/raid1/www/Hosts/bankrupt/TCR_Public/160314.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, March 14, 2016, Vol. 20, No. 74
Headlines
21ST CENTURY: Resolves Dispute with Federal Government
ABENGOA BIOENERGY: U.S. Trustee Forms 7-Member Committee
AFFIRMATIVE INSURANCE: Files Ch. 11 Liquidating Plan
ALEXZA PHARMACEUTICALS: Request for Continued Listing Granted
ALLIANCE ONE: Axar Capital Reports 11.5% Stake as of Feb. 29
ALLIED FINANCIAL: Taps Special Atty to Handle Collection Suits
ALLY FINANCIAL: Subsidiary to Become State Member Bank
ALLY FINANCIAL: Wants Replacement Capital Covenant Terminated
ALPHA NATURAL: KEIP Is Not Disguised KERP, Court Says
AMPAL-AMERICAN: Court Dismisses Unit's $20-Mil. Clawback Suit
ANDALAY SOLAR: Files Series E Certificate of Designations
ANDALAY SOLAR: Signs Exchange Agreement with CEO, et al.
APEX ENDODONTICS: Voluntary Chapter 11 Case Summary
ARGENT ENERGY: Debenture Holders Oppose U.S. Recognition Bid
ASPECT SOFTWARE: S&P Lowers CCR to 'D' on Bankruptcy Filing
ASPEN GROUP: Reports $675,000 Net Loss for Third Quarter
AXION INTERNATIONAL: Has Access to $1.88M Loan From Plastic Ties
BANDHU DEVELOPMENT: U.S. Trustee Unable to Appoint Committee
BASIC ENERGY: Moody's Cuts Corporate Family Rating to 'Caa3'
BEATRICE COMMUNITY HOSP: Fitch Affirms 'BB+' Rating on $30MM Bonds
BERNARD L. MADOFF: Court Grants Injunctive Relief vs. Goldman
BOYD GAMING: Fitch Affirms 'B' IDR & Revises Outlook to Positive
BROOKE CAPITAL: DZ Bank Wins Partial Victory in Suit vs. Connect
BUILDERS FIRSTSOURCE: Swings to $22.8 Million Net Loss in 2015
BUNKERS INTERNATIONAL: Unit Wants Ch. 11 Case Dismissed
CANCER GENETICS: Incurs $20.2 Million Net Loss in 2015
CINCINNATI 926 HOTEL: Case Summary & 20 Top Unsecured Creditors
CINCINNATI 926 OFFICE: Case Summary & 20 Top Unsecured Creditors
CLIFFS NATURAL: BlackRock Reports 4.7% Stake as of Feb. 29
COCO BEACH GOLF: Files Plan to Distribute $2.2M Sale Proceeds
COMBIMATRIX CORP: Amends 8,400 Units Prospectus with SEC
CONNEAUT LAKE VOLUNTEER: U.S. Trustee Unable to Appoint Committee
CORAOPOLIS LODGE NO. 696: U.S. Trustee Unable to Form Committee
CROWN MEDIA: Gets Acquisition Proposal From Hallmark
CROWN MEDIA: Hallmark Plans to Acquire All Common Shares
CUMULUS MEDIA: Swings to $547 Million Net Loss in 2015
CYTORI THERAPEUTICS: Incurs $19.4 Million Net Loss in 2015
DANDRIT BIOTECH: Lone Degn Resigns as CFO
DETROIT PUBLIC SCHOOL: Moody's Affirms Caa1 GOULT Issuer Rating
DOLPHIN DIGITAL: Completes Merger with Dolphin Films
DOLPHIN DIGITAL: Dolphin Entertainment Converts Note to Shares
DOMARK INTERNATIONAL: LG Capital Reports 9.9% Stake as of March 7
EASTERN DHAKA: U.S. Trustee Unable to Form Committee
EDENOR SA: Approves Staff's Life Insurance Policies
EDENOR SA: Extraordinary Shareholders Meeting Set for April 28
EDENOR SA: Posts ARS 3.33 Billion Operating Loss in 2015
ELBIT IMAGING: Amends Existing Credit Facility With Raiffeisen
EMPIRE RESORTS: Incurs $36.8 Million Net Loss in 2015
EMPIRE STATE: Court Denies Bid to Disqualify Ch. 7 Trustee
ESP RESOURCES: Case Summary & 5 Unsecured Creditors
FIRST DATA: Offering $900 Million First Lien Notes
FOUNDATION HEALTHCARE: Schedules Conference Call for March 16
FRAC SPECIALISTS: Court Set to Hear Bid to Appoint Trustee
FUEL PERFORMANCE: John Hennessy Reports 6.9% Stake as of Aug. 21
FUTURE HEALTHCARE: Incurs $249,000 Net Loss in 2015
GARLOCK SEALING: Ky. App. Affirms Dismissal of Suit Against Widow
GELTECH SOLUTIONS: Obtains $150,000 Loan From Michael Reger
GLOBAL PAYMENTS: S&P Assigns 'BB+' CCR, Outlook Stable
GLYECO INC: Wynnefield Reports 26.8% Stake as of Feb. 26
GRUBB & ELLIS: Analytic Services Wins Summary Judgment
GT ADVANCED: TXT's Bid for Allowance of $3.6MM Admin Claim Denied
HALCON RESOURCES: Appoints Two Directors to Board
HALCON RESOURCES: Non-Employee Directors to Get Annual Retainer
HAMPSHIRE GROUP: Obtains Forbearance From Lenders Until April 4
HAVERHILL CHEMICALS: March 29 Plan Confirmation Hearing Set
HCSB FINANCIAL: Files Copy of Purchase Agreement with Castle Creek
HERITAGE EQUITY: Case Summary & Unsecured Creditor
HESS COMMERCIAL: U.S. Trustee Unable to Appoint Committee
HOPPER TRANSPORTATION: U.S. Trustee Unable to Form Committee
HORSEHEAD HOLDING: Creditors' Panel Taps FTI as Financial Advisor
HORSEHEAD HOLDING: Panel Hires Lowenstein Sandler as Counsel
HORSEHEAD HOLDING: Taps Kirkland and Ellis as Bankruptcy Counsel
HOVNANIAN ENTERPRISES: Incurs $16.2M Net Loss in First Quarter
IDERA PHARMACEUTICALS: Has Resale Prospectus of 49.4M Shares
IDERA PHARMACEUTICALS: May Issue 275,000 Shares Under Option Plan
IDERA PHARMACEUTICALS: Reports $48.5 Million Net Loss for 2015
IHEART COMMUNICATIONS: Fitch Affirms 'CCC' IDR on NOD Ruling
IHEARTCOMMUNICATIONS INC: Court Revokes Notices of Default
IMAGEWARE SYSTEMS: Extends Maturity of Goldman Note to June 2017
INFINITY PROPERTY: Moody's Assigns (P)Ba1 Preferred Shelf Rating
INNOVATIVE CONSTRUCTION: U.S. Trustee Unable to Appoint Committee
INTELLIPHARMACEUTICS INT'L: To Present at Annual ROTH Conference
J.C. JEWELLER'S: Voluntary Chapter 11 Case Summary
JONAH ENERGY: Moody's Cuts Corporate Family Rating to B2
JONES ENERGY: Moody's Cuts Corporate Family Rating to 'Caa1'
JOSEPH DETWEILER: Court Denies Creditor's Bid for Reconsideration
LEE ENTERPRISES: S&P Affirms 'B-' CCR, Outlook Stable
MALIBU LIGHTING: J. Eisch Tapped to Review Tax Claims
MALIBU LIGHTING: Keen-Summit Capital Okayed as Real Estate Broker
MASCO CORP: Fitch Assigns 'BB+' Rating on New $900MM Unsec. Notes
MASCO CORP: Moody's Assigns 'Ba2' Sr. Unsecured Notes Rating
MCDAIN GOLF CENTER: U.S. Trustee Unable to Appoint Committee
MORGANS HOTEL: Reports Q4 and Full Year 2015 Results
NAKED BRAND: To Present at 28th Annual Roth Conference
NEONODE INC: Incurs $7.82 Million Net Loss in 2015
NEONODE INC: Reports Q4 and Full Year 2015 Financial Results
NET ELEMENT: David Kelley Won't Seek Board Re-Election
NEW YORK LIGHT: March 23 Hearing to Extend Plan Filing Date
NORTH MILWAUKEE STATE BANK: Closed Friday, FDIC Named as Receiver
NUO THERAPEUTICS: New Hampshire Ball Resigns as Committee Member
OASIS PETROLEUM: S&P Raises Rating on Sr. Unsecured Debt to 'B+'
OPTIMA SPECIALTY: S&P Lowers CCR to 'CCC', Outlook Negative
PEABODY ENERGY: Amends Q3 2015 Form 10-Q in Response to Comments
PETTERS COMPANY: Suit Against Associated Bank Partially Dismissed
PETTERS COMPANY: WayPoint to Provide Forensic Accounting
PHH CORP: S&P Revises Outlook to Negative & Affirms 'B+' ICR
PHOTOMEDEX INC: Transfers U.S. Listing to NASDAQ Capital Market
PICO HOLDINGS: PICO Rebuts Leder Call for Director Removal Meeting
PITTSBURGH CORNING: Proposes Technical Amendments to 2009 Plan
PLASTIC2OIL INC: Issues Letter to Stockholders From CEO
PLEASE TOUCH MUSEUM: Geoff Lapres to Serve as Interim CFO
PLUG POWER: Reports 2015 Fourth Quarter and Year End Results
POSITIVEID CORP: Closes $270,400 Purchase Pact with Union Capital
POSITIVEID CORP: Closes Acquisition of E-N-G Mobile on Dec. 24
PROSPECT HOLDING: S&P Raises ICR to 'CCC-', Outlook Negative
REPUBLIC AIRWAYS: Court Set to Hear Tax Consultant Hiring
RES-CARE INC: Moody's Cuts Corporate Family Rating to 'B1'
ROADMARK CORP: Plan Confirmation Hearing Moved to March 23
ROADMARK CORP: Plan Promises 23% Recovery for Unsecureds
ROADMARK CORP: TCF Equipment Opposes Plan Treatment of Claim
SABINE OIL: Asks Court to Approve Outline of Reorganization Plan
SAGICOR FINANCIAL: Fitch Affirms 'B' IDR, Outlook Stable
SCIENTIFIC GAMES: Nantahala, et al., Hold 9% of Class A Shares
SCRIPT RELIEF: S&P Withdraws 'B+' CCR on Insufficient Information
SFX ENTERTAINMENT: Hires Kurtzman Carson as Administrative Agent
SFX ENTERTAINMENT: Taps FTI's Michael Katzensteinas as CRO
SFX ENTERTAINMENT: Taps Greenberg Traurig as Bankruptcy Counsel
SH 130 CONCESSION: Court Grants Joint Administration of Cases
SH 130 CONCESSION: Final Hearing on Cash Collateral Motion April 6
SOLYNDRA LLC: Global Kato's Bid for Atty Fees Partially Denied
SPIRE CORP: Ceases Operations, May File for Bankruptcy
SPORTS AUTHORITY: $595M DIP Loan Has Interim Approval
SPORTS AUTHORITY: Court Approves Joint Administration of Cases
SPORTS AUTHORITY: U.S. Trustee Forms 7-Member Committee
STARSHINE ACADEMY: Court Approves Donald Powell as Attorney
STATE FISH: Equipment Auction Generates $16,870
STATE FISH: Trustee Can Use Cash Collateral Until April 14
STATE FISH: Trustee to File Plan by March 23; Hearing on April 28
STEREOTAXIS INC: Incurs $7.35 Million Net Loss in 2015
STERNSCHNUPPE LLC: Case Summary & 20 Largest Unsecured Creditors
STRATA SKIN: FDA Approves PMA Supplemental for MelaFind
STRATA SKIN: Reports Fourth Quarter 2015 Financial Results
TENET HEALTHCARE: Holds Meeting With Investors and Analysts
TEXAS REGENCY: Plan Confirmed; $10.9M Sale Closing Due April 1
THERAPEUTICSMD INC: T. Rowe Price Reports 10.3% Stake as of Feb. 29
TOWN SPORTS: S&P Raises CCR to 'CCC+', Outlook Negative
TRAVEL LEADERS: S&P Affirms B+ CCR on Increased 1st Lien Term Loan
TRAVEL LEADERS: Term Loan Add-On No Impact on Moody's 'B2' CFR
TRITON AVIATION: Fitch Affirms Then Withdraws C Ratings on 5 Notes
TRUMP ENTERTAINMENT: Admin. Expense, Fee Claims Due March 28
ULTRA PETROLEUM: Davis Selected Owns 688 Common Shares
UTSTARCOM HOLDINGS: Reports Q4 and Full Year 2015 Results
VALENCIA COLLEGE: Case Summary & 3 Unsecured Creditors
VERTICAL COMPUTER: Currently Beta Testing Ploinks Application
VISION SOLUTIONS: Term Loan Extension No Impact on Moody's B3 CFR
VISUALANT INC: Issues $2.5 Million Preferred Shares
WAFERGEN BIO-SYSTEMS: Signs Lease for California Headquarters
WOW ORTHODONTICS: U.S. Trustee Unable to Form Committee
WPCS INTERNATIONAL: Incurs $1.23 Million Net Loss in Third Quarter
ZOGENIX INC: Reports Q4 and Full-Year 2015 Financial Results
[*] Fitch Forecasts 6% Rate of U.S. High Yield Bond Default
[^] BOND PRICING: For the Week from March 7 to 11, 2016
*********
21ST CENTURY: Resolves Dispute with Federal Government
------------------------------------------------------
21st Century Oncology has entered into a settlement with the
federal government to resolve a dispute related to clinical
training in new facility locations for a radiation therapy test
used by radiation oncologists called GAMMA. 21st Century Oncology
fully cooperated with federal officials and has agreed to the
settlement with no admission of wrongdoing. Further, there was no
harm to any patient related to this dispute, nor was the issue of
patient harm ever a component of the dispute.
The GAMMA tool is a state-of-the art radiation dose calculation
system developed by 21st Century Oncology and implemented by the
Company's physicians to optimize patient outcomes. The Company
regards GAMMA as an invaluable tool that helps identify potentially
adverse variances by ensuring that the radiation dose delivered to
the tumor is accurate throughout the course of treatment and
minimizes the potential of over or under-dosing of tumor targets.
The ability to measure the actual dose delivered for every
treatment compared to the expected dose enhances the safety and
effectiveness of radiation therapy.
Tumors in the body are not static entities during treatment, and
oncologists universally recognize that the radiation dose delivered
to tumors can deviate from the original treatment plan due to
anatomic changes that occur. These changes include tumor
shrinkage, tumor movement from breathing, and changes in patient
weight, among other factors. GAMMA allows physicians to change or
adapt the treatment plan based on GAMMA calculations, enabling the
physician to administer the highest quality of care for the cancer
patient.
The dispute involved the training protocols of certain staff in the
utilization of GAMMA, and was limited to its early implementation
and startup activities at new facility locations across the
country. The company implemented GAMMA across all centers to
ensure every patient had access to this technology.
"Our implementation efforts are and always have been consistent
with 21st Century Oncology's primary goal of providing high quality
patient care. We fully support our physicians' ability to
determine what diagnostic and treatment tools should be utilized
for each patient. To that end, 21st Century Oncology will continue
to utilize the GAMMA tool across our network to help provide
uniquely efficient radiation therapy to our patients," the Company
said in a statement.
"A part of our commitment to quality, 21st Century Oncology has
further enhanced our comprehensive compliance, auditing and
training programs to ensure transparency and the delivery of the
highest quality, most clinically appropriate care to our patients.
Only those services that meet the complex Medicare and Medicaid
billing criteria are submitted for reimbursement."
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.
The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $1.38 billion in total liabilities, $46.65
million in noncontrolling interests-redeemable, and a $325.04
million total deficit.
* * *
As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.
In the April 16, 2015, edition of the TCR, Standard & Poor's
Ratings Services affirmed its 'B-' corporate credit rating on Fort
Myers-based cancer care provider 21st Century Oncology Holdings
Inc.
ABENGOA BIOENERGY: U.S. Trustee Forms 7-Member Committee
--------------------------------------------------------
The Office of the U.S. Trustee appointed seven creditors of Abengoa
Bioenergy US Holding LLC and its affiliates to serve on the
official committee of unsecured creditors.
The committee members are:
(1) Deutsch Trustee Company Limited
c/o Ranjit Mather and Leigh Cobb
Winchester House, 1 Great Winchester Street
London, EC2N 2DB, United Kingdom
(2) Societe Generale
Agent to the 2014 EURO1.4 Billion Syndicated Loan
c/o Sue Waterhouse
Societe Generale
245 Park Avenue
New York, NY 10167
(3) European Investment Bank
98-100, boulevard Konrad Adenauer
L-2950 Luxembourg
(4) Cargill
c/o Jeff Thompson
9350 Excelsior Blvd., MS142B
Hopkins, MN 55345
(5) Yadkin Bank
c/o Terry Earley
3600 Glenwood Avenue
Raleigh, NC 27612
(6) CHS Inc.
c/o Mark Jundt
5500 Cenex Drive, MS 625
Inver Grove Heights, MN 55077
(7) BakerCorp
c/o Kristi Ashman
3020 Old Ranch Parkway, Suite 220
Seal Beach, CA 90740
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 Abengoa Bionergy
Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A. ("Abengoa"), a Spanish company founded in 1941. The
global headquarters of Abengoa Bioenergy is in Chesterfield,
Missouri. With a total investment of $3.3 billion, the United
States has become Abengoa S.A.'s largest market in terms of sales
volume, particularly from developing solar, bioethanol, and water
projects.
Spanish energy giant Abengoa S.A. is an engineering and clean
technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range of
customers in the energy and environmental sectors. Abengoa is one
of the world's top builders of power lines transporting energy
across Latin America and a top engineering and construction
business, making massive renewable-energy power plants worldwide.
On Nov. 25, 2015, in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs. The Spanish company is facing a March 28, 2016,
deadline to agree on a viability plan or restructuring plan with
its banks and bondholders, without which it could be forced to
declare bankruptcy.
Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC ("ABNE")
and on Feb. 11, 2016, filed an involuntary Chapter 7 petition for
Abengoa Bioenergy Company, LLC ("ABC"). ABC's involuntary Chapter
7 case is Bankr. D. Kan. Case No. 16-20178. ABNE's involuntary
case is Bankr. D. Neb. Case No. 16-80141. An order for relief has
not been entered, and no interim Chapter 7 trustee has been
appointed in the Involuntary Cases. The petitioning creditors are
represented by McGrath, North, Mullin & Kratz, P.C.
On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion. The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.
The Debtors have engaged DLA Piper LLP (US) as counsel, Armstrong
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.
AFFIRMATIVE INSURANCE: Files Ch. 11 Liquidating Plan
----------------------------------------------------
Affirmative Insurance Holdings, Inc., et al., filed with the U.S.
Bankruptcy Court for the District of Delaware a Chapter 11 plan of
liquidation and accompanying disclosure statement, which propose to
pay 2% to holders of general unsecured claims against Holdco.
Holders of general unsecured claims against AMSI, ASI, AUSI, AISI,
AGAI, AIGI, and ALLC, will recover 0% of their allowed claims.
AFFM Debt Holdings L.P., which holds secured claims, will recover
92% of its allowed claims.
JCF has agreed to extend a term loan from the Cash held in the
account with UMB Bank to the Litigation Trust in the aggregate
principal amount of $350,000. Up to $175,000 of proceeds from the
JCF Exit Financing may be used to pay allowed Administrative
Expenses and Professional Claims. The remaining amount of proceeds
from the JCF Exit Financing will be used to pay Litigation Trustee
Expenses. After making the Distributions set
forth in ARTICLE VII.B.3 (Litigation Trustee Expenses), the
Litigation Trustee will repay the JCF Exit Financing before making
any additional Distributions to Creditors.
The JCF Exit Financing will be a loan extended to the Litigation
Trust, with a first priority, validly perfected security interest
in the Litigation Trust's assets, including, without limitation,
all Causes of Action, and the Confirmation Order will provide for
the perfection of the security interest notwithstanding the
requirements of applicable law. If the security interest
is, for any reason, determined to be invalid, the Plan shall be
deemed a subordination agreement, pursuant to which the Claims of
all other parties entitled to Distributions from the Litigation
Trust's assets, other than the Claims set forth in ARTICLE VII.B.3
(Litigation Trustee Expenses), will be deemed to be subordinated to
the JCF Exit Financing.
The Debtors propose the following solicitation and confirmation
schedule:
Voting Record Date April 13, 2016
Date Solicitation will Commence April 15, 2016
3018 Motion Deadline April 29, 2016
3018 Objection Deadline May 13, 2016
Voting Deadline May 13, 2016
Plan Objection Deadline May 13, 2016
Deadline to File Memoranda of Law,
Declarations in Support of Confirmation
of the Plan and Voting Declaration May 18, 2016
Deadline to File Replies to any Objections
to the Plan and Proposed Confirmation
Order May 18, 2016
Confirmation Hearing May 20, 2016
A full-text copy of the Plan dated March 8, 2016, is available at
http://bankrupt.com/misc/AIHds0308.pdf
The Debtors are represented by Christopher A. Ward, Esq., Shanti M.
Katona, Esq., and Jarrett Vine, Esq., at Polsinelli PC, in
Wilmington, Delaware; and TimothyW. Walsh, Esq., and Darren Azman,
Esq., and McDermott Will & Emery LLP, in New York.
About Affirmative Insurance
Affirmative Insurance Holdings, Inc., Affirmative Management
Services, Inc., Affirmative Services, Inc., Affirmative
Underwriting Services, Inc., Affirmative Insurance Services, Inc.,
Affirmative General Agency, Inc., Affirmative Insurance Group,
Inc.
and Affirmative, L.L.C. sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Proposed Lead Case No. 15-12136) on Oct. 14, 2015.
The petition was signed by Michael J. McClure as chief executive
officer.
The Debtors have engaged McDermott Will & Emery LLP as general
bankruptcy counsel, Polsinelli PC as local Delaware counsel, Faegre
Baker Daniels LLP as special regulatory counsel, BDO USA LLP as
financial consultant and Rust Consulting/Omni Bankruptcy as notice
and claims agent.
The Debtors disclosed total assets of $25.20 million and total
debts of $91.26 million as of Aug. 31, 2015.
Founded in June 1998, Affirmative provides non-standard personal
automobile insurance policies for individual consumers in targeted
geographic markets. NSPAI policies provide coverage to drivers
who find it difficult to obtain insurance from standard automobile
insurance companies due to their lack of prior insurance, age,
driving record, limited financial resources, or other factors.
On Oct. 30, 2015, the Office of the U.S. Trustee appointed five
creditors to the official committee of unsecured creditors.
The U.S. Trustee has appointed Alesco Preferred Funding X, Ltd.,
c/o ATP Management LLC; Alesco Preferred Funding VI, Ltd., c/o Mead
Park Advisors LLC; Trapeza CDO IX, Ltd.; Trapeza Edge CDO, Ltd.;
and The Bank of New York Mellon Trust Co., N.A., as Indenture
Trustee for junior subordinated debt securities due March 15, 2035,
as members of the Official Committee of Unsecured Creditors. The
Committee selected Kilpatrick Townsend & Stockton LLP as its
counsel, Potter Anderson & Corroon LLP as cocounsel, and FTI
Consulting, Inc., as its financial advisor.
ALEXZA PHARMACEUTICALS: Request for Continued Listing Granted
-------------------------------------------------------------
The Nasdaq Listing Qualifications Panel issued a determination
granting Alexza Pharmaceuticals, Inc's request for the continued
listing of its common stock on The Nasdaq Capital Market. The
Company's continued listing on Nasdaq is subject to, among other
things, the Company evidencing compliance with the minimum $35
million market value of listed securities requirement by June 14,
2016. In order to satisfy the market value of listed securities
requirement, the Company must evidence a market capitalization of
at least $35 million for a minimum of 10 consecutive business days
on or before June 14, 2016.
Alexza also remains subject to the 180-day period within which to
evidence compliance with the minimum $1.00 bid price requirement,
which does not expire until July 18, 2016. The Company is taking
definitive steps to timely evidence compliance with the terms of
the Panel's decision; however, there can be no assurance that it
will be able to do so.
About Alexza Pharmaceuticals, Inc.
Alexza Pharmaceuticals is focused on the research, development, and
commercialization of novel, proprietary products for the acute
treatment of central nervous system conditions. Alexza's products
and development pipeline are based on the Staccato(R) system, a
hand-held inhaler designed to deliver a pure drug aerosol to the
deep lung, providing rapid systemic delivery and therapeutic onset,
in a simple, non-invasive manner. Active pipeline product
candidates include AZ-002 (Staccato alprazolam) for the management
of epilepsy in patients with acute repetitive seizures and AZ-007
(Staccato zaleplon) for the treatment of patients with middle of
the night insomnia.
Alexza Pharmaceuticals reported a net loss of $36.7 million in 2014
compared to a net loss of $39.6 million in 2013.
As of Sept. 30, 2015, the Company had $26.2 million in total
assets, $95.1 million in total liabilities and a $68.8 million
total stockholders' deficit.
Ernst & Young LLP, in Redwood City, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.
ALLIANCE ONE: Axar Capital Reports 11.5% Stake as of Feb. 29
------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Axar Capital Management, LP, Axar GP, LLC and Andrew
Axelrod reported that as of Feb. 29, 2016, they beneficially own
1,020,893 shares of common stock of Alliance One International,
Inc., representing 11.5 percent of the shares outstanding. A copy
of the regulatory filing is available for free at:
http://is.gd/olvF4E
About Alliance One
Alliance One International is principally engaged in purchasing,
processing, storing, and selling leaf tobacco. The Company
purchases tobacco primarily in the United States, Africa, Europe,
South America and Asia for sale to customers primarily in the
United States, Europe and Asia.
Alliance One reported a net loss of $15.6 million on $2.10 billion
of sales and other operating revenues for the year ended March 31,
2015, compared to a net loss of $87 million on $2.3 billion of
sales and other operating revenues for the year ended March 31,
2014.
* * *
As reported by the TCR on Feb. 12, 2015, Moody's Investor Service
downgraded the Corporate Family Rating of Alliance One
International, Inc. (AOI) to Caa1 from B3. The downgrade of AOI's
CFR to Caa1 reflects Moody's expectation that credit metrics will
remain weak over the next 12 - 18 months.
The TCR reported on April 13, 2015, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Morrisville,
N.C.-based Alliance One International Inc. to 'CCC+' from 'B-'.
ALLIED FINANCIAL: Taps Special Atty to Handle Collection Suits
--------------------------------------------------------------
Allied Financial, Inc., asks the U.S. Bankruptcy Court for the
District of Puerto Rico for permission to employ Susana Castro
Cintron as special counsel.
Ms. Cintron represents the Debtor in these cases:
1. Allied Financial, Inc. vs. MIME Developers, Inc., et al.,
Civil No.J CD2011-0256;
2. Allied Financial, Inc. vs. Miguel Mendez Betnaces, Myriam
Sanes Rivera and their Conjugal partnership, et a., Civil No.
CDJ2011-0304;
3. Allied Financial, Inc. vs. Luis Martorell, Maritza Franqui
Echevestre and their Conjugal Partnership, et al., Civil No.,
NSCI2010-0810;
4. Allied Financial, Inc. vs. Raul Guadalupe Viera, Civil No. E
CD2011-0368;
5. Allied Financial, Inc. vs. The Reef Harbor, Inc., et al.,
Civil No. ISCI2010-00925;
6. Allied Financial Inc. vs. Calero Recio, Civil No. A
CD2010-0175;
7. Allied Financial, Inc. vs. Estancias de Altomonte, et al.,
Civil Number D CD2008-2098; and
8. In Re Ramon Manuel Arbona Garcia Case No. 11-09827.
According to the Debtor, except for In re Ramon Arbona Garcia, all
of the cases are collection of money claims and foreclosure
proceedings with final judgments entered. They are all in the
judgment execution process.
The duties and obligations of the applicant who already represents
the Debtor in the cases are included, but not limited to:
1. prepare complain and all necessary pleadings;
2. manage all initial discovery process in the cases including,
reviewing records, sending and answering interrogatories, inital
motion for discovery, etc.;
3. attend hearing;
4. handle motions and dispositive motions;
5. meet with defendants and plaintiff;
6. negotiate possible stipulations;
7. any other legal issue that may be brought up during the
case.
Ms. Cintron has not requested a retainer fee in the case and no
prepetition fees are owed. Compensation for professional services
to be rendered in the case is agreed as a rate of $150 per hour
plus any costs and expenses.
To the best of the Debtor's knowledge, the Ms. Cintron is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Allied Financial
Allied Financial, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Puerto Rico Case No. 16-00180) on Jan. 15, 2016. The
petition was signed by Rafael Portela as president of the Board of
Directors. The Debtor disclosed total assets of $10.28 million and
total debts of $9.14 million. C. Conde & Assoc. represents the
Debtor as counsel. Mildred Caban Flores has been assigned the
case.
ALLY FINANCIAL: Subsidiary to Become State Member Bank
------------------------------------------------------
Ally Financial Inc.'s direct banking subsidiary, Ally Bank,
received approval from the Federal Reserve to become a state member
bank and be regulated by the Board of Governors of the Federal
Reserve System through the Federal Reserve Bank of Chicago.
Ally Bank's parent company, Ally Financial Inc., is also regulated
by the Federal Reserve Bank of Chicago, and this move will simplify
the regulatory structure by having a single federal regulator for
both entities as Ally Bank becomes a larger part of Ally Financial.
Ally Bank will also continue to be regulated by the Utah
Department of Financial Institutions.
"Ally Bank has become the leading direct bank in the United States
since its launch in 2009, and we have continued to be recognized in
the industry for our relentless focus on delivering for our
customers," said Ally Chief Executive Officer Jeffrey Brown. "Ally
Bank recently announced the launch of additional products that will
enable the franchise to continue its growth and momentum in digital
banking. Shifting toward a single primary federal regulator will
position Ally to have a regulatory environment more in line with
its peers as the banking subsidiary becomes a larger part of the
overall company."
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
Ally Financial Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$1.28 billion on $4.86 billion of total net revenue for the year
ended Dec. 31, 2015, compared to net income of $1.15 billion on
$4.65 billion of total net revenue for the year ended Dec. 31,
2014. As of Dec. 31, 2015, the Company had $158.58 billion in
total assets, $145.14 billion in total liabilities and $13.43
billion in total equity.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable. Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.
ALLY FINANCIAL: Wants Replacement Capital Covenant Terminated
-------------------------------------------------------------
Ally Financial Inc. said it has commenced a consent solicitation
from holders of record at 5:00 p.m., New York City time, on March
10, 2016, of its 8.000% notes due 2031 (CUSIP No. 370425RZ5) to
terminate the replacement capital covenant entered into by Ally (as
successor to GMAC) dated as of Nov. 30, 2006, in connection with
the issuance by Ally of 1,555,000 preferred membership interests
which were subsequently converted into Ally's Fixed Rate/Floating
Rate Perpetual Preferred Stock, Series A of which there are
currently 27,870,560 shares outstanding. The proposed termination
of the replacement capital covenant requires, among other
conditions, the consent of the holders of Notes representing at
least 51% in aggregate principal amount outstanding.
The complete terms and conditions of the consent solicitation are
as set forth in Ally's Consent Solicitation Statement dated
March 11, 2016, and the related Letter of Consent, to be
distributed to holders of the Notes for their consideration.
Holders are urged to read the Solicitation Documents carefully.
Under the terms of the replacement capital covenant, Ally may only
redeem the Series A Preferred Shares if a specified amount of the
funds used are proceeds from the sale of equity or certain
equity-like securities and if such sale took place within a
specified time period prior to that redemption. If the proposed
termination becomes effective, Ally will not be subject to those
restrictions with respect to a redemption of any or all of the
Series A Preferred Shares.
The Consent Solicitation will expire at 5:00 p.m., New York City
time, on Tuesday, March 22, 2016, unless extended or earlier
terminated by Ally. If Ally accepts the valid Consents of holders
of at least 51% in aggregate principal amount outstanding of the
Notes and the conditions to the Consent Solicitation described in
the Consent Solicitation Statement are satisfied or waived, holders
who validly deliver their Consent by the Expiration Time in the
manner described in the Solicitation Documents will be eligible to
receive a consent fee of $10 in cash per $1,000 in principal amount
of the Notes as to which such Consent was validly delivered.
Consents may be revoked at any time prior to the earlier of the
date on which the Requisite Consents are obtained and the
Expiration Time, which is referred to as the "Revocation Deadline,"
but not thereafter.
If the proposed termination of the replacement capital covenant is
approved, the termination will be binding on all holders of the
Notes, including those that did not deliver their Consent, and only
holders validly delivering their Consent on or prior to the
Expiration Time will be eligible to receive the consent fee.
With respect to any consent accepted by Ally, Ally will also pay
the relevant soliciting broker a fee of $5 in cash per $1,000 in
principal amount of the Notes, provided that such fee will only be
paid with respect to the first $250,000 aggregate principal amount
of Notes for which a Consent is provided for any individual holder
of the Notes. The payment of such soliciting broker fee and the
consent fee is subject to receipt by Ally of the Requisite Consents
and satisfaction of the other conditions to the Consent
Solicitation.
Copies of the Solicitation Documents may be obtained by holders of
the Notes from the Information and Tabulation Agent for the Consent
Solicitation, Global Bondholder Services Corporation, at (866)
807-2200.
Citigroup and Morgan Stanley are the Solicitation Agents for the
Consent Solicitation. Questions regarding the Consent Solicitation
may be directed to Citigroup at (toll-free) (800) 558-3745 or
(collect) (212) 723-6106 or Morgan Stanley at (toll free) (800)
624-1808 or (collect) (212) 761-1057.
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
Ally reported net income of $1.28 billion on $4.86 billion of total
net revenue for the year ended Dec. 31, 2015, compared to net
income of $1.15 billion on $4.65 billion of total net revenue for
the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$158.58 billion in total assets, $145.14 billion in total
liabilities and $13.43 billion in total equity.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable. Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.
ALPHA NATURAL: KEIP Is Not Disguised KERP, Court Says
-----------------------------------------------------
Alpha Natural Resources, Inc., and its debtor affiliates sought
authority from the United States Bankruptcy Court for the Eastern
District of Virginia, Richmond Division, to make payments to
executive insiders under their 2015 Annual Incentive Bonus Plan and
approval of their Key Employee Incentive Plan.
Under the 2015 AIB, the Debtors will pay, in the ordinary course of
its business, eight of their executive insiders incentives that had
been earned prepetition. The Court approved the AIB component of
the Debtors' Motion on an uncontested basis. The KEIP component of
the Debtors' Motion sought to incentivize the Debtors' senior
management team to meet and exceed certain performance goals.
Senior management members would receive monetary rewards based on
the performance of the Debtors and the completion of other
restructuring milestones.
The Office of the United States Trustee, the United Mine Workers of
America, and six UMWA associated health and retirement funds filed
objections to the KEIP. The Official Committee of Unsecured
Creditors, the Official Committee of Retired Employees, the
Debtors' postpetition lenders, the Debtors' first-lien lenders, and
the Debtors' second-lien lenders did not object to the KEIP. The
Court overruled the Objections and approved the KEIP. Accordingly,
the Court entered an order approving the 2015 AIB payments and the
KEIP on January 27, 2016.
In a Memorandum Opinion dated February 24, 2016, which is available
at http://is.gd/v8Iz14from Leagle.com, U.S. Bankruptcy Judge Kevin
R. Huennekens found that the KEIP is not a disguised KERP.
According to Judge Huennekens, the KEIP is within the sound
business judgment of the Debtors. The Court has additionally
determined independently that approval of the KEIP is in the best
interest of the Debtors and their creditor constituencies. The
proposed KEIP incentivizes the KEIP Participants to maximize value
over the coming months of the case, Judge Huennekens noted. The
value preserved can then flow to the other parties and lift every
other constituency in this case, he said. If the KEIP Participants
reach their performance goals, every other creditor constituency
will see a benefit, Judge Huennekens added. Accordingly, the KEIP
Order was entered on January 27, 2016.
The case is IN RE: ALPHA NATURAL RESOURCES, INC., et al., Chapter
11, Debtors, Case No. 15-33896-KRH, (Jointly Administered)(Bankr.
E.D. Va.).
Alpha Natural Resources, Inc., Debtor, is represented by Carl E.
Black, Esq. -- ceblack@jonesday.com -- Jones Day, Tyler P. Brown,
Esq. -- tpbrown@hunton.com -- Hunton & Williams, Shannon Eileen
Daily, Esq. -- sedaily@hunton.com -- Hunton & Williams LLP, Jeffrey
B Ellman, esq. – jbellman@jonesday.com -- Jones Day, Robert W.
Hamilton, Esq. – rwhamilton@jonesday.com -- Jones Day, David G
Heiman, Esq. – dgheiman@jonesday.com -- Jones Day. Henry Pollard
Long, III, Esq. – hplong@hunton.com -- Hunton & Williams, LLP,
Justin F. Paget, Esq. – jfpaget@hunton.com -- Hunton & Williams
LLP, Thomas A. Wilson, Esq. – tawilson@jonesday.com -- Jones
Day.
Judy A. Robbins, U.S. Trustee, is represented by Hugh M. Bernstein,
Office of UST District of MD, Shannon Pecoraro, Office of the U.S.
Trustee, Robert B. Van Arsdale, Office of the U. S. Trustee.
Official Committee of Unsecured Creditors of Apha Natural
Resources, Inc., et al., Creditor Committee, is represented by
Dennis F. Dunne, Esq. -- ddunne@milbank.com -- Milbank,Tweed,Hadley
& McCloy LLP, Evan R. Fleck, Esq. -- efleck@milbank.com -- Milbank,
Tweed, Hadley & McCloy LLP, William A. Gray, Esq. --
BGray@SandsAnderson.com -- Sands Anderson PC, Eric Stodola, Esq. --
estodola@milbank.com -- Milbank,Tweed,Hadley & McCloy LLP, Roy M.
Terry, Jr., Esq. -- RTerry@SandsAnderson.com -- Sands Anderson PC.
About Alpha Natural Resources
Headquartered in Bristol, Virginia, Alpha Natural --
http://www.alphanr.com/-- is a coal supplier, ranked second
largest among publicly traded U.S. coal producers as measured by
2014 consolidated revenues of $4.3 billion. As of August 2015,
Alpha had 8,000 full time employees across many different states,
with UMWA representing 1,000 of the employees.
Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of
June 30, 2015, and $7.3 billion in total liabilities as of June
30,
2015.
The petitions were signed by Richard H. Verheij, executive vice
president, general counsel and corporate secretary.
Judge Kevin R. Huennekens presides over the cases.
David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.
Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel. Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.
The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors. Dennis F. Dunne, Esq., Evan R. Fleck, Esq.,
and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP;
and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M.
Terry, Jr., Esq. at Sands Anderson PC, represent the Committee.
AMPAL-AMERICAN: Court Dismisses Unit's $20-Mil. Clawback Suit
-------------------------------------------------------------
Judge Stuart M. Bernstein of the United States Bankruptcy Court for
the Southern District of New York granted the motion to dismiss
filed by the third-party defendants in the case captioned MERHAV
(M.N.F.) LIMITED and YOSEF A. MAIMAN, Third Party Plaintiffs, v.
HERMATIC TRUST (1975) LTD. REZNIK PAZ NEVO R.P.N. TRUSTS 2007 LTD.,
MISHMERET — TRUST COMPANY LTD., PSAGOT INVESTMENT HOUSE, LTD.,
MEITAV INVESTMENT HOUSE, LTD., SHAPIRA & CO., and OFER SHAPIRA,
Third Party Defendants, Adv. P. No. 14-02385 (SMB) (Bankr.
S.D.N.Y.).
Merhav Ampal Group, Ltd. ("MAG"), an indirectly wholly-owned
subsidiary of the debtor, Ampal-American Israel Corporation
("Ampal"), brought an adversary proceeding to recover on a $20
million note executed by Merhav (M.N.F.) Limited ("MNF") and
guaranteed by Yosef A. Maiman.
MNF and Maiman filed a third party Complaint, dated November 24,
2014 against three Indenture Trustees of three series of bonds
issued by Ampal, two bondholders, and an Israeli attorney, Ofer
Shapira, and his law firm Shapira & Co., alleging that the third
party defendants tortiously interfered with the loan and guaranty
(Count I) and that they tortiously interfered with prospective
business relations (Count II). The complaint also included a count
objecting to the Indenture Trustees' bankruptcy claims (Count III).
The third party defendants moved to dismiss the third party
complaint for lack of subject matter and personal jurisdiction and
for failure to state a claim upon which relief can be granted.
As to Count III of the third party complaint, MNF and Maiman
asserted that the Indenture Trustees' bankruptcy claims should be
"disallowed and expunged under 11 U.S.C. Section 502(b)(1) on the
basis of the unclean hands" or immoral conduct of the third party
defendants. Judge Bernstein found that the claims asserted by the
Indenture Trustees are obviously legal in nature and arise from
Ampal's failure to pay off the debentures that are held in trusts
and controlled by the Indenture Trustees for the benefit of the
bondholders. The judge applied the general rule that the unclean
hands doctrine does not bar a legal claim, and that this defense
does not bar the Indenture Trustees' claims because they have no
connection to the course of tortious conduct alleged in the third
party complaint. In addition, Judge Bernstein also held that MNF
and Maiman are not entitled to setoff because the debts lack
mutuality.
As to Counts I and II, Judge Bernstein found that the claims lie
between the MNF and Maiman and the third party defendants, and the
outcome will not have any conceivable effect on Ampal. Thus, the
judge concluded that the bankruptcy court lacks "related to"
jurisdiction over the tortious interference claims. Judge
Bernstein also declined to exercise supplemental jurisdiction over
the tortious interference claims.
A full-text copy of Judge Bernstein's February 29, 2016 memorandum
decision is available at http://is.gd/a4UQZ6from Leagle.com.
The bankruptcy case is In re: AMPAL-AMERICAN ISRAEL CORP., Chapter
7, Debtor, Case No. 12-13689 (SMB)(Bankr. S.D.N.Y.).
The adversary proceeding MERHAV AMPAL GROUP, LTD. f/k/a
MERHAV-AMPAL ENERGY, LTD., Plaintiff, v. MERHAV (M.N.F.) LIMITED
and YOSEF A. MAIMAN, Defendants, Adv. P. No. 14-02385 (SMB) (Bankr.
S.D.N.Y.).
Merhav Ampal Group, Ltd. is represented by:
John P. Campo, Esq.
David Dantzler, Jr., Esq.
John S. Kinzey, Esq.
TROUTMAN SANDERS LLP
875 Third Avenue
New York, NY 10022
Telephone: (212)704-6000
Email: john.campo@troutmansanders.com
david.dantzler@troutmansanders.com
john.kinzey@troutmansanders.com
Merhav (M.N.F.) Limited is represented by:
Paul Nii-Amar Amamoo, Esq.
Daniel A. Fliman, Esq.
David M. Friedman, Esq.
KASOWITZ, BENSON, TORRES & FRIEDMAN, LLP
1633 Broadway
New York, NY 10019
Telephone: (212)506-1700
Facsimile: (212)506-1800
Email: namamoo@kasowitz.com
dfliman@kasowitz.com
dfriedman@kasowitz.com
Ofer Shapira is represented by:
Sean E. O'Donnell
AKIN, GUMP, STRAUSS,
HAUER & FELD, LLP
One Bryant Park
Bank of America Tower
New York, NY 10036-6745
Telephone: (212)872-1000
Facsimile: (212)872-1002
Email: sodonnell@akingump.com
About Ampal-American Israel Corp.
Ampal-American Israel Corporation -- http://www.ampal.com/--
acquired interests primarily in businesses located in Israel or
that are Israel-related. Ampal-American filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 12-13689) on Aug. 29, 2012, to
restructure the Company's Series A, Series B and Series C
debentures. Bankruptcy Judge Stuart M. Bernstein presides over
the case. Ampal-American sought bankruptcy protection in the U.S.
because bankruptcy laws in Israel would lead to the Company's
liquidation.
Michelle McMahon, Esq., at Bryan Cave LLP, serves as the Debtor's
counsel. Houlihan Lokey serves as investment banker.
The petition was signed by Irit Eluz, chief financial officer,
senior vice president. The Company scheduled $290,664,095 in
total assets and $349,413,858 in total liabilities.
A three-member official committee of unsecured creditors is
represented by Brown Rudnick as counsel.
In May 2013, the Bankruptcy Court converted Ampal's Chapter 11
bankruptcy to a Chapter 7 liquidation after determining that the
energy investment holding company does not have sufficient cash to
execute a reorganization plan.
ANDALAY SOLAR: Files Series E Certificate of Designations
---------------------------------------------------------
Andalay Solar, Inc., disclosed in a Form 8-K report filed with the
Securities and Exchange Commission that it filed a Certificate of
Designations for Series E Preferred Stock with the Secretary of
State of the State of Delaware. On March 9, 2016, and March 11,
2016, respectively, the Company filed a Certificate of Correction
to the Certificate of Designations to correct the total number of
shares authorized to 225,000 shares of Series E Preferred Stock.
The shares of Series E Preferred Stock have a stated value of $1.00
per share and each holder of Series E Stock is entitled to the
number of votes equal to 5,000 votes for each share of Common Stock
into which the Series E Stock could be converted. The Series E
Stock is not entitled to dividends or a liquidation preference.
About Andalay Solar
Founded in 2001, Andalay Solar, Inc., formerly Westinghouse Solar,
Inc., is a provider of innovative solar power systems. In 2007,
the Company pioneered the concept of integrating the racking,
wiring and grounding directly into the solar panel. This
revolutionary solar panel, branded "Andalay", quickly won industry
acclaim. In 2009, the Company again broke new ground with the
first integrated AC solar panel, reducing the number of components
for a rooftop solar installation by approximately 80 percent and
lowering labor costs by approximately 50 percent. This AC panel,
which won the 2009 Popular Mechanics Breakthrough Award, has
become the industry's most widely installed AC solar panel. A new
generation of products named "Instant Connect" was introduced in
2012 and is expected to achieve even greater market acceptance.
Andalay Solar reported a net loss attributable to common
stockholders of $1.87 million for the year ended Dec. 31, 2014,
compared with a net loss attributable to common stockholders of
$3.85 million for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $826,350 in total assets,
$3.31 million in total liabilities and a total stockholders'
deficit of $2.49 million.
Burr Pilger Mayer, Inc., in San Jose, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's significant
operating losses and negative cash flow from operations raise
substantial doubt about its ability to continue as a going concern.
ANDALAY SOLAR: Signs Exchange Agreement with CEO, et al.
