University in 2007. She received a Doctor of Jurisprudence from the University of Houston Law Center in May 2010 and was admitted to the State Bar of Texas in November 2010. She has been recognized on the Rising Stars list in 2015 and 2016. Ms. Byman joined HWA in an Of Counsel role in May 2012. She earned a Bachelor of Arts degree in political science, cum laude, from Texas A&M University in 2000 and a Doctor of Jurisprudence from the University of Houston Law Center in 2003. She was admitted to the State Bar of Texas in 2003. She was appointed as Chapter 7 Bankruptcy Trustee for the Southern District of Texas in April 2012, and also supports the firm's Business Bankruptcy Practice Area. She has been recognized on the Rising Stars list every year since 2010. Mr. Mayer joined the firm as an associate in HWA's Business Bankruptcy Practice Area in 2007. He earned a Bachelor of Arts degree in philosophy from Trinity University in 1998. He earned a Doctor of Jurisprudence from South Texas College of Law and was admitted to the State Bar of Texas in 2007. He has been recognized on the Rising Stars list every year since 2012. Mr. Milliron, who joined HWA in 2011, supports the firm's Commercial Litigation Practice Area. He earned a Bachelor of Science degree in business and finance from Seton Hall University in 2001. He earned a Doctor of Jurisprudence from the University of Houston Law Center and was admitted to the State Bar of Texas in May 2004. Mr. Milliron has been recognized on the Rising Stars list in 2014, 2015 and 2016. Ms. Neff joined HWA in February 2011 as an associate in the Commercial Litigation Practice Area. She attended Baylor University where she earned a Bachelor of Arts degree in political science in 2002 and a Master of Arts degree in church-state studies in 2004. Ms. Neff earned a Doctor of Jurisprudence from the University of Houston Law Center in 2008 and was admitted to the State Bar of Texas the same year. She has been named to the list of Rising Stars in 2014, 2015, and 2016. Ms. Robbins, who joined HWA as an associate in December 2011, supports the firm's Consumer Financial Services and Default Servicing Practice Areas. She earned a Bachelor of Science degree in advertising, magna cum laude, from the University of Texas in 2007. Ms. Robbins was admitted to the State Bar of Texas in 2010 after earning a Doctor of Jurisprudence from the University of Houston Law Center. She has been named to the Rising Stars list in 2015 and 2016. Full biographical information on all HWA attorneys is available at www.hwa.com About Hughes Watters Askanase For almost 40 years, Hughes Watters Askanase, L.L.P. -- http://www.hwa.com-- has helped business organizations, financial institutions and individuals succeed with their business endeavors. The firm's attorneys play a strategic role and support clients through every stage of existence and operation. The firm's practice focuses on representation of commercial and mortgage lenders, including banks and credit unions, business bankruptcy, business planning and strategy, default servicing, real estate and real estate finance, commercial and consumer financial services litigation, employment law, and wills and probate. [*] Justices Seem Wary of Narrow Bankruptcy Fraud Exemption ----------------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reported that the U.S. Supreme Court justices expressed skepticism on March 1, 2016, about adopting a narrow interpretation of the phrase "actual fraud" for purposes of determining when debts arising from wrongdoing can be discharged through bankruptcy. The issue came up during oral arguments in an appeal examining the proper interpretation of a U.S. Bankruptcy Code provision that bars parties from shedding debts that are obtained under false pretenses. Federal appeals courts have split on whether the discharge bar applies only when a debtor knowingly makes a misrepresentation to creditors. [*] Montgomery McCracken Adds Transpo. Partner, Associate --------------------------------------------------------- Two attorneys were added to Montgomery McCracken's Maritime and Transportation practice group in the firm's New York office. Stephen H. Vengrow joins the firm as a partner and Eric Chang joins as an associate. Both were previously at the maritime law firm of Cichanowicz Callan Keane Vengrow & Textor, LLP. "We are delighted that Steve and Eric will be joining us," said Vincent M. DeOrchis and John J. Levy, co-chairs of the firm's Maritime and Transportation Group. "We are continuing to expand the capabilities of Montgomery McCracken's Maritime and Transportation Practice Group, having grown significantly over the past ten years, with prospects for additional growth in the next few months. Steve's and Eric's combined depth and experience add to the great talent we have." Vengrow has more than 40 years of experience in maritime law. He focuses his practice on cargo claims, personal injuries, collisions, ship fires, land transportation, insurance, corporate litigation, and bankruptcy matters. Vengrow previously served in the General Counsel's office of the Federal Maritime Commission (FMC) and as in-house counsel of SeaLand. He has developed a well-regarded reputation in matters involving the illegal carriage of drugs on vessels and stowaways. Chang focuses his practice on complex commercial litigation and maritime matters. He has represented clients in the defense of claims for damage/lost cargo carried on container ships and cargo ships on ocean and intermodal rail/track carriage. Chang has also drafted memorandums of law and briefs and has argued motions in State and Federal courts. Montgomery McCracken's Maritime and Transportation practice serves all sectors of the maritime industry including ship owners, charterers, pilots, cargo owners, shipyards, terminals, commodities traders, non-vessel operators and non-vessel operating common carriers. The multifaceted practice includes cargo and products