--------------------------------------------------------
Andalay Solar, Inc., entered into an exchange agreement with Edward
Bernstein, the Company's chief executive officer and director and
Mark Kalow, director. According to a regulatory filing with the
Securities and Exchange Commission, Messrs. Bernstein and Kalow and
Kenedi exchanged certain stock options owed to them in exchange for
140,625, 56,250 and 28,125 shares of Series E Preferred Stock,
respectively.
About Andalay Solar
Founded in 2001, Andalay Solar, Inc., formerly Westinghouse Solar,
Inc., is a provider of innovative solar power systems. In 2007,
the Company pioneered the concept of integrating the racking,
wiring and grounding directly into the solar panel. This
revolutionary solar panel, branded "Andalay", quickly won industry
acclaim. In 2009, the Company again broke new ground with the
first integrated AC solar panel, reducing the number of components
for a rooftop solar installation by approximately 80 percent and
lowering labor costs by approximately 50 percent. This AC panel,
which won the 2009 Popular Mechanics Breakthrough Award, has
become the industry's most widely installed AC solar panel. A new
generation of products named "Instant Connect" was introduced in
2012 and is expected to achieve even greater market acceptance.
Andalay Solar reported a net loss attributable to common
stockholders of $1.87 million for the year ended Dec. 31, 2014,
compared with a net loss attributable to common stockholders of
$3.85 million for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $826,350 in total assets,
$3.31 million in total liabilities and a total stockholders'
deficit of $2.49 million.
Burr Pilger Mayer, Inc., in San Jose, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's significant
operating losses and negative cash flow from operations raise
substantial doubt about its ability to continue as a going concern.
APEX ENDODONTICS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Apex Endodontics of TN, PLLC
47 Brookwood Terrace
Nashville, TN 37205
Case No.: 16-01708
Nature of Business: Health Care
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
Middle District of Tennessee (Nashville)
Judge: Hon. Marian F Harrison
Debtor's Counsel: Griffin S Dunham, Esq.
DUNHAM HILDEBRAND, PLLC
1704 Charlotte Avenue, Suite 105
Nashville, TN 37203
615-933-5850
Email: griffin@dhnashville.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Graham Locke, DDS, member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ARGENT ENERGY: Debenture Holders Oppose U.S. Recognition Bid
------------------------------------------------------------
An ad hoc committee of holders of debentures issued by Argent
Energy Trust objects to the expedited petition filed by the CCAA
court appointed monitor of Argent Energy (Canada) Holdings, Inc.,
and Argent Energy (US) Holdings, Inc., which petition asks the U.S.
Bankruptcy Court for the Southern District of Texas to recognize
their CCAA proceedings in Canada as foreign main proceeding.
The Ad Hoc Group is comprised of (1) Twin Lake Total Return
Partners LP, (2) Twin Lake Total Return Partners QP, LP, (3) Iron
Road Multi-Strategy Fund LP, (4) Iron Road Diversified Fund LP, and
(5) Anson Catalyst Master Fund LP. The members of the Ad Hoc
Committee are unsecured creditors holding interests in certain debt
securities issued by Argent Energy Trust, the parent company of the
Debtors. To date, the members of the Ad Hoc Committee are owed
approximately C$47.673 million under the Debentures.
The Ad HoC Committee claims that the Petitioners and, in
particular, Argent US, seek relief that has never been granted in
similar circumstances. Indeed, after extensive research that
included published cases decided both under chapter 15 and its
predecessor statute, Section 304 of the Bankruptcy Code, the Ad Hoc
Committee has been unable to locate a single instance in which a
United States Bankruptcy Court granted recognition to foreign
proceedings of a domestic company that operated exclusively within
the United States.
According to the Ad Hoc Committee, the absence of precedent is not
surprising: For a U.S. domestic corporation with a U.S.-only
business to seek to reorganize or liquidate its business anywhere
but the United States would amount to nothing short of
inappropriate forum shopping, which chapter 15's recognition
requirements were designed to address in the first place. See
Benjamin J. Christenson, Best Let Sleeping Presumptions Lie:
Interpretation of "Center of Main Interest" Under Chapter 15 of the
Bankruptcy Code and an Appeal for Additional Judicial Complacency,
2010 U. ILL. L. REV. 1565 (2010) (noting that the COMI requirement
"was intended to prevent forum shopping and abuse of bankruptcy
havens").
The Ad Hoc Committee avers that the Petitioners cannot meet their
evidentiary burden for recognition of the Canadian Proceedings as
set forth in section 1517 of the Bankruptcy Code.
"The Petitioners have no operations in Canada, and substantially
all of their assets, and all of their operations, are located in
the United States. Moreover, all of those assets and operations
reside in Argent US which, as its name suggests, is not a Canadian
corporation, but rather is incorporated in Delaware, U.S.A., which
is therefore its presumptive "center of main interests" under
section 1516 of the Bankruptcy Code," the Ad Hoc Committee points
out in its objection.
Response by Debtors
"In their Objection to the Petition for Recognition, the Ad Hoc
Committee of Debentureholders ignores the clear tests used to
determine whether a foreign proceeding, such as the Canadian
Proceeding, should be recognized as a foreign main proceeding or
foreign nonmain proceeding. Instead, in light of the clear and
undisputed facts, the Ad Hoc Group conflates the Debtors' executive
functions (which occur in Canada) with their day-to-day operational
functions (which occur in the United States) and confuse an
"office" with the place where a company is directed, controlled,
and coordinated. Given the well-established law and undisputed
facts on these points, it is clear that the Canadian Proceeding is
entitled to recognition under 11 U.S.C. Sec. 1517," the Debtors
said in response to the objection.
The Debtors also point out that the Ad Hoc Group lacks standing to
participate in the chapter 15 proceedings.
"The Ad Hoc Group purports to hold debentures issued pursuant to
the June 4, 2013 Convertible Debenture Indenture (the "Indenture")
between Argent Trust and Computershare Trust Company of Canada, as
Trustee (the "Trustee"). The Debtors are not obligors, guarantors,
or otherwise parties under the Indenture; Argent Trust, a
non-debtor to these chapter 15 proceedings, is the sole obligor
under the Indenture. Accordingly, the Ad Hoc Group has no direct
claims against either of the Debtors. Rather, the Ad Hoc Group
contends that they have an interest in this case because Argent
Trust holds intercompany notes owed by Argent US. In other words,
the Ad Hoc Group is a creditor of a creditor of a debtor that may,
at most, be indirectly affected by these proceedings."
Argent Canada and Argent US request that the U.S. Bankruptcy Court
find their centers of main interest to be in Calgary, Alberta,
Canada, and accordingly grant recognition to the Canadian
Proceeding as a foreign main proceeding. Alternatively, Argent
Canada and Argent US submit that they each have an establishment in
Canada, and the Canadian Proceeding should be afforded foreign
nonmain recognition. In either event, Argent US and Argent Canada
believe that the Ad Hoc Group lacks standing to participate in
these proceedings, and their Objection should therefore not be
sustained.
FTI Consulting Canada, Inc. ("FTI"), the CCAA appointed monitor,
joined in the Debtors' reply in support of the expedited petition
for recognition. FTI notes that no U.S. creditors of the chapter
15 debtors have objected to recognition. The lone objector, the Ad
Hoc Committee, is not a creditor of either of the chapter 15
Debtors. FTI also points out that Argent Canada is a Canadian
company with its registered and principal office in Canada, and
Argent US's President and CFO resides in and conducts business on
behalf of Argent U.S. in Canada.
Counsel for the Debtors:
Philip G. Eisenberg, Esq.
W. Steven Bryant, Esq.
Steven W. Golden, Esq.
LOCKE LORD LLP
600 Travis Street, Suite 2800
Houston, TX 77002
Telephone: 713-226-1200
Facsimile: 713-223-3717
E-mail: peisenberg@lockelord.com
sbryant@lockelord.com
steven.golden@lockelord.com
Attorneys for the Ad Hoc Committee of Debenture Holders:
John J. Sparacino, Esq.
VORYS, SATER, SEYMOUR AND PEASE LLP
700 Louisiana Street, Suite 4100
Houston, TX 77002
Tel: 713-588-7038
E-mail: jjsparacino@vorys.com
- and -
Michael Friedman, Esq.
Steven Wilamowsky, Esq.
CHAPMAN & CUTLER
1270 Avenue of the Americas
30th Floor
New York, NY 10020
Tel: 212-655-6000
Fax: 212-697-7210
E-mail: friedman@chapman.com
wilamowsky@chapman.com
Counsel for the Monitor:
NORTON ROSE FULBRIGHT US LLP
William R. Greendyke, Esq.
Jason L. Boland, Esq.
Bob B. Bruner, Esq.
1301 McKinney Street, Suite 5100
Houston, TX 77010-3095
Telephone: (713) 651-5151
Facsimile: (713) 651-5246
E-mail: william.greendyke@nortonrosefulbright.com
jason.boland@nortonrosefulbright.com
bob.bruner@nortonrosefulbright.com
Argent Energy
Argent Energy (Canada) Holdings, Inc. and Argent Energy (US)
Holdings, Inc. on Feb. 19, 2016, through FTI Consulting, Inc., as
monitor and foreign representative, filed petitions Chapter 15 of
the Bankruptcy Code (Bankr. S.D. Tex. Case Nos. 16-20060 and
16-20061, respectively) after failing to repay $51.9 million under
a credit facility dated as of Oct. 25, 2012, with a lending
syndicate comprised of The Bank of Nova Scotia, Canadian Imperial
Bank of Commerce, Royal Bank of Canada, and Wells Fargo Bank, N.A.,
Canadian Branch, with The Bank of Nova Scotia as administrative
agent.
Contemporaneously with the filing of the Chapter 15 petitions, the
Debtors, through FTI Consulting Canada Inc., in its capacity as the
court-appointed monitor and authorized foreign representative,
filed a motion asking the U.S. Bankruptcy Court to recognize in the
United States a proceeding pending in the Court of Queen's Bench of
Alberta, Judicial Centre of Calgary under the Companies' Creditors
Arrangement Act.
Argent Canada and Argent US, owners of interests in oil and gas
assets in Texas, Wyoming, and Colorado, are part of a group of
companies who have been granted protection under the CCAA. The
Canadian Court has appointed FTI as the monitor and authorized
foreign representative of the Debtors.
As part of the restructuring process in the Canadian Proceeding and
these related Chapter 15 cases, the Debtors intend to sell their
assets through a court-supervised procedure. On Feb. 17, 2016, the
Canadian Court granted an initial order, among other things,
imposing a stay in Canada prohibiting any proceeding or enforcement
process against the Canadian Debtors or their assets and approving
a sale solicitation process for the marketing and sale of Argent's
assets.
ASPECT SOFTWARE: S&P Lowers CCR to 'D' on Bankruptcy Filing
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Phoenix-based Aspect Software Inc. to
'D' (default) from 'CCC-'. S&P also lowered its issue-level
ratings on the company's first lien term loan and second lien notes
to 'D' from 'CCC' and 'CC', respectively.
The rating actions follow Aspect's announcement that it has filed
voluntary petitions for restructuring under Chapter 11 of the U.S.
Bankruptcy Code. Aspect also announced that it has entered into a
pre-arranged agreement, subject to court approval, with certain
unaffiliated lenders which provides for a financial restructuring
and replacement of its existing credit facilities.
"The restructuring agreement contemplates the reduction of more
than $320 million of indebtedness. Certain of the company's
first-lien lenders will be providing a $30 million delayed-draw
term loan debtor-in-possession facility, according to court
filings. We expect to review our corporate credit rating on Aspect
upon completion of a debt restructuring," said Standard & Poor's
credit analyst Kenneth Fleming.
ASPEN GROUP: Reports $675,000 Net Loss for Third Quarter
--------------------------------------------------------
Aspen Group, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $674,964 on $2.16 million of revenues for the three months ended
Jan. 31, 2016, compared to a net loss of $1.21 million on $1.28
million of revenues for the three months ended Jan. 31, 2015.
For the nine months ended Jan. 31, 2016, the Company reported a net
loss of $2.13 million on $5.78 million of revenues compared to a
net loss of $3.23 million on $3.67 million of revenues for the same
period in 2015.
As of Jan. 31, 2016, Aspen had $5.12 million in total assets, $4.39
million in total liabilities and $733,628 in total stockholders'
equity.
"This quarter marks a key milestone in Aspen's history, as
Registered Nursing students now represent the majority of our
degree-seeking student body," said Chairman & CEO, Michael Mathews.
"I'd just like to thank the record number of Registered Nurses
across this country for entrusting Aspen with one of their most
important professional aspirations, obtaining an advanced Nursing
degree," continued Mathews.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/wZbFRx
About Aspen Group
Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management. On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc. On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive. On
March 13, 2012, the Company was recapitalized in a reverse merger.
Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education. Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.
Aspen Group reported a net loss of $4.2 million on $5.2 million of
revenues for the year ended April 30, 2015, compared to a net loss
of $5.3 million on $3.9 million of revenues for the year ended
April 30, 2014.
AXION INTERNATIONAL: Has Access to $1.88M Loan From Plastic Ties
----------------------------------------------------------------
Axion International, Inc., won entry of a second interim order
approving its secured DIP financing. The Debtors are authorized to
borrow up to $1,875,000 from Plastic Ties Financing LLC, pursuant
and subject to the terms of the Second Interim Order. The use of
DIP financing proceeds and the use of cash collateral will be in
strict accordance with the approved budget. All (i) DIP
obligations will be due and payable, and (ii) authorization to use
cash collateral will cease on May 16, 2016, or on the occurrence of
a default, violation or breach.
The Debtors on the Petition Date filed a motion to obtain up to
$2.2 million in postpetition financing from Plastic Ties Financing
LLC, as lender, and use cash collateral. The loan bears an
interest of 12% per annum. As security for the DIP Lender's
commitment, the DIP Lender will be granted a perfected first
priority lien on any and all current and future assets of the
Debtors.
Following an interim hearing on Dec. 4, 2016, the Court entered its
first interim order approving the financing. A final hearing was
commenced on Dec. 29 and continued to Jan. 4, 2016, at which time
the Court did not enter a Final DIP Order for reasons stated by the
Court on the record. Following an interim hearing held on Feb. 10,
12 and 26, the Court entered the Second Interim Order, a copy of
which is available for free at:
http://bankrupt.com/misc/Axion_229_2nd_Int_DIP_Order.pdf
About Axion
Axion International, Inc., et al., manufacture, market and sell
structural products and building materials, with an emphasis on
railroad ties and construction mats. As of Dec. 2, 2015, Axion had
70 employees.
Axion International Holdings, Inc., is a publicly-traded company
(AXIH), organized under Colorado law, with executive offices
located in Zanesville, Ohio. As of the Petition Date, Holdings
had
54,121,611 shares of common stock, par value $0.016 per share,
traded on the OTCC Bulletin Board.
Axion International, Inc., Axion International Holdings, Inc. and
Axion Recycled Plastics Incorporated filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12415) on Dec. 2, 2015.
The petitions were signed by Donald W. Fallon, the CFO and
treasurer. Judge Christopher S. Sontchi has been assigned to the
cases.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Debtors tapped Bayard, P.A., as counsel. Greenberg Traurig LLP
serves as special counsel. Epiq Bankruptcy Solutions, LLC serves
as the Debtors' claims and noticing agent.
The Official Committee of Unsecured Creditors is represented by
Eric J. Monzo, Esq., at Morris James LLP and Sandra E. Mayerson,
Esquire., at the Law Offices of Sandra Mayerson.
BANDHU DEVELOPMENT: 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 Bandhu Development Inc.
Bandhu Development Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Penn., Case No. 16-20013) on January
4, 2016. The petition was filed pro se.
BASIC ENERGY: Moody's Cuts Corporate Family Rating to 'Caa3'
------------------------------------------------------------
Moody's Investors Service downgraded Basic Energy Services, Inc.'s
Corporate Family Rating (CFR) to Caa3 from Caa1, its senior
unsecured notes rating to Ca from Caa2, and lowered its Speculative
Grade Liquidity Rating to SGL-4 from SGL-3. The outlook remains
negative.
"The downgrade reflects Basic's very high leverage and our
expectation of negative EBITDA for 2016, driven by depressed
industry fundamentals for US onshore oilfield service providers,"
said John Thieroff, Moody's VP-Senior Analyst. "We expect operating
conditions to remain weak through 2017, placing Basic's cash flows
under heavy pressure for a prolonged period. Without an
unexpectedly strong and sustained recovery in commodity prices that
leads to a significant uptick in demand, the likelihood Basic will
need some measure of debt restructuring is high."
Issuer: Basic Energy Services, Inc.
Ratings Downgraded:
-- Corporate Family Rating, Downgraded to Caa3 from Caa1
-- Probability of Default Rating, Downgraded to Caa3-PD from
Caa1-PD
-- Senior Unsecured Notes Rating, Downgraded to Ca (LGD4) from
Caa2 (LGD4)
-- Speculative Grade Liquidity Rating, Lowered to SGL-4 from SGL-
3
RATINGS RATIONALE
The Caa3 Corporate Family Rating (CFR) reflects Basic's
unsustainably high leverage, lack of interest coverage, relatively
small tangible asset base, inherent volatility of its revenues and
cash flows because of the highly cyclical demand for oilfield
services in an environment of fluctuating commodity prices, and the
company's history of using acquisitions to grow its business.
Although Basic benefits from decent scale, its broad suite of
well-site services, a diversified customer base, its market
position as a mid-size player in the fragmented oilfield services
industry and spending flexibility in periods of weak cash flow,
very weak industry fundamentals have greatly diminished the value
of these attributes.
Severely reduced US onshore upstream spending in 2016 has squeezed
Basic's margins. Additionally, Basic borrowed $165 million under a
13.5% secured term loan in February 2016 that, while providing
needed liquidity to sustain itself through 2016, substantially
increases Basic's already onerous interest burden and likely
renders its capital structure unsustainable. With an expectation of
continued weak oil and gas prices through at least 2017, demand for
services will remain weak with dim prospects for material recovery
in Basic's cash flow generation. Despite weak cash flow, Moody's
expects Basic to internally fund its significantly reduced
maintenance-level capital spending in 2016 with cash from the
balance sheet.
The SGL-4 Speculative Grade Liquidity Rating reflects Moody's view
of weak liquidity into early 2017. Although Basic had $197 million
of cash at December 31, 2015 pro forma for the new term loan,
Moody's expects the company to exhaust most of this cash by the end
of the first quarter 2017 in order to cover operating losses, a $40
million maintenance-level 2016 capital budget and run rate interest
expense of $23 million per quarter. As a result of the new term
loan, Basic's revolving credit facility has been reduced to $100
million; pro forma at December 31, 2015 availability under the
borrowing base was $23 million. Basic is not currently subject to
financial covenants under the facility; however, springing
covenants take effect when availability is $15 million. In that
event, Basic is required to maintain a fixed charge coverage ratio
of at least 1x and a senior secured leverage ratio under 2.5x,
levels we don't expect Basic to be able to achieve through early
2017 -- limiting availability under the revolver to $8 million on
the current borrowing base. The credit facility matures November
2019.
The Ca unsecured notes rating reflects the subordination of the
notes to Basic's senior secured ABL facility and secured term
loan's priority claim to company assets, causing them to be rated
one notch below the Caa3 CFR under Moody's Loss Given Default
Methodology.
The negative outlook reflects the weak prospect for cash flow
generation in 2016 and the limited liquidity Moody's expects Basic
to face in by mid-2017. A ratings downgrade is likely if liquidity
falls below $50 million. While unlikely in the next 12 months, an
upgrade could be considered if Basic improves interest coverage to
above 1.2x, leverage is reduced to under 6x for a sustained period
while maintaining adequate liquidity.
BEATRICE COMMUNITY HOSP: Fitch Affirms 'BB+' Rating on $30MM Bonds
------------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on these Hospital
Authority No. 1 Gage County, Nebraska bonds issued on behalf of
Beatrice Community Hospital (BCH):
-- $30 million health care facilities revenue bonds, series
2010B.
BCH also has $9.9 million in series 2015 direct placement bonds
which are not rated by Fitch.
The Rating Outlook is Stable.
SECURITY
The bonds are secured by a pledge of gross revenues, a mortgage
lien, and a debt service reserve fund.
KEY RATING DRIVERS
COMPLETION OF AMBULATORY EXPANSION: A $7.2 million medical office
and ambulatory expansion project will be fully operational in the
summer of 2016. Funded via operating cash flow, the project is on
track to be completed on time and on budget. The new space will
accommodate the re-located Women and Children's Clinic and the
Infusion Center.
CRITICAL ACCESS DESIGNATION: BCH's operating performance continues
to be bolstered by the associated supplemental revenues afforded by
its critical access hospital (CAH) designation. Further, BCH's
rural location approximately 30 miles from the nearest competing
hospital affords it a stable and leading market position, and a
very limited competitive landscape.
CONTINUED OPERATING IMPROVEMENT: BCH is continuing to deliver
strong profitability and cash flow improvement that has contributed
to a notable increase in liquidity. Operating margin of 3.8% and
operating EBITDA margin of 16% comfortably surpass the medians for
the below-investment-grade category. Days cash on hand (DCOH)
improved to 155.8 days in fiscal 2015 (Sept. 30, 2015,) from 135.3
days in fiscal 2014. Further increases to unrestricted cash
balances in fiscal 2016 may be tempered by the final payments on
the current expansion project, most of which is being funded in
2016. Fitch expects cash will remain in line with fiscal 2015
levels, which is an improvement from the 120 DCOH in fiscal 2012
after the hospital funded its equity contribution for the
replacement facility.
DEBT BURDEN EASED BY ENHANCED CASH FLOW: BCH'S debt metrics have
continued to recover based on the healthy operating levels being
generated at the hospital. Debt to capitalization improved to
48.6% in fiscal 2015 from 50.6% in 2014. Maximum annual debt
service (MADS) decreased to 5.5% of total revenue in 2015 from 5.7%
in 2014. This metric improved again in the first quarter of 2016
(1Q16) to 5% of revenue. The capital related ratios should
continue to improve in the coming years as there are no additional
debt plans.
RATING SENSITIVITIES
SUSTAINED OPERATING IMPROVEMENT: Fitch expects BCH to continue to
rebuild its balance sheet in the coming years through consistently
healthy operating cash flow levels. Upward rating movement would
be considered should BCH sustain a financial cushion in excess of
Fitch's 'BBB' category median ratios, and in line with other
investment-grade critical access hospitals, which Fitch believes is
necessary to offset the risks inherent to its small revenue base.
CREDIT PROFILE
BCH is located in Beatrice, NE, approximately 40 miles south of
Lincoln, NE. BCH is a CAH operating 25 acute-care beds. Other
entities include two HUD housing projects for the elderly and a
45-unit congregate living facility. BCH is also an affiliate
member of the Enhance Health Network which was founded in 2013 by a
group of healthcare providers in NE to align geographically
disperse members as they transition to value-based care.
Except for one physician, BCH's active medical staff is all
employed by the hospital. With the changes in care delivery
models, management is planning to better prepare for population
health and value-based care in the future by integrating the goals
of the employed physicians with that of the hospital. To that end,
management is beginning to shift more leadership roles to its
medical staff to make the organization more physician-driven.
2015 OPERATING RESULTS
As a CAH with stable reimbursement streams, BCH's operating growth
is dependent on its ability to deliver sustainable growth in
clinical utilization. BCH's primary market of Gage County has been
experiencing population declines but BCH has been able to maintain
and increase utilization in certain clinical areas such as
obstetrics, pediatrics and outpatient surgeries. Outpatient
surgeries, driven partly by growth in orthopedics, increased 11.7%
in fiscal 2015 to 1,536 from 1,375 surgeries in 2014. The growth
has continued in 1Q16 with 414 surgeries as compared to 393 in
1Q15.
BCH's operating EBITDA of $11 million in fiscal 2015 supported
balance sheet growth but will be used to fund the remaining cost of
the ambulatory expansion that the hospital is to complete in the
summer of 2016. Although the hospital is only four years old, its
ambulatory growth resulted in space constraints in certain
departments. The Women and Children's Clinic and the Infusion
Center, both currently on the second floor of the hospital, will be
relocated to the new 17,500 square foot space, and additional
parking will be added by the new entrance. BCH is also funding the
capital purchase of a new electronic health record system for the
clinics that is estimated to go live in October 2016. Other than
these investments, the organization has no other significant
capital needs at this time. Routine capital expenses in 2016 and
2017 are budgeted at approximately $1.5 million.
DEBT PROFILE
Total debt was $39.6 million in fiscal 2015, which was 100% fixed
rate with no swaps. As of 2016, MADS is $3.7 million.
BERNARD L. MADOFF: Court Grants Injunctive Relief vs. Goldman
-------------------------------------------------------------
In January 2011, Irving H. Picard, Esq., as trustee of the
Securities Investor Protection Act liquidation of Bernard L. Madoff
Investment Securities LLC, settled the estate's claims against the
Picower Parties.
As part of the settlement, the Court entered a permanent injunction
in favor of the Picower Parties that barred creditors from
asserting claims "duplicative or derivative of the claims brought
by the Trustee, or which could have been brought by the Trustee
against the Picower BLMIS Accounts or the Picower Releasees." Since
then, various former BLMIS customers have attempted, without
success, to side step the restrictions imposed by the injunction
and sue the Picower Parties to recover their lost investments.
The current litigation involves the third attempt by A & G Goldman
Partnership and Pamela Goldman to sue the Picower Parties in the
United States District Court for the Southern District of Florida.
They contend that Jeffry Picower was a "control person" of BLMIS
and liable for BLMIS' primary violations of the federal securities
laws.
The Trustee and the Picower Parties commenced these proceedings to
enjoin the Florida litigation contending that it violates the
Court's permanent injunction and the automatic stay. The Picower
Parties also seek to prevent the Goldman Parties from filing
another complaint against them.
In a Memorandum Decision dated February 17, 2016, which is
available at http://is.gd/UZlyS2from Leagle.com, Judge Stuart M.
Bernstein of the United States Bankruptcy Court for the Southern
District of New York granted the applications for injunctive
relief, but denied the Picower Parties' request to enjoin the
Goldman Parties from filing further.
Judge Bernstein held that, "On balance, I nevertheless decline to
impose an injunction, at least for now, in part because the Goldman
Parties have never actually proceeded with their "control person"
claim without the leave of this Court. This Court has acted as the
gatekeeper of their claims, either by agreement of the parties or
order of the Florida District Court, and the remedy is "less
dramatic" than an outright ban, for now, on further filings. The
gatekeeping function has been expensive and time-consuming, but the
Court is confident that the Goldman Parties will not cause any
further needless expenditure of resources or time. The Trustee or
the Picower Parties, or both, may seek appropriate sanctions if
they do."
The case is SECURITIES INVESTOR PROTECTION CORPORATION, Plaintiff,
v. BERNARD L. MADOFF INVESTMENT SECURITIES LLC, Defendant. In re:
BERNARD L. MADOFF, Debtor. IRVING H. PICARD, Trustee for the
Liquidation of Bernard L. Madoff Investment Securities LLC,
Plaintiff, v. A & G GOLDMAN PARTNERSHIP; and PAMELA GOLDMAN
Defendants. CAPITAL GROWTH COMPANY; DECISIONS, INC.; FAVORITE
FUNDS; JA PRIMARY LIMITED PARTNERSHIP; JA SPECIAL LIMITED
PARTNERSHIP; JAB PARTNERSHIP; JEMW PARTNERSHIP; JF PARTNERSHIP; JFM
INVESTMENT COMPANIES; JLN PARTNERSHIP; JMP LIMITED PARTNERSHIP;
JEFFRY M. PICOWER SPECIAL COMPANY; JEFFRY M. PICOWER, P.C.; THE
PICOWER FOUNDATION; THE PICOWER INSTITUTE OF MEDICAL RESEARCH; THE
TRUST F/B/O GABRIELLE H. PICOWER; BARBARA PICOWER, individually and
as Executor of the Estate of Jeffry M. Picower, and as Trustee for
the Picower Foundation and for the Trust f/b/o Gabriel H. Picower,
Plaintiffs, v. A & G GOLDMAN PARTNERSHIP; and PAMELA GOLDMAN
Defendants, Adv. Pro. Nos. 08-01789 (SMB), 14-02407 (SMB), 14-02408
(SMB)
Securities Investor Protection Corporation, Plaintiff, represented
by Kevin H. Bell, Securities Investor Protection Corp, Nathanael
Kelley, Securities Investor Protection Corporation, Christopher H.
LaRosa, Securities Investor Protection Corp, Josephine Wang,
Securities Investor Protection Corp..
Russell Oasis, Defendant, is represented by Helen Davis Chaitman,
Esq. -- hchaitman@chaitmanllp.com --Chaitman LLP.
Edmond A. Gorek, Defendant, is represented by Margarita Y.
Ginzburg, Esq. -- mginzburg@daypitney.com -- Day Pitney LLP,
Thomas D. Goldberg, Esq. -- tgoldberg@daypitney.com -- Day Pitney
LLP.
Gerald J. Block, Defendant, is represented by Jessica Mikhailevich,
Esq. -- mikhailevich.jessica@dorsey.com -- Dorsey & Whitney LLP.
A&G Goldman Partnership, Defendant, is represented by Michael Ira
Goldberg, Esq. -- michael.goldberg@akerman.com -- Akerman LLP.
Carl Glick, Defendant, is represented by Alec P. Ostrow, Esq. --
aostrow@beckerglynn.com -- Becker, Glynn, Muffly, Chassin &
Hosinski LLP.
L.H. Rich Companies, Defendant, is represented by Andrew J.
Goodman, Esq. -- agoodman@gsblaw.com -- Garvey Schubert Barer.
HSBC Bank Bermuda Limited, Defendant, is represented by Thomas J.
Moloney, esq. -- tmoloney@cgsh.com -- Cleary, Gottlieb, Steen &
Hamilton LLP.
El Prela Trading Investments Limited, Defendant, is represented by
Timothy P. Harkness, Esq. -- timothy.harkness@freshfields.com --
Freshfields Bruckhaus Deringer LLP.
Citi Hedge Fund Services Limited, Defendant, is represented by
Carmine Boccuzzi, Esq. -- cboccuzzi@cgsh.com -- Cleary, Gottlieb,
Steen & Hamilton.
FIM Limited, Defendant, is represented by Mor Wetzler, Esq. --
morwetzler@paulhastings.com -- Paul Hastings LLP.
Kingate Euro Fund, Ltd., Defendant, represented by Rex Lee, Quinn
Emanuel Urquhart Oliver & Hedges, LLP, Robert S Loigman, Quinn
Emanuel Urquhart & Sullivan LLP, Xochitl S. Strohbehn, Lindsay M.
Weber, Quinn Emanuel Urquhart & Sullivan, LLP.
Kingate Management Limited, Defendant, represented by Scott W.
Reynolds, Chaffetz Lindsey LLP.
Milberg LLP and Seeger Weiss LLP Defendants, Defendant, represented
byMatthew A Kupillas, Milberg LLP.
Sidney Marks, Defendant, represented by Charles Collier Platt,
Wilmer Cutler Pickering Hale and Dorr LLP.
Susan Schemen Fradin, Defendant, represented by Joseph Thompson
Baio, Willkie Farr & Gallagher LLP.
Epic Ventures, LLC, and Eric P. Stein, individually, and as
Managing Member of Epic Ventures, LLC, Defendant, represented by
Carole Neville, DENTONS US LLP.
Sharon A. Raddock, Defendant, represented by Richard Levy, Jr.,
Pryor Cashman LLP.
SG Hambros Bank & Trust (Bahamas) Limited, in its capacity as
trustee of the Panagiotis Sakellariou Settlement, an Irrevocable
Trust u/a/d 12/17/92, Defendant, represented by John F. Zulack,
Flemming Zulack Williamson Zauderer LLP.
Estate of Sheldon Shaffer, Defendant, represented by Brendan M.
Scott, Klestadt Winters Jureller Southard & Stevens, LLP.
Nine Thirty Partners Holdings, LLC, a Delaware limited liability
company, Defendant, represented by Richard A. Kirby, Baker &
McKenzie LLP.
Mercedes P. Rea, Defendant, represented by Richard E. Signorelli.
Queensgate Foundation, Defendant, represented by David J. Eiseman,
Golenbock Eiseman Assor Bell & Peskoe LL.
Elaine S. Stein Revocable Trust, Defendant, represented by Douglas
L Furth, Golenbock Eiseman Assor Bell & Peskoe, LLP.
Evelyn Fisher, individually, and in her capacity as Trustee for
TRUST U/W/O DAVID L. FISHER and TRUST U/T/A 8/20/90 , Defendant,
represented byTerence William McCormick, Mintz & Gold LLP.
Peter G. Chernis Revocable Trust dtd 1/16/87, as amended,
Defendant, represented by Michael R. Lastowski, Duane Morris LLP.
Banque J. Safra (Suisse) S.A., Defendant, represented by Marisa
Glassman, Sullivan & Cromwell LLP, Robinson B. Lacy, Sullivan &
Cromwell LLP.
Ariel Fund Limited And Gabriel Capital, L.P., Defendant,
represented byJordan W. Siev, Reed Smith LLP.
J. Ezra Merkin, Defendant, represented by Neil A. Steiner, Dechert
LLP.
Fairfield Greenwich Limited, Defendant, represented by Mark G
Cunha, Simpson Thacher & Bartlett.
Lawrence Elins, Defendant, represented by Matthew J. Gold,
Kleinberg, Kaplan, Wolff & Cohen, P.C..
Marion B. Roth, Defendant, represented by Michele L. Pahmer,
Stroock & Stroock & Lavan LLP.
Ascot Fund Ltd., Defendant, represented by Judith A. Archer, Norton
Rose Fulbright US LLP, Jami Mills Vibbert, Norton Rose Fulbright US
LLP.
C&P Associates, Ltd., C&P Associates, Ltd., Defendant, represented
by Alex Reisen, Arkin Solbakken LLP.
The Wiener Family Limited Partnership, Wiener Family Holding Corp.,
Marvin M. Wiener and Sondra M. Wiener,Charles E. Wiener and Carolyn
B. Wiener, Defendant, represented by Richard M. Meth, Fox
Rothschild LLP.
Stuart Perlen and Myra Perlen, in their capacities as trustees for
the Trust F/B/O Melissa Perlen U/A Dated 9/12/1979, Defendant,
represented byJonathan L. Flaxer, Golenbock, Eiseman, Assor, Bell &
Peskoe, LLP.
Legacy Capital, Ltd., Defendant, represented by Nicholas F. Kajon,
Stevens & Lee, P.C..
Public Institution for Social Security, Defendant, represented by
Gregory W. Fox, Goodwin Procter LLP.
Grosvenor Aggressive Growth Fund Limited, Defendant, represented
byGregg Mashberg, Proskauer Rose LLP.
Banque Syz SA, Defendant, represented by Richard B. Levin, Jenner &
Block LLP.
Bank Austria Worldwide Fund Management Ltd., Defendant, represented
byFranklin B. Velie, Sullivan & Worcester LLP.
Banca Carige S.p.A., Defendant, represented by David J. Mark,
Kasowitx, Benson, Torres & Friedman.
ABN AMRO BANK N.V. (presently known as THE ROYAL BANK OF SCOTLAND,
N.V.), Defendant, represented by Michael S. Feldberg, Allen &
Overy, LLP.
Northern Trust Corporation, Defendant, represented by Anthony L.
Paccione.
Fullerton Capital Pte. Ltd., Defendant, represented by Anthony D.
Boccanfuso, Arnold & Porter.
KBC Investments Limited, Defendant, represented by Alan Unger,
Sidley Austin LLP.
UBS Deutschland AG, Defendant, represented by Marshall R. King,
Gibson, Dunn & Crutcher, LLP.
Schroder & Co Bank AG, Defendant, represented by Robert S Fischler,
Ropes & Gray LLP.
ZCM Asset Holding Company (Bermuda) LLC, Defendant, represented
byJack G. Stern, Boies, Schiller & Flexner, LLP.
Unifortune Conservative Fund, Defendant, represented by David Noah
Greenwald, Cravath, Swaine & Moore LLP.
Six Sis AG, Defendant, represented by Andreas A. Frischknecht,
Chaffetz Lindsey LLP.
LGT Bank (Switzerland) Ltd., Defendant, represented by Dorothy
Heyl, Milbank, Tweed, Hadley & McCloy.
Andrew H. Cohen, Defendant, represented by Gregory Goett, Lewis &
McKenna.
Irving H. Picard, Trustee, represented by Jonathan R. Barr, Baker &
Hostetler LLP, Seanna Brown, Baker & Hostetler LLP, John J. Burke,
Baker Hostetler LLP, Bik Cheema, Baker & Hostetler LLP, Nicholas
Cremona, Baker & Hostetler LLP, Brian K. Esser, Baker & Hostetler
LLP, Jessie Morgan Gabriel, Baker & Hostetler LLP, Marc E.
Hirschfield, Baker & Hostetler LLP, John Moscow, Baker & Hostetler
LLP, Keith R. Murphy, Baker & Hostetler LLP,Irving H. Picard, Baker
& Hostetler LLP, Geraldine E. Ponto, Baker & Hostetler, Lauren
Resnick, Baker & Hostetler LLP, Jorian L. Rose, Baker Hostetler
LLP, Elizabeth A.
Scully, Baker & Hostetler LLP, David J. Sheehan, Baker & Hostetler
LLP, Howard L. Simon, Windels Marx Lane & Mittendorf, LLP, Jennifer
M. Walrath, Baker & Hostetler LLP, Oren Warshavsky, Baker &
Hostetler LLP, Catherine Elizabeth Woltering, Baker Hostetler LLP.
Jeffrey Kusama-Hinte, Counter-Claimant, represented by Martin J.
Auerbach.
Irving H. Picard, Trustee for the Liquidation of Bernard L. Madoff
Investment Securities LLC, Counter-Defendant, represented by
Matthew B. Lunn, Young Conaway Stargatt & Taylor, LLP.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities
Investor Protection Act of 1970. The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims
agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later
transferred to Manhattan. In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims. As of December
2015, the SIPA Trustee has recovered more than $10.91 billion and
has distributed approximately $9.16 billion, including $833 million
in committed advances from the Securities Investor Protection
Corporation (SIPC).
BOYD GAMING: Fitch Affirms 'B' IDR & Revises Outlook to Positive
----------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook to Positive from
Stable for Boyd Gaming Corp. and Peninsula Gaming LLC and affirmed
their respective Issuer Default Ratings (IDR) both at 'B'. Boyd's
and Peninsula's senior unsecured notes were upgraded to 'B-/RR5'
from 'CCC+/RR6'. Fitch also affirmed the IDR and all
issue-specific ratings for Marina District Finance Company, Inc.
(Borgata).
Peninsula is a wholly-owned, non-guarantor subsidiary of Boyd;
however, Fitch links its IDR to Boyd's given the high likelihood
that Peninsula will be merged into Boyd's credit group in the
near-to-medium term. The call premium on Peninsula's notes goes
away this August and Boyd's covenants provide flexibility to
refinance Peninsula's entire capital structure. Fitch does not
link Boyd's and Borgata's IDRs as Fitch does not believe there is a
strong strategic rationale for Boyd to support Borgata, a 50/50
joint venture (JV) with MGM Resorts, should the JV's credit profile
deteriorate.
BOYD/PENINSULA KEY RATING DRIVERS
The Positive Outlook reflects Boyd's substantial de-leveraging
efforts and improved operations. There is a good probability that
Fitch upgrades Boyd and Peninsula within 12-24 months if leverage
continues to decline and the operating trends remain intact. Boyd
consolidating Peninsula into its restricted group would be another
catalyst for upward rating pressure.
Consolidated leverage was 6.1x for the period ending Dec. 31, 2015,
down from 7.5x a year ago. The deleveraging has been driven by
revenue growth across most of Boyd's markets, improved margins and
paydown of debt. Fitch expects these broad trends to continue in
2016 and forecasts consolidated leverage to decrease below 6x by
year-end 2016. Fitch's forecast takes into account new competition
in Biloxi, MS and the potential softening in Louisiana, a market
exposed to the weakening oil industry.
Fitch will look for leverage to sustain at below 6x before
considering an upgrade. Although Boyd has stated plans to continue
to pay down debt, the company has not articulated publicly a
leverage target and has a history of debt funding acquisitions
(e.g. Peninsula and IP Resort). That said, the company has also
shown prudence in the past, mothballing Echelon during the last
recession and has taken a more 'wait and see' approach with a REIT
spin-off.
FREE CASH FLOW
Both Boyd and Peninsula credit groups have been generating
significant free cash flow (FCF) since 2013 due to EBITDA
expansion, declining interest costs, minimal tax expense, and
modest capex budgets. For the period ending Dec. 31, 2015, Boyd
generated $209 million in FCF, which includes $78 million at
Peninsula. Opportunistic refinancings and debt paydown contributed
to a roughly $60 million decrease in interest expense from 2013 to
2015. Fitch expects Boyd's tax burden to remain minimal thanks to
$913 million of federal-level net operating losses (NOLs) as of
Dec. 31, 2015.
Fitch estimates Boyd's discretionary FCF run-rate at approximately
$250 million. The estimate incorporates (estimates include
Peninsula):
-- $588 million of trailing 12-month property EBITDA for the
period ending Dec. 31, 2015;
-- $60 million of corporate expense;
-- $180 million of interest expense;
-- $0 of income tax;
-- $110 million of maintenance capex;
-- $15 million of Borgata distributions.
Boyd has recently benefitted from a more robust recovery in the Las
Vegas Locals and Downtown Las Vegas markets, which comprise 27% and
8% of latest 12 month (LTM) EBITDA, respectively. The Las Vegas
Locals market's LTM gaming revenues grew by 2.3% during 2015.
Supporting these gains is limited new competition and strength in
the underlying economic fundamentals of the region, as seen by
trends in employment, housing, and consumer spending. Fitch is
positive on the Las Vegas Strip and the Las Vegas Locals market
indirectly benefits from underlying strength on the Strip.
The remainder of Boyd's operating exposure is in regional markets,
for which Fitch has a more muted outlook. A number of Boyd's
markets have been subject to new supply pressures (Biloxi, Lake
Charles) and energy-related economic weakness (Louisiana). Fitch
views Boyd's capex initiatives regarding food & beverage and hotel
upgrades positively as they help keep Boyd properties competitive
and have helped drive incremental EBITDA growth.
THE NOTES UPGRADE
The upgrade of Boyd's and Peninsula's unsecured notes reflects the
improved recovery prospects as the entities have been paying down
their respective secured credit facilities with FCF. Additionally,
the reduction in debt and increased EBITDA at Borgata and the
repayment of the seller note at Peninsula increased the residual
equity value from these entities benefitting Boyd.
In the event Boyd consolidates Peninsula into its restricted group
using additional secured debt to refinance Peninsula's debt, Fitch
feels comfortable that Boyd's unsecured notes will retain its 'RR5'
recovery rating (equates to 11%-30% recovery). If Boyd uses only
secured debt to refinance all of Peninsula's debt, its secured
leverage should not exceed 4.5x.
BORGATA KEY RATING DRIVERS
Borgata's 'B' IDR takes into account the property's sustainable
capital structure and improved operations. Leverage was 3.4x as of
Dec. 31, 2015, down from 4.8x and 6.8x in 2014 and 2013,
respectively. Boyd has publically stated it is comfortable with
Borgata's current leverage ratio but could look to de-lever Borgata
further should casino expansion in northern New Jersey begins to
materialize. Borgata paid $28 million in tax distributions in 2015
to the JV partners. Absent a northern New Jersey expansion, Fitch
expects Borgata to continue balancing distributions, capex, and
debt paydown as uses of FCF.
The 'B' IDR also takes into account the possibility of additional
competition in Philadelphia, New York's Catskills region and
northern New Jersey. A pair of bills to expand casinos to northern
New Jersey gained political traction in the state's current
legislative session and could make it to a state-wide referendum as
early as November 2016. Current proposals grant Atlantic City
operators priority in the application process and there is also a
revenue share provision with Atlantic City. The latter can
directly benefit Atlantic City casinos by giving the city more
flexibility to reduce the property tax burden, currently a major
expense for Atlantic City operators. Significant hurdles remain
for expansion, including the need to specify the gaming tax rate
among other crucial details. Public resistance to an expansion
appears to be lessening, with a February 2016 Fairleigh Dickinson
poll showing the percentage of those against expansion vs. support
at 50:42, compared to 56:36 in June 2015.
In a scenario analysis done by Fitch, Borgata can withstand
approximately a 20%-25% gaming revenue decline before its FCF
starts to approach negative territory. This assumes conservatively
that the debt remains at current levels and maintenance capex
remains high at about $25 million per year. Fitch believes a
20%-25% revenue stress is realistic but is on the high side given
Borgata's advantage in terms of its well established loyalty
database, brand recognition, high quality amenities and a tax rate
advantage. It is also possible that Borgata can further benefit
from other casino closures in Atlantic City, similar to what
occurred following the four casino closures in 2014.
Borgata will be subject to other competitive pressures as early as
2017 when the Catskills $1.3 billion casino is expected to open,
and Fitch expects modest impact on Atlantic City's gaming revenues
of approximately 5%. The Philadelphia project's sponsors are
facing law suits from the losing license applicants and an
incumbent Philadelphia casino; therefore, timing for that new
supply is less certain. However, the impact from another
Philadelphia casino should be minimal given that the area already
has four casinos.
BOYD/PENINSULA KEY ASSUMPTIONS
Fitch's expectations are based on the agency's internally produced,
conservative rating case forecasts. They do not represent the
forecasts of rated issuers individually or in aggregate. Key Fitch
forecast assumptions include:
-- Fitch projects flat same store revenue growth across Boyd's
operating segments with the Las Vegas segments performing
better relative to the regional markets.
-- Fitch assumes that state and federal NOLs absorb all tax
liability through the rating case horizon.
-- Fitch has not incorporated any dividends or share
repurchases in its rating case projections. Fitch assumes
distributions received from Borgata are steady at about $15
million per year.
-- FCF is used to prepay the Boyd credit facility at a similar
pace to recent trends.
BORGATA KEY ASSUMPTIONS
Fitch's expectations are based on the agency's internally produced,
conservative rating case forecasts. They do not represent the
forecasts of rated issuers individually or in aggregate. Key Fitch
forecast assumptions include:
-- Fitch projects low single-digit growth in 2016 as Borgata
remains the market leader in Atlantic City. Fitch projects
mid-single-digit declines in 2017 as competitive properties
open in New York and Pennsylvania.
-- FCF is used to prepay the 2013 and incremental term loans
and fund distributions to owners ($28 million paid in 2015).
-- Leverage declines below 3x by 2016. Distributions to owners
remain modest in the medium-term, but could increase in the
outer years if risk of gaming expansion in New Jersey
diminishes.
BOYD RATING SENSITIVITIES
Positive: Future developments that may, individually or
collectively, lead to positive rating action include:
-- Debt/EBITDA declining and remaining below 6x (Fitch
forecasts 5.6x and 5.2x for 2016 and 2017, respectively);
-- Discretionary run-rate FCF exceeding $200 million on
sustained basis (Fitch forecasts $255 million and $283
million for 2016 and 2017, respectively);
-- Regional markets remaining stable or growing on same-store
basis;
-- Consolidation of Peninsula into Boyd's restricted group.
Negative: Future developments that may, individually or
collectively, lead to negative rating action include:
-- Boyd's debt/EBITDA ratio excluding Borgata moving towards 8x
(Fitch forecasts 5.6x and 5.2x for 2016 and 2017,
respectively);
-- Discretionary run-rate FCF declining towards or below $75
million (Fitch forecasts $255 million and $283 million for
2016 and 2017, respectively);
-- Operating pressure with same-store revenues declining over
an extended period;
-- Boyd pursuing a REIT spin-off or an M&A activity that would
result in rent adjusted leverage to increase.
BORGATA RATING SENSITIVITIES
Positive: Positive rating action will likely be limited in the near
to medium term due to the potential for increased competition.
However, future developments that may, individually or
collectively, lead to positive rating action include:
-- Sentiment for expanding gaming outside Atlantic City
diminishes significantly;
-- Discretionary run-rate FCF sustaining at close to or above
$100 million;
-- Debt/EBITDA sustaining below 4x and greater confidence by
Fitch that Borgata can maintain leverage below that level in
an event of gaming expansion outside Atlantic City.
Negative: No negative rating action is expected over the next 12-24
months given Borgata's strong financial profile. However, negative
rating action may result from:
-- Debt/EBITDA approaching 7x;
-- Discretionary run-rate FCF/debt declining below 5%.
There could be rating pressure should New Jersey legalize casinos
outside Atlantic City. If that occurs, Fitch's decision to
potentially revise Borgata's Outlook to Negative or downgrade its
IDR will depend on the scope of the expansion measure passed (e.g.
number of licenses, tax rate, etc.); the locations, size and
amenities of the proposed projects. The operating outlook for
Atlantic City absent the expansion and management's response in
terms of capital allocation decisions and operational adjustments
will also factor into the decision.
FULL LIST OF RATING ACTIONS
Fitch has taken these rating actions:
Boyd Gaming Corp
-- Long-term IDR affirmed at 'B'; Outlook revised to Positive
from Stable;
-- Senior secured credit facility affirmed at 'BB/RR1';
-- Senior unsecured notes upgraded to 'B-/RR5' from 'CCC+/RR6'.
Peninsula Gaming LLC
-- Long-term IDR affirmed at 'B'; Outlook revised to Positive
from Stable;
-- Senior secured credit facility affirmed at 'BB/RR1'.
Peninsula Gaming LLC (Peninsula Gaming Corp. as co-issuer)
-- Senior unsecured notes upgraded to 'B-/RR5' from 'CCC+/RR6'.
Marina District Finance Company, Inc.
-- Long-term IDR affirmed at 'B'; Outlook Stable;
-- Senior secured revolver affirmed at 'BB/RR1';
-- Senior secured term loans due 2018 and 2023 affirmed at
'BB-/RR2'.
BROOKE CAPITAL: DZ Bank Wins Partial Victory in Suit vs. Connect
----------------------------------------------------------------
DZ Bank AG Deutsche Zentral-Genossenschaftsbank sued Connect
Insurance Agency, Inc., for conversion and unjust enrichment for
allegedly taking collateral belonging to DZ Bank without DZ Bank's
consent and without compensating DZ Bank.
In or about October 2008, Brooke Credit Funding, LLC, defaulted on
its obligations to DZ Bank under the Amended Security Agreement.
On October 30, 2008, DZ Bank, Brooke Credit Company, and BCF
entered into a Surrender of Collateral, Consent to Strict
Foreclosure, Release and Acknowledgement Agreement. Following the
Surrender of Collateral, Brooke Corporation and Brooke Capital
Corporation filed for Chapter 11 bankruptcy on October 28, 2008.
In 2008, Alicia Pool formed Connect while her husband, Jeremy Pool,
the Chief Executive Officer and a partial owner of Connect, was a
Brooke franchisee. Pursuant to his role on Brooke's franchise
council, Mr. Pool spoke directly with representatives from DZ Bank
during Brooke's bankruptcy, and he testified that DZ Bank was the
primary bank for the Brooke transaction.
Connect subsequently purchased Advantage Pacific Insurance Inc.'s
book of business, including all of its client accounts. On
February 26, 2008, Advantage Pacific entered into an Agreement for
Purchase of Agency Assets with Insurance Express Services, Inc.,
and Robert Spruill. The Advantage Purchase Agreement obligated the
Seller to transfer substantially all of the Seller's assets for two
Brooke Insurance franchises, including the Seller's book of
business, customer accounts, and all other intangible assets (the
"Advantage Agency Assets"), in exchange for $235,346. BCC agreed
to loan Advantage Pacific $230,287 toward Advantage Pacific's
purchase of the Advantage Agency Assets.
DZ Bank has moved for summary judgment on its claims for conversion
and unjust enrichment against Connect and for an award of damages.
DZ Bank also argues that Connect's affirmative defenses lack merit.
Connect opposes DZ Bank's Motion. Connect also moves for summary
judgment on DZ Bank's claims and on its affirmative defenses. DZ
Bank opposes Connect's motion.
In an Order dated February 14, 2016, which is available at
http://is.gd/PFYJDbfrom Leagle.com, Judge James L. Robart of the
United States District Court for the Western District of
Washington, Seattle, grants in part and denies in part DZ Bank's
motion and denies Connect's motion.
DZ Bank is entitled to summary judgment against Connect on
liability for its claims for conversion and unjust enrichment with
respect to the Advantage Collateral. However, genuine issues of
material fact remain with respect to the extent of the transfer, if
any, of the API Collateral to Connect. In addition, genuine issues
of material fact remain with respect to DZ Bank's damages, and
Connect will be permitted an opportunity to cross-examine DZ Bank's
damages experts at trial. The court denies DZ Bank's motion for
summary judgment with respect to these two issues and reserves them
for trial.
As per this court, Connect is not entitled to summary judgment on
any portion of DZ Bank's claims for conversion or unjust
enrichment. None of the affirmative defenses Connect raises in the
course of its briefing on the parties' cross-motions entitle
Connect to summary judgment with respect to DZ Bank's claims or
prevent the court from entering partial summary judgment in DZ
Bank's favor.
The case is DZ BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK,
Plaintiff, v. CONNECT INSURANCE AGENCY, INC., Defendant, Case No.
C14-5880JLR.
DZ Bank Ag Deutsche Zentral-Genossenschaftsbank, Plaintiff, is
represented by Allison E Kahrnoff, ASKOUNIS & DARCY, PC, David
Alexander Darcy, ASKOUNIS & DARCY, PC & Michael W Johns, ROBERTS
JOHNS & HEMPHILL PLLC.
Connect Insurance Agency Inc, Defendant, is represented by Susan L
Fullmer, Esq. -- SUSAN L FULLMER & Marc S Stern, Esq.
Connect Insurance Agency Inc, Counter Claimant, is represented by
Susan L Fullmer, SUSAN L FULLMER & Marc S Stern.
Connect Insurance Agency Inc, Counter Defendant, is represented by
Susan L Fullmer, SUSAN L FULLMER & Marc S Stern.
Connect Insurance Agency Inc, Counter Claimant, is represented by
Susan L Fullmer, SUSAN L FULLMER & Marc S Stern.
Connect Insurance Agency Inc, Counter Defendant, is represented by
Susan L Fullmer, SUSAN L FULLMER & Marc S Stern.
About Brooke Corp.
Headquartered in Kansas, Brooke Corp. (NASDAQ: BXXX) --
http://www.brookebanker.com-- is an insurance agency and finance
company. The Company's revenues are generated from sales
commissions on the sales of property and casualty insurance
policies, consulting, lending and brokerage services.
Brooke Corp. and its affiliate, Brooke Capital Corp. filed for
Chapter 11 protection (Bankr. D. Kan. Case No. 08-22786) on Oct.
28, 2008. Angela R Markley, Esq., is the Debtors' in-house
counsel. The Debtors disclosed assets of $512,855,000 and debts
of
$447,382,000.
BUILDERS FIRSTSOURCE: Swings to $22.8 Million Net Loss in 2015
--------------------------------------------------------------
Builders Firstsource, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$22.8 million on $3.56 billion of sales for the year ended
Dec. 31, 2015, compared to net income of $18.2 million on $1.60
billion of sales for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Builders Firstsource had $2.88 billion in
total assets, $2.73 billion in total liabilities and $149 million
in total stockholders' equity.
"Our primary capital requirements are to fund working capital needs
and operating expenses, meet required interest and principal
payments, and to fund capital expenditures and potential future
acquisitions. Our capital resources at December 31, 2015 consist
of cash on hand and borrowing availability under our revolving
credit facility.
Our 2015 facility will be primarily used for working capital,
general corporate purposes, and funding acquisitions. In addition,
we may use the 2015 facility to facilitate debt consolidation.
Availability under the 2015 facility is determined by a borrowing
base. Our borrowing base consists of trade accounts receivable,
inventory, other receivables, including progress billings and
credit card receivables, and qualified cash that all meet specific
criteria contained within the credit agreement, minus agent
specified reserves. Net excess borrowing availability is equal to
the maximum borrowing amount minus outstanding borrowings and
letters of credit," the Company stated in the report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/espX3D
About Builders FirstSource
Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction. The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors. Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.
* * *
As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.
"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger. As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.
In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.
BUNKERS INTERNATIONAL: Unit Wants Ch. 11 Case Dismissed
-------------------------------------------------------
America's Bunkering, LLC, debtor-affiliate of Bunkers International
Corp., et al., asks the U.S. Bankruptcy Court for the Middle
District of Florida to dismiss its Chapter 11 case, with Case No.
15-7400.
According to the Debtor, it is merely a holding company for Dolphin
Marine Fuels, LLC, and Atlantic Gulf Bunkering, LLC, and has no
assets and no causes of action to pursue.
The Debtors are represented by:
R. Scott Shuker, Esq.
Daniel A. Velasquez, Esq.
LATHAM, SHUKER,EDEN & BEAUDINE, LLP
111 N. Magnolia Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
E-mails: rshuker@lseblaw.com
bknotice@lseblaw.com
About Bunkers International Corp.
Based in Lake Mary, Florida, Bunkers International trades and
provides fuel for ships at sea. It provides physical supply,
trading, and brokering services from a number of global locating
including those in the U.S., Singapore, Greece, and the United
Kingdom, and says it is the largest marine fuel supplier in
Colombia through its BunkersOil Colombia joint venture with
Vanoil, S.A. The Company started in Colombia in 1995.
Related entities Atlantic Gulf Bunkering, LLC, and Dolphin Marine
Fuels, LLC provides marine fuel supply services in the Atlantic
Gulf Coast area from Mobile, Alabama, and for the ports of Long
Beach and Los Angeles, California, respectively.
Bunkers International and the two affiliates sought Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Proposed Lead Case No.
15-07397) on Aug. 28, 2015. The petitions were signed by John T.
Canal, the president/CEO.
Bunkers estimated assets of $10 million to $50 million and
liabilities of at least $10 million.
The Debtors tapped R. Scott Shuker, Esq., and Mariane L. Dorris,
Esq., at Latham, Shuker, Eden & Beaudine, LLP, as attorneys. The
Official Committee of Unsecured Creditors retained John Hutton,
Esq., at Greenberg Traurig, PA, as counsel.
CANCER GENETICS: Incurs $20.2 Million Net Loss in 2015
------------------------------------------------------
Cancer Genetics, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$20.2 million on $18.0 million of revenue for the year ended Dec.
31, 2015, compared to a net loss of $16.6 million on $10.2 million
of revenue for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Cancer Genetics had $48.9 million in total
assets, $15.9 million in total liabilities and $33.0 million in
total stockholders' equity.
For the three months ended Dec. 31, 2015, the Company reported a
net loss of $5.71 million on $5.48 million of revenue compared to a
net loss of $5.17 million on $4.03 million of revenue for the same
period in 2014.
"Our business continues to scale as we integrate the acquisition of
Response Genetics, focus on expanding our biopharma partnerships,
and enhance our capabilities to provide both comprehensive
immuno-oncology and genomic testing for oncology," said Panna
Sharma, CEO & president of Cancer Genetics, Inc. "In addition,
CGI's presence is growing both clinically and among biopharma
companies - our teams are currently working with 8 of the top 10
pharma companies, and we have agreements with 24 payers, managed
care providers, and insurance companies that cover nearly 180
million lives."
"As we look ahead in 2016, we see multiple growth drivers impacting
our business. The increasing number of oncology clinical trials
utilizing both genomic and immune-based markers is expected to
continue to drive strong demand for our products and services. In
addition, our ability to offer a comprehensive oncology-focused
menu of tests, positions us as an ideal partner for healthcare
systems," continued Mr. Sharma. "We will also be launching a
number of innovative tests in 2016, including a multiple myeloma
panel with the Mayo Clinic, a NGS-based lung cancer panel and a
NGS-based panel for hereditary cancers. We have established a
global infrastructure, collaborative relationships with academic
and research centers, and a strong portfolio of proprietary genomic
tests and capabilities."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/WqeaHn
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
CINCINNATI 926 HOTEL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Cincinnati 926 Hotel, LLC
dba Terrace Plaza Hotel
600 Vine St., Ste. 2800
Cincinnati, OH 45202
Case No.: 16-14428
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Debtor's Counsel: David L. Stevens, Esq.
SCURA, WIGFIELD, HEYER & STEVENS, LLP
1599 Hamburg Turnpike
Wayne, NJ 07470
Tel: 973-696-8391
Email: dstevens@scuramealey.com
dstevens@scura.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alan G. Friedberg, member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb16-14428.pdf
CINCINNATI 926 OFFICE: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Cincinnati 926 Office, LLC
dba Terrace Plaza Hotel
600 Vine Street, Ste. 2800
Cincinnati, OH 45202
Case No.: 16-14427
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Debtor's Counsel: David L. Stevens, Esq.
SCURA, WIGFIELD, HEYER & STEVENS, LLP
1599 Hamburg Turnpike
Wayne, NJ 07470
Tel: 973-696-8391
Email: dstevens@scuramealey.com
dstevens@scura.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alan G. Friedberg, member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb16-14427.pdf
CLIFFS NATURAL: BlackRock Reports 4.7% Stake as of Feb. 29
----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, BlackRock, Inc. reported that as of Feb. 29, 2016, it
beneficially owns 8,552,456 shares of common stock of Cliffs
Natural Resources Inc. representing 4.7 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/h5Dop3
About Cliffs Natural Resources
Cliffs Natural Resources Inc. --
http://www.cliffsnaturalresources.com/-- is a mining and natural
resources company. The Company is a major supplier of iron ore
pellets to the U.S. steel industry from its mines and pellet plants
located in Michigan and Minnesota. Cliffs also produces
low-volatile metallurgical coal in the U.S. from its mines located
in West Virginia and Alabama. Additionally, Cliffs operates an
iron ore mining complex in Western Australia and owns two
non-operating iron ore mines in Eastern Canada. Driven by the core
values of social, environmental and capital stewardship, Cliffs'
employees endeavor to provide all stakeholders operating and
financial transparency.
On Jan. 27, 2015, Bloom Lake General Partner Limited and certain of
its affiliates, including Cliffs Quebec Iron Mining ULC commenced
restructuring proceedings in Montreal, Quebec, under the Companies'
Creditors Arrangement Act (Canada). The initial CCAA order will
address the Bloom Lake Group's immediate liquidity issues and
permit the Bloom Lake Group to preserve and protect its assets for
the benefit of all stakeholders while restructuring and sale
options are explored.
Cliffs Natural reported a net loss attributable to Cliffs common
shareholders of $788 million on $2.01 billion of revenues for the
year ended Dec. 31, 2015, compared to a net loss attributable to
Cliffs common shareholders of $7.27 billion on $3.37 billion of
revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Cliffs had $2.13 billion in total assets,
$3.94 billion in total liabilities and a total deficit of $1.81
billion.
* * *
As reported by the TCR on Feb. 1, 2016, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on
Cleveland-based iron ore producer Cliffs Natural Resources Inc. to
'CC' from 'B'. The rating action reflects Cliffs' Jan. 27, 2016,
announcement of a private debt exchange offer for its second-lien
and senior unsecured debt.
The TCR reported on Jan. 8, 2016, that Moody's Investors Service
downgraded Cliffs Natural Resources Inc. Corporate Family Rating
and Probability of Default Rating to Caa1 and Caa1-PD from B1 and
B1-PD respectively. The downgrade reflects the deterioration in
the company's debt protection metrics and increase in leverage as a
result of continued downward movement in iron ore prices and weak
fundamentals in the US steel industry, which are resulting in lower
shipment levels.
COCO BEACH GOLF: Files Plan to Distribute $2.2M Sale Proceeds
-------------------------------------------------------------
Coco Beach Golf & Country Club, S.E., which sold its assets for
$2.2 million, on March 3, 2016, filed a proposed Plan of
Liquidation that contemplates the distribution of sales proceeds
through consented carved-out distributions to be agreed to by the
secured creditors.
At an auction on Nov. 18, 2015, OHorinzon Global, LLC, emerged with
the highest and best offer for all real and personal property of
the Debtor. The Court on Nov. 20 entered an order approving the
sale to OHorinzon. The aggregate amount received on the date of
closing was $2,200,000, and said funds have been deposited with the
Clerk of the U.S. Bankruptcy Court for further distribution to
allowed creditors in the case pursuant the terms of the Plan.
According to the Disclosure Statement, the Plan provides that:
* The secured claim of Puerto Rico Tourism Development Fund
("PRTDF"), a subsidiary of the Government Development Bank for
Puerto Rico ("GDB"), filed in the amount of $32,667,159 on account
of commercial loans, will be paid in accordance with a settlement,
which provides, among other things, payment to PRTDF of an initial
lump sum of $1 million, turnover of all amounts deposited in the
reserve account at Banco Popular de Puerto Rico, and a final
dividend after payment of all carve-out amounts approved in the
Plan.
* Centro de Recaudacion de Ingresos Municipales, which asserts a
claim of $603,000 will be paid a one-time lump sum payment of
$225,000.
* General unsecured claims, estimated to total $1,752,540, will
receive a lump sum payment of $20,000, to be paid pro-rata among
unsecured claimants. PRTD will not receive distribution from the
unsecured claims funds on its unsecured deficiency claim, but will
be entitled to vote on the Plan under this class.
* As to claims on account of golf membership contracts, the
purchaser OHorinzon has assumed all membership contracts.
* Equity security holders will not receive any cash dividend.
The Debtor noted that all real and personal properties pertaining
to this bankruptcy estate are fully encumbered to Puerto Rico
Tourism Development Fund. The Debtor's estimated analysis shows
that upon sale of all estate assets and payment of liens and
expenses, unsecured creditors would receive no dividend under a
Chapter 7 proceeding inasmuch all realizable funds would be
distributed first to the allowed secured creditor.
A copy of the Disclosure Statement filed March 3, 2016, is
available at:
http://bankrupt.com/misc/Coco_Beach_222_DS.pdf
About Coco Beach Golf
Coco Beach Golf & Country Club, S.E., is the owner of a first class
golf and country club in Rio Grande, Puerto Rico, currently
operating under the name of Trump International Golf Club Puerto
Rico. Completed in 2005, Trump International Golf Club has two
18-hole golf courses and country club facilities on a parcel land
with a total surface area of 2,501,944.021 square meters,
equivalent to 636.5629 "cuerdas".
The Company sought Chapter 11 protection (Bankr. D.P.R. Case No.
15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and
immediately filed a motion seeking to sell most of the assets for
$2.04 million in cash to OHorizons Global, LLC, subject to higher
and better offers.
The Debtor tapped Charles A. Cuprill-Hernandez as bankruptcy
counsel but the attorney resigned on Oct. 22, 2015.
The Debtor later hired Wigberto Lugo Mender and the firm of Lugo
Mender Group LLC., who will serve as attorneys
The Debtor in August 2015 won approval to hire Certified Public
Accountant (CPA) Luis R. Carrasquillo & CO. PSC, as financial
consultant. CPA Carrasquillo resigned from his appointment.
COMBIMATRIX CORP: Amends 8,400 Units Prospectus with SEC
--------------------------------------------------------
Combimatrix Corporation filed an amended Form S-1 registration
statement with the Securities and Exchange Commission relating to
the offering 8,400 units to purchasers in this offering, with each
unit consisting of (1) one share of Series F redeemable convertible
preferred stock, or Series F preferred stock, which is convertible
into that number of shares of the Company's common stock equal to
1,000 divided by the conversion price of the Series F preferred
stock and (2) 195.3125 warrants each exercisable for one share of
the Company's common stock, which number of warrants equals 100% of
the number of shares of its common stock issuable upon conversion
of a share of Series F preferred stock at the conversion price, at
an exercise price per share equal to $___, which is 110% of the
consolidated closing bid price of the Company's common stock on The
NASDAQ Capital Market on the date the Company entered into the
underwriting agreement.
This prospectus also covers up to 1,640,625 shares of common stock
issuable upon conversion of the Series F preferred stock and up to
1,640,625 shares of common stock issuable upon exercise of the
warrants.
The units will be sold for a purchase price equal to $1,000 per
unit. Units will not be issued or certificated.
The Company's common stock is listed on The NASDAQ Capital Market
under the symbol "CBMX". On Feb. 12, 2016, the Company's common
stock closed at $5.12 per share. The preferred stock will not be
listed on any national securities exchange. The Company intends to
apply for listing of the warrants on the NASDAQ Capital Market
under the trading symbol "CBMXW".
A full-text copy of the Form S-1/A is available for free at:
http://is.gd/oBWa0u
About Combimatrix
Combimatrix specializes in pre-implantation genetic screening,
miscarriage analysis, prenatal and pediatric healthcare, offering
DNA-based testing for the detection of genetic abnormalities beyond
what can be identified through traditional methodologies. Its
clinical lab and corporate offices are located in Irvine,
California.
Combimatrix reported a net loss of $6.60 million in 2015 compared
to a net loss of $8.70 million in 2014. As of Dec. 31, 2015, the
Company had $7.92 million in total assets, $2.06 million in total
liabilities and $5.85 million in total stockholders' equity.
Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has limited
working capital and a history of incurring net losses and net
operating cash flow deficits. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
CONNEAUT LAKE VOLUNTEER: 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 Conneaut Lake Volunteer Fire Department of
Conneau.
Conneaut Lake Volunteer Fire Department of Conneaut Lake filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Pa., Case No.
16-10019) on Jan. 12, 2016, estimating its assets and liabilities
at between $1 million and $10 million each. The petition was
signed by George Zeljak, president.
Keith Gushard at The Meadville Tribune relates that Mercer County
State Bank filed with the Crawford County Court of Common Pleas in
December 2015 a mortgage foreclosure action against the Company to
recover more than $1.6 million in outstanding mortgage debt,
interest and penalties the department owes the bank.
Judge Thomas P. Agresti presides over the Chapter 11 case.
Daniel P. Foster, Esq., at Foster Law Offices serves as the
Company's bankruptcy counsel.
Conneaut Lake Volunteer Fire Department of Conneaut Lake is
headquartered in Conneaut Lake, Pennsylvania.
CORAOPOLIS LODGE NO. 696: U.S. Trustee Unable to Form 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 Coraopolis Lodge No. 696, Loyal Order of Moose
Inc.
Coraopolis Lodge No. 696, Loyal Order of Moose Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Penn., Case No. 16-20366) on February 4, 2016. The Debtor is
represented by Christopher M. Frye, Esq., at Steidl & Steinberg.
CROWN MEDIA: Gets Acquisition Proposal From Hallmark
----------------------------------------------------
Donald J. Hall Jr., chief executive officer of Hallmark Cards,
Inc., announced that Hallmark intends to acquire all of Crown Media
Holdings, Inc.'s outstanding common stock signaling the company's
intent to take Crown Media private.
A Transaction Statement on Schedule 13E-3 was filed with the
Securities and Exchange Commission in connection with a potential
short-form merger under Section 253 of the General Corporation Law
of the State of Delaware, pursuant to which a newly-formed Delaware
corporate subsidiary of Hallmark would merge with and into Crown,
with Crown as the surviving corporation. As a result of the
Merger, all of the shares of Crown Class A common stock, par value
$0.01 per share, not owned directly or indirectly by Hallmark or
its affiliates, will be converted into the right to receive $5.05
per Share in cash, without interest.
Hallmark will transfer 324,885,516 Shares, representing 90.3% of
the issued and outstanding shares of Crown, to CM Merger Co.
("Merger Sub") immediately prior to the effective date of the
Merger. As soon as practicable after the transfer, Merger Sub will
merge with and into Crown in a "short-form" merger under Section
253 of the DGCL.
A full-text copy of the regulatory filing is available at:
http://is.gd/gVd9tY
About Crown Media
Crown Media Holdings, Inc., is the corporate parent for the
portfolio of cable networks and related businesses under Crown
Media Family Networks. The company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 86 million subscribers in the U.S.
Hallmark Channel is the nation's leading destination for quality
family programming with an ambitious slate of TV movies and
specials; original scripted series, including Cedar Cove, When
Calls the Heart, and Signed, Sealed, Delivered; as well as some of
television's most beloved sitcoms and series. Hallmark Channel's
sibling network, Hallmark Movie Channel, is available in 54
million homes in HD and SD. One of America's fastest-growing cable
networks, Hallmark Movie Channel provides family-friendly original
movies with a mix of original films, classic theatrical releases,
and presentations from the acclaimed Hallmark Hall of Fame
library. In addition, Crown Media Family Networks includes the
online offerings of http://www.HallmarkChannel.com/and
http://www.HallmarkMovieChannel.com/
Crown Media reported net income of $86.1 million on $479 million of
net total revenue for the year ended Dec. 31, 2015, compared to net
income of $94.5 million on $416 million of net total revenue for
the year ended Dec. 31, 2014. As of Dec. 31, 2015, Crown Media had
$1.08 billion in total assets, $509 million in total liabilities
and $580 million in total stockholders' equity.
Bankruptcy Warning
"If our operating performance declines, we may in the future need
to seek waivers from the required lenders under our 2015 Credit
Agreement to avoid being in default. We cannot assure that such
waivers will be granted or that we will otherwise be able to avoid
a default. If we are unable to generate sufficient cash flow and
are otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, or interest on such
indebtedness, or if we otherwise fail to comply with the various
covenants, including financial and operating covenants, in the
instruments governing our indebtedness, including our 2015 Credit
Agreement, we could be in default under the terms of the agreements
governing such indebtedness. In the event of such default, the
holders of such indebtedness could elect to declare all of the
funds borrowed thereunder to be due and payable, together with any
accrued and unpaid interest, the lenders under our 2015 Credit
Agreement could elect to terminate their commitments, cease making
further loans, foreclose on our assets pledged to such lenders to
secure our obligations under the 2015 Credit Agreement, in each
case, which could force us into voluntary or involuntary bankruptcy
or cause us to discontinue operations or seek a purchaser of our
business or assets. In addition, a default under our 2015 Credit
Agreement would trigger a cross default under our other agreements
and could trigger a cross default under any agreements governing
our future indebtedness," the Company stated in the report.
* * *
As reported by the TCR on July 3, 2015, Standard & Poor's Ratings
Services said that it raised its corporate credit rating on Crown
Media Holdings Inc. to 'BB-' from 'B+'. "The upgrade reflects
Crown Media's improved financial risk profile," said Standard &
Poor's credit analyst Naveen Sarma.
As reported by the TCR on July 2, 2014, Moody's Investors Service
upgraded the Corporate Family Rating (CFR) of Crown Media
Holdings, Inc. to B1 from B2, its Probability of Default Rating to
B1-PD from B2-PD, and instrument ratings. The outlook is stable.
The upgrade incorporates evidence of traction with the original
programming strategy and better than expected performance, which,
combined with debt reduction, improved the credit profile.
CROWN MEDIA: Hallmark Plans to Acquire All Common Shares
--------------------------------------------------------
Hallmark Cards, Incorporated, holder of 324,885,516 shares of Class
A common stock of Crown Media Holdings, Inc., representing 90.3
percent of the shares outstanding, delivered a letter to the Board
of Directors of Crown Media setting forth the intention of Hallmark
to acquire all of the shares of the Issuer's common stock not owned
by Hallmark and its affiliates at a price of $5.05 per share
pursuant to a short-form merger under Delaware law.
According to a regulatory filing with the Securities and Exchange
Commission, the Reporting Persons intend to transfer all
324,885,516 shares of Class A Common Stock owned by them to a
newly-formed, indirect wholly-owned subsidiary of Hallmark
immediately prior to the effective date of the Short Form Merger.
Hallmark is not obligated to consummate the Short Form Merger and
may abandon its intention to consummate the Short Form Merger at
any point in time.
A copy of the regulatory filing is available for free at:
http://is.gd/g9oVPE
About Crown Media
Crown Media Holdings, Inc., is the corporate parent for the
portfolio of cable networks and related businesses under Crown
Media Family Networks. The company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 86 million subscribers in the U.S.
Hallmark Channel is the nation's leading destination for quality
family programming with an ambitious slate of TV movies and
specials; original scripted series, including Cedar Cove, When
Calls the Heart, and Signed, Sealed, Delivered; as well as some of
television's most beloved sitcoms and series. Hallmark Channel's
sibling network, Hallmark Movie Channel, is available in 54
million homes in HD and SD. One of America's fastest-growing cable
networks, Hallmark Movie Channel provides family-friendly original
movies with a mix of original films, classic theatrical releases,
and presentations from the acclaimed Hallmark Hall of Fame
library. In addition, Crown Media Family Networks includes the
online offerings of http://www.HallmarkChannel.com/and
http://www.HallmarkMovieChannel.com/
Crown Media reported net income of $86.1 million on $479 million of
net total revenue for the year ended Dec. 31, 2015, compared to net
income of $94.5 million on $416 million of net total revenue for
the year ended Dec. 31, 2014. As of Dec. 31, 2015, Crown Media had
$1.08 billion in total assets, $509 million in total liabilities
and $580 million in total stockholders' equity.
Bankruptcy Warning
"If our operating performance declines, we may in the future need
to seek waivers from the required lenders under our 2015 Credit
Agreement to avoid being in default. We cannot assure that such
waivers will be granted or that we will otherwise be able to avoid
a default. If we are unable to generate sufficient cash flow and
are otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, or interest on such
indebtedness, or if we otherwise fail to comply with the various
covenants, including financial and operating covenants, in the
instruments governing our indebtedness, including our 2015 Credit
Agreement, we could be in default under the terms of the agreements
governing such indebtedness. In the event of such default, the
holders of such indebtedness could elect to declare all of the
funds borrowed thereunder to be due and payable, together with any
accrued and unpaid interest, the lenders under our 2015 Credit
Agreement could elect to terminate their commitments, cease making
further loans, foreclose on our assets pledged to such lenders to
secure our obligations under the 2015 Credit Agreement, in each
case, which could force us into voluntary or involuntary bankruptcy
or cause us to discontinue operations or seek a purchaser of our
business or assets. In addition, a default under our 2015 Credit
Agreement would trigger a cross default under our other agreements
and could trigger a cross default under any agreements governing
our future indebtedness," the Company stated in its annual report
for the year ended Dec. 31, 2015.
* * *
As reported by the TCR on July 3, 2015, Standard & Poor's Ratings
Services said that it raised its corporate credit rating on Crown
Media Holdings Inc. to 'BB-' from 'B+'. "The upgrade reflects
Crown Media's improved financial risk profile," said Standard &
Poor's credit analyst Naveen Sarma.
As reported by the TCR on July 2, 2014, Moody's Investors Service
upgraded the Corporate Family Rating (CFR) of Crown Media
Holdings, Inc. to B1 from B2, its Probability of Default Rating to
B1-PD from B2-PD, and instrument ratings. The outlook is stable.
The upgrade incorporates evidence of traction with the original
programming strategy and better than expected performance, which,
combined with debt reduction, improved the credit profile.
CUMULUS MEDIA: Swings to $547 Million Net Loss in 2015
------------------------------------------------------
Cumulus Media Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
attributable to common shareholders of $546.49 million on $1.16
billion of net revenue for the year ended Dec. 31, 2015, compared
to net income attributable to common shareholders of $11.76 million
on $1.26 billion of net revenue for the year ended
Dec. 31, 2014.
As of Dec. 31, 2015, Cumulus Media had $3.02 billion in total
assets, $3 billion in total liabilities and $16.03 million in total
stockholders' equity.
For the three months ended Dec. 31, 2015, the Company reported a
net loss of $4.6 million on $309 million of net revenue compared to
net income of $3.36 million on $329 million of net revenue for the
same period in 2014.
On the quarter, Mary G. Berner, CEO said: "Our continued
underperformance in the fourth quarter underscores the amount of
work required to address the significant challenges that we face.
However, by quickly establishing and beginning to implement our
operational turnaround initiatives - enhancing our operational
blocking and tackling, instituting a strong and positive culture,
and driving improved ratings - we believe that, with time, we can
stabilize the business and ultimately provide a foundation for
growth."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/e5bnnC
On March 10, 2016, Cumulus held an investor conference call and
webcast to discuss financial results for the three months and year
ended Dec. 31, 2015. A copy of the Presentation Materials used at
the Presentation is available for free at http://is.gd/jFdhat
About Cumulus Media
Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders. As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels. Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 30 million songs on-demand in addition to
custom playlists and exclusive curated channels. Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com
Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.
* * *
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Atlanta-based radio broadcaster Cumulus
Media Inc. to 'B-' from 'B', as reported by the TCR on Nov. 10,
2015.
As reported by the TCR on Sept. 17, 2015, Moody's Investors Service
downgraded Cumulus Media Inc.'s Corporate Family Rating to B3 from
B2. Cumulus' B3 Corporate Family Rating reflects Moody's
expectation that debt-to-EBITDA will remain elevated and in the mid
to high 8x through FYE2015 (including Moody's standard adjustments)
due to continued revenue declines in core ad sales and network
revenue as well as the absence of political ad spending in 2015, an
odd numbered year.
CYTORI THERAPEUTICS: Incurs $19.4 Million Net Loss in 2015
----------------------------------------------------------
Cytori Therapeutics, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
allocable to common stockholders of $19.4 million on $4.83 million
of product revenues for the year ended Dec. 31, 2015, compared to a
net loss allocable to common stockholders of $38.5 million on $4.95
million of product revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2015, Cytori had $37.7 million in total assets,
$25.5 million in total liabilities, and $12.2 million in total
stockholders' equity.
KPMG LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company's recurring losses
from operations and liquidity position 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/4j1W5T
About Cytori
Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX)
-- http://www.cytori.com/-- is an emerging leader in providing
patients and physicians around the world with medical
technologies, which harness the potential of adult regenerative
cells from adipose tissue. The Company's StemSource(R) product
line is sold globally for cell banking and research applications.
DANDRIT BIOTECH: Lone Degn Resigns as CFO
-----------------------------------------
The board of directors of DanDrit Biotech USA, Inc., accepted the
amicable resignation of Lone Degn from the Company as its chief
financial officer, effective March 10, 2016, according to a
regulatory filing with the Securities and Exchange Commission.
About DanDrit
DanDrit Biotech USA, Inc., a biotechnology company, develops
vaccine for the treatment of colorectal cancer primarily in the
United States, Europe, and Asia. Its lead compound includes
MelCancerVac(MCV), a cellular therapy, which is in a comparative
Phase IIb/III clinical trial for advanced colorectal cancer. It
also develops MelVaxin that is similar to the lysate component of
MCV for injecting into the skin to promote natural dendritic cell
responses that will attack the tumor expressing cancer/testis
antigens. The company was founded in 2001 and is headquartered in
Copenhagen, Denmark.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $2.37 million on $0 of net sales compared to a net loss of $2.15
million on $32,768 of net sales for the year ended Dec. 31, 2013.
As of Dec. 31, 2015, the Company had $1.33 million in total assets,
$893,914 in total liabilities and $441,772 in total stockholders'
equity.
DETROIT PUBLIC SCHOOL: Moody's Affirms Caa1 GOULT Issuer Rating
---------------------------------------------------------------
Moody's Investors Service has affirmed the Caa1 implied general
obligation unlimited tax (GOULT) issuer rating of Detroit Public
Schools (DPS), MI. Concurrently, the outlook on the district
remains negative. Outstanding long-term debt consists of $1.45
billion of GOULT bonds, $259.3 million in state aid revenue bonds,
and a $200.2 million obligation to the State of Michigan's (Aa1
stable) School Loan Revolving Fund (SLRF).
The Caa1 issuer rating reflects the district's severely stressed
financial position, which includes a growing deficit General Fund
balance, very narrow liquidity, and ongoing revenue challenges
associated with annual declines in enrollment. The rating also
factors the City of Detroit's (B2 positive) challenged tax base and
weak economic profile, including low income levels, above average
unemployment, and population loss. Additionally incorporated are
the district's high fixed costs, associated with its elevated debt
burden and exposure to unfunded pension liabilities including past
due delinquencies.
Rating Outlook
The negative outlook reflects the district's challenge to remain
financially viable absent state intervention and does not assume
passage of any new legislation. Currently proposed legislation
would ease operating pressures associated with debt service
obligations paid directly out of district operating revenues.
Passage of reform legislation could result in further review of the
district's issuer rating and outlook.
Factors that Could Lead to an Upgrade
Sustained reversal of negative operating trend that reduces the
district's deficit operating reserve balance
Legislative reforms which free up revenues for operations by
dedicating operating levies to repayment of debt and increasing
foundation funding directly provided by the state
Factors that Could Lead to a Downgrade
Heightened risk of cash flow insufficiency given statutory limits
on short-term borrowing
Breakdown of legislative reforms and indication that district
leadership may recommend filing for protection under Chapter 9
Legal Security
The district's GOULT bonds are secured by the authorization and
pledge to levy a tax unlimited as to rate and amount to pay debt
service. Repayment of the district's SLRF obligation also benefits
from an unlimited tax pledge.
The district's state aid revenue bonds are secured by a pledge of
state aid paid directly by the state treasurer to the trustee. The
state aid revenue bonds are also a general obligation of the
district, but repayment does not benefit from a dedicated property
tax levy.
Use of Proceeds
Not applicable.
Obligor Profile
Detroit Public Schools currently operates 96 school buildings
serving approximately 46,300 students within the City of Detroit.
DOLPHIN DIGITAL: Completes Merger with Dolphin Films
----------------------------------------------------
Dolphin Digital Media, Inc., and DDM Merger Sub, Inc., a direct
wholly-owned subsidiary of the Company, Dolphin Entertainment and
Dolphin Films, Inc., a direct wholly-owned subsidiary of Dolphin
Entertainment, completed their previously announced merger
contemplated by the Agreement and Plan of Merger, dated Oct. 14,
2015, according to a Form 8-K report filed with the Securities and
Exchange Commission.
Pursuant to the terms of the Merger Agreement, Merger Subsidiary
merged with and into Dolphin Films with Dolphin Films surviving the
Merger. As a result of the Merger, the Company acquired Dolphin
Films. At the effective time of the Merger, each share of Dolphin
Films' common stock, par value $1.00 per share, issued and
outstanding, was converted into the right to receive the
consideration for the Merger. The Company issued 2,300,000 shares
of Series B Convertible Preferred Stock, par value $0.10 per share,
and 1,000,000 shares of Series C Convertible Preferred Stock, par
value $0.001 per share to Dolphin Entertainment as the Merger
Consideration.
William O'Dowd is the president, chairman and chief executive
officer of the Company and, as of March 4, 2016, is the beneficial
owner of 52.5% of the outstanding shares of Common Stock. In
addition, Mr. O'Dowd is the founder, president and sole shareholder
of Dolphin Entertainment, which is the sole shareholder of Dolphin
Films.
The Merger Consideration was determined as a result of negotiations
between Dolphin Entertainment and a special committee of
independent directors of the Board of Directors of the Company,
with the assistance of separate financial and legal advisors
selected and retained by the Special Committee. The Special
Committee unanimously determined that the Merger Agreement and the
transactions contemplated thereby, including the Merger, were fair
to and in the best interests of the shareholders of the Company
other than Mr. O'Dowd, and that it was advisable for the Company to
enter into the Merger Agreement. The Merger was consummated
following the approval and adoption of the Merger Agreement by the
Company's shareholders.
About Dolphin Digital
Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment. By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.
Dolphin Digital reported a net loss of $1.87 million on $2.07
million of total revenue for the year ended Dec. 31, 2014, compared
to a net loss of $2.46 million on $2.29 million of total revenue
for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $3.07 million in total
assets, $14.3 million in total liabilities, all current, and a
total stockholders' deficit of $11.3 million.
BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations, negative cash flows from operations, and
does not have sufficient working capital. These events raise
substantial doubt about the Company's ability to continue as a
going concern.
DOLPHIN DIGITAL: Dolphin Entertainment Converts Note to Shares
--------------------------------------------------------------
As disclosed in a regulatory filing with the Securities and
Exchange Commission, Dolphin Digital Media, Inc., on March 4, 2016,
entered into a subscription agreement with Dolphin Entertainment,
Inc., holder of an outstanding promissory note dated Dec. 31, 2011,
issued by the Company to Dolphin Entertainment.
Pursuant to the terms of the Subscription Agreement, the Company
and Dolphin Entertainment agreed to convert the $3,073,410
aggregate amount of principal and interest outstanding under the
Note into shares of common stock of the Company, par value $0.015
per share. On March 4, 2016, Dolphin Entertainment converted the
principal balance of the Note, together with accrued interest, into
an aggregate of 12,293,640 shares of Common Stock at $0.25 per
share as payment in full of the Note. William O'Dowd, president,
chairman and chief executive officer of the Company is the founder,
president and sole shareholder of Dolphin Entertainment.
The shares of Common Stock were issued in a transaction exempt from
registration under the Securities Act of 1933, as amended, in
reliance on Section 3(a)(9).
About Dolphin Digital
Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment. By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.
Dolphin Digital reported a net loss of $1.87 million on $2.07
million of total revenue for the year ended Dec. 31, 2014, compared
to a net loss of $2.46 million on $2.29 million of total revenue
for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $3.07 million in total
assets, $14.3 million in total liabilities, all current, and a
total stockholders' deficit of $11.3 million.
BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations, negative cash flows from operations, and
does not have sufficient working capital. These events raise
substantial doubt about the Company's ability to continue as a
going concern.
DOMARK INTERNATIONAL: LG Capital Reports 9.9% Stake as of March 7
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, LG Capital Funding, LLC disclosed that as of March 7,
2016, it beneficially owned 3,388,760 shares of common stock of
DoMark International, Inc. (consisting of Common Stock that the
reporting person has the right to acquire by way of conversion of a
security). The shares represent 9.932% (based on the total of
34,119,605 outstanding shares of Common Stock). A copy of the
regulatory filing is available at http://is.gd/gEKmLu
About Domark International
Based in Lake Mary, Florida, DoMark International, Inc., was
incorporated under the laws of the State of Nevada on March 30,
2006. The Company was formed to engage in the acquisition and
refinishing of aged furniture using exotic materials and then
reselling it through interior decorators, high-end consignment
shops and online sales. The Company abandoned its original
business of exotic furniture sales in May of 2008 and pursued the
acquisition of entities to best bring value to the company and its
shareholders.
For the nine months ended Feb. 28, 2015, the Company reported a net
loss of $1.86 million on $0 of sales compared to a net loss of
$2.34 million on $0 of sales for the same period a year ago.
As of Nov. 30, 2015, the Company had $1.24 million in total assets,
$3.66 million in total liabilities, all current, and a $2.42
million total stockholders' deficit.
EASTERN DHAKA: U.S. Trustee Unable to Form 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 Eastern Dhaka, Inc.
Eastern Dhaka, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex., Case No. 16-80043) on February
9, 2016. The Debtor is represented by Sirigurmukh Khalsa, Esq., at
Wist Holland & Kehlhof.
EDENOR SA: Approves Staff's Life Insurance Policies
---------------------------------------------------
Edenor S.A.'s Board of Directors in a meeting held March 8, 2016,
decided to approve the contract of life insurance policies for
Edenor's staff with the company Origenes Seguro de Vida, a "related
party" corporation pursuant to section 72 of Law Nº 26.831 of the
Capital Markets Law.
In this regard, in compliance with section 73 of the mentioned
regulation, the Company's Audit Committee, in its meeting held on
Feb. 29, 2016, stated that the conditions of the operation in
question may be reasonably considered appropriate in relation with
ordinary and usual market's conditions. The Audit Committee's
decision is made available to the Shareholders at its corporate
address.
About Edenor SA
Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN;
Buenos Aires Stock Exchange: EDN) is the largest electricity
distribution company in Argentina in terms of number of customers
and electricity sold (both in GWh and Pesos). Through a
concession, Edenor distributes electricity exclusively to the
northwestern zone of the greater Buenos Aires metropolitan area and
the northern part of the city of Buenos Aires.
EDENOR SA reported that revenue slightly grew to ARS 3.80 billion
in the year ended Dec. 31, 2015, compared with ARS 3.60 billion in
2014. Operating loss was ARS 3.33 billion and gross loss was ARS
1.37 billion in 2015, higher than the ARS 2.52 billion and ARS 1.10
billion, respectively, in 2014.
EDENOR was able to post a profit from continuing operations of ARS
1.14 billion in 2015 primarily on account of the "income
recognition on account of the RTI - SE Resolution 32/15" of
ARS5.025 billion in 2015. The Company reported a loss from
continuing operations of ARS 779.7 million in 2014.
As of Dec. 31, 2015, EDENOR had ARS 12.98 billion in total assets,
ARS 11.45 billion in total liabilities and ARS 1.52 billion in
total equity.
EDENOR SA: Extraordinary Shareholders Meeting Set for April 28
--------------------------------------------------------------
Edenor S.A.'s Board of Directors in a meeting held March 8, 2016,
decided to call an Ordinary and Extraordinary General Shareholder's
meeting on April 28, 2016, at 11:00 hr. on first call and at 12:00
hr. on second call. The meeting will be held at its corporate
address at Del Libertador Avenue 6363, ground floor of the
Autonomous City of Buenos Aires.
About Edenor SA
Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN;
Buenos Aires Stock Exchange: EDN) is the largest electricity
distribution company in Argentina in terms of number of customers
and electricity sold (both in GWh and Pesos). Through a
concession, Edenor distributes electricity exclusively to the
northwestern zone of the greater Buenos Aires metropolitan area and
the northern part of the city of Buenos Aires.
EDENOR SA reported that revenue slightly grew to ARS 3.80 billion
in the year ended Dec. 31, 2015, compared with ARS 3.60 billion in
2014. Operating loss was ARS 3.33 billion and gross loss was ARS
1.37 billion in 2015, higher than the ARS 2.52 billion and ARS 1.10
billion, respectively, in 2014.