claims; bankruptcy and restructuring; corporate and finance matters; sustainable growth; and defense of criminal investigations, including corporate compliance matters. Montgomery McCracken is a multidisciplinary law firm with more than 120 attorneys in offices in Pennsylvania, New York, New Jersey and Delaware. Its attorneys provide legal services to clients in a wide range of industries both nationwide and internationally. [*] Moody's Hikes $81.7MM of Alt-A RMBS Deals Issued 2003-2004 -------------------------------------------------------------- Moody's Investors Service, on March 9, 2016, upgraded the ratings of 11 tranches from three transactions, backed by Alt-A RMBS loans, issued by multiple issuers. Complete rating actions are as follows: Issuer: Deutsche Mortgage Securities, Inc. Mortgage Loan Loan Trust, Series 2004-2 Cl. A-5, Upgraded to Baa1 (sf); previously on Jul 7, 2014 Upgraded to Ba1 (sf) Cl. A-6, Upgraded to A3 (sf); previously on Jul 7, 2014 Upgraded to Baa1 (sf) Cl. M-1, Upgraded to Caa3 (sf); previously on Oct 3, 2012 Downgraded to C (sf) Issuer: Impac CMB Trust Series 2003-8 Cl. 1-A-1, Upgraded to Aa1 (sf); previously on Aug 12, 2013 Confirmed at Aa2 (sf) Cl. 1-A-2, Upgraded to Aa2 (sf); previously on Aug 12, 2013 Confirmed at A1 (sf) Cl. 1-M-1, Upgraded to A2 (sf); previously on Aug 12, 2013 Confirmed at Baa1 (sf) Cl. 1-M-2, Upgraded to A3 (sf); previously on Aug 12, 2013 Confirmed at Baa2 (sf) Cl. 1-M-3, Upgraded to A3 (sf); previously on Aug 12, 2013 Confirmed at Baa2 (sf) Cl. 1-M-4, Upgraded to Baa1 (sf); previously on Aug 12, 2013 Confirmed at Baa3 (sf) Issuer: Impac CMB Trust Series 2004-9 Collateralized Asset-Backed Bonds, Series 2004-9 Cl. 1-A-1, Upgraded to Ba1 (sf); previously on Sep 19, 2013 Downgraded to Ba3 (sf) Cl. 1-A-2, Upgraded to Caa1 (sf); previously on Sep 19, 2013 Confirmed at Caa3 (sf) RATINGS RATIONALE The rating actions are a result of the recent performance of the underlying pools and reflect Moody's updated loss expectation on the pools. The rating upgrades are a result of the improving performance of the related pools and an increase in credit enhancement available to the bonds. [^] BOOK REVIEW: Lost Prophets ------------------------------ Author: Alfred L. Malabre, Jr. Publisher: Beard Books Softcover: 256 pages List Price: $34.95 Review by Henry Berry Order your personal copy today at http://is.gd/KNTLyr Alfred Malabre's personal perspective on the U.S. economy over the past four decades is firmly grounded in his experience and knowledge. Economics Editor of The Wall Street Journal from 1969 to 1993 and author of its weekly "Outlook" column, Malabre was in a singular position to follow the U.S. economy in recent decades, have access to the major academic and political figures responsible for economic affairs, and get behind the crucial economic stories of the day. He brings to this critical overview of the economy both a lively, often provocative, commentary on the picture of the turns of the economy. To this he adds sharp analysis and cogent explanation. In general, Malabre does not put much stock in economists. "In sum, the profession's record in the half century since Keynes and White sat down at Bretton Woods [after World War II] provokes dismay." Following this sour note, he refers to the belief of a noted fellow economist that the Nobel Prize in this field should be discontinued. In doing so, he also points out that the Nobel for economics was not one originally endowed by Alfred Nobel, but was one added at a later date funded by the central bank of Sweden apparently in an effort to give the profession of economists the prestige and notice of medicine, science, literature and other Nobel categories. Malabre's view of economists is widespread, although rarely expressed in economic circles. It derives from the plain fact that modern economists, even hugely influential ones such as John Meynard Keynes, are wrong as many times as they are right. Their economic theories have proved incomplete or shortsighted, if not basically wrong-headed. For example, Malabre thinks of the leading economist Milton Friedman and his "monetarist colleagues" as "super salespeople, successfully merchandising.an economic medicine that promised far more than it could deliver" from about the 1960s through the Reagan years of the 1980s. But the author not only cites how the economy has again and again disproved the theories and exposed the irrelevance of wrong-headedness of the policy recommendations of the most influential economists of the day. Malabre also lays out abundant economic data and describes contemporary marketplace and social activities to show how the economy performs almost independently of the best analyses and ideas of economists. Malabre does not engage in his critiques of noted economists and prevailing economic ideas of recent decades as an end in itself. What emerges in all of his consistent, clear-eyed, unideological analysis and commentary is his own broad, seasoned view of economics-namely, the predominance of the business cycle. He compares this with human nature, which is after all the substance of economics often overlooked by professional and academic economists with their focus on monetary policy, exchange rates, inflation, and such. "The business cycle, like human nature, is here to stay" is the lesson Malabre aims to impart to readers interested in understanding the fundamental, abiding nature of economics. In Lost Prophets, in language that is accessible and jargon-free, this author, who has observed, written about, and explained economics from all angles for several decades, persuasively makes this point. In addition to holding a top position at The Wall Street Journal, Malabre is also the author of the books, Understanding the New Economy and Beyond Our Means, which received the George S. Eccles Prize from the Columbia Business School as the best economics book of 1987. ********* 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 ***