EDENOR was able to post a profit from continuing operations of ARS
1.14 billion in 2015 primarily on account of the "income
recognition on account of the RTI - SE Resolution 32/15" of
ARS5.025 billion in 2015. The Company reported a loss from
continuing operations of ARS 779.7 million in 2014.
As of Dec. 31, 2015, EDENOR had ARS 12.98 billion in total assets,
ARS 11.45 billion in total liabilities and ARS 1.52 billion in
total equity.
EDENOR SA: Posts ARS 3.33 Billion Operating Loss in 2015
--------------------------------------------------------
EDENOR SA reported that revenue slightly grew to ARS 3.80 billion
in the year ended Dec. 31, 2015, compared with ARS 3.60 billion in
2014. Operating loss was ARS 3.33 billion and gross loss was ARS
1.37 billion in 2015, higher than the ARS 2.52 billion and ARS 1.10
billion, respectively, in 2014.
EDENOR was able to post a profit from continuing operations of ARS
1.14 billion in 2015 primarily on account of the "income
recognition on account of the RTI - SE Resolution 32/15" of
ARS5.025 billion in 2015. The Company reported a loss from
continuing operations of ARS 779.7 million in 2014.
As of Dec. 31, 2015, EDENOR had ARS 12.98 billion in total assets,
ARS 11.45 billion in total liabilities and ARS 1.52 billion in
total equity.
A full-text copy of the Form 6-K as filed with the Securities and
Exchange Commission is available for free at http://is.gd/uOeBHx
About Edenor SA
Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN;
Buenos Aires Stock Exchange: EDN) is the largest electricity
distribution company in Argentina in terms of number of customers
and electricity sold (both in GWh and Pesos). Through a
concession, Edenor distributes electricity exclusively to the
northwestern zone of the greater Buenos Aires metropolitan area and
the northern part of the city of Buenos Aires.
ELBIT IMAGING: Amends Existing Credit Facility With Raiffeisen
--------------------------------------------------------------
Elbit Imaging Ltd.'s approximately 98% holding subsidiary,
Bucuresti Turism S.A. ("BUTU"), as borrower, Raiffeisen Bank
International A.G and Raiffeisen Bank S.A., leading international
European banks, as lenders, and the Company as guarantor have
amended and restated the existing facility agreement signed
between, among others, BUTU, as borrower, Raiffeisen Bank
International A.G, as lender and the Company on Sept. 16, 2011,
through an amended and restated facility agreement.
According to the Amended and Restated Facility Agreement, the
Lenders will increase the loan to BUTU outstanding under the
Existing Facility Agreement up to Euro 97 million. The New
Facility Amount will be drawn down in two tranches, with tranche A
in the amount of up Euro to 85 million, which BUTU will be able to
utilize until March 31, 2016, and tranche C in the amount of up to
Euro 12 million, which BUTU shall be able to utilize starting with
Sept. 30, 2016, until June 30, 2017. The utilization of both
tranches is subject to the satisfaction of certain conditions
precedent as stipulated in the Amended and Restated Facility
Agreement.
The proceeds of the New Facility Amount will be used, inter alia,
to refinance certain outstanding loans under the Existing Facility
Agreement. The surplus of the New Facility Amount will be used for
the repayment of all existing shareholder loans granted to BUTU by
Elbit Group.
The principal of the New Facility Amount will be repayable in
quarterly instalments and a balloon repayment at Dec. 31, 2020. The
New Facility Amount will bear an annual interest of Euribor plus
margin of 3.75%, which will be hedged by BUTU in accordance with
the provision of the Amended and Restated Facility Agreement.
The New Facility Amount is secured by first rank real estate
mortgage on the hotel complex owned by BUTU, security interest over
the shares of BUTU and certain other securities stipulated in the
Amended and Restated Facility Agreement. In addition, the Company
has provided a corporate guarantee to secure the New Facility
Amount, whereby the Company guarantees all of BUTU's payment
obligations under the Finance Documents (except for the balloon
repayment at Dec. 31, 2020).
About Elbit Imaging
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
holds investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
EMPIRE RESORTS: Incurs $36.8 Million Net Loss in 2015
-----------------------------------------------------
Empire Resorts, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
applicable to common shareholders of $36.8 million on $68.2 million
of net revenues for the year ended Dec. 31, 2015, compared to a net
loss applicable to common shareholders of $24.1 million on $65.2
million of net revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Empire Resorts had $65.4 million in total
assets, $66.9 million in total liabilities and a $1.45 million
total stockholders' deficit.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/EGUSdj
About Empire Resorts
Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.
EMPIRE STATE: Court Denies Bid to Disqualify Ch. 7 Trustee
----------------------------------------------------------
Paul A. Peterson, a former officer and shareholder of Empire State
Conglomerates, Inc., has moved to disqualify the chapter 7 trustee,
Deborah J. Piazza, Esq., and her counsel, Tarter Krinsky & Drogin
LLP, and invalidate certain settlement agreements entered into by
the Trustee.
The catalyst for the Motion was Tarter's hiring of five attorneys
who had previously worked at another law firm, Todtman, Nachamie,
Spizz & Johns, P.C., which represented the Official Committee of
Unsecured Creditors in an earlier bankruptcy case, In re 87-10 51st
Avenue Owners Corp., No. 09-45657 (ESS) (Bankr. E.D.N.Y.). That
case involved contentious proceedings between the Committee, on the
one hand, and Empire and Peterson, on the other.
In a Memorandum Decision dated February 24, 2016, which is
available at http://is.gd/14xobHfrom Leagle.com, Judge Stuart M.
Bernstein of the United States Bankruptcy Court for the Southern
District of New York denied the Motion to Disqualify.
The case is In re EMPIRE STATE CONGLOMERATES, Inc., Chapter 7,
Debtor, Case No. 15-10061 (SMB)(Bankr. S.D.N.Y.).
Empire State Conglomerates, Inc., Debtor, is represented by Paul A.
Rachmuth, Paul A. Rachmuth, Esq..
Deborah J. Piazza, Trustee, is represented by Jill L. Makower, Esq.
-- jmakower@tarterkrinsky.com -- Tarter Krinsky & Drogin LLP,
Robert A. Wolf, Esq. -- rwolf@tarterkrinsky.com -- Tarter Krinsky
& Drogin LLP.
United States Trustee, U.S. Trustee, represented by Linda Riffkin,
Office of United States Trustee SDNY.
Empire State Conglomerates, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y., Case No. 15-10061) on
January 13, 2015. The Debtor is represented by Paul A. Rachmuth,
Esq.
ESP RESOURCES: Case Summary & 5 Unsecured Creditors
---------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
ESP Resources, Inc. 16-60021
fka Pantera Petroleum Inc.
fka Artho Pharmaceuticals, Inc.
539 Hill Road
Victoria, TX 77905
ESP Petrochemicals, Inc. 16-60020
539 Hill Road
Victoria, TX 77905
Chapter 11 Petition Date:
March 10, 2016
Court:
United States Bankruptcy Court
Southern District of Texas (Victoria)
Judge:
Hon. David R Jones
Debtor's Counsel:
Melissa Anne Haselden, Esq.
HOOVER SLOVACEK LLP
Galleria II Tower
5051 Westheimer, Suite 1200
Houston, TX 77056
Tel: 713.977.8686
Fax: 713.977.5395
Email: Haselden@hooverslovacek.com
- and -
Edward L Rothberg, Esq.
HOOVER SLOVACEK, LLP
Galleria Tower II
5051 Westheimer, Suite 1200
Houston, TX 77056
Tel: 713-977-8686
Fax: 713-977-5395
Email: rothberg@hooverslovacek.com
Estimated Estimated
Assets Liabilities
---------- -----------
ESP Resources, Inc. $4.08MM $9.55MM
ESP Petrochemicals, Inc. $1MM-$10MM $1MM-$10MM
The petition was signed by David A. Dugas, chief executive
officer.
A list of ESP Resources, Inc.'s five largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb16-60021.pdf
A list of ESP Petrochemicals, Inc.'s 20 largest unsecured creditors
is available for free at:
http://bankrupt.com/misc/txsb16-60020.pdf
FIRST DATA: Offering $900 Million First Lien Notes
--------------------------------------------------
First Data Corporation said it intends to offer $500 million
aggregate principal amount of senior secured first lien notes due
2024, subject to market conditions.
In a separate press release dated March 9, 2016, the Company
announced the pricing of the offering of the notes and that it had
increased the offering size of the notes to an aggregate principal
amount of $900 million. The notes will be issued at 99.5%.
The Notes will be issued under the indenture governing the $1
billion aggregate principal amount of 5.000% Senior Secured Notes
due 2024 that were issued on Nov. 25, 2015. The Notes will form a
single series with the Existing Notes. The offering is expected to
close on March 29, 2016, subject to customary closing conditions.
First Data intends to use the proceeds from the offering of the
Notes to repay a portion of its senior secured term loan facility
due 2018 and to pay related fees and expenses.
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Company of $1.48
billion on $11.5 billion of total revenues for the year ended Dec.
31, 2015, compared to a net loss attributable to the Company of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $34.36 billion in total
assets, $30.62 billion in total liabilities, $77 million in
redeemable non-controlling interest and $3.66 billion in total
equity.
* * *
The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FOUNDATION HEALTHCARE: Schedules Conference Call for March 16
-------------------------------------------------------------
Foundation HealthCare has scheduled a conference call for
Wednesday, March 16 at 4:30 p.m. EST (3:30 p.m. CST), to discuss
its operating results for the fourth quarter and year ended
December 31, 2015. The Company plans to report its final operating
results earlier the same day.
Preliminary net income per share attributable to Foundation
Healthcare common stock is expected to be $0.30 to $0.34 for 2015
compared to a net loss per share of $0.12 in 2014. Preliminary net
revenues and earnings from affiliates for 2015 are expected to be
$125.0 million to $127.5 million, an increase of more than 19% over
the prior year. Revenue growth has been primarily fueled by
expanded ancillary services. The Company expects a strong revenue
and earnings growth in 2016 as a result of the continued execution
of core strategies and the inclusion of the newest hospital in
Houston, which was acquired at the end of 2015.
Foundation's CEO, Stanton Nelson, and CFO, Hugh King, will host the
conference call on Wednesday, March 16. Investors can participate
by phone, or listen to the call via audio webcast as follows:
Via phone
Please dial the toll free number, 888-348-6454, at 4:30 p.m. EST
(3:30 p.m. CST) and ask to join the Foundation HealthCare earnings
call. At the conclusion of the call, a replay will be available
until March 30, 2016. To access the replay of the call dial
877-870-5176 and provide the participant passcode 10082263.
Via webcast
The conference call will also be broadcast live at the investor
relations section of the Company's Web site at www.fdnh.com.
About Foundation Healthcare
Oklahoma-based Foundation Healthcare is a healthcare services
company primarily focused on owning controlling interests in
surgical hospitals and the inclusion of ancillary service lines.
The Company currently owns controlling and noncontrolling
interests in surgical hospitals located in Texas. The Company
also owns noncontrolling interests in ambulatory surgery centers
("ASCs") located in Texas, Oklahoma, Pennsylvania, New Jersey,
Maryland and Ohio.
Additionally, the Company provides sleep testing management
services to various rural hospitals in Iowa, Minnesota, Missouri,
Nebraska and South Dakota under management contracts with the
hospitals. The Company provides management services to a majority
of its Affiliates under the terms of various management
agreements. Prior to Dec. 2, 2013, the Company's name was
Graymark Healthcare, Inc.
Foundation Healthcare reported a net loss attributable to the
Company common stock of $2.09 million on $101.9 million of
revenues for the year ended Dec. 31, 2014, compared to a net loss
attributable to the Company common stock of $20.4 million on $87.2
million of revenues in 2013.
Hein & Associates LLP, in Denver, Colorado, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company had insufficient working capital as of Dec. 31, 2014, to
fund anticipated working capital needs over the next twelve
months.
FRAC SPECIALISTS: Court Set to Hear Bid to Appoint Trustee
----------------------------------------------------------
A U.S. bankruptcy court is set to hear a motion to appoint a
Chapter 11 trustee to replace the management of Frac Specialists
LLC.
The U.S. Bankruptcy Court for the Northern District of Texas will
take up the motion filed by the company's official committee of
unsecured creditors at a hearing on April 12, 2016.
In its motion filed early last month, the committee cited the need
to appoint an outside trustee in light of the financial health of
Frac Specialists and its two affiliates, which it said, have
suffered losses during the past several months.
"The debtors have operated at a substantial loss during the past
several months," the committee said, citing Frac Specialists'
monthly operating reports as its source. "Their nominal $1.2
million increase in cash position is blighted by the substantial
near $8 million reduction in outstanding accounts receivable."
Frac Specialists had reportedly admitted to the committee during a
meeting that the losses are likely to continue until it exits
bankruptcy.
Last month, the bankruptcy court approved the hiring of Shoreline
Capital Advisors Inc. and its managing director Cary Grossman.
Mr. Grossman will serve as Frac Specialists' chief restructuring
officer until the committee determines whether to prosecute its
motion or agree to extend the terms of the CRO, according to court
filings.
About Frac Specialists
Frac Specialists, LLC, Cement Specialists, LLC, and Acid
Specialists, LLC, are oilfield service providers serving the
exploration and production industry within the Permian Basin. Noble
Natural Resources, LLC, Javier Urias and Alex Hinojos collectively
own 100% of the membership interests in the
Companies.
The Companies sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Lead Case No. 15-41974), on May 17, 2015. Larry P. Noble
signed the petitions as manager.
On May 27, 2015, the Court directed the joint administration of the
cases. The Debtors disclosed $61,675,313 in assets and $57,982,488
in liabilities.
Judge Michael Lynn presides over the cases. The Debtors tapped
Lynda L. Lankford, Esq., and Jeff P. Prostok, Esq., at Forshey &
Prostok, LLP, as their counsel. The Debtors hired CBRE, Inc. as
their real estate appraiser.
The U.S. Trustee appointed five creditors to serve on an official
committee of unsecured creditors. The Committee is represented by
Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq., at Dykema Cox
Smith.
FUEL PERFORMANCE: John Hennessy Reports 6.9% Stake as of Aug. 21
----------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, John M. Hennessy reported that as of Aug. 21, 2015, he
beneficially owns 14,513,617 shares of common stock of Fuel
Performance Solutions, Inc., representing 6.9 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/D0sPcI
About Fuel Performance
Fuel Performance Solutions, Inc., was incorporated in Nevada on
April 9, 1996, by a team of individuals who sought to address the
challenges of reducing harmful emissions while at the same time
improving the operating performance of internal combustion
engines, especially with respect to fuel economy and engine
cleanliness. After the Company's incorporation, its initial focus
was product research and development, but over the past few years,
the Company's efforts have been directed to commercializing its
product slate, primarily DiesoLiFTTM and the PerfoLiFTTM BD-
Series, for use with diesel fuel and bio-diesel fuel blends, by
focusing on marketing, sales and distribution efforts in
conjunction with our distribution partners. On Feb. 5, 2014, the
Company changed its name from International Fuel Technology, Inc.,
to Fuel Performance Solutions, Inc.
Fuel Performance reported a net loss of $1.65 million on $1.72
million of net revenues for the year ended Dec. 31, 2014, compared
with a net loss of $1.39 million on $704,000 of net revenues for
the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $2.59 million in total
assets, $3.76 million in total liabilities and a total
stockholders' deficit of $1.16 million.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, noting that the Company has suffered recurring
loss from operations and has a working capital deficit. This
factor, the auditors said, raises substantial doubt about the
Company's ability to continue as a going concern.
FUTURE HEALTHCARE: Incurs $249,000 Net Loss in 2015
---------------------------------------------------
Future Healthcare of America filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$249,319 on $4 million of revenue for the year ended Dec. 31, 2015,
compared to a net loss of $1.56 million on $3.81 million of revenue
for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Future Healthcare had $1.12 million in total
assets, $1.58 million in total liabilities and a $464,119 total
stockholders' deficit.
Gregory & Associates, LLC, in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
losses, an accumulated deficit and has a short-term note payable in
excess of anticipated cash.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/MI9J5C
About Future Healthcare
Pittsburgh, Pennsylvania-based Future Healthcare of America (FHA)'s
wholly owned subsidiary Interim Healthcare of Wyoming, Inc.
(Interim) is an independent franchisee of Interim HealthCare that
provides a wide range of visiting nurse services to the elderly,
wounded and sick. Interim is one of the 300 independent home
health agencies that comprise the Interim HealthCare network,
operating primarily in Wyoming and Montana.
GARLOCK SEALING: Ky. App. Affirms Dismissal of Suit Against Widow
-----------------------------------------------------------------
The Court of Appeals of Kentucky affirmed the ruling of the
Jefferson Circuit Court dismissing Garlock Sealing Technologies,
LLC's complaint against Delores Ann Robertson for failure to state
a claim upon which relief may be granted.
Robertson, in her executrix and individual capacities, sued
Garlock, E.I. du Pont de Nemours & Company, and a number of other
defendants claiming that the exposure of her husband, Thomas E.
Robertson, to asbestos-containing products, including Garlock
gaskets, had contributed to his illness and led to his death. The
matter culminated in a jury verdict in Robertson's favor. On
December 1, 2008, the circuit court entered judgment against
Garlock and ordered it to pay compensatory and punitive damages to
the estate and to Robertson. The judgment was affirmed by the Court
of Appeals of Kentucky. Garlock's subsequent motion for
discretionary review was also denied by the Supreme Court.
On July 26, 2012, Garlock filed a CR 60.03 independent action in
Jefferson Circuit Court attacking the original judgment on the
basis of CR 60.02(d) fraud affecting the proceedings. Garlock
pleaded that Robertson committed fraud when she failed "to disclose
during pretrial discovery the decedent's known asbestos exposure
from at least four (4) other manufacturer' products." Robertson
filed a motion to dismiss, which was granted by the circuit court
on August 13, 2013. The circuit court found that Garlock's fraud
allegations did not qualify as "fraud affecting the proceedings"
and Garlock's complaint was not filed within one year after
judgment was entered, and therefore was untimely.
The Court of Appeals of Kentucky agreed with the circuit court's
conclusion that Garlock's allegations describe nothing more than
"perjury or falsified" evidence under CR 60.02(c) and, therefore,
the independent action under CR 60.03 was subject to a one-year
limitations period. Thus, the appellate court held that Garlock's
independent action is time-barred and the circuit court was correct
in so ruling.
The case is GARLOCK SEALING TECHNOLOGIES, LLC, Appellant, v.
DELORES ANN ROBERTSON, INDIVIDUALLY AND AS EXECUTRIX OF THE ESTATE
OF THOMAS E. ROBERTSON, Appellee, No. 2013-CA-001546-MR (Ky. Ct.
App.).
A full-text copy of the the Court of Appeals of Kentucky's March 4,
2016 ruling is available at http://is.gd/MY8mGYfrom Leagle.com.
Garlock Sealing Technologies, LLC is reprsented by:
Trevor W. Wells, Esq.
300 East Main Street, Suite 360
Lexington, KY 40507-1564
Tel: (859)281-0077
Fax: (859)957-1889
Email: twells@millerwells.com
-- and --
Casey Hinkle, Esq.
710 West Main Street, 4th Floor
Louisville, KY 40202
Tel: (502)416-1630
Fax: (502)540-8282
AMICUS CURAE, OFFICIAL COMMITTEE OF ASBESTOS PERSONAL INJURY
CLAIMANTS OF GARLOCK SEALING TECHNOLIGIES, LLC is
Trevor W. Swett III, Esq.
One Thomas Circle, NW, Suite 1100
Washington, DC 20005-5802
Tel: (202)862-5000
Fax: (202)429-3301
Email: tswett@capdale.com
Appellee is represented by:
Kevin C. Burke, Esq.
2200 Dundee Rd
Jefferson County
Louisville, KY 40205
Tel: (502)709-9990
-- and --
Hans G. Poppe, Esq.
Warner T. Wheat, Esq.
Scarlette R. Burton, Esq.
Justice Plaza
8700 Westport Road
Louisville, KY 40242
Tel: (502)895-3400
Fax: (502)895-3420
Email: hans.poppelawfirm.com
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.
GELTECH SOLUTIONS: Obtains $150,000 Loan From Michael Reger
-----------------------------------------------------------
GelTech Solutions, Inc., issued Mr. Michael Reger a $150,000 7.5%
secured convertible note in consideration for a $150,000 loan, as
disclosed in a Form 8-K report filed with the Securities and
Exchange Commission.
The note is convertible at $0.46 per share and matures on Dec. 31,
2020. Repayment of the note is secured by all of the Company's
assets including its intellectual property and inventory in
accordance with a secured line of credit agreement between the
Company and Mr. Reger. Additionally, the Company issued Mr. Reger
163,043 two-year warrants exercisable at $2.00 per share.
All of the securities were 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 GelTech
Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006. The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.
GelTech Solutions reported a net loss of $5.51 million on $800,000
of sales for the year ended June 30, 2015, compared to a net loss
of $7.11 million on $815,000 of sales for the year ended June 30,
2014.
As of Dec. 31, 2015, the Company had $1.96 million in total assets,
$6.44 million in total liabilities and a $4.48 million total
stockholders' deficit.
GLOBAL PAYMENTS: S&P Assigns 'BB+' CCR, Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB+'
corporate credit rating to Atlanta-based Global Payments Inc. The
outlook is stable.
S&P also assigned its 'BBB-' issue-level rating and '2' recovery
rating to the company's secured credit facilities, which consist of
a $1.25 billion revolver (about $775 million drawn at the close of
the transaction) expiring in 2020, a $2.485 billion term loan A
maturing in 2020, and a $1.045 billion term loan B maturing in
2023. The '2' recovery rating indicates S&P's expectation for
substantial (70% to 90%; lower half of the range) recovery of
principal in the event of default.
"Our 'BB+' rating on Global Payments reflects the company's global
market presence in merchant payment processing markets, prospects
for mid- to high-single-digit organic net revenue growth,
consistent operating profitability, modest capital expenditures,
favorable free cash flow generation, and financial policy to
prioritize debt repayment over the next two years," said Standard &
Poor's credit analyst Peter Bourdon.
Global Payments, pro forma for the acquisition of Heartland, brings
together two companies to rank as the fifth-largest U.S. merchant
acquirer, according to Nilson data, in terms of both total
transactions processed and dollar volume processed. In addition,
S&P expects the company will maintain a significant international
market presence after the transaction, amounting to about 33% of
pro forma net revenues, and will operate as a consolidator in an
industry transforming to fairly concentrated from geographically
fragmented.
The stable outlook reflects S&P's expectation for continued
operating stability as the company integrates Heartland and
prioritizes debt repayment over the coming year.
GLYECO INC: Wynnefield Reports 26.8% Stake as of Feb. 26
--------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, the Wynnefield Reporting Persons disclosed that as of
Feb. 26, 2016, they beneficially owned an aggregate of 29,485,247
shares of Common Stock of GlyEco, Inc., constituting approximately
26.79% of the outstanding shares of Common Stock. The percentage
of shares of Common Stock reported as being beneficially owned by
the Wynnefield Reporting Persons is based upon 110,045,324 shares
of Common Stock outstanding as of Feb. 26, 2016, as set forth in
the Issuer's Current Report on Form 8-K filed with the Commission
on March 3, 2016.
The following sets forth certain information with respect to Common
Stock directly beneficially owned by the Wynnefield Reporting
Persons:
Number of
Name Common Stock Percentage
---- ------------ ----------
Wynnefield Partners 14,223,887 12.9%
Small Cap Value, L.P. I
Wynnefield Partners 8,716,183 7.9%
Small Cap Value, L.P.
Wynnefield Small Cap 6,083,638 5.5%
Value Offshore Fund, Ltd.
Wynnefield Capital, Inc. 461,540 0.04%
Profit Sharing & Money
Purchase Plan
A copy of the regulatory filing is available for free at:
http://is.gd/XF2S0k
About GlyEco, Inc.
Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.
Glyeco reported a net loss attributable to common shareholders of
$8.73 million on $5.89 million of net sales for the year ended Dec.
31, 2014, compared with a net loss of $4 million on $5.53 million
of net sales for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $15.1 million in total
assets, $2.37 million in total liabilities and $12.8 million in
total stockholders' equity.
Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has yet to
achieve profitable operations and is dependent on its ability to
raise capital from stockholders or other sources to sustain
operations and to ultimately achieve viable operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
GRUBB & ELLIS: Analytic Services Wins Summary Judgment
------------------------------------------------------
Judge Colleen Kollar-Kotelly of the United States District Court
for the District of Columbia granted Analytic Services, Inc.'s
motion for summary judgment and granted in part and denied in part
the Avison Young-Washington, D.C., LLC's motion for summary
judgment.
ANSER previously selected Grubb & Ellis, Inc., as its real estate
broker, which it eventually recognized as its exclusive real estate
representative pursuant to a Tenant Representation Agreement when
it renewed on October 10, 2011. Joseph Peyton, Bruce McNair, and
David Roehrenbeck are real estate professionals who used to work
for Grubb & Ellis, Inc. but who later resigned to join Avison
Young. Peyton and McNair had provided services to ANSER through
Grubb & Ellis.
On June 8, 2012, after BGC Partners, Inc., purchased certain assets
of Grubb & Ellis through the latter's bankruptcy proceedings, ANSER
entered into a lease for the Skyline Property in Falls Church,
Virginia, and a real estate commission payment of $1,225,000 was
made to Avison Young.
G&E Real Estate, Inc. thereafter brought claims in tort and in
contract against Peyton, McNair, and Roehrenbeck and Avison Young
(collectively, the "Avison Young Defendants") and against ANSER.
ANSER moved for summary judgment on the breach of contract claim
against it, contending that G&E has no standing to bring the claim
against it. Judge Kollar-Kotelly held that ANSER'S engaging with a
team of real estate professionals who had long been collaborating
with all parties on the project, although these professionals have
transferred from Grub & Ellis to Avison Young, did not render ANSER
in breach of the contract. Thus, the judge concluded that the
contract was an executory contract at the time of the bankruptcy
petition, BGC never acquired a breach of contract claim pertaining
to the Tenant Representation Agreement and, therefore, it had no
claim that it could assign to G&E. Judge Young thus held that G&E
had no standing to pursue a breach of contract claim against
ANSER.
The Avison Young defendants likewise moved for summary judgment, to
which Judge Kollar-Kotelly ruled as follows: "the Court GRANTS the
Avison Young Defendants' motion -- and grants summary judgment in
full -- with respect to the claim for tortious interference with
contract (count II); the unjust enrichment claim (count III); the
breach of contract claim against Joseph Peyton (count VI); the
breach of fiduciary duty claim against Roehrenbeck (count VIII);
the misappropriation of trade secrets claim (count IX); and the
Virginia statutory conspiracy claim against the Avison Young
Defendants (count X). The Court DENIES the Avison Young Defendants'
motion as to the breach of contract claims against McNair (count
IV) and Roehrenbeck (count V). Finally, with respect to the breach
of fiduciary duty claim against McNair (count VII), the Court
GRANTS the Avison Young Defendants' motion for summary judgment as
to the claim that McNair directly solicited ANSER to transition the
Tenant Representation Agreement and the claim that McNair directed
the commission payment away from Grubb & Ellis and to Avison Young;
the Court DENIES the motion for summary judgment as to the claim
that McNair conspired to induce ANSER to terminate its agreement
with Grubb & Ellis."
The case is G&E REAL ESTATE, INC., Plaintiff, v. AVISON
YOUNG-WASHINGTON, D.C., LLC, et al., Defendants, Civil Action No.
14-418 (CKK) (D.C.).
A full-text copy of Judge Kollar-Kotelly's February 26, 2016
memorandum opinion is available at http://is.gd/vRzT3ifrom
Leagle.com.
G & E REAL ESTATE, INC. is represented by:
Robert Courtney Gill, Esq.
Saad Gul, Esq.
SAUL EWING LLP
1919 Pennsylvania Avenue,
N.W. Suite 550
Washington, DC 20006-3434
Tel: (202)333-8800
Fax: (202)337-6065
Email: rgill@saul.com
AVISON YOUNG - WASHINGTON, D.C., LLC, BRUCE B. MCNAIR, JOSEPH F.
PEYTON, and DAVID ROEHRENBECK are represented by:
Cynthia Fleming Crawford, Esq.
LECLAIRRYAN
815 Connecticut Avenue, NW, Suite 620
Washington, DC 20006 US
Tel: (202)659-4140
Fax: (202)659-4130
Email: cynthia.crawford@leclairryan.com
-- and --
Stephen M. Faraci, Sr., Esq.
LECLAIRRYAN
919 East Main Street
Twenty-Fourth Floor
Richmond, VA 23219 US
Tel: (804)783-2003
Fax: (804)783-2294
Email: stephen.faraci@leclairryan.com
ANALYTIC SERVICES, INC. is represented by:
Michael C. Gartner, Esq
Thomas C. Mugavero, Esq.
WHITEFORD, TAYLOR & PRESTON, LLP
3190 Fairview Park Drive, Suite 300
Falls Church, VA 22042-4510
Tel: (703)280-9260
Fax: (703)280-9139
Email: mgartner@wtplaw.com
tmugavero@wtplaw.com
VORNADO/CHARLES E. SMITH, L.P. is represented by:
Bryn H. Sherman, Esq.
Stephen Warren Nichols, Esq.
OFFIT KURMAN, P.A.
4800 Montgomery Lane, 9th Floor
Bethesda, MD 20814
Email: bsherman@offitkurman.com
snichols@offitkurman.com
About Grubb & Ellis
Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is a
commercial real estate services and property management company
with more than 3,000 employees conducting throughout the United
States and the world. It is one of the oldest and most recognized
brands in the industry.
Grubb & Ellis and 16 affiliates filed for Chapter 11 bankruptcy
(Bankr. S.D.N.Y. Lead Case No. 12-10685) on Feb. 21, 2012, to sell
almost all its assets to BGC Partners Inc. The Santa Ana,
California-based company disclosed $150.16 million in assets and
$167.2 million in liabilities as of Dec. 31, 2011.
Judge Martin Glenn presides over the case. The Debtors have
engaged Togut, Segal & Segal, LLP as general bankruptcy counsel,
Zuckerman Gore Brandeis & Crossman, LLP, as general corporate
counsel, and Alvarez & Marsal Holdings, LLC, as financial advisor
in the Chapter 11 case. Kurtzman Carson Consultants is the claims
and notice agent.
BGC Partners, Inc., and its affiliate, BGC Note Acquisition Co.,
L.P., the DIP lender and Prepetition Secured Lender, are
represented in the case by Emanuel C. Grillo, Esq., at Goodwin
Procter LLP.
On March 27, 2012, the Court approved the sale to BCG. An auction
was cancelled after no rival bids were submitted. Pursuant to the
term sheet signed by the parties, BGC would acquire the assets for
$30.02 million, consisting of a credit bid the full principal
amount outstanding under the (i) $30 million credit agreement
dated April 15, 2011, with BGC Note, (ii) the amounts drawn under
the $4.8 million facility, and (iii) the cure amounts due to
counterparties. BGC would also pay $16 million in cash because
the sale was approved by the March 27 deadline. Otherwise, the
cash component would have been $14 million.
Approval of the sale was simplified when BGC settled with
unsecured creditors by increasing their recovery. Grubb & Ellis
Co. was renamed Newmark Grubb Knight Frank following the sale.
Grubb & Ellis filed a liquidating Chapter 11 plan which gives
unsecured creditors an expected recovery between 1.7% and 4.7%.
The Court approved the explanatory disclosure materials in January
2013, and confirmed the Plan on March 6. The Plan was declared
effective early in April 2013.
GT ADVANCED: TXT's Bid for Allowance of $3.6MM Admin Claim Denied
-----------------------------------------------------------------
In the case captioned In re: GT ADVANCED TECHNOLOGIES, INC., et
al., Chapter 11, Debtors, Case No. 14-11916-HJB, Jointly
Administered (Bankr. D.N.H.), Judge Henry J. Boroff of the United
States Bankruptcy Court for the District of New Hampshire granted
the debtors' motion for summary judgment and denied Tera Xtal
Technology Corp.'s administrative claim motion.
TXT sought administrative expense priority for a claim in excess of
$3.6 million in the debtors' cases based on alleged lost profits
caused by one of the affiliated debtors, GT Advanced Technologies
Limited ("GTAT Ltd.") for its "post-petition and continuing failure
to provide current and compatible software licenses for the 20
accepted furnaces and provide the service necessary to render th
software operational" in breach of a final award previously issued
by an arbitral tribunal and a settlement agreement entered between
TXT and GTAT Ltd.
Both the debtors and the Official Committee of Unsecured Creditors
objected to TXT's administrative claim motion on grounds that (1)
GTAT Ltd. had provided the requisite software licenses to TXT; (2)
to the extent that GTAT Ltd. was in breach of either the final
award or the settlement agreement, any damages on account of that
breach would constitute a general unsecured prepetition claim and
not an administrative claim under section 503(b)(1); and (3) TXT
had provided no factual basis for its claimed $3.6 million in lost
profits. The debtors filed a summary judgment motion on December
15, 2015.
Judge Boroff found that TXT's claims based on GTAT Ltd.'s alleged
failure to provide appropriate licenses, software, service, or
support all stem from its prepetition contractual relationship with
GTAT Ltd. and accordingly do not qualify for administrative
priority as "continuing" or "ongoing" postpetition failures to
comply with GTAT Ltd.'s postpetition obligations.
Further, Judge Boroff also ruled that TXT failed to (1)adequately
raise a claim for postpetition negligence in its administrative
claim motion; (2) demonstrate that, as either a factual or legal
matter, any claim for postpetition negligence against GTAT Ltd.
could be established; and (3) demonstrate, as either factual or
legal matter, that it would be entitled to damages for lost
profits.
A full-text copy of Judge Boroff's February 24, 2016 memorandum of
decision is available at http://is.gd/koECEofrom Leagle.com.
GT Advanced Technologies, Inc. is represented by:
Holly Barcroft, Esq.
Daniel W. Sklar, Esq.
NIXON PEABODY LLP
900 Elm Street
Manchester, NH 03101-2031
Tel: (603)628-4000
Fax: (603)-628-4040
Email: hbarcroft@nixonpeabody.com
dsklar@nixonpeabody.com
-- and --
Richard C. Pedone, Esq.
NIXON PEABODY LLP
100 Summer Street
Boston, MA 02110-2131
Tel: (617)345-1000
Fax: (617)345-1300
Email: rpedone@nixonpeabody.com
-- and --
Joshua M. Bennett, Esq.
G. Alexander Bongartz, Esq.
Luc A. Despins, Esq.
James T. Grogan, III, Esq.
Kyle J. Ortiz, Esq.
John J. Ramirez, Esq.
Andrew V. Tenzer, Esq.
PAUL HASTINGS LLP
75 East 55th Street
New York, NY 10022
Tel: (212)318-6000
Fax: (212)319-4090
Email: joshuabennett@paulhastings.com
alexbongartz@paulhastings.com
lucdespins@paulhastings.com
jamesgrogan@paulhastings.com
johnramirez@paulhastings.com
andrewtenzer@paulhastings.com
-- and --
David A. Fine, Esq.
James M. Wilton, Esq.
ROPES & GRAY LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199-3600
Tel: (617)951-7000
Fax: (617)951-7050
Email: david.fine@ropesgray.com
james.wilton@ropesgray.com
-- and --
Kenneth H. Frenchman, Esq.
MCKOOL SMITH, P.C.
One Bryant Park, 47th Floor
New York, NY 10036
Tel: (212)402-9400
Fax: (212)402-9444
Email: kfrenchman@mckoolsmith.com
-- and --
Jennifer A. Griffith, Esq.
Hoil Kim, Esq.
BEACON HILL STAFFING GROUP
-- and --
Daniel Holzman, Esq.
Susheel Kirpalani, Esq.
William Pugh, Esq.
QUINN EMANUEL URQUHART & SULLIVAN, LLP
51 Madison Avenue, 22nd Floor
New York, NY 10010
Tel: (212)849-7000
Fax: (212)849-7100
Email: danielholzman@quinnemanuel.com
susheelkirpalani@quinnemanuel.com
williampugh@quinnemanuel.com
GT Advanced Equipment Holding LLC is represented by:
Katherine A. Scherling, Esq.
QUINN EMANUEL URQUHART & SULLIVAN, LLP
51 Madison Avenue, 22nd Floor
New York, NY 10010
Tel: (212)849-7000
Fax: (212)849-7100
Email: katescherling@quinnemanuel.com
Office of the U.S. Trustee , U.S. Trustee, is represented by:
Eric K. Bradford, Esq.
UNITED STATES DEPT. OF JUSTICE
Office of the United States Trustee
5 Post Office Square, Suite 1000
Boston, MA 02109-3934
Tel: (617)788-0400
Fax: (617)565-6368
-- and --
Ann Marie Dirsa, Esq.
Geraldine Karonis, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
1000 Elm Street, Suite 605
Manchester, NH 03101
Tel: (603)666-7908
Fax: (603)666-7913
Official Committee of Unsecured Creditors, Creditor Committee, is
represented by:
Jason R. Adams, Esq.
James S. Carr, Esq.
William S. Gyves, Esq.
Bruce R. Kraus, Esq.
Jennifer D. Raviele, Esq.
Eric R. Wilson, Esq.
KELLEY, DRYER & WARREN, LLP
101 Park Avenue
New York, NY 10178
Tel: (212)808-7800
Fax: (212)808-7897
Email: jadams@kelleydrye.com
jcarr@kelleydrye.com
wgyves@kelleydrye.com
bkraus@kelleydrye.com
jraviele@kelleydrye.com
ewilson@kelleydrye.com
-- and --
Steven E. Grill, Esq.
Matthew R. Johnson, Esq.
Colin P. Maher, Esq.
Charles R. Powell, III, Esq.
DEVINE, MILLIMET, & BRANCH
111 Amherst Street
Manchester, NH 03101
Tel: (603)669-1000
Fax: (603)669-8547
Email: sgrill@devinemillimet.com
mjohnson@devinemillimet.com
cmaher@devinemillimet.com
cpowell@devinemillimet.com
(Unofficial) Ad Hoc Committee of Equity Security Holders , Creditor
Committee, is represented by:
David L. Barrack, Esq.
Jeremy R. Johnson, Esq.
POLSINELLI PC
600 3rd Avenue, 42nd Floor
New York, NY 100016
Tel: (212)684-0199
Fax: (212)684-0197
Email: dbarrack@polsinelli.com
jeremy.johnson@polsinelli.com
-- and --
Shanti M. Katona, Esq.
Christopher A Ward, Esq.
Jarrett Vine, Esq.
POLSINELLI PC
222 Delaware Avenue, Suite 1101
Wilmington, DE 19801
Tel: (302)252-0920
Fax: (302)252-0921
Email: skatona@polsinelli.com
cward@polsinelli.com
jvine@polsinelli.com
-- and --
Jason A. Manekas, Esq.
Peter B. McGlynn, Esq.
BERNKOPF GOODMAN LLP
Two Seaport Lane
Boston, MA 02210
Tel: (617)790-3000
Fax: (617)790-3300
Email: jmanekas@bg-llp.com
pmcglynn@bg-llp.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 is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ
stock exchange in October 2014.
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916). GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.
The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors. The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.
GTAT has reached a settlement with Apple. The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple. In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.
The bankruptcy case is assigned to Judge Henry J. Boroff.
HALCON RESOURCES: Appoints Two Directors to Board
-------------------------------------------------
Halcon Resources Corporation disclosed in a Form 8-K report filed
with the Securities and Exchange Commission that it increased the
size of the Board of Directors of the Company from nine to eleven
members and appointed John W. (J.W.) Brown and Paul P. (Flip)
Huffard IV to the serve as directors. The Board has determined
that each of Messrs. Brown and Huffard satisfy the definition of
"independent director" under the applicable rules of the New York
Stock Exchange and the requirements for service on the Board
pursuant to the Company's Corporate Governance Guidelines.
There are no arrangements or understandings between Messrs. Brown
or Huffard and any other persons pursuant to which each was
appointed a director of the Company. In connection with their
appointment, each of Messrs. Brown and Huffard received a cash
payment of $99,000, which amount reflects the Company's agreement
to pay six months of the modified annual cash retainer for
non-employee directors to each of Messrs. Brown and Huffard in
advance. The Company will also enter into a standard form of
Indemnity Agreement for directors with each of Messrs. Brown and
Huffard.
Since June 2005, Mr. Brown has served as chairman of Par
Investments, LLC, a private investment firm focused on energy
related investments, and since July 1991, he has served as the
General Partner of Premier Capital, Ltd., a private energy focused
investment banking firm. From 2001 to 2003, Mr. Brown served as a
director of Friedman, Billings, Ramsey Group, a publicly traded
full service banking firm focused on energy investment banking
transactions. Prior to that, Mr. Brown served as an Associate of
Private Energy Capital Investment at EnCap Investments, L.C. from
2000 to 2001; as the Founder and General Partner of WesAl Capital,
Ltd., a private energy investment banking firm with the late
William E. Simon, former secretary of the Treasury and Alvin
Shoemaker, former Chairman of First Boston from 1986 to 1991; and
as the Founder, Shareholder and President of Westwood Resources
Company, a privately held independent oil and gas company, from
1981 to 1984. Mr. Brown practiced law from 1973 until 1981. He
earned a Bachelor of Arts Degree from Southern Methodist University
and a Juris Doctor Degree and Master of Laws Degree from Southern
Methodist University Law School.
Mr. Huffard currently serves as a senior advisor on the Advisory
Counsel of Strategic Value Partners, a distressed and deep-value
private equity firm. He also serves as chairman of the Board of
Directors of Vubiq Networks, Inc., a privately held wireless
networking technology firm, and on the Board of Directors of CORE
Media Group. From 1995 to 2014, Mr. Huffard served as a senior
managing director of The Blackstone Group where he provided
financial and strategic advice to companies and creditors in
situations involving financial restructuring, as well as to
corporate parents and purchasers of distressed companies. Mr.
Huffard’s areas of expertise include business plan development,
capital structure analysis and structuring, capital raising,
mergers and acquisitions, valuation, negotiation and expert witness
testimony. Prior to joining The Blackstone Group in 1995, Mr.
Huffard gained investment banking experience at Smith, Barney,
Harris, Upham & Co. and Hellmold Associates. He earned a Bachelor
of Administration degree in Economics from Harvard College and a
Master of Business Administration degree from the Kellogg School of
Management at Northwestern University.
About Halcon Resources
Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States. This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.
Halcon Resources reported a net loss available to common
stockholders of $2 billion on $550.27 million of total operating
revenues for the year ended Dec. 31, 2015, compared to net income
available to common stockholders of $283 million on $1.14 billion
of total operating revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Halcon Resources had $3.45 billion in total
assets, $3.22 billion in total liabilities, $184 million in
redeemable noncontrolling interest and $52.4 million in total
stockholders' equity.
* * *
As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.
In September 2015, Standard & Poor's Ratings Services lowered its
corporate credit rating on Oklahoma City-based Halcon Resource
Corp. to 'SD' (selective default) from 'B-'. "The downgrade
follows Halcon's announcement that it reached an agreement with
holders of portions of its senior unsecured notes to exchange the
notes for new senior secured third-lien notes," said Standard &
Poor's credit analyst Ben Tsocanos.
HALCON RESOURCES: Non-Employee Directors to Get Annual Retainer
---------------------------------------------------------------
The Compensation Committee of the Board of Directors of Halcon
Resources Corporation recommended, and on March 9, 2016, the Board
approved, modifications to the Company's compensation program for
non-employee directors.
As disclosed in a Form 8-K filed with the Securities and Exchange
Commission, the new compensation program was formulated with the
input and based upon the recommendations of Longnecker &
Associates, the independent compensation consultant engaged by the
Compensation Committee. Under the new compensation program,
non-employee directors will receive an annual cash retainer of
$198,000, payable in equal monthly installments. Additional cash
amounts associated with service as Lead Independent Director,
Chairman of a standing committee of the Board and membership on a
standing committee of the Board, reflecting the additional workload
associated with service in such capacities, remained unchanged.
The new compensation program also eliminated equity awards for
non-employee directors, which reflects the limited number of shares
of common stock available to the Company under stockholder approved
plans, the limited utility of equity awards in light of the current
volatility and low trading price of the Company's common stock and
current compensation practices within the Company's peer group.
About Halcon Resources
Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States. This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.
Halcon Resources reported a net loss available to common
stockholders of $2 billion on $550.27 million of total operating
revenues for the year ended Dec. 31, 2015, compared to net income
available to common stockholders of $283 million on $1.14 billion
of total operating revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Halcon Resources had $3.45 billion in total
assets, $3.22 billion in total liabilities, $184 million in
redeemable noncontrolling interest and $52.4 million in total
stockholders' equity.
* * *
As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.
In September 2015, Standard & Poor's Ratings Services lowered its
corporate credit rating on Oklahoma City-based Halcon Resource
Corp. to 'SD' (selective default) from 'B-'. "The downgrade
follows Halcon's announcement that it reached an agreement with
holders of portions of its senior unsecured notes to exchange the
notes for new senior secured third-lien notes," said Standard &
Poor's credit analyst Ben Tsocanos.
HAMPSHIRE GROUP: Obtains Forbearance From Lenders Until April 4
---------------------------------------------------------------
Hampshire Group, Limited and certain of its subsidiaries previously
entered into a Forbearance Agreement and Fifth Amendment to Credit
Agreement with Salus CLO 2012-1, Ltd. and Salus Capital Partners,
LLC, as lenders, pursuant to which, among other things, (i) the
maturity date of the loans under the credit facility was changed to
Feb. 29, 2016, and (ii) the Lenders agreed to forbear from
exercising their rights with respect to certain specified defaults
under the credit facility.
The Company has received a term sheet for a replacement credit
facility from a new lender and is negotiating the definitive
agreements with the new lender. On March 8, 2016, the Borrowers
and the existing Lenders entered into an agreement dated as of
March 7, 2016, to temporarily extend the forbearance date and
maturity date to April 4, 2016, subject to an earlier date in the
discretion of the Lenders in the event that the Lenders receive
notice that the credit facility with the new lender will not be
completed as currently contemplated. The Company gives no
assurance that the new credit facility will be completed in a
timely manner, or at all, or that the existing Lenders will give
further extensions of the forbearance and maturity dates beyond
April 4, 2016.
About Hampshire Group
New York-based Hampshire Group, Limited (OTC Markets: HAMP) is a
provider of fashion apparel across a broad range of product
categories, channels of distribution and price points. As a
holding company, the Company operates through its wholly-owned
subsidiaries, Hampshire Brands, Inc. and Hampshire International,
LLC. The Company completed the sale of Rio Garment S.A. effective
April 10, 2015.
As of June 27, 2015, Hampshire Group had $26.70 million in total
assets, $32.18 million in total liabilities and a $5.48 million
total stockholders' deficit.
The Company incurred a net loss of $28.8 million in 2014 following
a net loss of $16.04 million in 2013.
Elliott Davis Decosimo LLC, in Greenville, South Carolina, 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 and incurred negative cash
flows from continuing operations and its total liabilities exceed
its total assets at December 31, 2014. In addition, the Company is
in default under its credit facility and has entered into a
forbearance agreement and amendment to the credit facility, which
among other items, changed the maturity date of the credit facility
to February 29, 2016. The Company's lenders have indicated that
they will not renew the credit facility beyond that maturity date,
because they intend to exit this line of business. The Company is
in the process of attempting to obtain financing with a new lender.
These conditions, the auditors said, raise substantial doubt about
the Company's ability to continue as a going concern.
HAVERHILL CHEMICALS: March 29 Plan Confirmation Hearing Set
-----------------------------------------------------------
Haverhill Chemicals LLC is slated to seek confirmation of its
liquidating plan on March 29, 2016, at 10:00 a.m. (C.T.).
On Feb. 25, 2016, the bankruptcy judge entered an order
conditionally approving the Debtor's Disclosure Statement and set a
March 29 hearing to consider the adequacy of the disclosure and
confirmation of the Combined Plan and Disclosure Statement, as
twice amended. The Court also set a Feb. 25 voting record date,
and a March 24 deadline for ballots and disclosure and confirmation
objections.
A redlined copy of the Second Amended Joint Combined Disclosure
Statement and Plan against the prior version is available for free
at:
http://bankrupt.com/misc/Haverhill_255_Am_Plan_RL.pdf
After selling its Haverhill, Ohio chemical plant in November,
Haverhill Chemicals LLC in February filed a Joint Combined
Disclosure Statement and Plan of Liquidation. The Official
Committee of Unsecured Creditors is a co-proponent of the Plan.
On the Petition Date, the Debtor filed a motion to sell
substantially all assets, including its chemical plant, to ALTIVIA
Petrochemicals, LLC. The Court approved the sale on Nov. 2, 2015.
The sale closed on Nov. 6. The sale generated net cash proceeds
of
$2 million, all of which constituted cash collateral of the
lenders.
After application of the net cash generated by the sale of
substantially all of the Debtor's assets to ALTIVIA, the lenders
under the prepetition credit facility, led by Bank of America, N.A,
as agent, are still owed in excess of $39 million.
The Debtor now seeks to approve and to confirm the Plan and
Disclosure Statement to, among other things, wind down the Debtor's
estate, liquidate its remaining assets, and distribute the proceeds
from the liquidation of the Debtor's remaining assets.
The Plan classifies claims and interests into five classes: secured
claims of $39.7 million of lenders under the prepetition credit
facility (Class 1), other secured claims estimated at $0 (Class 2),
other priority claims estimated at $0 (Class 3), general unsecured
claims of $39.8 million (Class 4) and membership interests (Class
5). Only Classes 2 and 3 are unimpaired. The lenders will receive
a 60% beneficial interest in the "distribution trust" to be
established under the Plan while unsecured creditors will get 40%.
Holders of membership interests won't receive any distributions.
Only Classes 1 and 4 are entitled to vote on the Plan. Class 5 is
deemed to reject the Plan.
Counsel to Haverhill Chemicals:
Kyung S. Lee, Esq.
Charles M. Rubio, Esq.
William Hotze, Esq.
DIAMOND MCCARTHY LLP
909 Fannin, Suite 1500
Houston, TX 77010
Telephone: (713)333-5100
Facsimile: (713)333-5195
E-mail: klee@diamondmccarthy.com
crubio@diamondmccarthy.com
whotze@diamondmccarthy.com
Counsel to the Official Committee of Unsecured Creditors:
HALPERIN BATTAGLIA BENZIJA, LLP
Alan D. Halperin, Esq.
Julie Dyas Goldberg, Esq.
40 Wall Street, 37th Floor
New York, New York 10005
Tel: (212) 765-9100
Fax: (212) 765-0964
E-mail: ahalperin@halperinlaw.net
jgoldberg@halperinlaw.net
Counsel for the Agent:
BRYAN CAVE LLP
211 North Broadway, Suite 3600
St. Louis, MO 63102
Attn: David Unseth, Esq.
E-mail: dmunseth@bryancave.com
About Haverhill Chemicals
Haverhill Chemicals LLC owned and operated a chemical plant in
Haverhill, Ohio, to produce Phenol, Acetone, Bisphenol A (BPA) and
Alpha-Methylstyrene ("AMS") for sale to customers. The chemicals
are used to manufacture a wide variety of chemical intermediates,
including phenolic resins, paint, varnishes, pharmaceuticals,
film, epoxy resins, flame retardants, coatings and heat resistance
of polystyrene.
Haverhill Chemicals filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 15-34918) on Sept. 18, 2015, with a deal to
sell its Haverhill plant to ALTIVIA Petrochemicals, LLC, for $3
million, subject to higher or better bids.
The Debtor estimated assets of $1 million to $10 million and
liabilities of $100 million to $500 million.
The petition was signed by Paul Deputy, the chief financial
officer. The case is assigned to Judge Marvin Isgur.
Diamond McCarthy LLP serves as the Debtor's counsel.
On Sept. 29, 2015, the U.S. trustee overseeing the Debtor's
Chapter
11 case appointed Marathon Petroleum Company LP, Pritchard
Electric
Co., and CB&I Stone & Webster Construction Inc. to serve on the
official committee of unsecured creditors. The Committee is
represented by Gardere Wynne Sewell LLP.
* * *
The Court established Jan. 18, 2016 as the deadline for
non-governmental entities to file proofs of claim, and March 16,
2016 as the deadline for governmental entities.
HCSB FINANCIAL: Files Copy of Purchase Agreement with Castle Creek
------------------------------------------------------------------
HCSB Financial Corporation filed with the Securities and Exchange
Commission an amendment to its current report on Form 8-K for the
sole purpose of including a copy of a stock purchase agreement
between the Company and certain investors dated March 2, 2016. No
other changes have been made to the Initial Report.
On March 2, 2016, the Company entered into a Stock Purchase
Agreement with Castle Creek Capital Partners VI, LP, an affiliate
of Castle Creek Capital Partners, and certain other institutional
and accredited investors, pursuant to which the Company expects to
raise a total of $45 million in a private placement transaction and
to issue shares of the Company's common stock, par value $0.01 per
share, at a purchase price of $0.10 per share, and shares of a new
series of convertible perpetual non-voting preferred stock, Series
A, par value $0.01 per share, at a purchase price of $10.00 per
share. The Stock Purchase Agreement contains representations,
warranties, and covenants of the Company and the Investors and is
subject to certain closing conditions.
A full-text copy of the Stock Purchase Agreement is available for
free at http://is.gd/w4aKjT
About HCSB Financial
Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank. The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988. From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services. During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach. All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.
HCSB Financial reported a net loss available to common shareholders
of $1.4 million on $16.09 million of total interest income for the
year ended Dec. 31, 2014, compared to net income available to
common shareholders of $911,000 on $17.07 million of total interest
income for the year ended Dec. 31, 2013.
Elliott Davis Decosimo, LLC, in Columbia, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has suffered recurring losses that have eroded regulatory
capital ratios and the Company's wholly owned subsidiary, Horry
County State Bank, is under a regulatory Consent Order with the
Federal Deposit Insurance Corporation that requires, among other
provisions, capital ratios to be maintained at certain levels. As
of Dec. 31, 2014, the Company's subsidiary is considered
significantly undercapitalized based on its regulatory capital
levels. These considerations raise substantial doubt about the
Company's ability to continue as a going concern. The Company also
has deferred interest payments on its junior subordinated
debentures for 16 consecutive quarters as of Dec. 31, 2014. Under
the terms of the debentures, the Company may defer payments for up
to 20 consecutive quarters without creating a default. Payment for
the 20th quarter interest deferral period will be due in March
2016. If the Company fails to pay the deferred and compounded
interest at the end of the deferral period, the trustees of the
corresponding trusts, would have the right, after any applicable
grace period, to exercise various remedies, including demanding
immediate payment in full of the entire outstanding principal
amount of the debentures. The balance of the debentures and
accrued interest as of December 31, 2014 were $6.19 million and
$714,000, respectively. These events also raise substantial doubt
about the Company's ability to continue as a going concern as of
Dec. 31, 2014.
As of Sept. 30, 2015, the Company had $378.54 million in total
assets, $389.72 million in total liabilities and a shareholders'
deficit of $11.17 million.
Bankruptcy Warning
The Company has been deferring interest payments on its trust
preferred securities since March 2011 and has deferred interest
payments for 19 consecutive quarters. The Company is allowed to
defer payments for up to 20 consecutive quarterly periods, although
interest will also accrue and compound quarterly from the date such
deferred interest would have been payable were it not for the
extension period. All of the deferred interest, including interest
accrued on such deferred interest, is due and payable at the end of
the applicable deferral period, which is in March 2016. At Sept.
30, 2015, total accrued interest equaled $852 thousand.
"If we are not able to raise a sufficient amount of additional
capital, the Company will not be able to pay this interest when it
becomes due and the Bank may be unable to remain in compliance with
the Consent Order. In addition, the Company must first make
interest payments under the subordinated notes, which are senior to
the trust preferred securities. Even if the Company succeeds in
raising capital, it will have to be released from the Written
Agreement or obtain approval from the Federal Reserve Bank of
Richmond to pay interest on the trust preferred securities. If
this interest is not paid by March 2016, the Company will be in
default under the terms of the indenture related to the trust
preferred securities. If the Company fails to pay the deferred and
compounded interest at the end of the deferral period the trustee
or the holders of 25% of the aggregate trust preferred securities
outstanding, by providing written notice to the Company, may
declare the entire principal and unpaid interest amounts of the
trust preferred securities immediately due and payable. The
aggregate principal amount of these trust preferred securities is
$6.0 million. The trust preferred securities are junior to the
subordinated notes, so even if a default is declared the trust
preferred securities cannot be repaid prior to repayment of the
subordinated notes. However, if the trustee or the holders of the
trust preferred securities declares a default under the trust
preferred securities, the Company could be forced into involuntary
bankruptcy," the Company states in the Form 10-Q for the period
ended Sept. 30, 2015.
HERITAGE EQUITY: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: heritage equity group, llc
5601 Fortune Circle South, Suite P
Indianapolis, IN 46241
Case No.: 16-01601
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
Southern District of Indiana (Indianapolis)
Judge: Hon. Jeffrey J. Graham
Debtor's Counsel: KC Cohen, Esq.
KC COHEN, LAWYER, PC
151 N Delaware St Ste 1106
Indianapolis, IN 46204
Tel: 317-715-1845
Fax: 317-916-0406
E-mail: kc@esoft-legal.com
kc@smallbusiness11.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jeffrey B Mcdonald, manager.
The Debtor listed Bloombank as its largest unsecured creditor
holding a claim of $661,255.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/insb16-01601.pdf
HESS COMMERCIAL: 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 Hess Commercial Printing, Inc.
Hess Commercial Printing, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Penn., Case No. 16-20470) on
February 12, 2016. The Debtor is represented by Michael P.
Kruszewski, Esq., at Quinn Law Firm.
HOPPER TRANSPORTATION: U.S. Trustee Unable to Form 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 Hopper Transportation LLC.
Hopper Transportation LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn., Case No. 16-00617) on February
1, 2016. The Debtor is represented by Steven L. Lefkovitz, Esq.,
at Law Offices Lefkovitz & Lefkovitz.
HORSEHEAD HOLDING: Creditors' Panel Taps FTI as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Horsehead Holding
Corp. and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain FTI
Consulting, Inc. as financial advisor to the Committee, nunc pro
tunc to February 16, 2016.
FTI has and will continue to provide such financial advisory
services to the Committee and its legal advisors as they deem
appropriate and feasible in order to advise the Committee in the
course of these chapter 11 cases, including but not limited to the
following:
-- assistance in the review of financial related disclosures
required by the Court, including the Debtors' schedules of
assets and liabilities, statements of financial affairs and
monthly operating reports;
-- assistance in the preparation of analyses required to assess
any proposed debtor-in-possession financing or use of cash
collateral;
-- assistance with the assessment and monitoring of the
Debtors' short term cash flow, liquidity, and operating
results;
-- assistance with the review of any proposed key employee
retention, incentive or other employee benefit programs;
-- assistance with the review of the Debtors' analysis of core
business assets and the potential disposition or liquidation
of non-core assets;
-- assistance with the review of the Debtors' cost/benefit
analysis with respect to the affirmation or rejection of
various executory contracts and leases;
-- assistance with the review of the Debtors' identification of
potential cost savings, including overhead and operating
expense reductions and efficiency improvements;
-- assistance in the review and monitoring of any asset sale
process including, but not limited to, an assessment of the
adequacy of the marketing process, completeness of any
buyer lists, and review and quantifications of any bids;
-- assistance with review of any tax issues associated with,
but not limited to, claims/stock trading, preservation of
net operating losses, refunds due to the Debtors, plans of
reorganization, and asset sales;
-- assistance in the review of the claims reconciliation and
estimation process;
-- assistance in the review of other financial information
prepared by the Debtors, including, but not limited to, cash
flow projections and budgets, business plans, cash receipts
and disbursement analysis, asset and liability analysis, and
the economic analysis of proposed transactions for which
Court approval is sought;
-- attendance at meetings and assistance in discussions with
the Debtors, potential investors, banks, other secured
lenders, the Committee and any other official committees
organized in these chapter 11 cases, the U.S. Trustee, other
parties in interest and professionals hired by the same, as
requested;
-- assistance in the review and/or preparation of information
and analysis necessary for the confirmation of a plan and
related disclosure statement in these chapter 11 cases;
-- assessment in the review and/or preparation of any valuation
analysis;
-- assistance in the evaluation and analysis of avoidance
actions, including fraudulent conveyances and preferential
transfers;
-- assistance in the prosecution of Committee
responses/objections to the Debtors' motions, including
attendance at depositions and provision of expert
reports/testimony on case issues as required by the
Committee; and
-- render other general business consulting or other
assistance as the Committee or its counsel may deem
necessary that is consistent with the role of a financial
advisor and not duplicative of services provided by other
Committee professionals in these chapter 11 cases.
FTI will be paid at these hourly rates:
Senior Managing Directors $825-$995
Directors/Sr. Directors/
Managing Directors $615-$815
Consultants/
Senior Consultants $325-$595
Administrative/
Paraprofessionals/Associates $130-$260
FTI will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Samuel Star, senior managing director of FTI Consulting, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
The Bankruptcy Court will hold a hearing on the application on
April 6, 2016 at 12 noon. Objections, if any, are due March 29,
2016, at 4:00 p.m.
FTI can be reached at:
Samuel E. Star
FTI Consulting, Inc.
Three Times Square
9th Floor
New York, NY 10036
Tel: +1 (212) 247-1010
Fax: +1 (212) 841-9350
E-mail: samuel.star@fticonsulting.com
About Horsehead Holding
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 as vice president and chief
financial officer. 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 currently employ approximately 730 full-time
individuals.
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.
HORSEHEAD HOLDING: Panel Hires Lowenstein Sandler as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Horsehead Holding
Corp. and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Lowenstein
Sandler LLP as counsel to the Committee, effective February 16,
2016.
The Committee requires Lowenstein Sandler to:
(a) advise the Committee with respect to its rights, duties,
and powers in these Chapter 11 Cases;
(b) assist and advise the Committee in its consultations with
the Debtors relative to the administration of these Chapter
11 Cases;
(c) assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and
in negotiating with holders of claims and equity interests
and the Debtors' proposed financing;
(d) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of
the Debtors and of the operation of the Debtors'
businesses;
(e) assist the Committee in its investigation of the liens and
claims of the holders of the Debtors' pre-petition debt and
the prosecution of any claims or causes of action revealed
by such investigation;
(f) assist the Committee in its analysis of, and negotiations
with, the Debtors or any third party concerning matters
related to, among other things, the assumption or rejection
of certain leases of nonresidential real property and
executory contracts, asset dispositions, sale of assets,
financing of other transactions and the terms of one or
more plans of reorganization for the Debtors and
accompanying disclosure statements and related plan
documents;
(g) assist and advise the Committee as to its communications to
unsecured creditors regarding significant matters in these
Chapter 11 Cases;
(h) represent the Committee at hearings and other proceedings;
(i) review and analyze applications, orders, statements of
operations, and schedules filed with the Court and advise
the Committee as to their propriety;
(j) assist the Committee in preparing pleadings and
applications as may be necessary in furtherance of the
Committee's interests and objectives in these Chapter 11
Cases, including without limitation, the preparation of
retention papers and fee applications for the Committee's
professionals, including Lowenstein Sandler;
(k) prepare, on behalf of the Committee, any pleadings,
including without limitation, motions, memoranda,
complaints, adversary complaints, objections, or comments
in connection with any of the foregoing; and
(l) perform such other legal services as may be required or are
otherwise deemed to be in the interests of the Committee in
accordance with the Committee's powers and duties as set
forth in the Bankruptcy Code, Bankruptcy Rules, or other
applicable law.
Lowenstein Sandler will be paid at these hourly rates:
Partners $550-$1,100
Sr. Counsel and Counsel $390-$695
Associates $285-$595
Paralegals and Assistants $110-$290
Lowenstein Sandler will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Sharon L. Levine, partner of Lowenstein Sandler, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Consistent with the United State Trustees' Appendix B - Guidelines
for Reviewing Applications for Compensation and Reimbursement of
Expenses Filed Under 11 U.S.C. section 330 by Attorneys in Larger
Chapter 11 Cases, which became effective on November 1, 2013,
Lowenstein Sandler stated:
-- Lowenstein did not agree to a variation of its standard and
customary billing arrangements for the engagement;
-- Lowenstein's professionals included in the engagement have
not varied their rates based on the geographic location of
these Chapter 11 Cases; and
-- The Committee has approved or will be approving a
prospective budget and staffing plan for Lowenstein's
engagement for the post-petition period as appropriate. In
accordance with the U.S. Trustee Guidelines, the budget may
be amended as necessary to reflect changed or unanticipated
developments in these Chapter 11 Cases.
The Bankruptcy Court will hold a hearing on the application on
April 6, 2016 at 12 noon. Objections, if any, are due March 29,
2016, at 4:00 p.m.
Lowenstein Sandler can be reached at:
Sharon L. Levine, Esq.
Bruce D. Buechler, Esq.
LOWENSTEIN SANDLER LLP
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973-597-2500
Fax: (973) 597-2400
E-mail: bbuechler@lowenstein.com
slevine@lowenstein.com
About Horsehead Holding
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 as vice president and chief
financial officer. 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 currently employ approximately 730 full-time
individuals.
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.
HORSEHEAD HOLDING: Taps Kirkland and Ellis as Bankruptcy Counsel
----------------------------------------------------------------
Horsehead Holding Corp., et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ Kirkland and
Ellis International LLP as attorneys nunc pro tunc to the Petition
Date.
Kirkland will render these legal services:
a. advise the Debtors with respect to their powers and duties as
debtors-in-possession in the continued management and operation of
their businesses and properties;
b. advise and consult on the conduct of the cases, including all
of the legal and administrative requirements of operating in
chapter 11;
c. attend meetings and negotiate with representatives of
creditors and other parties-in interest;
d. take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including objections to claims
filed against the Debtors' estates;
e. prepare pleadings in connection with the cases, including
motions, applications, answers, orders, reports, and papers
necessary or otherwise beneficial to the administration of the
Debtors' estates;
f. represent the Debtors in connection with obtaining authority
to continue using cash collateral and postpetition financing;
g. advise the Debtors in connection with any potential sale of
assets;
h. appear before the Court and any appellate courts to represent
the interests of the Debtors' estates;
i. advise the Debtors regarding tax matters;
j. take any necessary action on behalf of the Debtors to
negotiate, prepare, and obtain approval of a disclosure statement
and confirmation of a chapter 11 plan and all documents related
thereto; and
k. perform all other necessary legal services for the Debtors in
connection with the prosecution of these chapter 11 cases,
including: (i) analyzing the Debtors' leases and contracts and the
assumption and assignment or rejection thereof; (ii) analyzing the
validity of liens against the Debtors; and (iii) advising the
Debtors on corporate and litigation matters.
The hourly rates of the firm's personnel are:
Billing Category U.S. Range
---------------- ----------
Partners $875 - $1,445
Of Counsel $480 - $1,445
Associates $510 - $945
Paraprofessionals $180 - $400
Kirkland will also charge for identifiable, non-overhead expenses
incurred in connection with the client's case.
On Dec. 19, 2015, the Debtors paid $250,000 to Kirkland, which
constituted an advance payment retainer. Additionally, the Debtors
paid Kirkland $121,475 on Dec. 22, and $314,484 on Dec. 23, on
account of non-restructuring services previously provided to the
Debtors by Kirkland. Subsequent to the initial advance payment
retainer, the Debtors paid to Kirkland additional advance payment
retainers totaling $2 million in the aggregate.
To the best of the Debtors' knowledge, Kirkland is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
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 as vice president and
chief financial officer. 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.
HOVNANIAN ENTERPRISES: Incurs $16.2M Net Loss in First Quarter
--------------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $16.2 million on $576 million of total revenues for the three
months ended Jan. 31, 2016, compared to a net loss of $14.4 million
on $446 million of total revenues for the same period in 2015.
As of Jan. 31, 2016, Hovnanian had $2.55 billion in total assets,
$2.69 billion in total liabilities and a $143 million total
stockholders' deficit.
"We are pleased by our strong start to the fiscal year, which was
highlighted by an 83% increase in adjusted EBITDA and a 49%
increase in contract backlog dollars," stated Ara K. Hovnanian,
chairman of the Board, president and chief executive officer.
"During our first quarter, our 29% total revenue growth resulted in
a 500 basis point improvement in our total SG&A and total interest
ratios in the aggregate. Rather than focusing on additional
revenue growth beyond 2016, we now plan to focus on deleveraging
our balance sheet and maximizing our profitability. As part of this
strategy we have decided to exit the Minneapolis, MN and Raleigh,
NC markets. Additionally, we plan to wind down our operations in
Tampa, FL and the San Francisco Bay Area in Northern California by
delivering the remaining homes in our existing communities. We are
confident these decisions will lead to continued efficiencies and
ultimately improved financial performance," concluded Mr.
Hovnanian.
After paying off $233.5 million of debt that matured in October
2015 and January 2016, total liquidity at the end of the first
quarter of fiscal 2016 was $152.1 million.
During the first quarter of fiscal 2016, land and land development
spending was $116.6 million.
As of Jan. 31, 2016, the land position, including unconsolidated
joint ventures, was 38,070 lots, consisting of 18,732 lots under
option and 19,338 owned lots, compared with a total of 36,767 lots
as of Jan. 31, 2015.
During the first quarter of fiscal 2016, approximately 3,300 lots,
including unconsolidated joint ventures, were put under option or
acquired in 39 communities.
"Assuming no changes in current market conditions, we reiterate our
prior guidance that total revenues for all of fiscal 2016 are
expected to be between $2.7 billion and $3.1 billion and pretax
profit excluding land related charges, gains or losses on
extinguishment of debt and other non-recurring items such as legal
settlements are expected to be between $40 million and $100 million
for all of fiscal 2016," the Company said.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/V6jphV
About Hovnanian Enterprises
Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia. The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.
Hovnanian Enterprises reported a net loss of $16.1 million on $2.14
billion of total revenues for the year ended Oct. 31, 2015,
compared to net income of $307 million on $2.06 billion of total
revenues for the year ended Oct. 31, 2014.
* * *
As reported by the Troubled Company Reporter on April 25, 2013,
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'.
"The upgrade reflects strengthening operating performance
supported by the broader recovery in the housing market that, we
believe, should support modest profitability in 2013," said
Standard & Poor's credit analyst George Skoufis.
In the Dec. 9, 2013, edition of the TCR, Fitch Ratings upgraded
the Issuer Default Rating (IDR) of Hovnanian Enterprises to 'B-'
from 'CCC'. The upgrade and the Stable Outlook reflects HOV's
operating performance year-to-date (YTD), adequate liquidity
position, and moderately better prospects for the housing sector
during the remainder of this year and in 2014.
The TCR reported on Jan. 9, 2014, that Moody's Investors Service
raised the Corporate Family Rating of Hovnanian Enterprises, Inc.,
to B3 from Caa1. The upgrade of the Corporate Family Rating to B3
reflects Hovnanian's improved financial performance including
improvement in interest coverage to slightly above 1x and finally
turning net income positive for the fiscal year 2013.
IDERA PHARMACEUTICALS: Has Resale Prospectus of 49.4M Shares
------------------------------------------------------------
Idera Pharmaceuticals, Inc., filed with the Securities and Exchange
Commission a registration statement on Form S-3 relating to the
possible resale from time to time of up to 49,413,788 shares of
common stock of Idera Pharmaceuticals, Inc. by Baker Bros. Advisors
LP. The Company will not receive any proceeds from the sale of the
shares offered by this prospectus. The Company has agreed to bear
all of the expenses incurred in connection with the registration of
these shares. The selling stockholder will pay or assume brokerage
commissions and similar charges incurred for the sale of shares of
the Company's common stock.
The Company's common stock is currently traded on the Nasdaq
Capital Market under the symbol "IDRA." On March 10, 2016, the
closing sale price of the Company's common stock on the Nasdaq
Capital Market was $1.78 per share.
A full-text copy of the Form S-3 is available for free at:
http://is.gd/NtKbwN
About Idera
Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs. The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.
Idera Pharmaceuticals reported a net loss attributable to common
stockholders of $39.2 million in 2014, a net loss applicable to
common stockholders of $21.09 million in 2013 and a net loss
applicable to common stockholders of $22.5 million in 2012.
As of Sept. 30, 2015, the Company had $99.08 million in total
assets, $6.42 million in total liabilities and $92.7 million in
total stockholders' equity.
IDERA PHARMACEUTICALS: May Issue 275,000 Shares Under Option Plan
-----------------------------------------------------------------
Idera Pharmaceuticals, Inc., filed a Form S-8 registration
statement with the Securities and Exchange Commission to register
275,000 shares of common stock of the Company issuable under its
Inducement Stock Option Award. A copy of the prospectus is
available for free at http://is.gd/3V5EhC
About Idera
Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs. The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.
Idera Pharmaceuticals reported a net loss attributable to common
stockholders of $39.2 million in 2014, a net loss applicable to
common stockholders of $21.09 million in 2013 and a net loss
applicable to common stockholders of $22.5 million in 2012.
As of Sept. 30, 2015, the Company had $99.08 million in total
assets, $6.42 million in total liabilities and $92.7 million in
total stockholders' equity.
IDERA PHARMACEUTICALS: Reports $48.5 Million Net Loss for 2015
--------------------------------------------------------------
Idera Pharmaceuticals, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$48.6 million on $249,000 of alliance revenue for the year ended
Dec. 31, 2015, compared to a net loss of $38.6 million on $73,000
of alliance revenue for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Idera had $92.3 million in total assets, $8.69
million in total liabilities and $83.6 million in total
stockholders' equity.
As of Dec. 31, 2015, the Company had approximately $87.2 million in
cash, cash equivalents and investments, a net increase of
approximately $38.6 million from Dec. 31, 2014. Net cash used in
operating activities totaled $43 million during 2015, reflecting
our $48.6 million net loss, as adjusted for non-cash income and
expenses, including stock-based compensation, depreciation and
amortization. Net cash used in operating activities also reflects
changes in our prepaid expenses, accounts payable, accrued expenses
and other liabilities.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/W9Clut
About Idera
Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs. The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.
IHEART COMMUNICATIONS: Fitch Affirms 'CCC' IDR on NOD Ruling
------------------------------------------------------------
iHeart Communications, Inc's 'CCC' Issuer Default Ratings is
unaffected by the receipt of a Notice of Default (NOD) received on
March 7, 2016 primarily as a result of iHeart's request for a legal
determination of the validity of the NOD. iHeart is currently
operating under a temporary restraining order (TRO) it received on
March 9, 2016, rescinding the NOD for 14 days (the TRO can be
extended for up to 14 additional days) to provide the court
additional time to determine the NOD's validity.
The NOD was received from holders of at least 25% of the
outstanding principal amount of four of the company's outstanding
Priority Guarantee Notes (PGN). It alleges that iHeart violated
certain covenants under the PGNs' indentures when a wholly-owned
iHeart subsidiary contributed 100 million shares of Clear Channel
Outdoor Holdings, Inc. Class B common stock to Broader Media, LLC
on Dec. 3, 2015.
Fitch regards iHeart's current liquidity as limited and the company
would be unable to meet its obligations if iHeart's debt were
accelerated. As of Dec. 31, 2015, iHeart had approximately $360
million in cash excluding $413 million in cash held at CCOH. Backup
liquidity consists of the ABL facility that matures in December
2017.
If the company is unsuccessful in resolving the issues alleged in
the NOD, the notes accelerate and are in default, Fitch would
downgrade the IDR to 'D'. Finally, if iHeart were to complete a
distressed debt exchange (DDE), Fitch would downgrade the IDR to
'C' upon the exchange announcement and then downgrade the IDR to
Restricted Default ('RD') upon the completion of the exchange. The
IDR would subsequently be upgraded reflecting the post DDE credit
profile.
iHeart has completed several transactions over the past 12 months
which reduced near-term maturities and improved liquidity. The
company has $193 million maturing in 2016, $230 million in 2017
(A/R facility maturity) and $930 million in 2018. The next
maturity wall is now 2019 when $8.4 billion matures.
Fitch believes there is limited room in the existing ratings for
further deterioration of iHeart's operating or liquidity profile.
Fitch expects FCF to be negative over the next two years, primarily
reflecting the interest burden associated with iHeart's capital
structure and recent capital market activity. iHeart's operating
performance is also hampered by significant secular headwinds
within the radio segment.
Fitch currently rates iHeart and its subsidiaries as:
iHeartCommunications, Inc.
-- Long-term IDR 'CCC';
-- Senior secured term loans 'CCC/RR4';
-- Senior secured priority guarantee notes 'CCC/RR4';
-- Senior unsecured guarantee notes due 2021 'CC/RR6';
-- Senior unsecured legacy notes 'C/RR6'.
Clear Channel Worldwide Holdings, Inc.
-- Long-term IDR 'B';
-- Senior unsecured notes 'BB-/RR2';
-- Senior subordinated notes 'B-/RR5'.
Clear Channel International B.V.
-- Long-term IDR 'B';
-- Senior unsecured notes 'BB-/RR2'.
The Rating Outlooks are Stable for CCWH and CCI.
IHEARTCOMMUNICATIONS INC: Court Revokes Notices of Default
----------------------------------------------------------
iHeartCommunications, Inc., on March 9, 2016, obtained a temporary
restraining order from the State District Court in Bexar County,
Texas:
(i) rescinding notices of default until the temporary
restraining order expires pursuant to its terms or until
further order of the Court; and
(ii) restraining and enjoining the Defendants from issuing
additional notices of default on the Priority Guarantee
Notes or any other indebtedness of the Company based upon
the Contribution.
The temporary restraining order expires in 14 days, but for good
cause shown, the Court may extend the temporary restraining order
up to 14 additional days. As a condition to obtaining the
temporary restraining order from the Court, the Company agreed not
to sell, transfer, encumber, pledge, hypothecate or otherwise
dispose of any interest in, or proceeds of, the Shares until such
time as a hearing may be held for a temporary injunction.
On March 7, 2016, iHeartCommunications 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. The Notices alleged that the Company violated
certain covenants under the indentures governing the Priority
Guarantee Notes when, 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 the
Company's wholly-owned subsidiaries, to Broader Media, LLC, one of
the Company's wholly-owned subsidiaries that is an "unrestricted
subsidiary" under the Indentures.
The Notices asserted that the alleged defaults would 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 the Company's other material
indebtedness.
On March 7, 2016, the Company filed a lawsuit (Cause No. 2016 CI
04006) in the Texas District Court 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 believes that the Contribution did not cause a default
under any of the Indentures or under the terms of any of its other
indebtedness.
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 its annual report for the year
ended Dec. 31, 2015.
* * *
iHeartCommunications carries a 'CCC' Issuer Default Ratings (IDR)
from Fitch Ratings and a 'Caa2 Corp." corporate family rating from
Moody's Investors Service.
IMAGEWARE SYSTEMS: Extends Maturity of Goldman Note to June 2017
----------------------------------------------------------------
ImageWare Systems, Inc., and Neal I. Goldman, a director of the
Company, entered into the fourth amendment to the convertible
promissory note previously issued by the Company to the Holder on
March 27, 2013. As disclosed in a Form 8-K report filed with the
Securities and Exchange Commission, the Amendment:
(i) provides the Company with the ability to borrow up to $5
million under the terms of the Goldman Note;
(ii) permits the Holder to convert the outstanding principal,
plus any accrued but unpaid interest due under the Goldman
Note (the "Outstanding Balance"), into shares of the
Company's common stock, par value $0.001 per share, for
$1.25 per share; and
(iii) extends the maturity date of the Goldman Note to June 30,
2017.
In addition, on March 8, 2016, the Company and Charles Crocker,
also a director of the Company, entered into a new line of credit
and promissory note, in the principal amount of $500,000. The
Crocker Note wil accrue interest at a rate of 8% per annum, and
matures on the earlier to occur of June 30, 2017, or such date that
the Company consummates a debt and/or equity financing resulting in
net proceeds to the Company of at least $3.5 million. All
outstanding amounts due under the terms of the Crocker Note shall
be convertible into the Company's Common Stock at $1.25 per share.
As of March 10, 2016, no amounts were outstanding under the terms
of either the Goldman Note or Crocker Note.
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
Imageware Systems reported a net loss of $7.94 million in 2014
compared to a net loss of $9.84 million in 2013.
As of Sept. 30, 2015, the Company had $10.32 million in total
assets, $4.43 million in total liabilities and $5.89 million in
total shareholders' equity.
INFINITY PROPERTY: Moody's Assigns (P)Ba1 Preferred Shelf Rating
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings (senior
unsecured debt at (P)Baa2) to the multi-seniority shelf
registration statement filed by Infinity Property and Casualty
Corporation (NASDAQ:IPCC) on February 29, 2016. Infinity maintains
its shelf registration statement for general corporate purposes,
which may include repayment of indebtedness, equity offerings, and
expansion of its net underwriting capacity and acquisitions. The
outlook for the ratings is stable.
RATINGS RATIONALE
Moody's said IPCC's ratings reflect the group's good financial
profile including solid capital adequacy and track record of
profitability, as well as the company's established franchise
within the independent agency channel in non-standard automobile
insurance serving the Hispanic community. Additional strengths
include a high quality investment portfolio, low reserve risk, and
a relatively low catastrophe risk profile. These fundamental
strengths are tempered by Infinity's narrow product and geographic
focus, intense competition from larger insurers who possess greater
financial resources, and relatively high adjusted financial
leverage which in times of stress could pressure coverage metrics.
The company's financial leverage was approximately 32% as of 31
December 2015, and we expect it to remain in the low to mid 30s
range. Parent company liquidity remains strong given cash and
liquid investments at the ultimate holding company of approximately
$143 million as of year-end 2015. With $45.4 million available
under its current share repurchase authorization, Moody's expects
that the company will manage its share repurchase program and
capitalization levels prudently.
Given Infinity's limited scale and active capital management
strategy, Moody's sees little upside to the current ratings.
However, a meaningfully reduction in financial leverage coupled
with a significant increase in market presence while maintaining
profitability could lead to an upgrade. Factors that could lead to
a downgrade include: meaningful underwriting losses (e.g. combined
ratios consistently above 100%), sustained financial leverage in
the mid to upper 30% range; earnings interest coverage less than
5x, GAAP gross underwriting leverage greater than 3.5x or
significant adverse reserve development (greater than 3% of loss
and LAE reserves).
Moody's has assigned the following provisional debt ratings:
Infinity Property and Casualty Corporation: senior unsecured shelf
at (P)Baa2; subordinated shelf at (P)Baa3; junior subordinated
shelf at (P)Baa3; preferred shelf at (P)Ba1; and preferred shelf
non-cumulative at (P)Ba1.
Infinity Property and Casualty Corporation is headquartered in
Birmingham, Alabama. For 2015, Infinity reported total revenues of
$1.5 billion and net income of $51.5 million. As of 31 December
2015, shareholders' equity was $688 million.
INNOVATIVE CONSTRUCTION: 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 Innovative Construction, Inc.
Innovative Construction, Inc., sought protection under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the Western
District of Pennsylvania (Pittsburgh) (Bankr. W.D. Pa., Case No.
16-20088) on January 12, 2016. The petition was signed by Linda
Menichino, president.
The Debtor is represented by Robert O. Lampl, Esq. The case is
assigned to Judge Jeffery A. Deller.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
INTELLIPHARMACEUTICS INT'L: To Present at Annual ROTH Conference
----------------------------------------------------------------
Intellipharmaceutics International Inc. is scheduled to present at
the 28th Annual ROTH Conference on March 15, 2016. The
presentation will take place at 2:00 p.m. (PT) at the Ritz Carlton
Laguna Niguel, Orange County California.
The presentation may be accessed through the Investor Relations'
Events and Presentations section on Intellipharmaceutics' Website
at www.intellipharmaceutics.com.
About Intellipharmaceutics
Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada. Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs. Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals. Based on this technology, Intellipharmaceutics
has a pipeline of product candidates in various stages of
development, including filings with the FDA in therapeutic areas
that include neurology, cardiovascular, gastrointestinal tract,
diabetes and pain.
Intellipharmaceutics reported a net loss of $7.43 million on $4.09
million of revenues for the year ended Nov. 30, 2015, compared to a
net loss of $3.85 million on $8.76 million of revenues for the year
ended Nov. 30, 2014.
As of Nov. 30, 2015, the Company had $5.22 million in total assets,
$5.36 million in total liabilities and a $137,686 shareholders'
deficiency.
Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Nov. 30, 2014, citing that the Company's recurring losses
from operations and the accumulated deficit raise substantial doubt
about the Company's ability to continue as a going concern.
J.C. JEWELLER'S: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: J.C. Jeweller's, Inc.
aka Oro Centro
URB Hermanas Davila
J 13 Ave Betances
Bayamon, PR 00959
Case No.: 16-01756
Chapter 11 Petition Date: March 4, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Brian K. Tester
Debtor's Counsel: Javier Vilarino, Esq.
VILARINO & ASSOCIATES, LLC
PO Box 9022515
San Juan, PR 00902-2515
Tel: 787-565-9894
E-mail: jvilarino@vilarinolaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Josue Carrion Carrero, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
JONAH ENERGY: Moody's Cuts Corporate Family Rating to B2
--------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
Jonah Energy LLC to B2 from B1 and the ratings on its term loan due
2021 to Caa1 from B3. This concludes the review of the company's
ratings started January 21, 2016. Moody's withdrew the Speculative
Grade Liquidity Rating. The rating outlook is stable.
"Jonah's B2 CFR reflects its strong hedge book that will partially
insulate it from low natural gas prices and our expectations the
company will generate positive free cash flow that will be used to
reduce its revolver borrowings in 2016-2017," stated James Wilkins,
a Moody's Vice President. "None-the-less, we expect Jonah's 2016
free cash flow to decline from 2015 levels due to low natural gas
prices."
Issuer: Jonah Energy LLC
Downgrades:
-- Probability of Default Rating, Downgraded to B2-PD from B1-PD
-- Corporate Family Rating, Downgraded to B2 from B1
-- Senior Secured Bank Credit Facility, Downgraded to Caa1 (LGD
5) from B3 (LGD 5)
Rating withdrawn:
-- Speculative Grade Liquidity Rating, SGL-3
Outlook Actions:
-- Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
The downgrade of Jonah's CFR to B2 reflects the difficult commodity
price environment that will pressure the company's cash flows
despite having a robust hedge book the extends beyond 2018. Natural
gas accounted for 87% of the company's 2015 production volumes and
it has hedges covering 83%, 66% and 56% of 2016-2018 natural gas
production, assuming production remains flat at 2015 levels. As
such, Jonah will be partially insulated from the impact of lower
commodity prices and Moody's expects the company will continue to
generate positive free cash flow, albeit at somewhat lower levels.
Jonah's B2 CFR reflects is modest scale, singular concentration in
one field and the predominate production of dry natural gas. The
rating also considers Jonah's short operating history as a company.
The rating benefits from Jonah's large scale in the Jonah field,
the long operating history of its assets, and the experience of the
field level operating and management team. The rating also
considers favorable finding and development and operating costs, a
sizeable hedge position that provides cash flow stability and
Moody's expectation that Jonah will continue to generate positive
free cash flow in 2016-2017 that will be applied towards repaying
revolver debt. In 2015, the company generated $141 million of free
cash flow and reduced revolver borrowings by $136 million.
Moody's expects Jonah to maintain adequate liquidity through
mid-2017 supported by positive free cash flow in excess of $60
million in 2016 (assuming natural gas prices average around $2.25
per mmbtu), which we expect will be used to reduce borrowings under
the its revolving credit facility due April 2019. As of December
31, 2015, the company had roughly $177 million of available
borrowing capacity under its $1.5 billion credit facility (the
borrowing base was set at $850 million for the October 2015
re-determination). Moody's expects the borrowing base will not
decline significantly during 2016, given its strong hedge book and
the company to remain in compliance with its one financial covenant
(maximum debt to EBITDA of 4.25x) under its revolving credit
facility in 2016. The company's alternative liquidity is limited as
all of its assets are pledged to the revolver and term loan
lenders.
The stable outlook incorporates Moody's assumption that the company
will generate positive free cash flow and maintain adequate
liquidity. The ratings could be downgraded if production declines
materially and retained cash flow to debt appears likely to remain
below 10% or liquidity deteriorates. The ratings could be upgraded
if Jonah maintains flat or rising production, generates retained
cash flow to debt above 25% on a sustained basis, and has adequate
liquidity.
Jonah Energy LLC, headquartered in Denver, Colorado, is a privately
owned oil and gas exploration and production (E&P) company with
operations and assets located in the Jonah field in Wyoming. The
primarily natural gas assets were acquired from Encana Corporation
on May 12, 2014.
JONES ENERGY: Moody's Cuts Corporate Family Rating to 'Caa1'
------------------------------------------------------------
Moody's Investors Service downgraded Jones Energy Holdings, LLC's
Corporate Family Rating (CFR) to Caa1 from B2, and Probability of
Default Rating (PDR) to Caa1-PD/LD from B2-PD. At the same time,
Moody's downgraded the senior unsecured notes to Caa2 from B3 and
lowered the Speculative Grade Liquidity Rating (SGL) to SGL-3 from
SGL-2. The rating outlook is negative. This action concludes the
rating review begun on January 21.
"Jones' debt repurchase reduced total debt by approximately 11%,
however, it also reduced Jones' availability under its revolver.
Failure to reverse production declines going into 2017 will result
in a significant deterioration in credit metrics," said Moody's
Analyst Morris Borenstein.
The appending of the PDR with an "/LD" designation indicates
limited default, following the announcement (on March 7th) of the
company's repurchase of $171 million in principal amount of its
unsecured notes (due 2022 and 2023) for $74 million at an average
discount of 57% of par. Moody's views this repurchase as a
distressed exchange, which is a default under Moody's definition of
default. We will remove the "/LD" designation after three business
days.
Issuer: Jones Energy Holdings, LLC
Downgrades:
Corporate Family Rating downgraded to Caa1 from B2
Probability of Default Rating downgraded to Caa1-PD/LD from B2-PD
Senior Unsecured Notes downgraded to Caa2 (LGD 5) from B3 (LGD 5)
Lowered:
Speculative Grade Liquidity Rating lowered to SGL-3 from SGL-2
Outlook:
Outlook, Changed To Negative From Rating Under Review
RATINGS RATIONALE
Jones' Caa1 CFR reflects its small scale with projected average
daily production in 2016 of approximately 16 Mboe/d, expectations
of reduced revolver availability in 2016, and covenant concerns as
lower production reduces EBITDA later in the year. Jones'
production will decline more than 35% in 2016 at current capital
spending plans, which will reduce profitability. Still, Jones has
very good hedge protection this year and with a capital budget of
only $25 million, Moody's expects the company to build cash.
However, credit metrics will weaken significantly in 2017 unless
the company can prudently reverse a base 35% production decline
rate. Financial flexibility will be constrained as Moody's believes
the company's revolver borrowing base will be reduced in the April
2016 redetermination and faces effective availability restrictions
from its tightening debt to EBITDA financial maintenance covenant
later this year.
The SGL-3 Speculative Grade Liquidity Rating reflects Jones'
adequate liquidity profile through 2016. Its liquidity profile is
supported by an expectation of free cash flow through 2016
supported by interest expense savings from its debt repurchase and
a $25 million capital budget (as compared to $200 million in 2015)
that anticipates zero drilling rigs. Liquidity is also supported by
having nearly 100% of its 2016 production hedged. Alternatively,
Moody's believes additional revolver borrowing base reductions in
the spring 2016 borrowing base redetermination and covenant
compliance tightness weakens its liquidity position unless it can
renegotiate its bank credit agreement.
Jones has $325 million available under its secured revolver with a
$510 million borrowing base. The facility expires November 6, 2019.
The credit agreement has two financial maintenance covenants:
maximum debt/EBITDA of 4 times and a minimum current ratio of 1
times. Moody's believes the company will need to renegotiate
covenants late in 2016 as EBITDA falls with production declines.
The rating outlook is negative reflecting Moody's expectation that
liquidity will worsen as revolver available weakens and that the
company will need to address its financial covenants as
profitability falls through 2017.
The ratings could be downgraded if Jones is unsuccessful in
maintaining adequate liquidity or if EBITDA to interest coverage
falls below 1.5 times.
The ratings could be upgraded if its liquidity materially improves
and EBITDA to interest coverage is expected to be sustained above 2
times.
Jones Energy Holdings, LLC is an exploration and production company
based in Austin, Texas. As of December 31, 2015, total proved
reserves were approximately 102 MMBoe. 49% of the company is
publicly-owned, while the Jones family, management and an investor
group that includes Metalmark Capital own the remaining 51%.
JOSEPH DETWEILER: Court Denies Creditor's Bid for Reconsideration
-----------------------------------------------------------------
Plaintiff Wesley Jinks filed a motion for reconsideration and/or to
alter or amend the order issued by the United States Bankruptcy
Court of the Northern District of Ohio, Eastern Division, on
January 25, 2016, granting partial summary judgment in favor of
Joseph Detweiler.
The order in question also granted summary judgment for all of the
Sequatchie Mountain Creditors' claims but denied summary judgment
for those creditors who presented evidence of fraudulent. The
Plaintiff failed to present any evidence or reference part of the
record in support of his claims during summary judgment.
The Plaintiff's sole argument is that reconsideration is required
to prevent manifest injustice. The Plaintiff argues that there was
plenty of evidence supporting his claims and the Court's failure to
consider it results in a manifest injustice.
In a Memorandum Opinion dated February 23, 2016, which is available
at http://is.gd/3xmLoPfrom Leagle.com, Judge Russ Kendig of the
United States Bankruptcy Court of the Northern District of Ohio,
Eastern Division, denied the Plaintiff's motion.
The adversary proceeding is SEQUATCHIE MOUNTAIN CREDITORS,
Plaintiffs, v. JOSEPH J. DETWEILER, Defendant, ADV. No. 09-6118
(Bankr. N.D. Ohio).
The bankruptcy case is IN RE: JOSEPH J. DETWEILER, Chapter 11,
Debtor, Case No. 09-63377 (Bankr. N.D. Ohio).
Sequatchie Mountain Creditors, Plaintiff, is represented by Peter
G. Tsarnas, Esq. -- ptsarnas@goldman-rosen.com -- Goldman & Rosen,
Ltd.
Wesley Jinks, Plaintiff, is represented by Valerie W. Epstein, Esq.
-- Epstein Law Firm, PLLC.
Joseph J. Detweiler, Defendant, is represented by Aletha M. Carver,
Esq. -- acarver@kwgd.com -- Krugliak, Wilkins, Griffiths &
Dougherty, Anthony J DeGirolamo, Esq., Matthew W. Onest, Esq. --
monest@kwgd.com -- Krugliak, Wilkins, Griffiths & Dougherty, Joseph
J Pasquarella, Esq. -- jpasquarella@kwgd.com -- c/o Krugliak
Wilkins et al, Stephan R. Wright, Esq. --
swright@fleissnerfirm.com -- Fleissner, Davis and Johnson, Scott M
Zurakowski, Esq. -- szurakowski@kwgd.com -- Krugliak, Wilkins,
Griffiths & Dougherty.
LEE ENTERPRISES: S&P Affirms 'B-' CCR, Outlook Stable
-----------------------------------------------------
Standard & Poor's Rating Services said that it affirmed its 'B-'
corporate credit rating on Davenport, Iowa-based newspaper
publisher Lee Enterprises Inc. The rating outlook is stable.
At the same time, S&P revised its recovery rating on the company's
first-lien term loan due March 2019 and senior secured notes due
2022 to '3' from '4' and affirmed S&P's 'B-' issue-level rating on
the debt. The '3' recovery rating indicates S&P's expectation for
meaningful recovery (50%-70%; lower half of the range) of principal
recovery for lenders in the event of a payment default.
S&P also affirmed its 'B+' issue-level rating and '1' recovery
rating on the company's revolving credit facility due 2018. The
'1' recovery rating indicates S&P's expectation for very high
recovery (90%-100%) of principal for lenders in the event of a
payment default.
"The 'B-' corporate credit rating on Lee Enterprises reflects our
assessment of the company's business risk profile as vulnerable and
its financial risk profile as highly leveraged," said Standard &
Poor's credit analyst Thomas Hartman.
"The stable rating outlook reflects our expectation that Lee
Enterprises leverage will remain in the 4x-5x area over the next
year and its liquidity will remain adequate over the next 12
months," said Mr. Hartman. "Although we expect that the company's
advertising revenue will continue to decrease, its debt reduction
and cost reduction measures should largely offset this decline."
S&P would consider an upgrade if it expects the company's leverage
will decrease to below 4x on a sustained basis. This would likely
occur if the secular decline in the newspaper industry does not
accelerate, cost management strategies minimize EBITDA declines,
and the company continues to use most of its discretionary cash
flow to repay debt.
S&P could downgrade the company if declines in newspaper ad revenue
accelerate, necessitating ongoing restructuring charges and
contributing to significant declines in EBITDA and discretionary
cash flow. A downgrade would likely result from Lee Enterprises'
margin of compliance with covenants falling to below 10% or if we
believe an accelerated secular decline leaves the company with an
unsustainable capital structure.
MALIBU LIGHTING: J. Eisch Tapped to Review Tax Claims
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Malibu Lighting Corporation, et al., to expand the scope of
employment of J. Eisch & Associates, P.C., to include the review
and reconciliation of claims for unpaid sales, income, franchise,
and annual report taxes, in accordance with the terms and
conditions set forth in the engagement letter dated as of Jan. 18,
2016.
Eisch will also prepare the Debtors' fiscal year 2016 (2-29-2016)
tax returns and any local tax reporting, including personal
property and sales and use taxes, as they come due.
To the best of the Debtor's knowledge, the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
As reported by the Troubled Company Reporter on Feb. 26, 2016, J.
Eisch will perform services for the Debtors in connection with the
preparation of those portions of the Consolidated Federal Return
and 2015 Combined Texas Franchise tax return relating to the
Debtors, as well as to prepare the state corporate income tax and
franchise tax returns for Debtor Outdoor Direct Corporation (ODC)
for the states of Texas, Mississippi, and Louisiana for the fiscal
year ended February 28, 2015, the Louisiana tax return for Smoke 'N
Pit Corp. for the fiscal year ended February 28, 2015, and the
California income tax return for Debtor National Consumer Outdoors
Corporation (NCOC).
Eisch's current customary hourly rates, subject to change from
time
to time, range from $40 per hour for clerical employees to $225
for
certified public accountants.
The Debtors are looking at allocating Eisch's fees among
themselves
as follows:
-- 55% payable by Debtor ODC,
-- 28% payable by Debtor NCOC, and
-- 17% payable by Debtor MLC.
Eisch has received, prepetition, $42,500 from the Debtors as a
retainer.
Jan Eisch, president of J. Eisch & Associates, assures the
Bankruptcy Court that the Firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
About Malibu Lighting
Malibu Lighting Corporation, Outdoor Direct Corporation, National
Consumer Outdoors Corporation, Beam Corporation, Smoke 'N Pit
Corporation, Treasure Sensor Corporation and Stubbs Collections
Inc. filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead
Case No. 15-12080) on Oct. 8, 2015. The petitions were signed by
David M. Baker as chief restructuring officer. Judge Kevin Gross
is assigned to the cases.
The Debtors estimated both assets and liabilities of $10 million to
$50 million.
MLC was a manufacturer and supplier of outdoor and landscape
lighting products, such as solar and low voltage lights and home
security lights, including the parts and accessories associated
with these products.
ODC was a manufacturer and supplier of a variety of consumer goods,
including (a) outdoor cooking products, such as outdoor gas grills,
charcoal grills, smokers and fryers, (b) hand held lighting
products, such as flashlights and spotlights, (c) landscape
lighting products, and (d) parts and accessories associated with
the foregoing products.
MLC and ODC are currently winding down operations as a result of
the termination of a business relationship with principal customer,
Home Depot.
NCOC is a manufacturer and supplier of both branded and private
label pet bedding and pet accessory products. NCOC manufactures
beds, accessories, and deodorizers for dogs as well as beds,
scratching posts, and toys for cats. In addition, NCOC markets and
sells boat covers manufactured primarily from Chinese suppliers.
The Debtors engaged Pachulski Stang Ziehl & Jones LLP as counsel,
Piper Jaffray Co. as investment banker and Kurtzman Carson
Consultants as claims and noticing agent.
MALIBU LIGHTING: Keen-Summit Capital Okayed as Real Estate Broker
-----------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware authorized Malibu Lighting Corporation, et al., to
employ Keen-Summit Capital Partners LLC as real estate broker, nunc
pro tunc to Jan. 21, 2016.
The Court also ordered that Keen-Summit's compensation for services
rendered will be a transaction fee equal to 5% of the gross
proceeds from any transaction.
As reported by the Troubled Company Reporter on Feb. 12, 2016,
Keen-Summit is expected to provide services in connection with the
sale of certain of the Debtors' real properties, including:
(1) the Real Property commonly known as 4821 Simonton Road
(Farmers Branch) Dallas, Texas 75244; and
(2) the Real Property commonly known as 10745 Marina Drive,
Olive Branch, Mississippi 38654.
The parties' Retention Agreement provides that Keen-Summit will
perform these services for the Debtors:
(a) meet with the Debtors' representatives to ascertain the
Debtors' goals, objectives, and financial parameters;
(b) develop a marketing plan for the Real Properties and
solicit offers therefore;
(c) evaluate, structure, negotiate, and implement the terms
and conditions of a proposed sale of the Real Properties;
and
(d) if an auction format is selected, develop and implement an
auction plan, including arranging auction logistics,
assisting Debtors' counsel with auction bid procedures,
assisting the Debtors to qualify bidders, and running the
auction at the offices of Pachulski Stang, Ziehl & Jones
LLP or such other location that may be designated by the
Debtors.
The term of the Retention Agreement shall be through the closing of
all transactions contemplated thereby or for a period through and
including June 30, 2016, whichever comes first.
In accordance with the terms of the Retention Agreement,
Keen-Summit will be paid as follows:
-- As and when Company closes a Transaction, whether such
Transaction is completed individually or as part of a
package or as part of a sale of all or a portion of
Company's business or as part of a plan of reorganization,
then Keen-Summit shall have earned compensation per
Transaction equal to 5% of the total consideration
paid to the Company as part of the Transaction.
-- All Transaction Fees shall be paid, in full, off the top,
from the Transaction proceeds or otherwise, simultaneously
with the closing or other consummation of each Transaction.
-- Keen shall he deemed a Professional under Paragraph 17 of
the Final Order Approving Stipulation Authorizing Use of
Cash Collateral by Debtors Outdoor Direct Corporation fka
The Brinkmann Corporation and Other Syndicated Facility
Debtors [Docket No. 153] (the "Cash Collateral Order"), as
amended from time to time, and entitled to the "carve out'
protections provided to Professionals under the Cash
Collateral Order.
-- With regards to the marketing of a the Properties, Keen-
Summit has prepared and the Debtors have approved a
marketing plan and budget in the amount of approximately
$27,100. Upon the Effective Date of this Agreement, the
Debtors shall advance to Keen-Summit 50% of the budgeted
amount and agree to pay the remainder of the approved
budget within five business days of the proper presentation
of invoices. Other than travel, Keen-Summit shall not incur
costs in excess of $27,100 without the Debtors' prior
written consent. With respect to travel costs, Keen-Summit
may incur costs per trip of up to $1,000 without the
Debtors' prior approval and may incur aggregate travel
costs of up to $5,000 without the Debtors' prior approval.
So long as Keen-Summit's travel costs are consistent with
this policy, the Debtors will reimburse Keen-Summit for all
reasonable, additional costs and expenses within 5 business
days of the proper presentation of an invoice.
-- The Debtors shall be liable for any out-of-pocket due
diligence costs and expenses, if any, including but not
limited to updating appraisals, title reports, surveys,
environmental reports, property condition assessments, etc.
incurred by Keen-Summit in connection with the engagement.
Keen-Summit shall report to the Debtors monthly with
respect to any expenses incurred.
-- The Debtors shall be responsible to pay Transaction Fees
in connection with certain transactions that may be
consummated following the expiration of the Retention
Agreement, where the Company entered into a Transaction
prior to the expiration of the Retention Agreement or where
the purchaser was introduced to the Company by Keen-Summit
in connection with the Real Properties prior to the
expiration of the Retention Agreement, and a purchase
agreement is signed within 12 months of expiration of the
Retention Agreement.
Harold Bordwin, principal and managing director of Keen-Summit,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Keen-Summit can be reached at:
Harold Bordwin
KEEN-SUMMIT CAPITAL PARTNERS LLC
1460 Broadway
New York, NY 10036
Tel: (646) 381-9201
E-mail: hbordwin@keen-summit.com
About Malibu Lighting
Malibu Lighting Corporation, Outdoor Direct Corporation, National
Consumer Outdoors Corporation, Beam Corporation, Smoke 'N Pit
Corporation, Treasure Sensor Corporation and Stubbs Collections
Inc. filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead
Case No. 15-12080) on Oct. 8, 2015. The petition was signed by
David M. Baker as chief restructuring officer. Judge Kevin Gross
is assigned to the case.
The Debtors estimated both assets and liabilities of $10 million
to
$50 million.
The Debtors have engaged Pachulski Stang Ziehl & Jones LLP as
counsel, Piper Jaffray Co. as investment banker and Kurtzman
Carson
Consultants as claims and noticing agent.
MLC was a manufacturer and supplier of outdoor and landscape
lighting products, such as solar and low voltage lights and home
security lights, including the parts and accessories associated
with these products.
ODC was a manufacturer and supplier of a variety of consumer
goods,
including (a) outdoor cooking products, such as outdoor gas
grills,
charcoal grills, smokers and fryers, (b) hand held lighting
products, such as flashlights and spotlights, (c) landscape
lighting products, and (d) parts and accessories associated with
the foregoing products.
MLC and ODC are currently winding down operations as a result of
the termination of a business relationship with principal
customer,
Home Depot.
NCOC is a manufacturer and supplier of both branded and private
label pet bedding and pet accessory products. NCOC manufactures
beds, accessories, and deodorizers for dogs as well as beds,
scratching posts, and toys for cats. In addition, NCOC markets
and
sells boat covers manufactured primarily from Chinese suppliers.
MASCO CORP: Fitch Assigns 'BB+' Rating on New $900MM Unsec. Notes
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+'/'RR4' rating to Masco
Corporation's (NYSE: MAS), proposed issuance of $900 million senior
unsecured notes due 2021 and 2026. These notes will be ranked on a
pari passu basis with all other senior unsecured debt. Proceeds
from the notes offering, together with cash on hand, will be used
to redeem or repurchase the company's $1 billion of 6.125% senior
notes due Oct. 3, 2016 and $300 million of 5.85% senior notes due
March 15, 2017.
The Rating Outlook is Positive.
KEY RATING DRIVERS
Masco's rating reflects the company's leading market position with
strong brand recognition in its various business segments, the
breadth of its product offerings, improving financial results and
credit metrics, and solid liquidity position. Risk factors include
sensitivity to general economic trends, heightened customer
concentration, and the cyclicality of the residential construction
market.
Fitch recently revised Masco's Rating Outlook to Positive from
Stable, reflecting our expectation that demand for Masco's products
will continue to grow as the housing market maintains its moderate
recovery and home improvement spending increases at a steady pace.
Fitch also expects Masco's credit metrics will continue to improve,
including debt/EBITDA approaching 2.5x, as the company reports
modestly better financial results and reduces overall debt by $400
million.
The Positive Outlook also reflects Fitch's view that operational
improvements, healthy liquidity, and solid free cash flow (FCF)
generation, combined with lessened exposure to the more volatile
new home construction market (from the spin-off of its installation
business), are likely to allow Masco to achieve a low
investment-grade rating in the next 12 months.
SUSTAINED IMPROVEMENT IN CREDIT METRICS
Masco's operating and credit metrics have shown sustained
improvement over the past four years as the company continues to
benefit from the recovering housing and home improvement markets as
well as business rationalization and cost reduction initiatives put
in place over the past few years. EBITDA margins have increased
from a low of 7.8% during 2011 to 15.6% during 2015. The company
has also focused on strengthening its balance sheet, lowering debt
by about $675 million since the end of 2010. Masco intends to
reduce debt by an additional $400 million with the proposed
refinancing.
Debt/EBITDA declined from 6.9x at year-end (YE) 2011 to 5.1x at YE
2012, 3.6x at YE 2013, 3.2x at YE 2014 and 3.1x at YE 2015.
Interest coverage also improved, increasing from 2.3x during 2011
to 2.8x during 2012, 4.0x during 2013, 4.8x during 2014 and 5.2x
during 2015. (Note: Credit metrics for 2011-2014 include the
installation services business, which was spun off in June 2015.)
The improvement was achieved from a combination of debt reduction
as well as EBITDA and EBITDA margin growth. Fitch expects further
improvement in these metrics this year, with debt/EBITDA
approaching 2.5x by YE 2016 and interest coverage remaining above
5x this year. Management is committed to an investment-grade
rating and indicated it will continue to focus on strengthening the
balance sheet.
HOUSING RECOVERY CONTINUES
Masco markets its products primarily to the residential
construction sector. During 2015, management estimates that 83% of
Masco's sales were directed to the repair and remodel segment, with
the remaining 17% to the new-construction market. Revenues in
North America accounted for about 79% of its 2015 worldwide sales.
Housing activity ratcheted up more sharply in 2015 with the support
of a steadily growing, relatively robust economy. Total housing
starts grew 10.8% versus 2014, while existing home sales and new
home sales were up 6.5% and 14.6%, respectively. Fitch expects
further improvement in 2016, with total housing starts projected to
rise 9.6%, new home sales advancing 14.6%, and existing home sales
growing 4% for the year. Unlike previous housing recoveries, which
tended to be V-shaped, this recovery has been more subdued and thus
could extend longer than the typical 3-5-year upturn.
Home improvement spending is expected to sustain its steady
increase during 2016, driven by an expanding U.S. economy,
continued recovery in housing, and higher home values realized over
the past few years. National home price indices have been broadly
increasing over the past few years and more modest but steady home
price inflation ahead should further encourage remodeling spending,
particularly for discretionary projects. Fitch projects home
improvement spending will grow 4.5% in 2016 after improving by an
estimated 4.5% in 2015.
SOLID LIQUIDITY SUPPORTS CAPITAL ALLOCATION STRATEGY
The company continues to have solid liquidity, with cash and
equivalents and short-term bank deposits of $1.72 billion and no
borrowings under its $750 million revolving credit facility that
matures in 2020. The company has $1 billion of senior notes coming
due in October 2016 and $300 million in March 2017. Masco expects
to use the proceeds from the proposed notes to redeem or repurchase
these debt issues. Fitch expects the company will reduce overall
debt by $400 million with this refinancing.
Masco reported strong FCF during the past few years, generating
$379 million (5.3% of sales) during 2015, $323 million (3.8%)
during 2014, and $378 million (4.6%) during 2013. By comparison,
the company had FCF of $15 million (0.2%) during 2012 and negative
$37 million during 2011. Masco has historically reported strong
FCF, generating in excess of $5.7 billion during 2000-2010 (about
5.2% of total revenues during the time period). Fitch expects
Masco will generate FCF margins of 3% - 4% during 2016.
In May 2014, Masco's board approved a 20% increase in its quarterly
common stock dividend, from $0.075 per common share to $0.09. The
increased dividend was paid in July 2014. In May 2015, the board
approved a 5.6% increase in its quarterly dividend to $0.095 per
share payable in July 2015. Dividend payments totaled $126 million
during 2015.
In September 2014, Masco announced a share repurchase program for
an aggregate of 50 million shares of its common stock, representing
about $1.2 billion based on the share price at the time of the
announcement. The program will be funded with FCF and cash on the
balance sheet. Masco expects to execute the share repurchase
program over several years. The company repurchased $158 million
of its stock during 2014 and $456 million during 2015 and expects
to repurchase between $400 million - $500 million in 2016.
Fitch is comfortable with Masco's capital allocation strategy given
its strong liquidity position. Management has also demonstrated
its commitment to preserving the company's liquidity position
during difficult market conditions. Masco refrained from share
repurchases between July 2008 and September 2014, except to offset
the dilutive effect of stock grants. In 2009, Masco also reduced
its quarterly dividend from $0.235 per common share ($0.94
annually) to $0.075 per share ($0.30 annually), saving about $225
million annually.
BROAD PRODUCT PORTFOLIO
Masco is one of the world's leading manufacturers of home
improvement and building products, which include brand names such
as Delta and Hansgrohe, Kraftmaid and Merillat cabinets, Behr and
Kilz paint, and Milgard windows.
SPIN-OFF OF INSTALLATION BUSINESS
In June 2015, Masco completed the previously announced spin-off of
its Installation and Other Services businesses into an independent,
publicly traded company named TopBuild Corp. through a tax-free
stock distribution to Masco shareholders. This business had $1.5
billion in revenues in 2014 (18% of total company sales) and $86
million of adjusted EBITDA. Masco estimates approximately 80% of
this segment's sales were directed to the new-home construction
market, while repair and remodel accounted for about 20%.
While the spin-off resulted in some loss of EBITDA, Masco's credit
profile benefits from lower exposure to the more volatile new-home
construction market. Masco estimates that its sales to this market
were reduced from 28% to 17% following the spin-off. Between 2006
and 2010, during the major economic and construction downturns,
sales from the installation business fell 67%, from $3.16 billion
to $1.04 billion. By comparison, sales from the company's other
business segments declined 31.9%, from $9.62 billion to $6.55
billion. The company's EBITDA margin post-spin also improved, as
the EBITDA margin of the installation business was about 620 bps
below the total company EBITDA margin during 2014.
HEIGHTENED CUSTOMER CONCENTRATION
Following the spin-off of its installation business in 2015, the
concentration of Masco's sales to its two largest customers
increased modestly. During 2015, net sales to The Home Depot
(Masco's largest customer) totalled $2.4 billion or about 33% of
net sales; this compares to about $2.3 billion or 27% of net sales
during 2014. Masco's Behr paint is sold exclusively at The Home
Depot. Sales to Lowe's, the company's second largest customer,
accounted for less than 10% of Masco's net sales for the past two
years.
Fitch believes that Masco benefits from the large retail network of
The Home Depot and Lowe's, including these retailers' strength in
the DIY channel and their push to play a bigger role in the
professional segment. However, these retailers also have
significant bargaining power, which could limit Masco's ability to
raise prices. In addition, these large home improvement stores
sometimes request product exclusivity, which could limit Masco's
ability to offer certain of its products to other distribution
channels/customers.
INTERNATIONAL OPERATIONS
Approximately 21% of the company's sales are directed to
international markets, primarily Europe. Management estimates that
the UK accounts for about 29% of its international operations,
while Central Europe and Eastern Europe make up 26% and 5%,
respectively. Southern Europe is about 8% of its international
operations. Emerging market sales accounted for about 17% of
international sales.
Sales from international operations fell 8% during 2015 due
primarily to the impact of foreign currency translation. In local
currency, international sales increased 5% during the year. By
comparison, sales advanced 5.8% during 2014 after a 6.2% increase
during 2013 and a 5.5% decline during 2012. Fitch expects slight
growth in the European markets, as Eurozone GDP is projected to
improve by only 1.7% during 2016. GDP growth for emerging markets
is forecast to grow 3.6% this year.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for Masco include:
-- Total industry housing starts improve 9.6%, while new and
existing home sales grow 14.6% and 4%, respectively, in
2016;
-- Home improvement spending advances 4.5% during 2016;
-- Masco's revenues grow mid-single-digits and the company
reports slight improvement in EBITDA margins this year;
-- Debt/EBITDA settles between 2.5x-2.75x and interest coverage
remains above 5x during 2016;
-- FCF margins of 3%-4% this year;
-- Share repurchases of $400 million - $500 million in 2016;
-- Debt reduction of $400 million by year-end 2016.
RATING SENSITIVITIES
Future ratings and Outlooks will be influenced by broad housing and
home improvement market trends, as well as company-specific
activity, including free cash flow trends and uses.
Masco's Issuer Default Rating could be upgraded to 'BBB-' in the
next 6-12 months if the company reduces its total debt and shows
further improvement in financial results and credit metrics,
including debt/EBITDA approaching 2.5x, interest coverage above 6x,
and FCF margins above 3.5%.
On the other hand, the Outlook could be revised to Stable if
Masco's credit metrics do not improve much from current levels,
including debt/EBITDA consistently above 3x and interest coverage
sustained around 5x.
A negative rating action may be considered if there is a sustained
erosion of profits and cash flows due to either weak residential
construction activity, meaningful and continued loss of market
share, and/or ongoing materials and energy cost pressures resulting
in margin contraction, including EBITDA margins of less than 10%,
debt/EBITDA consistently above 4x and interest coverage below 4x.
FULL LIST OF RATING ACTIONS
Fitch has these ratings:
Masco Corporation
-- Long-term Issuer Default Rating 'BB+';
-- Senior unsecured debt 'BB+/RR4';
-- Unsecured revolving credit facility 'BB+/RR4'.
The Rating Outlook is Positive.
The Recovery Rating (RR) of '4' for Masco's senior unsecured debt
supports a rating of 'BB+', the same as Masco's IDR, and reflects
average recovery prospects in a distressed scenario.
MASCO CORP: Moody's Assigns 'Ba2' Sr. Unsecured Notes Rating
------------------------------------------------------------
Moody's Investors Service assigned a Ba2 (LGD4) rating to Masco
Corporation's proposed $900 million senior unsecured notes.
Proceeds from the proposed notes and about $450 million of cash on
hand will be used to refinance the company's $1.0 billion notes
coming due in October 2016 and $300 million notes coming due in
March 2017 (at which time the ratings for these notes will be
withdrawn), and to pay related fees, expenses and make-whole
premiums. Moody's expects the proposed notes will have
substantially the same terms and conditions as Masco's existing Ba2
rated senior unsecured debt, and to rank pari passu to each other
in a recovery scenario. There are no changes to Masco's other
ratings including its Ba2 Corporate Family Rating, Ba2-PD
Probability of Default Rating, Speculative Grade Liquidity Rating
of SGL-1, and positive rating outlook.
Assignments:
Issuer: Masco Corporation
-- Senior Unsecured Regular Bond/Debenture, Assigned Ba2 (LGD4)
RATINGS RATIONALE
Moody's views the proposed transaction as a credit positive, since
it will extend near-term maturities, reduce balance sheet debt, and
improve free cash flow due to lower cash interest payments. Masco
now has an extended maturity profile. The next significant maturity
is April 2018, the maturity date of its $114 million of senior
unsecured notes, followed by $500 million senior unsecured notes
due March 2020, and its $750 million revolving credit facility
maturing in May 2020. Masco should have more than sufficient
liquidity to fully redeem the 2018 notes and financial flexibility
to address its 2020 maturities. Upon closing of the refinancing,
balance sheet debt will approximate $3.0 billion, a 40% reduction
in debt from a peak of about $5.0 billion at year-end 2006. Cash
interest payments will be close to $175 million per year from a
high of $269 million paid in 2012.
Masco Corporation, headquartered in Taylor, MI, is among the
largest manufacturers in North America of a number of home
improvement and building products, including faucets, cabinets,
architectural coatings and windows. North American operations
generated approximately 79% of total sales. Revenues excluding its
Installation and Other Services business for the 12 months through
December 31, 2015 totaled about $7.1 billion.
MCDAIN GOLF CENTER: 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 McDain Golf Center of Monroeville, LP.
McDain Golf Center of Monroeville, LP, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Penn., Case No.
16-20229) on January 26, 2016. The Debtor is represented by Donald
R. Calaiaro, Esq., at Calaiaro Valencik.
MORGANS HOTEL: Reports Q4 and Full Year 2015 Results
----------------------------------------------------
Morgans Hotel Group Co. reported net income attributable to common
stockholders of $44.7 million on $57.3 million of total revenues
for the three months ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $10.6 million on $62.2
million of total revenues for the three months ended Dec. 31,
2014.
For the year ended Dec. 31, 2015, Morgans Hotel reported net income
attributable to common stockholders of $5.45 million on $220
million of total revenues compared to a net loss attributable to
common stockholders of $66.6 million on $234 million of total
revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $562 million in total assets,
$771 million in total liabilities and a total deficit of $209
million.
At Dec. 31, 2015, the Company had approximately $45.9 million in
cash and cash equivalents and $12.9 million in restricted cash.
A full-text copy of the press release is available for free at:
http://is.gd/m41dXN
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
NAKED BRAND: To Present at 28th Annual Roth Conference
------------------------------------------------------
Naked Brand Group Inc. disclosed with the Securities and Exchange
Commission that it will be giving a corporate presentation at the
28th Annual Roth Conference in Dana Point, California. Among other
things, the Company will discuss its key accomplishments including
the:
* establishement of operational foundation for growth;
* launch of women's intimates, sleep & loungewear lines;
* growth of distribution for men's and establishment of women
distribution; and
* uplisting to Nasdaq and securing capital for continued
growth.
A copy of the Presentation is available for free at:
http://is.gd/cm0y9u
About Naked Brand
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
Naked Brand reported a net loss of $21.07 million for the year
ended Jan. 31, 2015, compared to a net loss of $4.23 million for
the year ended Jan. 31, 2014.
BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2015, citing that the Company incurred a net loss of
$21,078,265 for the year ended Jan. 31, 2015, had a capital deficit
of $2,224,180 at Jan. 31, 2015, and the Company expects to incur
further losses in the development of its business. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
As of Oct. 31, 2015, the Company had $2.01 million in total assets,
$2.46 million in total liabilities and a $444,074 total capital
deficit.
Going Concern
"At October 31, 2015, we did not have sufficient working capital to
implement our proposed business plan over the next 12 months, had
not yet achieved profitable operations and expect to continue to
incur significant losses from operations in the immediate future.
These factors cast substantial doubt about our ability to continue
as a going concern. To remain a going concern, we will be required
to obtain the necessary financing to meet our obligations and repay
our substantial existing liabilities as well as further liabilities
arising from normal business operations as they come due.
Management plans to obtain the necessary financing through the
issuance of equity to existing stockholders. Should we be unable
to obtain this financing, we may need to substantially scale back
operations or cease business. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty. There are no assurances that we will be able to
obtain additional financing necessary to support our working
capital requirements. To the extent that funds generated from
operations are insufficient, we will have to raise additional
working capital. No assurance can be given that additional
financing will be available, or if available, will be on terms
acceptable to us," the Company stated in the Quarterly Report for
the period ended Oct. 31, 2015.
NEONODE INC: Incurs $7.82 Million Net Loss in 2015
--------------------------------------------------
Neonode Inc. filed with the Securities and Exchange Commission its
annual report on Form 10-K disclosing a net loss attributable to
the Company of $7.82 million on $11.1 million of net revenues for
the year ended Dec. 31, 2015, compared to a net loss attributable
to the Company of $14.2 million on $4.74 million of net revenues
for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $5.92 million in total assets,
$4.09 million in total liabilities, and $1.83 million in total
stockholders' equity.
As of Dec. 31, 2015, the Company had cash of $3.1 million, as
compared to $6.1 million as of Dec. 31, 2014.
Working capital (current assets less current liabilities) was $1.5
million as of Dec. 31, 2015, compared to working capital of $3.0
million as of Dec. 31, 2014.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/yY2W8L
About Neonode Inc.
Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON)
-- http://www.neonode.com/-- provides optical touch screen
solutions for hand-held and small to midsize devices.
NEONODE INC: Reports Q4 and Full Year 2015 Financial Results
------------------------------------------------------------
Neonode Inc. reported a net loss attributable to the Company of
$7.82 million on $11.11 million of net revenues for the year ended
Dec. 31, 2015, compared to a net loss attributable to the Company
of $14.23 million on $4.74 million of net revenues for the year
ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $5.92 million in total assets,
$4.09 million in total liabilities and $1.83 million int total
stockholders' equity.
"We made substantial progress during 2015 and set the stage for
Neonode to reach profitability in 2016. Our core licensing
business is growing and we expect it to continue to grow. In 2016,
we will complement our license-based offerings with a sensor
module, the first of which is AirBar, a touch sensor for PCs. For
the first time we can now offer our customers a complete "plug and
touch" module, available in standard sizes. As a result our
modules can be embedded into a larger range of products, reducing
custom design work with a shorter time to market. Our module
business also opens up new opportunities for small to large volume
projects and aftermarket accessories for TVs, keyboards, "Virtual
Reality", drones and "Internet of Things" applications. We expect
to begin shipping AirBar in the second quarter and have already
more than 10,000 pre-orders through our online store at
www.air.bar," said Neonode's CEO Thomas Eriksson.
"I am also pleased to report that our automotive market has
exceeded our expectations. We anticipate continued growth in
automotive infotainment systems shipments throughout 2016. As of
the end of our third quarter of 2015, we reported that 19 car
models offered our technology, and as of today, that number has
increased to 26. Our other automotive programs have been
progressing as well, and are generating strong interest by the
major automotive OEMs," added Mr. Eriksson.
"The number of customer printers in production has grown from 40 as
of third quarter of 2015 to 51 models as of today. In addition,
our second major printer customer launched its first printers in
January 2016. We expect continued growth from this market as our
customers launch new printers during 2016. In addition, our
printer customers will start the transition into using our embedded
sensor modules for their products in 2016," concluded Mr.
Eriksson.
Cash and accounts receivable totaled $4.4 million at Dec. 31, 2015,
compared to $7.2 million at Dec. 31, 2014. Common shares on a
fully diluted basis totaled approximately 46.5 million shares on
Dec. 31, 2015, compared to approximately 45.7 million shares at
Dec. 31, 2014.
A full-text copy of the press release is available for free at:
http://is.gd/6XvMnG
About Neonode Inc.
Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON)
-- http://www.neonode.com/-- provides optical touch screen
solutions for hand-held and small to midsize devices.
NET ELEMENT: David Kelley Won't Seek Board Re-Election
------------------------------------------------------
David P. Kelley II has informed the Nominating And Governance
Committee of the Board of Directors of Net Element, Inc. that at
the end of his current term as a director of the Company, he will
no longer stand for reelection as director of the Company (and
consequently as chairman of each of the Audit Committee, the
Nominating and Corporate Governance Committee and the Compensation
Committee of the Board) due to personal reasons and not over any
disagreement with the Board of or the Company's management.
The disclosure was made with the Securities and Exchange Commission
as part of the preparation for the upcoming annual shareholders
meeting of the Company.
About Net Element
Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.
Net Element reported a net loss of $10.18 million on $21.2
million of net revenues for the 12 months ended Dec. 31, 2014,
compared to a net loss of $48.3 million on $18.7 million of net
revenues for the 12 months ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $26.17 million in total
assets, $17.03 million in total liabilities, and $9.14 million in
total stockholders' equity.
Daszkal Bolton LLP, in Fort Lauderdale, Florida isssued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.
NEW YORK LIGHT: March 23 Hearing to Extend Plan Filing Date
-----------------------------------------------------------
A U.S. bankruptcy court is set to hear a motion filed by New York
Light Energy LLC to extend its exclusive right to propose a
bankruptcy plan.
The U.S. Bankruptcy Court for the Northern District of New York
will take up the motion at a hearing on March 23, 2016.
The company has proposed to extend its exclusive right to file a
bankruptcy plan to April 29, and to solicit votes from creditors to
June 28.
The extension, if approved, would prevent others from filing rival
plans in court and maintain the company's control over its
bankruptcy case.
About New York Light Energy
Founded in 2009 and based in Latham, New York, New York Light
Energy, LLC, designs and installs medium-scale solar arrays in New
York State and Massachusetts. The Company has installed solar
arrays on more than 180 industrial, commercial, municipal, and
residential sites, with a total of over 15 megawatts of capacity to
date.
NYLE and its affiliates commenced Chapter 11 bankruptcy cases
(Bankr. N.D.N.Y. Lead Case No. 15-11121) in Albany, New York, on
May 27, 2015. Judge Robert E. Littlefield Jr. is assigned to the
cases.
The Debtors tapped Bond, Schoeneck & King, PLLC, as counsel. The
Debtors hired Blackbird Asset Services LLC as liquidation agent in
connection with the sale of their excess inventory.
The U.S. Trustee for Region 2, appointed three creditors to serve
in an Official Committee of Unsecured Creditors in the Chapter 11
cases of New York Light Energy, LLC, et al. The Committee retains
Hodgson Russ LLP as its attorneys and Emerald Capital Advisors
Corp. as financial advisor.
NORTH MILWAUKEE STATE BANK: Closed Friday, FDIC Named as Receiver
-----------------------------------------------------------------
North Milwaukee State Bank, Milwaukee, Wisconsin, was closed Friday
by the Wisconsin Department of Financial Institutions, which
appointed the Federal Deposit Insurance Corporation (FDIC) as
receiver. To protect the depositors, the FDIC entered into a
purchase and assumption agreement with First-Citizens Bank & Trust
Company, Raleigh, North Carolina, to assume all of the deposits of
North Milwaukee State Bank.
The two branches will reopen as North Milwaukee State Bank, a
division of First-Citizens Bank & Trust Company during normal
business hours. Depositors of North Milwaukee State Bank will
automatically become depositors of First-Citizens Bank & Trust
Company. Deposits will continue to be insured by the FDIC, so there
is no need for customers to change their banking relationship in
order to retain their deposit insurance coverage up to applicable
limits. Customers of North Milwaukee State Bank should continue to
use their current branch until they receive notice from
First-Citizens Bank & Trust Company that systems conversions have
been completed to allow full-service banking at all branches of
First-Citizens Bank & Trust Company.
Depositors of North Milwaukee State Bank can continue to access
their money by writing checks or using ATM or debit cards. Checks
drawn on the bank will continue to be processed. Loan customers
should continue to make their payments as usual.
As of December 31, 2015, North Milwaukee State Bank had
approximately $67.1 million in total assets and $61.5 million in
total deposits. In addition to assuming all of the deposits of
North Milwaukee State Bank, First-Citizens Bank & Trust Company
agreed to purchase essentially all of the failed bank's assets.
Customers with questions about Friday's transaction should call the
FDIC toll-free at 1-800-830-4706. The phone number will be
operational on Friday until 9:00 p.m., Central Time (CT); on
Saturday from 9:00 a.m. to 6:00 p.m., CT; on Sunday from noon to
6:00 p.m., CT; on Monday from 8:00 a.m. to 8:00 p.m., CT; and
thereafter from 9:00 a.m. to 5:00 p.m., CT. Interested parties also
can visit the FDIC's Web site at
https://www.fdic.gov/bank/individual/failed/nmsbank.html.
The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $9.6 million. Compared to other alternatives,
First-Citizens Bank & Trust Company's acquisition was the least
costly resolution for the FDIC's DIF. North Milwaukee State Bank is
the first FDIC-insured institution in the nation to fail this year.
The last FDIC-insured institution closed in the state was Bank of
Wausau, Wausau, WI, on August 9, 2013.
Congress created the Federal Deposit Insurance Corporation --
http://www.fdic.gov/-- in 1933 to restore public confidence in the
nation's banking system. The FDIC insures deposits at the nation's
banks and savings associations, 6,182 as of December 31, 2015. It
promotes the safety and soundness of these institutions by
identifying, monitoring and addressing risks to which they are
exposed. The FDIC receives no federal tax dollars—insured
financial institutions fund its operations.
NUO THERAPEUTICS: New Hampshire Ball Resigns as Committee Member
----------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, announced in a court
filing that New Hampshire Ball Bearings, Inc., has resigned from
Nuo Therapeutics Inc.'s official committee of unsecured creditors.
The remaining committee members are:
(1) AAPC
Attn: Robert Stewart
2233 S. Presidents Dr., Ste. F
Salt Lake City, UT, 84120
robert.stewart@aapc.com
(2) CPA Global Limited
Attn: John Riedel
2318 Mill Rd., 12th Fl.
Alexandria, VA 22314
Phone: 703-739-1267
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 NUO Therapeutics
Nuo Therapeutics, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case No. 16-10192) on Jan. 26, 2016. The petition
was signed by David E. Jorden as acting chief executive officer and
acting chief financial officer.
Ashby & Geddes, P.A. represents the Debtor as counsel and Epiq
Bankruptcy Solutions, LLC serves as the Debtor's claims, balloting
and noticing agent. Hon. Mary F. Walrath has been assigned the
case.
OASIS PETROLEUM: S&P Raises Rating on Sr. Unsecured Debt to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating on
Houston-based exploration and production (E&P) company Oasis
Petroleum Inc.'s senior unsecured debt to 'B+' (same level as the
corporate credit rating) from 'B'. S&P simultaneously revised the
recovery rating on this debt to '4', indicating its expectation of
average (30% to 50%; higher end of range) recovery in the event of
a payment default, from '5'.
The corporate credit rating on Oasis remains 'B+'. The outlook is
negative.
S&P's revision of the recovery and issue-level ratings on Oasis'
senior unsecured debt reflects an increase in the recovery
prospects for this debt upon the reduction in the borrowing base
governing the company's reserve based lending (RBL) facility.
The ratings on Oasis reflect S&P's assessment of the company's fair
business risk and highly leveraged financial risk profiles. S&P
assess Oasis' liquidity position as adequate because sources of
funds should exceed uses by 1.2x in 2015 and 2016.
Despite S&P's expectation of a material reduction in capital
spending for 2016, S&P expects FFO/debt to fall below 15% and
debt/EBITDA to exceed 5x over the next two years. The negative
outlook reflects the potential for a downgrade if S&P expected
FFO/debt to fall well below 12% for a prolonged period.
S&P could consider an upgrade if it forecasted FFO/debt to increase
and remain above 20% on a sustained basis.
OPTIMA SPECIALTY: S&P Lowers CCR to 'CCC', Outlook Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Optima Specialty Steel Inc. to 'CCC' from 'CCC+'.
The outlook is negative.
S&P also lowered the rating on the company's 12.5% senior secured
notes to 'B-' from 'B'. The recovery rating on the debt remains
'1', indicating S&P's expectation for very high (90% to 100%)
recovery in the event of payment default. S&P also lowered the
rating on the company's 12% senior unsecured notes to 'CC' from
'CCC-'. The recovery rating on the debt remains '6', indicating
S&P's expectation for negligible (0% to 10%) recovery in the event
of payment default.
"The negative outlook reflects our view that Optima may face a
liquidity crisis in the next six to 12 months if it is unable to
refinance its debt in a timely fashion," said Standard & Poor's
credit analyst Patricia Mendonca.
S&P could lower the rating to 'CCC-' if by mid-2016 the company has
not addressed the note refinancing. S&P could also lower the
rating if the company's operating performance deteriorates further,
with minimal or negative cash flow generation and further ABL
borrowings, which would indicate an imminent liquidity crisis.
S&P may revise the outlook to stable if the company addresses the
note refinancing in the next three months. S&P may also raise the
rating if the refinancing is successful and liquidity is considered
adequate.
PEABODY ENERGY: Amends Q3 2015 Form 10-Q in Response to Comments
----------------------------------------------------------------
Peabody Energy Corporation filed with the Securities and Exchange
Commission and amendment no.1 to its quarterly report on Form 10-Q
for the period ended Sept. 30, 2015, originally filed on Nov. 9,
2015. The amendmend was made to address comments received from the
Staff of the SEC in connection with the Staff's review of Peabody's
Registration Statement on Form S-3 filed upon the expiration of the
Company's existing Registration Statement on Form S-3, into which
the Original Form 10-Q was incorporated by reference and which was
the subject of the Staff's comments.
In response to the Staff's comments, the Company has amended its
Original Form 10-Q to include additional information contained in
Part I, Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. Specifically, the Company has
included in the section entitled "Liquidity and Capital Resources"
additional detail regarding:
(i) certain financial covenants contained in the Company's 2013
Credit Facility and its compliance with those covenants at
Sept. 30, 2015;
(ii) sources of earnings and adjustments allowable under the
Company's 2013 Credit Facility to be included with its
operating results for purposes of determining financial
covenant compliance; and
(iii) the impact of non-compliance with the Company's financial
covenants on its business, financial condition and results
of operations that were previously disclosed in Part II,
Item 1A. Risk Factors of the Original Form 10-Q.
The Company has also updated Part II, Item 1A. Risk Factors in the
Amendment to clarify the conditions under which non-compliance with
its financial covenants is possible.
A full-text copy of the Form 10-Q/A is available for free at:
http://is.gd/xNu64G
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: Suit Against Associated Bank Partially Dismissed
-----------------------------------------------------------------
Judge Gregory F. Kishel of the United States Bankruptcy Court for
the District of Minnesota dismissed with prejudice Counts II-VI of
the amended complaint filed by Petters Company Inc.'s Chapter 11
Trustee against Associated Bank for failure to plausibly plead a
claim on which relief may be granted.
Douglas A. Kelley, in his capacity as Chapter 11 Trustee for debtor
PCI, sued Associated Bank to reverse the legal effect of six
identified, discrete events that occurred during its banking
relationship with PCI. The complaint named Associated Bank as a
depository bank through which PCI channeled a large number of
monetary transfers from and to lender-investors and other over a
five-year period, 2000-2005. The total of the "payments or other
transfers" that would be avoided is stated as approximately $2.5
million. Kelley asserted these "payments" were "in furtherance of"
the Ponzi scheme perpetrated by Thomas J. Petters. Kelley branded
the "transfers" as fraudulent and hence avoidable under law, as
actually- or constructively- fraudulent.
Associated Bank sought to dismiss, arguing that Kelley has not pled
a plausible set of facts to support either theory of avoidance as
to the six banking events at issue with Associated Bank.
As to Kelley's case for actually-fraudulent transfers under Count
II, Judge Kishel found that Kelley did not plead any facts that go
to specific intent, directly or by badge-based inference, to
defraud other depository banks through a comprehensive scheme
involving transfers of the sort pleaded, nor facts from which to
infer an intent to hinder, delay, or defraud PCI's general
creditors, motivating the six subject acts of transfer. Thus, the
judge dismissed Count II with prejudice.
Under Counts III-V of the complaint, Kelley's alternate theory was
that the "payments" had been a constructively-fraudulent transfer.
Judge Kishel, however, found that the pleading fails on the element
concerning reasonably equivalent value. Kelley never pleaded that
the bank received interest or any sort of imposed fee or penalty on
account of the overdrafts that he identified. Thus, Judge Kishel
dismissed Counts III-V with prejudice.
Judge Kishel also dismissed Count VI as it is barred by Kelley's
simulataneaous assertion of multiple theories for recovery under
law.
The case is In re: PETTERS COMPANY, INC., ET AL, Chapter 11,
Debtors. (includes: Petters Group Worldwide, LLC; PC Funding, LLC;
Thousand Lakes, LLC; SPF Funding, LLC; PL Ltd., Inc. Edge One LLC;
MGC Finance, Inc.; PAC Funding, LLC; Palm Beach Finance Holdings,
Inc.) DOUGLAS A. KELLEY, in his capacity as the court-appointed
Chapter 11 Trustee of Debtor Petters Company, Inc., Plaintiff, v.
ASSOCIATED BANK, Defendant, Casc No. 08-45257 Jointly Administered,
Nos. 08-45258 (GFK), 08-45326 (GFK), 08-45327 (GFK), 08-45328
(GFK), 08-45329 (GFK), 08-45330 (GFK), 08-45331 (GFK), 08-45371
(GFK), 08-45392 (GFK), No. ADV 10-4422 (Bankr. D. Minn.).
A full-text copy of Judge Kishel's February 29, 2016 order is
available at http://is.gd/Wd1I8sfrom Leagle.com.
Douglas A. Kelley, Trustee is represented by:
James A. Lodoen, Esq.
Adam C. Ballinger, Esq.
Mark Enslin, Esq.
Terrence J. Fleming, Esq.
Jeffrey D Smith, Esq.
LINDQUIST&VENNUM LLP
4200 IDS Center
80 South Eighth Street
Minneapolis, MN 55402-2274
Telephone: (612) 371-3211
Facsimile: (612) 371-3207
Email: jlodoen@lindquist.com
aballinger@lindquist.com
menslin@lindquist.com
jsmith@lindquist.com
-- and --
Sandra S. Smalley-Fleming, Esq.
ROSS ORENSTEIN & BAUDREY LLC
222 South Ninth Street, Suite 470
Minneapolis, MN 55402
Associated Bank is represented by:
Douglas B. Altman, Esq.
ALTMAN & IZEK
901 North Third Street, Suite 140
Minneapolis, MN 55401
Tel: (612)335-3700
Fax: (612)767-4501
-- and –-
Bryan E Minier, Esq.
LATHROP & GAGE LLP
155 North Wacker Drive, Suite 3000
Chicago, IL 60606-1787
Email: bminier@lathropgage.com
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.
PETTERS COMPANY: WayPoint to Provide Forensic Accounting
--------------------------------------------------------
Douglas A. Kelley, the Chapter 11 trustee of Petters Company, Inc.,
et al., sought and obtained permission from the Hon. Gregory F.
Kishel of the U.S. Bankruptcy Court for the District of Minnesota
to expand the scope of WayPoint Inc.'s employment to include legal
and forensic accounting services, effective November 1, 2015.
WayPoint's Josiah O. Lamb has been performing legal and forensic
accounting services for the Trustee since May 2011. Those services
had been billed to the Estates through Kelley, Wolter & Scott, P.A.
Mr. Lamb is now employed by WayPoint and he has transitioned out
of Kelley, Wolter & Scott, P.A. effective November 1, 2015. Mr.
Lamb continues to provide the same services to the Trustee.
Therefore, the Trustee seeks to shift the billings for Mr. Lamb's
services from Kelley, Wolter & Scott, P.A. to WayPoint.
Lamb's current hourly rate is 425.
WayPoint will also be reimbursed for actual and necessary
expenses.
Mr. Lamb, lawyer and forensic accountant at WayPoint Inc., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
WayPoint can be reached at:
Josiah O. Lamb
WAYPOINT, INC.
4760 White Bear Parkway, Suite 201
White Bear Lake, MN 55110
Tel: (651) 702-0138
E-mail: jlamb@waypointinc.com
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.
PHH CORP: S&P Revises Outlook to Negative & Affirms 'B+' ICR
------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
PHH Corp. to negative from stable. At the same time, S&P affirmed
its 'B+/B' issuer credit ratings on PHH and S&P's 'B+' rating on
its senior unsecured notes.
"The outlook revision to negative reflects our view that the
strategic options PHH and its board of directors are considering
could affect the company negatively," said Standard & Poor's credit
analyst Richard Zell. "Until the capital actions are communicated
to the market, it is difficult to assess the full impact."
The outcome of the strategic review could result in PHH taking
capital actions beyond the levels that S&P has forecasted,
including a large stock repurchase program or a special dividend
that depletes its cash position and weakens capital. In that
instance, S&P would view such a scenario as having a negative
impact on the firm's overall credit profile, depending on the
magnitude of the action. Alternatively, the company could pursue a
strategy that involves a combination of options, including some not
contemplated in this article.
PHH has a significant cash balance and is able to cover short-term
obligations, including interest payments, with operating cash
flows. As of Dec. 31, 2015, PHH had approximately $906 million of
unrestricted cash, enough to cover its $485 million to $585 million
of upcoming cash needs, including contingencies related to mortgage
loan repurchases, legal and regulatory matters, and working
capital.
The negative outlook on PHH reflects Standard & Poor's view that
strategic options the company is considering could weaken its
credit profile, depending on which specific actions are taken and
the magnitude.
S&P could lower the rating on PHH if capital actions the firm takes
are beyond S&P's current expectation, resulting in reduced
liquidity or lower capital levels. Specifically, if the firm's
sources of cash no longer cover projected uses by more than 1.5x
for the coming 12 months and 1.0x for the subsequent 12 months, S&P
could lower the rating. Additionally, if debt to tangible equity
increases to more than 3.0x, S&P may lower the rating.
S&P could raise its rating if the firm's capital actions result in
a reduction in leverage, such that S&P projects debt to EBITDA to
be less than 4x on a sustained basis. S&P believes that this
scenario is less likely.
If the announced capital actions are likely to have no material
impact on the firm's liquidity or capital position, S&P could
revise the outlook to stable.
PHOTOMEDEX INC: Transfers U.S. Listing to NASDAQ Capital Market
---------------------------------------------------------------
PhotoMedex, Inc., announced that its application to be listed on
the NASDAQ Capital Market has been approved by NASDAQ. Effective
as of March 10, 2016, the Company's stock will be listed on the
NASDAQ Capital Market, rather than on the NASDAQ Global Select
Market. This move to the Capital Market will not affect the
trading of the Company's common stock. The NASDAQ Capital Market
is a continuous trading market that operates in substantially the
same manner as the NASDAQ Global Select Market, but with less
stringent listing requirements. The Company's common shares will
continue to trade on NASDAQ under the symbol "PHMD."
As previously disclosed, PhotoMedex was notified by NASDAQ on Sept.
29, 2015, that it no longer satisfied the $1.00 per share minimum
bid price requirement for continued listing, as set forth in NASDAQ
Listing Rule 5450(a)(1). The Company was given an initial period
of 180 calendar days, or until March 28, 2016, to regain compliance
with the listing rules. If at any time during that period the
closing bid price of the Company's common stock is at least $1.00
per share for a minimum of 10 consecutive business days, compliance
will be regained. However, if the company fails to regain
compliance during this 180-day period, its common stock will be
subject to delisting by NASDAQ.
The Company intends to seek an extension of time in which to comply
with that requirement, should the Company's share price not meet
the bid price requirement by the end of the compliance period. The
transfer of its stock from the NASDAQ Global Select Market to the
NASDAQ Capital Market is part of the process to request such an
extension.
PhotoMedex intends to consider a range of available options to
regain compliance with this continued listing standard within the
grace period, and has provided written notice to NASDAQ of its
intention to cure the minimum bid price deficiency during this
second grace period by carrying out a reverse stock split, if
necessary. At its 2015 annual meeting, PhotoMedex shareholders
granted authority to the board of directors to implement, as
needed, a reverse split in a ratio up to one common share for each
five shares outstanding. The board has decided to delay acting
upon that authority while the recently announced transaction with
DS Healthcare, Inc. is still pending.
About PhotoMedex
PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients. The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.
PhotoMedex and its subsidiaries has entered into a second
amended and restated forbearance agreement with the lenders that
are parties to the credit agreement dated May 12, 2014, and with JP
Morgan Chase, as administrative agent for the Lenders pursuant to
which the Lender have agreed to forbear from exercising their
rights and remedies with respect to certain events of default from
Aug. 25, 2014, until April 1, 2016, or earlier if an event of
default occurs, according to a document filed with the Securities
and Exchange Commission in March 2015.
As of June 30, 2015, the Company had $67.7 million in total assets,
$23.9 million in total liabilities and $43.8 million in total
stockholders' equity.
Bankruptcy Warning
"If, in the future, PhotoMedex is required to obtain similar
forbearance agreements as a result of our inability to meet the
terms of the credit agreement, there can be no assurance that those
forbearance agreements will be available on commercially reasonable
terms or at all. If, as or when required, we are unable to repay,
refinance or restructure our indebtedness under those credit
facilities, or amend the covenants contained therein, the lenders
could elect to terminate their commitments under the credit
facilities and institute foreclosure proceedings against our
assets. Under such circumstances, we could be forced into
bankruptcy or liquidation. In addition, any additional events of
default or declaration of acceleration under one of those
facilities or the forbearance agreement could also result in an
event of default under one or more of these agreements. Such a
declaration would have a material adverse impact on our liquidity,
financial position and results of operations," the Company stated
in its 2014 annual report.
PICO HOLDINGS: PICO Rebuts Leder Call for Director Removal Meeting
------------------------------------------------------------------
By Geoffrey J. Bailey -- gjbaileypb@hotmail.com -- PICO Holdings,
Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified
holding company reporting recurring losses since 2008. PICO owns
57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a
securities portfolio and various interests in small businesses.
PICO has $676 million in assets and $431 million in shareholder
equity. Central Square Management LLC and River Road Asset
Management LLC collectively own more than 14% of PICO and have
agitated for governance and financial changes. Sean Leder owns 1%
of PICO shares and seeks shareholder authorization to call a
Special Meeting to remove and replace five directors. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.
On March 10, 2016, PICO filed with the Securities and Exchange
Commission a rebuttal to Leder Holdings' call for a Special Meeting
to throw out 4 "Legacy Directors" -- John Hart, Carlos Campbell,
Kenneth Slepicka and Michael Machado. PICO discourages shareholders
from siding with Sean Leder and filing their White Request Card,
which represents a vote for authorization to call the Special
Meeting.
PICO states that it maintains an open and accommodative
communication policy with shareholders. Mr. Leder has insufficient
experience as a director and the results of his only existing
directorship have been unsatisfactory. PICO notes that significant
steps to improve corporate governance have been taken, namely
turnover of 3 director positions, changes to compensation policy
and a revision of the business plan to reward shareholders for
monetization of assets. Mr. Leder's campaign is expensive and
distracting. Last, Mr. Leder's director slate is unknown and such
uncertainty creates a danger for shareholders.
Activist bloggers at www.reformpiconow.com strongly disagree with
the PICO filing and counter many of its points. Mr. Leder has run a
successful real estate-oriented family office for over 20 years.
PICO's corporate governance improvement measures have been too
little, too late and are not the result of competent a functional
board, but instead were compelled by pushing and shoving on the
part of activist investors, namely River Road Asset Management,
Central Square Management and Leder Holdings. The bloggers
highlight PICO's 5-year stock performance (down 80%), related to
CEO Hart's compensation (over $25 million since 2010). The PICO
Legacy Directors have destroyed half a billion dollars in
shareholder value over the last 5 years, a sum which makes Mr.
Leder's penny per share expense reimbursement seem reasonable. As
to distraction, the bloggers note that the Legacy Directors have
failed on all measures of corporate performance and they ask, "How
can someone be distracted from failure?" Last, Mr. Leder's director
slate is mostly a known quantity: Mr. Leder, Howard Brownstein,
Raymond Marino and Eric Speron. At this point, only 3 of 7
directors are unknown.
The activist bloggers at www.reformpiconow.com urge PICO
shareholders to download the forms available on the website and
vote their shares in favor of Mr. Leder's campaign to call a
Special Meeting to remove the 4 Legacy Directors. They encourage
PICO shareholders to take all communications from PICO and throw
them in the trash.
PITTSBURGH CORNING: Proposes Technical Amendments to 2009 Plan
--------------------------------------------------------------
Pittsburgh Corning Corporation, the Official Committee of Asbestos
Creditors, and the Future Claimants' Representative at a hearing on
March 24, 2016, at 1:30 p.m. will ask the U.S. Bankruptcy Court for
the Western District of Pennsylvania to enter an order approving
Technical Amendments to the Modified Third Amended Plan of
Reorganization dated Jan. 29, 2009. Objections to the Motion are
due March 17.
The Plan was confirmed by an Order of the Bankruptcy Court (Judge
Fitzgerald) entered on May 24, 2013 (the "Confirmation Order").
Shortly after entering the Confirmation Order, Judge Fitzgerald
retired and the case was reassigned to this Court.
Mt. McKinley Insurance Company ("MMIC") filed a motion to
reconsider, which was denied except with regard to clarification of
the scope of the channeling injunction issued pursuant to the Plan,
by an opinion and order of this Court dated November 12, 2013.
MMIC then appealed to the District Court, and certain plan parties
filed a motion with the District Court for an order affirming the
Confirmation Order. By an opinion and order entered on Sept. 30,
2014, the District Court affirmed the Confirmation Order, granting
the plan parties' motion. MMIC then appealed the District Court's
order to the Third Circuit Court of Appeals. While that appeal was
pending, MMIC filed a motion for relief from judgment with the
District Court based on allegedly newly discovered evidence. By an
opinion and order entered on August 12, 2015, the District Court
denied the motion for relief from judgment. MMIC then appealed
that decision, and the two appeals were consolidated by the Third
Circuit. On Jan. 6, 2016, the parties in the consolidated appeals
filed a stipulation voluntarily dismissing the appeals, and the
Third Circuit subsequently entered an order dismissing the
appeals.
The Movants propose these Technical Amendments:
1. The Plan contains requirements that the Confirmation Order
include a number of findings. Judge Fitzgerald made most, but not
all, of the findings called for by the Plan. The Technical
Amendments make it clear that all of these conditions precedent to
confirmation may be waived.
2. The Plan is also arguably inconsistent with regard to the
timing of certain actions necessary to reach the Effective Date, as
that term is defined in the Plan. The Technical Amendments clarify
the timing of those actions, so that everything that must be
accomplished on or before the Effective Date is authorized by the
terms of the Plan.
3. Due to the passage of time, several of the individuals
previously designated to serve as initial directors of Reorganized
PCC are no longer able to serve in such capacity. The need to make
changes caused the Plan Proponents to reconsider the size of the
Board of Reorganized PCC, and they have determined to increase the
size to allow up to 9 members. The Technical Amendments make
changes to the proposed Articles of Incorporation and Bylaws of
Reorganized PCC to permit this increase, and to conform with
provisions of Pennsylvania Business Corporation Law of 1988 (as
such may have been amended).
4. The Technical Amendments also include revisions to the names
and addresses of relevant parties (or their counsel) that reflect
changes that have occurred over the past several years and provide
for the number of shares of PPG Common Stock to be issued to the
Trust to be adjusted for a stock split that occurred last year.
5. Finally, the Technical Amendments provide a "clean" version
of two tables from Exhibit L to the Plan that had previously been
included only in "redline" form in prior technical amendments filed
at Doc. No. 9402. There is no substantive change in either table.
The Movants explain that the Plan Confirmation Order was a result
of many years of hard work by the parties in interest and Judge
Fitzgerald, and involved give-and-take and compromises by the
numerous parties in interest in this case. They note that nothing
in the Technical Amendments causes any substantive changes to the
compromises that were effected through the Plan as confirmed.
Under the circumstances, the Movants relate that it is not
surprising that there are some inconsistencies in the Plan or
between the Plan and the Confirmation Order. The circumstances
clearly justify the limited Technical Amendments being offered to
resolve those inconsistencies. Moreover, given the passage of
time, it is not surprising that certain names and address
information needs to be updated due to changes that have occurred
over the years since the last plan documents were filed, according
to the Movants.
Additionally, the Movants aver the circumstances warrant the
proposed Technical Amendments to facilitate reaching the Effective
Date and consummating the Plan. The Plan has overwhelming support
from all creditor constituencies. It will bring in billions of
dollars to benefit individuals who were injured by exposure to PCC
products. Some of the claimants in this case have been waiting for
over 15 years to be paid. At this point in time, anything that can
be done to expedite consummation without causing harm to any party
-- as the Technical Amendments do -- is clearly warranted under the
circumstances, according to the Movants.
The Technical Amendments provide for an increase in the size of the
Board of Reorganized PCC. When the Plan Proponents revisited the
issue of who should serve as the initial directors of Reorganized
PCC, they decided that it was in the best interests of Reorganized
PCC and its shareholders for Reorganized PCC to have a larger Board
of Directors. The Plan Proponents also realized that certain
amendments were necessary to conform with the provisions of the
Pennsylvania Business Corporation Law of 1988 (as amended).
Given the long history of this case, the Movants assert that the
non-substantive amendments embodied in the Technical Amendments are
clearly warranted. These amendments harm no one, and will only
serve to smooth the process of implementing the Plan and ultimately
making distributions to creditors, the Movants tell the Court.
A copy of the Technical Amendments filed Feb. 11, 2016, to the
Modified Third Amended Plan of Reorganization is available for free
at:
http://bankrupt.com/misc/PCC_10484_Tech_Am_Plan.pdf
The Official Committee of Asbestos Creditors' attorneys:
David B. Salzman
Philip E. Milch
CAMPBELL & LEVINE, LLC
1700 Grant Building
Pittsburgh, PA 15219
Ann McMillan
CAPLIN & DRYSDALE, CHARTERED
One Thomas Circle, N.W., Suite 1100
Washington, D.C. 20005
Future Claimants' Representative Lawrence Fitzpatrick's attorneys:
Joel M. Helmrich
DINSMORE & SHOHL
One Oxford Centre
301 Grant St., Suite 2800
Pittsburgh, PA 15219
- and -
Edwin J. Harron
Sara Beth Kohut
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Pittsburgh Corning Corporation's attorneys:
David Ziegler
James J. Restivo, Jr.
Douglas E. Cameron
Andrew J. Muha
REED SMITH LLP
225 Fifth Avenue
Pittsburgh, PA 15222
About Pittsburgh Corning
Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos. At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.
Judge Thomas Agresti handles the bankruptcy case. Reed Smith LLP
serves as counsel and Deloitte & Touche LLP as accountants to the
Debtor.
The U.S. Trustee appointed a Committee of Unsecured Trade
Creditors
on April 28, 2000. The Bankruptcy Court authorized the retention
of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to the
Committee of Unsecured Trade Creditors, and Pascarella & Wiker,
LLP, as financial advisor.
The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000. The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin & Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill & Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin & Drysdale, Chartered.
The Asbestos Committee is presently represented by Douglas A.
Campbell, Esq., and Philip E. Milch, Esq., at Campbell & Levine,
LLC; and Peter Van N. Lockwood, Esq., Leslie M. Kelleher, Esq.,
and
Jeffrey A. Liesemer, Esq., at Caplin & Drysdale, Chartered.
On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative. The
Bankruptcy Court authorized the retention of Meyer, Unkovic &
Scott
LLP as his counsel, Young Conaway Stargatt & Taylor, LLP, as his
special counsel, and Analysis, Research and Planning Corporation
as
his claims consultant. The FCR is presently represented by Joel
M.
Helmrich, Esq., at Dinsmore & Shohl LLP; and James L. Patton, Jr.,
Esq., Edwin J. Harron, Esq., and Sara Beth A.R. Kohut, Esq., at
Young Conaway Stargatt & Taylor, LLP.
In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.
On Jan. 29, 2009, an amended plan of reorganization (the Amended
PCC Plan) -- which addressed the issues raised by the Court when it
denied confirmation of the 2003 Plan -- was filed with the
Bankruptcy Court.
As reported by the TCR on April 25, 2012, Pittsburgh Corning,
which
is a joint venture between Corning Inc. and PPG Industries Inc.,
filed another amendment to its reorganization plan.
PCC's balance sheet at Sept. 30, 2012, showed $29.4 billion in
total assets, $7.52 billion in total liabilities and $21.9 billion
in total equity.
PLASTIC2OIL INC: Issues Letter to Stockholders From CEO
-------------------------------------------------------
The following is a statement by Richard Heddle, CEO, Plastics2Oil,
Inc.:
Dear P2O Shareholder:
I want to provide a review and update on the status of our
Company.
Operations
In August 2013, I became CEO of Plastics2Oil during a period of
significant transition in the operations of the Company. Prior to
becoming CEO, I was a long term shareholder convinced of the
viability and commercial need for the Company's technology and the
financial opportunity it presents. I am even more convinced today
and I have personally invested millions of dollars into the
Company.
As CEO, I have substantially reduced the Company's monthly cash
burn rate. One of my first cost cutting decisions was to cease
operations at the RRON facility in Thorold, Canada. I am pleased
to report that we recently came to terms regarding the remaining
balance of the lease agreement. With that and other time consuming
and financial issues largely behind us, our efforts are laser
focused on closing the first P2O processor sales in 2016.
Over the next few weeks, we will be sharing important information
with you regarding the sales and marketing program that we intend
to launch. Our efforts will include direct sales as well as a new
partnership. To that end, we made the decision not to further
extend our agreement with EcoNavigation as their firm has been
unable to conclude processor sales via acceptable terms.
Through years of testing and refinement in conjunction with our
outside engineering firm, we are considering brining our flagship
processor #3 back online in the coming months. It will be
important to be able to demonstrate the commercial viability of
this processor by regular operations at our Niagara Falls plant.
Of primary influence to our decision to expand our sales efforts
and to bring the flagship processor #3 back on line is our view
based on analysis and consultation that oil prices have reached a
bottom and could rise to $50 a barrel by the end of the year.
While the price of crude is a factor in certain economic analysis
pertaining to our processor sales, it is not the only factor. There
are significant costs associated with landfill disposal.
Financial decisions regarding P2O's disruptive technology are based
on the results of models that are tailored specifically to each
potential client. These include, but are not limited to, the
anticipated life of a processor or cluster, specific configurations
of customers' sites and facilities on hand, and the ability to
integrate P2O's technology into existing operations.
Internal Changes
While our primary focus continues to be on the sale of our
disruptive technology, a number of internal operational changes are
being addressed:
1. The Niagara Falls plant will provide a source of revenue in
the coming quarters. The Company plans to raise additional
outside capital for the restart of flagship processor #3 and
we are also considering modifications to our processor #2 in
order to improve economies of scale and resultant cash flow.
2. Plastics2Oil owns a fully permitted fuel blending facility
in Thorold, Canada. Regional demand justifies bringing the
facility back on line and we intend to lease the blending
facility to a qualified independent operator in 2016.
3. We will continue to draw support from our loyal shareholder
base that includes individuals with impressive business
credentials, experience and acumen. Valuable strategic
suggestions have been offered and are being evaluated. I am
also considering making important additions to our
management team in the coming months and we may establish an
advisory board.
Madison County, New York
Many P2O investors may be aware that an RFP has been issued by
Madison County, New York. We applaud Madison County's role in
recognizing environmental issues and initiating a regional
alternative to the disposal of agricultural waste plastic in
landfills. In the past, P2O has successfully processed plastic
feedstock for Madison County.
A single P2O processor operating at full capacity can process
nearly 30 tons of hydrocarbon/feedstock material per day. We know
of no other company that provides a more viable solution. We will
continue to evaluate the situation to determine if there is a
worthy, viable proposal that can be submitted. If no responsible
bid is accepted by Madison County for their RFP, P2O will attempt
to provide other solutions that may work for our neighbors in
Madison County.
Our Environment
Beyond the financial considerations for our Company is the impact
the disposal of plastic has on our environment. Each year over 30
million tons of plastic waste enters our fragile ecosystem. Costs
are incurred to find, extract and refine crude oil; ultimately only
to incur additional costs in returning that crude oil, now in the
form of plastic, back underground via landfills. Equally offensive
is seeing plastic as litter accumulating in our streets, oceans,
lakes and streams.
All of us at P2O believe that market needs and government
regulation will drive the widespread deployment of our technology.
Our solution presents a compelling financial opportunity and
delivers with substantial and obvious environmental benefits. Like
many of you, we are resolute that environmental issues need to be
handled responsibly now, not left for future generations.
Lastly, I want to personally thank each and every P2O shareholder
for their invaluable support.
Best regards,
/s/ Richard Heddle
Richard Heddle, CEO
Plastic2Oil, Inc.
About Plastic2Oil
Plastic2Oil, Inc., formerly JBI Inc., is a North American fuel
company that transforms unsorted, unwashed waste plastic into
ultra-clean, ultra-low sulphur fuel without the need for
refinement. The Company's Plastic2Oil (P2O) is a process designed
to provide immediate economic benefit for industry, communities
and government organizations with waste plastic recycling
challenges. It is also focused on the creation of green
employment opportunities and a reduction in the cost of plastic
recycling programs for municipalities and business. The Company's
fuel products include No. 6 Fuel, No. 2 Fuel (diesel, petroleum
distillate), Naphtha, Petcoke (carbon black) and Off-Gases. No. 6
Fuel is heavy fuel used in industrial boilers and ships. No. 2
Fuel is a mid-range fuel known as furnace oil or diesel. Naphtha
is a light fuel that is used as a cut feedstock for ethanol or as
white gasoline in high and regular grade road certified fuels.
Plastic2Oil reported a net loss attributable to common shareholders
of $8.51 million on $59,000 of sales for the year ended Dec. 31,
2014, compared to a net loss attributable to common shareholders of
$16.8 million on $693,000 of sales for the year ended Dec. 31,
2013.
As of Sept. 30, 2015, the Company had $6.37 million in total
assets, $9.97 million in total liabilities and a $3.59 million
total stockholders' deficit.
MNP LLP, in Toronto, Canada, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2014, citing that the Company has experienced negative cash
flows from operations since inception and has accumulated a
significant deficit which raises substantial doubt about its
ability to continue as a going concern.
PLEASE TOUCH MUSEUM: Geoff Lapres to Serve as Interim CFO
---------------------------------------------------------
In connection with its proposed bankruptcy-exit plan, Please Touch
Museum amended the list of directors and officers attached to the
disclosure statement to reveal that Geoff Lapres will serve as
interim CFO of the Debtor.
The list has also been revised due to the resignation of Michael
Armento. The previous list identified Mr. Armento as the Treasurer
and Vice President of Administration and Finance. Mr. Armento has
resigned his position with the Debtor, according to the Debtor's
Feb. 26 filing.
Mr. Lapres joined the Please Touch Museum as interim CFO on Feb.
17, 2016. In this position, he will direct the fiscal functions of
the Museum in accordance with Generally Accepted Accounting
Principles issued by regulatory and advisory organizations and in
accordance with management best practices. He will assist the CEO
and external advisors in the transition out of Chapter 11.
Immediately prior to joining Please Touch Museum, Lapres worked as
interim CFO for the Green Tree School, a not-for profit school
serving children with autism and other emotional disorders. Over
the previous eight years, Lapres worked as CFO for four separate
venture capital backed start-up companies.
The Chapter 11 Plan
As reported in the TCR, Please Touch Museum is scheduled to
confirmation of its bankruptcy-exit plan on March 16, 2016, at 1:00
p.m. (prevailing Eastern time).
The claim of the bonds which include the outstanding principal
amount of bonds, $58,000,000, plus accrued and unpaid interest as
of the Petition Date in the amount of $3,070,653 (on account of the
proceeds from the sale of the $60 million revenue bonds issued by
the Philadelphia Authority for Industrial Development that were
loaned to the Debtor in 2006) will be satisfied by the Museum
making two payments totaling $8,250,000 to the indenture trustee on
account of the Bonds. Each Holder of an allowed general unsecured
claim will receive an amount of distributable cash equal to 100% of
the aggregate amount in U.S. dollars of the holder's allowed
general unsecured claim, paid in equal quarterly installments over
a 2-year period with interest at 4% per annum and commencing on the
Effective Date; or, if such holder affirmatively elects such
treatment, an amount equal to 90% of the aggregate amount in U.S.
dollars of the holder's general unsecured claim, paid on the later
of the Effective Date or the date that the claim becomes allowed.
Holders of allowed interests will retain their interests.
The Debtor is conducting a "Foundation for the Future" campaign to
raise the funds which are necessary to fund the Plan. The Debtor
has established a goal of raising $10 million through the campaign.
As of Jan. 19, 2016, the Debtor had secured pledges of
approximately $5.9 million in connection with the campaign, of
which $5.1 million is payable on or before the Effective Date of
the Plan.
A copy of the Disclosure Statement dated Jan. 26, 2016, as modified
Feb. 2, 2016, is available for free at:
http://bankrupt.com/misc/Please_Touch_287_DS_1st_Am_Plan.pdf
Counsel to the Debtor:
Lawrence G. McMichael, Esq.
Peter C. Hughes, Esq.
Catherine G. Pappas, Esq.
DILWORTH PAXSON LLP
1500 Market St., Suite 3500E
Philadelphia, PA 19102
Telephone: (215) 575-7000
Facsimile: (215) 575-7200
About Please Touch Museum
Please Touch Museum operates a children's museum known as the
Please Touch Museum located at Memorial Hall in the Fairmount Park
section of Philadelphia. It generates its revenues through a
combination of sales of memberships and tickets to the Museum,
event revenue, endowment income, and charitable contributions.
Please Touch Museum filed Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 15-16558) on Sept. 11, 2015. The petition was
signed by Lynn McMaster, the president and chief executive
officer.
Judge Jean K. FitzSimon is assigned to the case.
The Debtor disclosed total assets of $16,244,356 and total
liabilities of $63,513,617.
Dilworth Paxson LLP serves as the Debtor's counsel. EisnerAmper
LLP acts as the Debtor's financial advisor. Isdaner & Company,
LLC
is the Debtor's tax advisor and auditor. Rust Consulting/Omni
Bankruptcy is the Debtor's claims, notice and solicitation agent.
No official committee of unsecured creditors has been appointed in
the case.
PLUG POWER: Reports 2015 Fourth Quarter and Year End Results
------------------------------------------------------------
Plug Power Inc. disclosed in a press release that it achieved
record-breaking numbers with revenues of $38.4 million in the
fourth quarter and $103.3 million for the full year of 2015. For
the fourth quarter, EPS was a loss of $0.14 per share, and adjusted
EPS (described below) was a loss of $0.05 per share.
The Company also realized dramatic improvements in GenDrive
margins, significantly exceeding the Company's aggressive
expectations for 2015. GenDrive achieved gross margin of 25% by
year end 2015 and 21% for the full year. Before deferred profit
(described below), the GenDrive product line achieved adjusted
gross margin of more than 35% for the fourth quarter, and more than
26% for the year.
Plug Power also met or exceeded all of its other targets set for
2015, delivering $205 million in contract bookings, completing 16
GenFuel infrastructure installations, and adding eight new
customers. "I'm excited about the results shown this past quarter
and year," said Andy Marsh, CEO for Plug Power. "Customer adoption
continues to accelerate with both new customers and follow-on sales
to existing customers, and our margin expansion initiatives have
exceeded our expectations as we drive towards overall
profitability."
Marsh continued, "Every quarter of every year, Plug Power continues
to see increased customer adoption of its hydrogen and fuel cell
technology, globally. We are well positioned to meet our targets
outlined for 2016."
Financial Results
Total revenue for the fourth quarter of 2015 was $38.4 million, as
compared to $21.5 million of total revenue in the fourth quarter of
2014. For the full year of 2015, total revenue was $103.3 million,
compared to $64.2 million in 2014. On a year-over-year basis,
total revenue increased 79.1% and 60.8%, for the quarter and full
year, respectively, and is driven by more GenDrive units sold, more
hydrogen infrastructure installations, and increased GenCare
service revenues.
Plug Power achieved these revenue totals despite deferring $3.6
million of revenue in the fourth quarter of 2015 on certain GenKey
sales that were done as sale-leaseback transactions. Generally
accepted accounting principles (GAAP) require that any gross profit
on sales-leaseback transactions be deferred and recognized over the
life of the related lease term. This is a direct result of the
increased profitability of Plug Power products, specifically
GenDrive, in the fourth quarter.
The Company recognized revenue on sales of 1,256 GenDrive units in
the fourth quarter of 2015 compared to 719 GenDrive units
recognized in revenue in the fourth quarter of 2014. The Company
recognized revenue associated with hydrogen infrastructure at eight
customer sites during the fourth quarter of 2015, versus eight
sites in the fourth quarter of 2014.
In regard to GenCare services, the Company had approximately 8,700
GenDrive units and 23 hydrogen infrastructure sites under service
contracts as of Dec. 31, 2015, as compared to approximately 5,200
GenDrive units and eight hydrogen infrastructure sites under
service contracts as of December 31, 2014.
For GenFuel contracts, which obligate the Company to provide
hydrogen fuel to customers as part of its GenKey offering, the
Company had 22 customers under contract contributing revenue in the
fourth quarter of 2015, as compared to seven customers under
contract in the fourth quarter of 2014.
During the fourth quarter of 2015, the Company recognized a $10.1
million provision for loss contracts related to GenCare service.
Prior to Dec. 31, 2015, the Company was experiencing losses on
certain extended maintenance contracts, primarily due to premature
stack failures. However, management did not anticipate future
losses over the remaining lives of these contracts due primarily to
ongoing and continued improvements in stack life, labor leverage
and design improvements.
During 2015, management determined the main cause of periodic stack
life degradation, and worked with its supplier to address the
issue. All new stacks being produced and shipped from the fourth
quarter of 2015 and later include the new design solution. Based
on testing performed and in-field performance to date of the new
stacks, management believes the resolution to this matter will
significantly improve the longevity of stack lives.
As of Dec. 31, 2015, the Company had 53 extended maintenance
contracts with customers, covering approximately 8,700 GenDrive
units. Thirty of those extended maintenance contracts, covering
approximately 5,400 GenDrive units, were projected to have expenses
exceed revenue over their remaining terms, which resulted in the
accrual of $10.1 million. These extended maintenance contracts
have remaining terms ranging from 1-9 years, however, a majority of
this incremental cost is expected to be incurred over the next two
years as the Company refurbishes the stacks in the installed base.
The Company's gross margin loss in the fourth quarter of 2015 was
$9.4 million, or 24.5% of total revenue, compared to a gross margin
loss of $1.7 million, or 7.7% of total revenue in the same period
of 2014. Excluding the $10.1 million provision for loss contracts
related to service taken in the fourth quarter of 2015, and
including the gross profit of $3.6 million that was deferred during
the fourth quarter of 2015, adjusted gross margin for the fourth
quarter of 2015 was $4.2 million or 10.0% of total revenue,
compared to adjusted gross margin loss of $1.7 million or 7.7% of
revenue during the comparable quarter of 2014.
Gross margin loss for full year 2015 was $9.9 million, or 9.6% of
total revenue, compared to a gross margin loss of $4.9 million, or
7.6% of total revenue in 2014. Adjusted gross margin for full year
2015 was $3.7 million, or 3.5% of total revenue, compared to
adjusted gross margin loss of $4.9 million, or 7.6% of total
revenue in 2014. Fourth quarter and full year adjusted gross
margins reflect continued substantial margin improvement and stem
from leverage of higher volume and continued product cost
reductions.
Total administrative costs (including research and development and
selling and general administrative) for the fourth quarter of 2015
were $14.7 million, as compared to total administrative costs of
$11.6 million for the fourth quarter of 2014. The increase in
these costs stems from incremental investments in sales and varied
business functions to support continued growth, investments in
product design and performance enhancement programs.
Net loss attributable to common shareholders for the fourth quarter
of 2015 was $25.2 million, or $0.14 per share on a diluted basis.
This compares to a net loss attributable to common shareholders in
the fourth quarter of 2014 of $7.2 million, or $0.04 per share on a
diluted basis. Adjusted net loss for the fourth quarter of 2015,
which is net loss attributable to common shareholders adjusted for
the provision for losses on service contracts of $10.1 million, the
deferred gross profit of $3.6 million, the change in the fair value
of the common stock warrant liability of $942,000, and other
miscellaneous adjustments totaling $801,000, was $9.9 million, or
$0.05 per share on a diluted basis. This compares to an adjusted
net loss in 2014 of $13.3 million, or $0.08 per share on a diluted
basis.
Cash and Liquidity
Net cash used in operating activities for the fourth quarter and
full year of 2015 was $8.4 million and $47.3 million, respectively,
which stems from the ongoing investment in our increased commercial
activity, and the incremental investment in working capital.
Operating cash flows for the fourth quarter and full year 2015
included approximately $6.3 million and $12.1 million,
respectively, of deposits and prepaid rent associated with the
Company's sale leaseback transactions. As of Dec. 31, 2015, Plug
Power had total cash of $111.8 million, including cash and cash
equivalents of $64 million and restricted cash of $47.8 million.
The Company's net working capital was $88.5 million at Dec. 31,
2015.
As previously disclosed, the Company closed a $30 million loan
facility on March 2, 2016, the proceeds of which will be used for
general working capital purposes, and will support lease
transactions for certain customers. This financing and the related
strategic partnership with the lender is the first step towards
developing a more robust project financing platform for Plug Power
and its customers.
About Plug Power
Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.
Plug Power reported a net loss attributable to common shareholders
of $88.6 million on $64.2 million of total revenue for the year
ended Dec. 31, 2014, compared to a net loss attributable to common
shareholders of $62.8 million on $26.6 million of total revenue for
the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $205 million in total assets,
$54.8 million in total liabilities, $1.15 million in Series C
redeemable convertible preferred stock and $149 million in total
stockholders' equity.
POSITIVEID CORP: Closes $270,400 Purchase Pact with Union Capital
-----------------------------------------------------------------
PositiveID Corporation closed on March 9, 2016, a securities
purchase agreement with Union Capital, LLC, providing for the
purchase of two Convertible Redeemable Notes in the aggregate
principal amount of $270,400, with the first note being in the
amount of $135,200 and the second note being in the amount of
$135,200.
As disclosed in a regulatory filing with the Securities and
Exchange Commission, Note I was funded on March 11, 2016, with the
Company receiving $125,000 of net proceeds (net of original issue
discount and legal fees), and Note II was initially paid for by the
issuance of an offsetting $130,000 secured note issued by Union to
the Company. The funding of Note II is subject to certain
conditions.
The Notes bear a guaranteed interest rate of 12%; are due and
payable on March 9, 2017; and may be converted by Union at any time
after 180 days of the date of closing into shares of Company common
stock at the lower of $0.028 per share or a 37.5% discount of the
volume weighted average price (as determined in the Notes)
calculated at the time of conversion. The Notes are long-term debt
obligations that are material to the Company. The Notes also
contain certain representations, warranties, covenants and events
of default, and increases in the amount of the principal and
interest rates under the Notes in the event of those defaults.
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.
POSITIVEID CORP: Closes Acquisition of E-N-G Mobile on Dec. 24
--------------------------------------------------------------
PositiveID Corporation, on Dec. 29, 2015, filed a current report on
Form 8-K to disclose, among other developments, that it had entered
into a Stock Purchase Agreement to acquire all of the outstanding
common stock of E-N-G Mobile Systems, Inc., dated
Dec. 22, 2015.
The SPA defines the agreed upon terms of the Company's acquisition
of all of the common stock of ENG. The Initial Report did not
disclose that the acquisition of all of the outstanding common
stock of ENG was completed on Dec. 24, 2015.
Accordingly, the Company filed an amended Form 8-K report with the
Securities and Exchange Commission to add such disclosure.
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.
PROSPECT HOLDING: S&P Raises ICR to 'CCC-', Outlook Negative
------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
issuer credit rating on Prospect Holding Co. LLC to 'CCC-' from
'SD' (selective default). The outlook is negative.
Earlier this week, Prospect finalized its previously announced
tender offer for its senior notes. The company paid $53 million to
redeem and retire notes with a notional value of $88.4 million. The
$53 million of capital largely came from the company's recent sale
of its mortgage servicing rights portfolio. Following the
redemption, the company will have about $41.5 million of senior
notes outstanding.
"Despite the reduction in debt, we believe Prospect will continue
to report low earnings and high leverage," said Standard & Poor's
credit analyst Stephen Lynch. "Foremost, the company will no
longer have its higher-margin servicing portfolio contributing to
earnings." In addition, S&P believes the company is attempting to
align its expense base with revenue capabilities and working to
develop a coherent long-term strategy. Positively, the company's
mortgage servicing-released plan should lead to a more rapid
monetization of the asset. Despite Prospect's ability to generate
cash, qualitative factors limit S&P's assessment of the company's
liquidity position to less than adequate. Specifically, in S&P's
view, Prospect has a poor standing in the credit markets, and it
could have difficulty navigating future market adversities.
In addition, S&P believes the company's shifting strategies,
accounting restatements, management turnover, and vacancies at the
chief financial officer and chief operating officer levels reveal
management and governance weaknesses.
S&P is leaving the rating on the company's senior notes at 'D'
(default) because S&P believes the company could continue to
purchase the notes on the secondary market at prices significantly
below par value. Standard & Poor's views such purchases below par
value as distressed and tantamount to a default.
"Our negative outlook on Prospect reflects our expectation that the
company will continue to report low earnings and high leverage over
the next 12 months," said Mr. Lynch. "We also believe the company
will repurchase its own debt on the secondary market at distressed
prices during 2016."
S&P could lower the rating on Prospect if S&P believes the company
will miss its next interest or principal payment.
S&P could revise the outlook to stable or raise the rating if the
company redeems its remaining senior notes, effectively
strengthening the financial profile.
REPUBLIC AIRWAYS: Court Set to Hear Tax Consultant Hiring
---------------------------------------------------------
A U.S. bankruptcy court is set to hear an application filed by
Republic Airways Holdings Inc. to hire a tax consultant.
The U.S. Bankruptcy Court for the Southern District of New York
will take up the application at a hearing on March 22.
The company is seeking approval to hire KPMG LLP to provide general
and bankruptcy tax consulting services, including the assessment of
papers and software applications used in the income tax provision
and income tax return preparation processes.
Republic Airways has agreed to compensate KPMG at its customary
hourly rates subject to reductions of up to 30% from such rates,
and reimburse the firm for work-related expenses.
The hourly rates for KPMG's bankruptcy tax consulting services are
as follows:
Services Discounted Rate
-------- ---------------
Partners $753 - $858
Managing Directors $753 - $788
Senior Managers $665 - $770
Managers $490 - $700
Senior Associates $385 - $508
Associates $263 - $315
Para-Professionals $158 - $245
KGS $193
Meanwhile, the hourly rates for the firm's general tax consulting
services are as follows:
Services Discounted Rate
-------- ---------------
Partners/Managing Directors $753 - $858
Senior Managers $613 - $770
Managers $508 - $700
Senior Associates $350 - $508
Associates $280 - $315
Para-Professionals $140 - $245
The firm neither holds nor represents an interest adverse to
Republic Airways' estate and is a "disinterested person" under
section 101(14) of the Bankruptcy Code, according to a declaration
by Christopher Woll, a partner at KPMG.
About Republic Airways
Republic Airways Holdings Inc., based in Indianapolis, is an
airline holding company (NASDAQ: RJET) that owns Republic Airline
and Shuttle America Corporation. Republic Airline and Shuttle
America -- http://www.rjet.com/-- offer approximately 1,000
flights daily to 105 cities in 38 states, Canada, the Caribbean,
and the Bahamas through Republic's fixed-fee codeshare agreements
under our major airline partner brands of American Eagle, Delta
Connection and United Express. The airlines currently employ about
6,000 aviation professionals.
On Feb. 25, 2016 Republic Airways Holdings Inc. and 6 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of New York. The
Debtors have requested that their cases be jointly administered
under Case No. 16-10429. The petitions were signed by Joseph P.
Allman as senior vice president and chief financial officer. Judge
Sean H. Lane has been assigned the cases.
As of Jan. 31, 2016, on a consolidated basis, Republic had assets
and liabilities of $3,561,000,000 and $2,971,000,000 (unaudited),
respectively.
Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are
serving as Republic's legal advisors in the restructuring. Seabury
Group LLC is serving as financial advisor. Deloitte & Touche LLP
is the independent auditor. Prime Clerk is the claims and noticing
agent.
RES-CARE INC: Moody's Cuts Corporate Family Rating to 'B1'
----------------------------------------------------------
Moody's Investors Service downgraded Res-Care, Inc.'s Corporate
Family Rating ("CFR") to B1 from Ba3, Probability of Default Rating
to B2-PD from B1-PD and first lien credit facility ratings to Ba3
from Ba2. Concurrently, Moody's lowered the Speculative Grade
Liquidity rating to SGL-3 from SGL-2. The SGL rating will be
withdrawn. The ratings outlook will remain stable.
The rating downgrade reflects greater than anticipated business
risk as demonstrated by the material contraction in Res-Care's
earnings in fiscal 2015. Moreover, Moody's anticipates that the
residential segment will continue to be pressured and that costs
will remain elevated, which will limit earnings and cash flow
growth. Deterioration in the company's liquidity profile also
factored into the rating downgrade.
The Speculative Grade Liquidity Rating was lowered to SGL-3 because
of modest cushion under the total leverage financial covenant.
Furthermore, Moody's believes that the amount of debt the company
can borrow under the $250 million revolver while remaining in
compliance with this covenant will be meaningfully restricted over
the next year. However, Moody's expects that the company will
generate positive free cash flow and only rely on the revolver to
fund acquisitions.
The following ratings of Res-Care, Inc. were downgraded:
-- Corporate Family Rating, downgraded to B1 from Ba3
-- Probability of Default Rating, downgraded to B2-PD from B1-PD
-- Senior Secured Revolving Credit Facility, downgraded to Ba3
(LGD2) from Ba2 (LGD2)
-- Senior Secured Term Loan A, downgraded to Ba3 (LGD2) from Ba2
(LGD2)
The following rating was lowered:
-- Speculative Grade Liquidity, to SGL-3 from SGL-2
The outlook is stable.
RATINGS RATIONALE
The B1 Corporate Family Rating reflects the company's high reliance
on government payors and exposure to state budgets (with Medicaid
comprising nearly 70% of total revenue), earnings pressures and
aggressive financial policies. However, the rating is supported by
the company's position as one of the leading providers of services
to people with disabilities, relatively modest leverage (with
Moody's adjusted debt to EBITDA of 4.2 times at December 31, 2015),
and some revenue diversification as it operates in four different
segments.
The stable outlook reflects Moody's expectation that Res-Care's
leading market position and positive free cash flow will help
offset concerns regarding near term margin and liquidity
pressures.
The rating could be downgraded if Res-Care's operating performance
continues to deteriorate such that debt to EBITDA is sustained
above 5 times or free cash flow to debt is below 5%. Furthermore,
if the company experiences a deterioration in liquidity, including
limited headroom under its financial covenants, there will be
downward pressure on the rating.
The ratings could be upgraded if Res-Care is able to materially
improve earnings. If debt to EBITDA approaches 3.5 times and
liquidity improves such that there is greater headroom under the
financial covenants so that revolver availability is not limited,
there will be upward pressure on the rating.
Res-Care, Inc., headquartered in Louisville, Kentucky, is a
provider of residential, therapeutic, job training, pharmacy and
educational support services to individuals with special needs,
including persons with intellectual and developmental disabilities,
at-risk youth and those experiencing barriers to employment. The
company is owned by Onex Corporation. For the year ended December
31, 2015, the company had $1.8 billion.
ROADMARK CORP: Plan Confirmation Hearing Moved to March 23
----------------------------------------------------------
Roadmark Corporation is slated to seek confirmation of its amended
Chapter 11 plan and approval of its amended disclosure statement at
a hearing on March 23, 2016, at 11:00 a.m.
The Debtor on Nov. 15, 2015, filed a Plan of Reorganization and a
Disclosure Statement, as modified by subsequent amendments. A copy
of the Second Amended Plan of Reorganization on Jan. 15, 2016, is
available at:
http://bankrupt.com/misc/Roadmark_533_2nd_Am_Plan.pdf
On Jan. 19, 2016, Judge David M. Warren entered an order granting
conditional approval of the Amended Disclosure Statement, setting a
March 2 deadline for ballots and objections, and scheduling a March
8 hearing to consider confirmation of the Plan.
The Debtor later sought and obtained an order rescheduling the
confirmation hearing to March 23. In seeking the postponement,
counsel explained that it has been informed that certain critical
witnesses will not be available for testimony on March 8. The
Debtor noted that the Plan defines the "Effective Date" as the
first day of the month following entry of an order confirming the
Plan, so re-scheduling the hearing from March 8 to March 23 would
not delay implementation of the Plan if confirmed.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.C.Case No. 15-00432) in Raleigh, North Carolina, on Jan.
26, 2015. The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million
in liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki
L.Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial
consultant.
The U.S. Trustee appointed eight creditors to serve on the
official committee of unsecured creditors. The Committee tapped
the law firm of Ivey, McClellan, Gatton & Siegmund, L.L.P., as its
counsel.
* * *
DSCH Capital Partners, LLC, d/b/a Far West Capital ("Far West")
agreed to provide post-petition financing, and the the interim
order was entered on May 20, 2015, and the final order was entered
on June 2, 2015.
The Debtor sought and obtained in January 2016, approval to hire
IronPlanet, Inc., as broker.
ROADMARK CORP: Plan Promises 23% Recovery for Unsecureds
--------------------------------------------------------
Roadmark Corporation has proposed a plan of reorganization,
pursuant to which the Debtor will continue to operate its business
and pay secured creditors in full in 7 years and return 23 cents on
the dollar to unsecured creditors owed $8.19 million.
The Plan contemplates that the best opportunity for creditors lies
in (i) continued operation of the business, (ii) modification and
restructuring of allowed secured claims, except for certain vehicle
loans which will not be modified or impaired, and (iii)
satisfaction of allowed unsecured claims by a series of partial
payments from future operations.
According to the Second Amended Plan:
* Class 1: Secured creditor DSCH Capital Partners, LLC dba Far
West, owed $876,724, will receive full payment on or before Aug.
20, 2016, with the claim to receive interest at a fixed rate of 18%
per annum.
* Class 2: PMC Financial Services Group, with a $3,621,150 claim
on a term loan, will be paid with equal monthly installments of
principal and interest based on an amortization period of 7 years,
with full payment due 7 years after the Effective Date, and with
the claim to bear interest at a fixed rate of 6.25% per annum.
* Class 3: SunTrust Bank, with an estimated secured claim of
$700,342, will receive equal monthly installments of principal and
interest based on an amortization period of 12 years, with all
outstanding principal and interest due 7 years before the Effective
Date, with interest fixed at a rate of 4.75% per annum.
* Class 4: TCF Equipment Finance's secured claim, projected to
have an outstanding balance of $82,895 as of Jan. 1, 2016 on
account of an equipment lease assigned by Alliance Funding Group,
will be paid with 30 monthly payments pursuant to the terms of the
lease, and at the conclusion of the lease the Debtor will return
the equipment to Alliance or purchase the equipment for market
value capped at 5% of the original cost.
* Class 5: The secured claims of vehicle owners will be
reinstated and are not impaired.
* Class 6: Holders of unsecured claims estimated at $8,185,000,
will receive minimum fixed payments of $25,000 per quarter for
calendar year 2016, followed by $50,000 per quarter for the
calendar years 2017 to 2012 for a total of $1,100,000, plus
variable payments determined as a percentage (0.75%) of gross
revenues for years 2016 to 2021.
* Class 7: The existing equity interests will be preserved.
Since holders of allowed unsecured claims are projected to receive
a distribution of approximately 23% under the Plan as compared to a
distribution of 0% in a Chapter 7 liquidation, it is the Debtor's
opinion that the best interests of all creditors, and especially
the interests of creditors holding allowed unsecured claims, are
served through implementation and effectuation of the Plan.
According to the ballot report filed March 7, 2016, DSCH Capital
Partners, LLC (Class 1), PMC Financial Services Group (Class 2),
SunTrust Bank (Class 3), majority of unsecured creditors (Class 7)
and all equity holders (Class 7) voted to accept the Plan.
* * *
A hearing to consider confirmation of the Plan is scheduled for
March 23, 2016.
The Bankruptcy Administrator for the Eastern District of North
Carolina has issued a statement regarding confirmation of the
Debtor's Plan. Based on the information currently available, the
Bankruptcy Administrator believes that the Debtor's proposed Plan
and Disclosure Statement appear to meet the threshold requirements
of 11 U.S.C. Sec. 1122, 1123 and 1125. Upon a satisfactory showing
by the Debtor that it has satisfied the requirements of 11 U.S.C.
Sec. 1129, the Bankruptcy Administrator will support confirmation
of the Debtor's proposed Plan of Reorganization.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.C.Case No. 15-00432) in Raleigh, North Carolina, on Jan.
26, 2015. The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million
in liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki
L.Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial
consultant.
The U.S. Trustee appointed eight creditors to serve on the
official committee of unsecured creditors. The Committee tapped
the law firm of Ivey, McClellan, Gatton & Siegmund, L.L.P., as its
counsel.
* * *
DSCH Capital Partners, LLC, d/b/a Far West Capital ("Far West")
agreed to provide post-petition financing, and the the interim
order was entered on May 20, 2015, and the final order was entered
on June 2, 2015.
The Debtor sought and obtained in January 2016, approval to hire
IronPlanet, Inc., as broker.
ROADMARK CORP: TCF Equipment Opposes Plan Treatment of Claim
------------------------------------------------------------
TCF Equipment Finance Inc. filed an objection to Roadmark
Corporation's Second Amended Plan of Reorganization, complaining
that the Plan does not provide for payment of its postpetition
attorneys' fees of $17,523. It also objects to any assumption of
its lease, absent the payment of the attorneys' fees.
Under the Second Amended Plan, TCF will be paid with 30 remaining
monthly payments due under the terms of a lease of a 2012 Stewart
Amos Street Sweeper with Isuzu cab with Alliance Funding Group,
which has assigned its rights under the lease to TCF. The lease
provides for 60 monthly payments of $3,185 for a total term ending
July 1, 2018. At the conclusion of the lease, the Debtor will
return the equipment to Alliance or purchase the equipment for
market value capped at 5% of the original cost.
TCF Equipment Finance is represented by:
POYNER SPRUILL
Diane P. Furr
301 South College Street, Suite 2300
Charlotte, NC 28202
Tel: (704) 342-5250
Fax: (704) 342-5264
E-mail: dfurr@poyners.com
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.C.Case No. 15-00432) in Raleigh, North Carolina, on Jan.
26, 2015. The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million
in liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki
L.Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial
consultant.
The U.S. Trustee appointed eight creditors to serve on the
official committee of unsecured creditors. The Committee tapped
the law firm of Ivey, McClellan, Gatton & Siegmund, L.L.P., as its
counsel.
* * *
DSCH Capital Partners, LLC, d/b/a Far West Capital ("Far West")
agreed to provide post-petition financing, and the the interim
order was entered on May 20, 2015, and the final order was entered
on June 2, 2015.
The Debtor sought and obtained in January 2016, approval to hire
IronPlanet, Inc., as broker.
SABINE OIL: Asks Court to Approve Outline of Reorganization Plan
----------------------------------------------------------------
Sabine Oil & Gas Corp. has filed a motion seeking court approval of
the outline of its proposed plan to exit Chapter 11 protection.
In its motion, Sabine asked the U.S. Bankruptcy Court for the
Southern District of New York to approve the disclosure statement
which, if granted, would allow the energy company to begin
soliciting votes for its restructuring plan.
Under U.S. bankruptcy law, a company must get approval of its
disclosure statement to begin soliciting votes from creditors. The
document must contain adequate information to enable creditors to
make an informed decision about its bankruptcy plan.
Sabine's plan proposes for a restructuring of the energy company
and its affiliates through a debt-for-equity conversion and the
issue of warrants to purchase stock in the reorganized companies.
The reorganized companies will enter into an agreement on the
effective date of the plan to get a new revolving credit facility
of up to $200 million from a group of lenders led by Wells Fargo
Bank, National Association.
On the effective date, the reorganized companies will also enter
into a separate agreement to get a term loan credit facility with a
principal amount of $100 million.
Under the plan, lenders holding secured claims against Sabine and
its affiliates under a 2014 credit agreement will receive 93% of
the new common stock in the reorganized companies, subject to
dilution by the management incentive plan.
Meanwhile, creditors holding general unsecured claims, senior notes
claims, claims under the 2012 second lien credit agreement, and a
portion of claims under the 2014 credit agreement that constitutes
a general unsecured claim will receive in the aggregate 7% of the
new common stock as well as 100% of the warrants to acquire 20%
percent of the new common stock.
The restructuring plan also proposes a settlement of certain claims
and causes of action. Proceeds of the settlement will be used to
fund distributions under the plan, according to the disclosure
statement.
A copy of the disclosure statement is available without charge at
http://is.gd/jOOKpi
About Sabine Oil & Gas
Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S. The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville. The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315 non-operating)
and has approximately 165 full-time employees.
Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.
The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent. The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.
The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors. The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.
SAGICOR FINANCIAL: Fitch Affirms 'B' IDR, Outlook Stable
--------------------------------------------------------
Fitch Ratings has affirmed Sagicor Financial Corporation's (SFC)
Long-term Issuer Default Rating at 'B'. The Rating Outlook has
been revised to Stable from Positive.
The revised Outlook to Stable follows Fitch's recent rating action
on Jamaica's sovereign ratings, which included the affirmation of
Jamaica's country ceiling at 'B' and the change in Outlook to
Stable from Positive. Fitch had previously indicated that an
upgrade of Jamaica's country ceiling rating, together with the
completion of the below noted reorganization would trigger an
upgrade in SFC's IDR to 'B+'.
SFC's ratings remain constrained by the agency's view of the
economic environments and the transfer and convertibility (T&C)
risks in both Jamaica and Barbados, which the agency maintains
internal viewpoints to establish the rating of SFC.
KEY RATING DRIVERS
Fitch's ratings reflect the challenging operating and economic
environments of the main insurance subsidiaries domiciled in
Barbados and Jamaica, and very high exposure to below investment
grade sovereign debt, partially offset by strong operating company
capitalization, and reasonable, but volatile, profitability. The
ratings also consider the company's high financial leverage and
successful refinance of its 2016 debt maturities, macroeconomic
challenges associated with low interest rates, high quality of the
investment-grade portion of the investment portfolio, and asset
liability duration mismatches in the operations of Barbados and
Trinidad.
Of SFC's total revenues, 58% come from Jamaica and Barbados. In
addition, the insurer holds high levels of Jamaica and Barbados'
sovereign debt in its investment portfolio, which together equate
to over 170% of SFC's consolidated shareholders' equity.
Capitalization ratios are strong but potentially more volatile than
those of many insurers rated by Fitch. Management uses Canadian
regulatory capital standards to help manage capital, and the
consolidated MCCSR for SFC is strong and has remained above 250%
since 2011. Fitch expects the MCCSR to remain close to this level
over the medium term. However, the capital exposure to the
sovereign debt of Jamaica and Barbados could result in sharp
declines in capitalization ratios in adverse sovereign scenarios.
Management is trying to reduce the exposure to these sovereign
instruments, but Fitch believes this process will be relatively
slow.
SFC's financial leverage ratio (FLR) is higher in the third quarter
2015 at 49% (adjusted to exclude non-controlling interests from
capital). The increased leverage is predominantly a result of the
company prefunding its upcoming 2016 debt maturities, which Fitch
views as a credit positive. Excluding the maturing debt, SFC's
financial leverage is slightly higher in the third quarter 2015
from year-end 2014 at 39% compared to 37% respectively. SFC's
fixed-charge coverage ratio, as calculated by Fitch, declined to
3.3x in the third quarter of 2015 from 4.1x at year-end 2014 given
the additional interest expense of new debt, along with a
make-whole premium paid on some retired debt. Fitch expects 2016
run rate interest coverage to be between 4-5x, which is
satisfactory for its current rating level.
Fitch considers SFC's operating earnings to be good but
historically volatile due to currency retranslation and losses from
Sagicor Europe (which the company sold in 2013). As part of the
sale of Sagicor Europe, SFC was responsible for additional
underwriting losses arising from the pre-2013 business up to a
capped amount, which was fully accounted for in 2015. Fitch
expects operating earnings for the company to improve in 2016 given
the absence of residual losses from Sagicor Europe as well as
stable operating performance in Jamaica and Barbados, partially
offset by currency retranslation losses primarily from Jamaica.
As a result of the lack of availability of long duration assets in
Barbados and Trinidad and Tobago, the company has a duration
mismatch, where liabilities are much longer than assets. Concern
over this duration mismatch is somewhat mitigated by the company's
use of a Canadian accounting framework that requires SFC to set
aside reserves to address the rollover risk associated with the
duration mismatch.
Customarily, holding company senior debt is notched down by one
from the IDR at a Recovery Rating of 'RR5'. However, in the case
of SFC the IDR has been pulled down due to concerns over risks tied
to the company's business concentration in Barbados and Jamaica,
including T&C risks.
T&C exposure is somewhat mitigated by substantial assets held in
U.S. external accounts that is a source of debt service in the
event of adverse sovereign scenarios. While Fitch does not publish
a sovereign rating or a country ceiling for Barbados, Fitch does
maintain internal viewpoints that the agency considered in
establishing its rating on SFC. Fitch's sovereign rating for
Jamaica is 'B' (local and foreign currency IDR) and the country
ceiling is 'B'. The current use of external accounts, which are
largely owned by non-Barbados subsidiaries, reduces much but not
all T&C exposure to Barbados (as its holding company and one of its
main operating entities remains domiciled in Barbados), but T&C
risks to Jamaica remain due to the potential move back of funds
into the Jamaican subsidiaries and imposition of foreign exchange
controls in an adverse Jamaica scenario. Thus, Jamaica's country
ceiling of 'B' has been applied to SFC's ratings.
SFC is in the process of reorganizing its company structure. The
reorganization of the company consists of two steps, which include
the re-domiciliation of the SFC holding company to Bermuda from
Barbados, and an unstacking of the corporate structure such that
the non-Barbados Caribbean operating subsidiaries, including those
in Jamaica, are no longer rolled up underneath the Barbados
operating entity and will instead be held directly by SFC. The
company expects to be completed with the re-domiciliation in the
second quarter 2016 and the unstacking by year-end 2016. Fitch
views the reorganization to be a credit positive for the company as
the completion of the reorganization reduces the company's exposure
to Barbados to solely its insurance operations in that country.
SFC is a Barbados-based financial holding company and leading
provider of insurance products and financial services in the
Caribbean region. It also provides insurance products in the U.S.
as well as banking and investment management services in Jamaica.
Primary insurance subsidiaries and the corresponding regions for
SFC include Sagicor Group Jamaica Ltd. (Jamaica and Cayman
Islands), Sagicor Life Inc. (Barbados and Trinidad and Tobago), and
Sagicor Life USA (U.S.). Aside from these main subsidiaries and
regions, the company also has insurance operations in many of the
Eastern Caribbean islands.
RATING SENSITIVITIES
Key rating triggers that could result in an upgrade of the ratings
for Sagicor Financial Corporation include:
-- A higher country ceiling of Jamaica, without any heightened
sovereign concerns in Barbados or decline in performance of
the company;
-- A shift in country mix, including a significantly greater
percentage of operations and invested assets in countries
with higher sovereign ratings, along with continued
performance of the company;
-- Either of the first two triggers is met and an improvement
of key financial metrics, including consolidated MCCSR above
250%, financial leverage below 30%, and consolidated ROE
above 10%.
Key rating triggers that could result in a downgrade include:
-- Perceived deterioration by Fitch in the economic
environments of Jamaica or Barbados, including a downgrade
in Sovereign rating and country ceiling of Jamaica;
-- Deterioration in key financial metrics, including
consolidated MCCSR falling below 180% and financial leverage
exceeding 50% and ROE below 5% on a sustained basis.
Fitch affirms these ratings with a Stable Outlook:
Sagicor Financial Corporation
-- IDR 'B'.
Sagicor Finance (2015) Limited
-- Senior unsecured notes 'B/RR5'.
SCIENTIFIC GAMES: Nantahala, et al., Hold 9% of Class A Shares
--------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Nantahala Capital Management, LLC, Wilmot B. Harkey and
Daniel Mack reported that as of Feb. 29, 2016, they beneficially
own 8,184,101 shares of Class A common stock of
Scientific Games Corporation representing 9 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/knqX1u
About Scientific Games
Scientific Games Corporation is a developer of technology-based
products and services and associated content for worldwide gaming
and lottery markets. The Company's portfolio includes instant and
draw-based lottery games; electronic gaming machines and game
content; server-based lottery and gaming systems; sports betting
technology; loyalty and rewards programs; and social, mobile and
interactive content and services. Visit
http://www.scientificgames.com/
Scientific Games reported a net loss of $1.39 billion on $2.75
billion of total revenue for the year ended Dec. 31, 2015, compared
to a net loss of $234.3 million on $1.78 billion of total revenue
for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Scientific
had $7.73 billion in total assets, $9.22 billion in total
liabilities and a total stockholders' deficit of $1.49 billion.
* * *
The TCR reported on May 21, 2014, that Moody's Investors Service
downgraded Scientific Games Corporation's ("SGC") Corporate Family
Rating to 'B1'. The downgrade reflects Moody's view that slower
than expected growth in SGC's Gaming and Instant Products segments
will cause Moody's adjusted leverage to exceed 6.0 times by the
end of 2014.
As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'B+' from 'BB-' on
Scientific Games Corp.
"The downgrade and CreditWatch placement follow Scientific Games'
announcement that it has agreed to acquire Bally Technologies for
$5.1 billion, including the refinancing of about $1.8 billion in
net debt at Bally," said Standard & Poor's credit analyst Ariel
Silverberg.
SCRIPT RELIEF: S&P Withdraws 'B+' CCR on Insufficient Information
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its 'B+'
corporate credit rating on pharmaceutical discount card provider,
Script Relief LLC.
"We withdrew the 'B+' corporate credit rating on Script Relief due
to lack of sufficient timely information. The company's most
recent set of audited financials (10-K) was filed for the period
ended Dec. 31, 2014," said Standard & Poor's credit analyst James
Uko.
Script Relief initially planned to issue a seven-year, $205 million
term loan to fund a shareholder dividend last year, but that plan
has since been cancelled.
SFX ENTERTAINMENT: Hires Kurtzman Carson as Administrative Agent
----------------------------------------------------------------
SFX Entertainment, Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ Kurtzman Carson
Consultants LLC as administrative agent, nunc pro tunc to the
Petition Date.
KCC has agreed to provide, at the request of the Debtors or the
Clerk's Office, these services, among others:
i. tabulate votes and perform subscription services as may be
requested or required in connection with any and all plans filed by
the Debtors and provide ballot reports and related balloting and
tabulation services to the Debtors and their professionals;
ii. generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results; and
iii. perform such other administrative services as may be
requested by the Debtors that are not otherwise allowed under the
order approving the Section 156(c) application.
In connection with its appointment as administrative agent, KCC
represents, among other things, that:
i. KCC will not consider itself employed by the United States
and will not seek any compensation from the United States in its
capacity as the administrative agent in the cases;
ii. KCC waives any rights to receive compensation from the United
States in its capacity as the administrative agent in these cases;
iii. KCC will not be an agent of the United States and will not
act on behalf of the United States;
iv. KCC will not misrepresent any fact to any person; and
v. KCC will not employ any past or present employees of the
Debtors in connection with its work as the Administrative Agent in
these cases.
To the best of the Debtors' knowledge, KCC is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About SFX Entertainment
Headquartered in New York, New York, SFX Entertainment, with
approximately $312 million in pro-forma revenues, is a producer of
live events and media and entertainment content focused
exclusively on electronic music culture.
SFX Entertainment, Inc., and 43 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to
16-10281) on Feb. 1, 2016. The petitions were signed by Michael
Katzenstein as chief restructuring officer.
The Debtors disclosed total assets of $661.6 million and total
debts of $490.2 million.
Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent.
Judge Mary F. Walrath is assigned to the case.
SFX ENTERTAINMENT: Taps FTI's Michael Katzensteinas as CRO
----------------------------------------------------------
SFX Entertainment, Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ FTI Consulting,
Inc., (a) as the Debtors' crisis and turnaround manager; and (b)
provide the Debtors a chief restructuring officer, an associate
chief restructuring officer, additional personnel, and, if
necessary, an interim chief executive officer.
Pursuant to an engagement letter, FTI was retained to provide
crisis and turnaround management services. Subsequent thereto, a
resolution adopted by the special committee of the board of
directors of SFXE on Jan. 31, 2016, provided that the CRO and the
ACRO would report directly to the special committee.
FTI has provided Michael Katzenstein and Christopher Nicholls, both
senior managing directors with FTI, to serve as the Debtors' CRO
and ACRO, respectively.
The Debtors also request authorization to have FTI provide Mr.
Katzenstein to serve as interim chief executive officer (CEO), if
necessary.
Among other responsibilities, the CRO will coordinate the resources
of the Debtors and the other professionals to develop a business
plan; develop, implement and oversee cash management strategies,
tactics and processes; oversee and manage cash disbursements;
manage the Debtors' restructuring process in respect of both
domestic and foreign operations, including, without limitation,
assisting in developing restructuring plans to maximize enterprise
value, negotiating with lenders, vendors, suppliers, and other
stakeholders, and providing PR/crisis communication; manage the
implementation of any strategic alternatives including, without
limitation, preparing budgets, projections, schedules, statements,
and other information that may be necessary or appropriate; assist
the Debtors in the preparation of reporting packages that may be
required for the Debtors' creditors; and provide such other similar
services as may be requested by the Debtors.
The Debtors propose to compensate FTI on an hourly fee basis as:
Rate per Hour
-------------
Senior Managing Directors $825 - $995
Directors/Senior Directors/
Managing Directors $615 - $785
Consultants/Senior Consultants $325 - $570
Administrative/Paraprofessionals $125 - $270
FTI has agreed that fees in connection with the engagement will be
based upon time incurred providing the services, multiplied by
discounted hourly ratesj equal to 75% of FTI's standard rates,
except as otherwise provided with respect to FTI's International
divisions or personnel.
As consideration for FTI's Services being provided at discounted
rates, the Debtors agreed to pay FTI a completion fee in an amount
of $1,350,000. Alternatively, if the Court does not approve the
agreed upon completion fee, FTI will be entitled to payment of 100%
of its hourly rates.
To the best of the Debtors' knowledge, FTI is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Katzenstein may be reached at:
Michael Katzenstein
Senior Managing Director
Leader of Interim Management
FTI CONSULTING INC.
Tel: (212) 651-7169
Fax: (212) 841-9350
Email: mike.katzenstein@fticonsulting.com
Mr. Nicholls may be reached at:
Christopher T. Nicholls
Senior Managing Director
FTI CONSULTING INC.
Tel: (212) 247-1010
Fax: (212) 841-9350
Email: chris.nicholls@fticonsulting.com
The Debtors are represented by:
Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
1007 North Orange Street, Suite 1200
Wilmington, DE 19801
Tel: (302) 661-7000
Fax: (302) 661-7360
E-mail: melorod@gtlaw.com
Nancy A. Mitchell, Esq.
Maria J. DiConza, Esq.
Nathan A. Haynes, Esq.
200 Park Avenue
New York, NY 10166
Tel: (212) 801-9200
Fax: (212) 801-6400
E-mails: michelln@gtlaw.com
diconzam@gtlaw.com
haynesn@gtlaw.com
About SFX Entertainment
Headquartered in New York, New York, SFX Entertainment, with
approximately $312 million in pro-forma revenues, is a producer of
live events and media and entertainment content focused
exclusively on electronic music culture.
SFX Entertainment, Inc., and 43 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to
16-10281) on Feb. 1, 2016. The petitions were signed by Michael
Katzenstein as chief restructuring officer.
The Debtors disclosed total assets of $661.6 million and total
debts of $490.2 million.
Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent.
Judge Mary F. Walrath is assigned to the case.
SFX ENTERTAINMENT: Taps Greenberg Traurig as Bankruptcy Counsel
---------------------------------------------------------------
SFX Entertainment, Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ the law firm of
Greenberg Traurig, LLP, as counsel nunc pro tunc to the Petition
Date.
The Debtors relate that services of attorneys are necessary to
enable them to execute their duties as debtor-in-possession and to
preserve and enhance the value of the Debtors' estates.
Greenberg Traurig will:
a. provide legal advice with respect to the Debtors' powers and
duties as debtors-in-possession in the continued operation of their
business and management of their property;
b. negotiate, draft, and pursue all documentation necessary in
the cases;
c. prepare on behalf of the Debtors applications, motions,
answers, orders, reports, and other legal papers necessary to the
administration of the Debtors' estates;
d. appear in Court and protect the interests of the Debtors
before the Court;
e. assist with any disposition of the Debtors' assets, by sale
or otherwise;
f. negotiate and take all necessary or appropriate actions in
connection with a plan or plans of reorganization and all related
documents thereunder and transactions contemplated therein;
g. attend meetings and negotiate with representatives of
creditors, the U.S. Trustee, and other parties-in-interest;
h. provide legal advice regarding bankruptcy law, corporate law,
corporate governance, securities, employment, transactional, tax,
labor, litigation, intellectual property and other issues to the
Debtors in connection with the Debtors' ongoing business
operations;
i. take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including objections to claims
filed against the Debtors' estates; and
j. perform other legal services for, and providing other
necessary legal advice to, the Debtors, which may be necessary and
proper in the cases.
Michael Burrows, Esq., a shareholder at Greenberg Traurig, tells
the Court that the current hourly rates applicable to the principal
attorneys are:
Professional Hourly Rate
------------ -----------
Nancy A. Mitchell $1,080
Maria J. DiConza $950
Nathan A. Haynes $950
Dennis A. Meloro $795
Paul T. Martin $665
Ryan A. Wagner $595
Leo Muchnik $530
Sara A. Hoffman $450
Other attorneys and paralegals will render services to the Debtors
as needed. Generally, Greenberg Traurig's hourly rates are:
Professional Hourly Rate
------------ -----------
Shareholders $375 - $1,235
Of Counsel $310 - $1,250
Associates $160 - $765
Legal Assistants/Paralegals $110 - $410
Greenberg Traurig has agreed to a 15% discount from its currently
hourly rates in connection with its representation of the Debtors.
Mr. Burrows says that Greenberg Traurig also intends to make a
reasonable effort to comply with the U.S. Trustee's requests for
information and additional disclosures as set forth in the Appendix
B Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed under 11 U.S.C. Section 330 by
Attorneys in Larger Chapter 11 Cases Effective as of Nov. 1, 2013,
both in connection with the application and the interim and final
fee applications to be filed by Greenberg Traurig in the cases.
In the one year prior to the Petition Date, Greenberg Traurig
received payments from the U.S. Debtors in the amount of
$2,125,997. Of that amount, $1,785,000 in advanced payment
retainers were received in the 90 days prior to the Petition Date,
which amounts have been applied to Greenberg Traurig's fees and
expenses during that period. As of the filing of the application,
Greenberg Traurig holds a separate retainer in the approximate
amount of $15,000.00, for Debtors SFXE Netherlands Holdings B.V.
and SFXE Netherlands Holdings Cooperatief U.A., which will also be
applied to fees and expenses incurred during the cases.
Mr. Burrows assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm may be reached at:
Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
The Nemours Building
1007 North Orange Street
Suite 1200
Wilmington, DE 19801
Tel: 302-661-7000
Fax: 302-661-7360
Email: melorod@gtlaw.com
-- and --
Nancy A. Mitchell, Esq.
Maria J. DiConza, Esq.
Nathan A. Haynes, Esq.
Paul T. Martin, Esq.
Ryan A. Wagner, Esq.
Leo Muchnik, Esq.
Sara A. Hoffman, Esq.
GREENBERG TRAURIG, LLP
200 Park Avenue
New York, NY 10166
Tel: (212) 801-9200
Fax: (212) 801-6400
Email: mitchelln@gtlaw.com
diconzam@gtlaw.com
haynesn@gtlaw.com
martinpt@gtlaw.com
wagnerr@gtlaw.com
muchnikl@gtlaw.com
hoffmans@gtlaw.com
About SFX Entertainment
Headquartered in New York, New York, SFX Entertainment, with
approximately $312 million in pro-forma revenues, is a producer of
live events and media and entertainment content focused
exclusively on electronic music culture.
SFX Entertainment, Inc., and 43 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to
16-10281) on Feb. 1, 2016. The petitions were signed by Michael
Katzenstein as chief restructuring officer.
The Debtors disclosed total assets of $661.6 million and total
debts of $490.2 million.
Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent.
Judge Mary F. Walrath is assigned to the case.
SH 130 CONCESSION: Court Grants Joint Administration of Cases
-------------------------------------------------------------
SH 130 Concession Company, LLC and certain of its affiliates
obtained an order directing the joint administration of their
Chapter 11 cases. SH 130 Concession Company, LLC, Zachry Toll Road
– 56 LP, and CINTRA TX 56 LLC are to be jointly administered
under Case No. 16-10262. Judge Tony M. Davis will preside over
these jointly administered cases.
About SH 130 Concession
Headquartered in Buda, Texas, SH 130 Concession Company, LLC (the
"Concessionaire") was formed to finance, develop, design,
construct, operate, and maintain segments five and six of Texas
State Highway 130 (the "Tollway") in partnership with the Texas
Department of Transportation.
The Concessionaire, Zachry Toll Road - 56 LP and Cintra TX 56 LLC
filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Case Nos.
16-10262, 16-10263 and 16-10264, respectively) on March 2, 2016.
The petitions were signed by Alfonso Orol as chief executive
officer. The Debtors estimated both assets and debts in the range
of $1 billion to $10 billion.
Toll Road - 56 and TX 56 are holding companies that collectively
hold the equity interests in the Concessionaire. They have no
operations and have no creditors.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Jackson Walker L.L.P. as local counsel, and Prime Clerk
LLC as notice, claims, solicitation, balloting and tabulation
agent.
Judge Tony M. Davis has been assigned the case.
SH 130 CONCESSION: Final Hearing on Cash Collateral Motion April 6
------------------------------------------------------------------
Judge Tony M. Davis entered an interim order authorizing SH 130
Concession Company, LLC, to use cash collateral on an interim
basis. The Bankruptcy Court will convene a final hearing on April
6, 2016, at 8:30 a.m. to consider the Debtor's motion to use cash
collateral of their prepetition lenders and agents. Objections are
due March 30.
According to the Interim Order, the Debtors' access to cash
collateral will terminate 45 days after the Petition Date.
BNP Paribas -- as successor to Fortis Bank S.A./N.V., UK Branch --
is the Administrative Agent for the First Lien Lenders under an
Initial Senior Loan Agreement, dated as of March 7, 2008. Banco
Santander, S.A., New York Branch, serves as Fronting Bank. The
First Lien Lenders provided to the Debtors a first lien secured
credit facility of up to $721,750,000 in aggregate principal amount
of term loan commitments. As of the Petition Date, the Debtors
owed at least $720,749,970, plus interest, to the First Lien
Lenders.
SH130 is also party to swap agreements with (i) Caixa - Banco de
Investimento, S.A., (ii) Espirito Santo, plc, as successor to Banco
Espirito Santo, S.A., New York Branch, (iii) Bankia S.A., as
successor to Caja de Ahorros y Monte de Piedad de Madrid Miami
Agency, (iv) Fortis Bank S.A./N.V., and (v) Banco Santander, S.A.
SH130's obligations to the Hedge Counterparties are secured.
The Hedge Counterparties have not exercised early termination
rights under their respective Swap Agreements. But, as of the
Petition Date, if those rights were so exercised, the Hedge
Counterparties would have claims against the Debtors arising from
the Swap Agreement Obligations in the amount of at least $312
million.
Pursuant to a TIFIA Loan Agreement, dated as of March 7, 2008,
TIFIA provided a subordinated term loan credit facility of up to an
original principal amount of $430,000,000. All of SH130’s
obligations under the TIFIA Agreement are secured.
As of the Petition Date, the Debtors were indebted and liable to
TIFIA in the principal amount of at least $550,875,000, plus
interest accrued (but not yet capitalized into the aggregate
outstanding principal amount), under the TIFIA Agreement.
The Interim Order provides that a statutory committee or any party
in interest may challenge the prepetition liens. Specifically, the
Committee will have 45 days from the date of its appointment, or,
if no Committee is appointed, all parties in interest will have 60
days from the date of entry of the Interim Order to investigate the
validity, perfection, enforceability, and extent of the
Pre-Petition Obligations and Pre-Petition Liens, and any potential
claims of the Debtors or their estates against the Pre-Petition
Secured Parties.
A copy of the Interim Cash Order is available for free at:
http://bankrupt.com/misc/SH130_C_69_Am_Int_Cash_Ord.pdf
About SH 130 Concession
Headquartered in Buda, Texas, SH 130 Concession Company, LLC (the
"Concessionaire") was formed to finance, develop, design,
construct, operate, and maintain segments five and six of Texas
State Highway 130 (the "Tollway") in partnership with the Texas
Department of Transportation.
The Concessionaire, Zachry Toll Road - 56 LP and Cintra TX 56 LLC
filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Case Nos.
16-10262, 16-10263 and 16-10264, respectively) on March 2, 2016.
The petitions were signed by Alfonso Orol as chief executive
officer. The Debtors estimated both assets and debts in the range
of $1 billion to $10 billion.
Toll Road - 56 and TX 56 are holding companies that collectively
hold the equity interests in the Concessionaire. They have no
operations and have no creditors.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Jackson Walker L.L.P. as local counsel, and Prime Clerk
LLC as notice, claims, solicitation, balloting and tabulation
agent.
Judge Tony M. Davis has been assigned the case.
SOLYNDRA LLC: Global Kato's Bid for Atty Fees Partially Denied
--------------------------------------------------------------
Judge Mary F. Walrath of the United States Bankruptcy Court for the
District of Delaware denied in part and dismissed in part the
motion filed by Global Kato HF, LLC, seeking attorneys' fees and
expenses incurred in relation to a Motion to Remand and Motion to
Dismiss previously granted by the court.
The Motion to Dismiss was filed in an action brought by Seagate
Technology (US) Holdings, Inc. against Global Kato on April 20,
2015. The complaint was dismissed on October 16, 2015 because the
court lacked "related-to" jurisdiction over the dispute.
The Motion to Remand was filed by Global Kato to remand a lawsuit
that it originally brought against Seagate in California state
court for alleged breaches of their industrial lease, but which was
removed by Seagate and thereafter transferred to the Bankruptcy
Court for the District of Delaware. The bankruptcy court granted
Global Kato's motion to remand because it lacked "related-to"
jurisdiction over the underlying dispute and was therefore
compelled to remand the California action.
On October 30, 2015, Global Kato filed a motion for entry of an
order granting attorneys' fees for expenses incurred in relation to
the two actions.
Judge Walrath held that Global Kato is not entitled to attorneys'
fees and costs under 28 U.S.C. Section 1447(c). The judge found
that, although the court inevitably ruled that it did not have
"related-to" jurisdiction over the California action, Seagate had
an objectively reasonable basis for seeking removal based on its
argument that it had a clear contractual right to indemnity from
the debtor 360 Degree Solar Holdings, Inc. for the latter's
occupancy of the leased property.
Judge Walrath also concluded that her court has no authority to
rule on Global Kato's motion for attorneys' fees under California
law because it did not have subject matter jurisdiction in the
underlying California action.
The case is In re: SOLYNDRA, LLC., et al., Chapter 11, Debtors.
SEAGATE TECHNOLOGY (US) HOLDINGS, INC., Plaintiff, v. GLOBAL KATO
HG, LLC, Defendants. GLOBAL KATO HG, LLC, a California limited
liability company, Plaintiff, v. SEAGATE TECHNOLOGY (US) HOLDINGS,
INC., a Delaware corporation, Defendants, Case No. 11-12799 (MFW)
(Jointly Administered), Adv. Proc. No. 15-50268 (MFW)., 15-50925
(MFW) (Bankr. D. Del.).
A full-text copy of Judge Walrath's March 3, 2016 memorandum
opinion is available at http://is.gd/xbKZKMfrom Leagle.com.
Seagate Technology (US) Holdings, Inc. is represented by:
G. Larry Engel, Esq.
Mark R. McDonald, Esq.
MORRISON & FOERSTER LLP
707 Wilshire Boulevard
Los Angeles, CA 90017-3543
Tel: (213)892-5200
Fax: (213)892-5454
Email: mmcdonald@mofo.com
-- and --
Vincent J. Novak, Esq.
William F. Tarantino, Esq.
MORRISON & FOERSTER LLP
425 Market Street
San Francisco, CA 94105-2482
Tel: (415)268-7000
Fax: (415)268-7522
Email: vnovak@mofo.com
wtarantino@mofo.com
-- and --
David M. Fournier, Esq.
David B. Stratton, Esq.
PEPPER HAMILTON, LLP
Hercules Plaza, Suite 5100
1313 Market Street
Wilmington, DE 19899-1709
Tel: (302)777-6500
Fax: (302)421-8390
Email: fournierd@pepperlaw.com
strattond@pepperlaw.com
Global Kato HG, LLC is represented by:
Karen C Bifferato, Esq.
Kelly M. Conlan, Esq.
CONNOLLY GALLAGHER LLP
The Brandywine Building
1000 West Street, Suite 1400
Wilmington, DE 19801
Tel: (302)757-7300
Fax: (302)757-7299
Email: kbifferato@connollygallagher.com
kconlan@connollygallagher.com
-- and --
Michael S. Greger, Esq.
ALLEN MATKINS GAMBLE LECK & MALLORE LLP
1900 Main Street, 5th Floor
Irvine, CA 92614-7321
Tel: (949)553-1313
Fax: (949)553-8354
Email: mgreger@allenmatkins.com
-- and --
Alan D. Hearty, Esq.
Todd E. Whitman, Esq.
ALLEN MATKINS GAMBLE LECK & MALLORE LLP
1901 Avenue of the Stars, Suite 1800
Los Angeles, CA 90067-6019
Tel: (310)788-2400
Fax: (310)788-2410
Email: ahearty@allenmatkins.com
twhitman@allenmatkins.com
Bonnie Glantz Fatell, in her capacity as Trustee of the Solyndra
Settlement Trust, for and on behalf of the Solyndra Settlement
Trust is represented by:
Alan Michael Root, Esq.
BLANK ROME LLP
1201 Market Street
Suite 800
Wilmington, DE 19801
Tel: (302)425-6400
Fax: (302)425-6464
Email: root@blankrome.com
Solyndra Residual Trustee is represented by:
James E. O'Neill, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street
17th Floor
Wilmington, DE 19801
Phone: (302)652-4100
Fax: (302)652-4400
Email: joneill@pszjlaw.com
About Solyndra LLC
Founded in 2005, Solyndra LLC was a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications. The Company had 968 full time employees
and 211 temporary employees. Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.
Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.
Judge Mary F. Walrath presides over the Debtors' cases. The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser. AlixPartners LLP serves as noticing claims and
balloting agent. Imperial Capital LLC serves as the company's
investment banker and financial adviser. The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation. BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.
The Official Committee of Unsecured Creditors of Solyndra LLC has
tapped Blank Rome LLP as counsel and BDO Consulting as financial
advisors.
In October 2011, the Debtors hired Berkeley Research Group, LLC,
and designated R. Todd Neilson as Chief Restructuring Officer.
Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date. The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.
When they filed for Chapter 11, the Debtors pursued a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors were unable to identify any potential
buyers, an orderly liquidation of the assets for the benefit of
their creditors.
Solyndra did not receive acceptable offers to buy the business as
a going concern. Two auctions late last year brought in a total
of $8 million. A three-day auction in February generated another
$3.8 million. An auction in June generated $1.79 million from the
sale of 7,200 lots of equipment.
Solyndra filed a liquidating plan at the end of July and scheduled
a hearing on Sept. 7 for approval of the explanatory disclosure
statement. The Plan is designed to pay 2.5% to 6% to unsecured
creditors with claims totaling as much as $120 million. Unsecured
creditors with $27 million in claims against the holding company
are projected to have a 3% dividend.
The TCR reported on Nov. 12, 2012, Bloomberg News said Solyndra
LLC gave formal notice that its reorganization plan was confirmed
and substantially consummated. The amended joint Chapter 11 plan
became effective Nov. 7, according to a court filing that fixed
Jan. 13 as the professional fee bar date and Dec. 7 as the bar for
administrative claims.
SPIRE CORP: Ceases Operations, May File for Bankruptcy
------------------------------------------------------
Spire Corporation disclosed in a Form 8-K report filed with the
Securities and Exchange Commission that the Company determined to
cease operations as a result of the continued deterioration of the
Company's business and financial condition and lack of sufficient
liquidity.
As previously disclosed, Spire Corporation has been exploring
various alternatives on how to fund working capital needs and has
suffered severe constraints on its liquidity and operations.
In consultation with its financial advisor, the Company intends to
pursue a potential pro rata settlement arrangement with Company's
creditors. The Company said it will layoff or furlough employees
and only retain a limited staff to assist with remaining
contractual obligations and to assist in the creditor settlement
process. If the Company is not successful in reaching such
settlement with its creditors or is not able to obtain additional
financing, the Company said itmay be required to file for
bankruptcy.
About Spire Corp
Bedford, Massachusetts-based Spire Corporation currently develops,
manufactures and markets customized turn-key solutions for the
solar industry, including individual pieces of manufacturing
equipment and full turn-key lines for cell and module production
and testing.
Spire Corporation reported a net loss of $8.52 million in 2013, as
compared with a net loss of $1.85 million in 2012.
As of Sept. 30, 2014, the Company had $9.73 million in total
assets, $15.60 million in total liabilities and a total
stockholders' deficit of $5.87 million.
McGladrey LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company incurred an operating loss from continuing operations
of $8.4 million and cash used in operating activities of
continuing operations was $5.2 million. The Company's credit
agreement with a bank is due to expire on April 30, 2014. These
factors raise substantial doubt about its ability to continue as a
going concern.
SPORTS AUTHORITY: $595M DIP Loan Has Interim Approval
-----------------------------------------------------
Judge Mary F. Walrath on March 3, 2016, granted interim approval to
Sports Authority Holdings, Inc., et al.'s motion to obtain
postpetition secured financing totaling $595 million from existing
lenders and to use cash collateral of their prepetition lenders.
The Credit Facility consists of (i) a senior secured,
super-priority asset based revolving credit facility of up to
$500,000,000 in aggregate principal amount, and (ii) a senior
secured, super-priority first in last out term loan credit facility
of up to $95,285,000 in aggregate principal amount. Bank of
America, N.A., serves as administrative agent and collateral agent
and Wells Fargo Bank, National Association, serve as FILO Agent and
syndication agent. The DIP Credit Agreement also contemplates the
issuance of the FILO DIP Facility, which will not provide
additional availability to the Debtors, but rather will serve as a
post-petition refinancing of the Prepetition FILO Loan.
The DIP obligations will have a maturity of June 30, 2016.
A final hearing on the DIP financing motion is scheduled for March
29, 2016, at 1:00 p.m. Objections to final approval of the
financing are due March 22.
The Debtors have stipulated that as of the Petition Date, the
Debtors owe a total of approximately $1.1 billion in principal plus
accrued interest on their secured debt obligations, which include
(i) $345.5 million in principal and $25.7 million in letters of
credit under an asset-based revolving credit facility (the "ABL"
Loan") provided by lenders led by Bank of America, N.A., as
administrative agent, (ii) $95.3 million owed under a first-in,
last-out term loan ("FILO Loan") provided by lenders led by BofA,
as administrative agent, and Wells Fargo Bank, N.A., as FILO Agent,
(iii) $276.7 million on a term loan provided by lenders led by
Wilmington Savings Fund Society, FSB, as administrative agent, and
(iv) $369.3 million in principal outstanding under mezzanine
notes.
According to the Interim DIP Order, any statutory committee
appointed in the Chapter 11 cases will 60 days following its
appointment, and parties-in-interest will have 75 days following
entry of the Interim DIP Order to challenge the Debtors'
stipulation in connection with the validity of the liens and
allowance of claims of the prepetition secured creditors.
A copy of the Interim DIP Order is available for free at:
http://bankrupt.com/misc/Sports_A_157_Int_DIP_Order.pdf
Counsel for the DIP Agent:
RIEMER & BRAUNSTEIN LLP
Three Center Plaza
Boston, MA 02108
Attn: Donald E. Rothman, Esq.
E-mail: drothman@riemerlaw.com
- and -
Ashby & Geddes
500 Delaware Avenue
Wilmington, Delaware 19899
Attn: Gregory A. Taylor, Esq.
E-mail: gtaylor@ashby-geddes.com
Counsel for the FILO Agent:
Choate, Hall & Stewart LLP
Two International Place
Boston, Massachusetts
Attn: Kevin J. Simard, Esq.
E-mail: Ksimard@choate.com
- and -
Richards, Layton & Finger, PA
One Rodney Square
920 North King Street
Wilmington, DE 19899
Attn: Mark Collins
E-mail: collins@rlf.com
Counsel for the Prepetition Term Loan Agent:
Brown Rudnick LLP
Seven Times Square
New York, NY 10036
Attn: Robert J. Stark and Bennett S. Silverberg
E-mail: rstark@brownrudnick.com
bsilverbag@brownrudnick.com
- and -
Brown Rudnick LLP
One Financial Center
Boston, MA
Attn: Andreas Andromalos, Esq.
E-mail: aandromalos@brownrudnick.com
About Sports Authority
Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928. The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico. The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands. The Debtors employ 13,000 people.
Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016. The petitions were signed by Michael
E. Foss as chairman & chief executive officer.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.
SPORTS AUTHORITY: Court Approves Joint Administration of Cases
--------------------------------------------------------------
Sports Authority Holdings, Inc. and certain of its debtor
affiliates sought and obtained from the Bankruptcy Court to enter
an order directing joint administration of their Chapter 11 cases
under the Lead Case No. 16-10527. Nothing in the order will be
deemed or construed as directing or otherwise a substantive
consolidation of the Chapter 11 cases.
"With seven affiliated debtors, each with its own case docket,
administering these cases separately would result in duplicative
pleadings, notices and orders filed and served upon separate
service lists," said Andrew L. Magaziner, Esq., at Young Conaway
Stargatt & Taylor, LLP, counsel for the Debtors. "This unnecessary
duplication would be costly for the estates and would not create
any counterbalancing benefit for creditors," he added.
About Sports Authority
Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928. The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico. The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands. The Debtors employ 13,000 people.
Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016. The petitions were signed by Michael
E. Foss as chairman & chief executive officer.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.
SPORTS AUTHORITY: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------------
Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors.
The committee members are:
(1) TCW/Crescent Mezzanine Partners, et al.
Attn: Elizabeth Ko
11100 Santa Monica Blvd., Ste. 2000
Los Angeles, CA 90025
Phone: 310-235-5973
Fax: 310-235-5967
(2) New York Life Investment Management
Mezzanine Partners, LP
c/o Thomas Haubenstricker
Vijay Palkar
Lorne Smith
51 Madison Ave., Ste. 1600
New York, NY 10010
Phone: 212-576-6500
Fax: 212-576-5591
(3) Stitching Pensioenfonds ABP
c/o AlpInvest Partners
Attn: M. Rademakers
1081 KJ Amsterdam, The Netherlands
Phone: +31 20 540 7575
Fax: +31 20 540 7500
(4) Nike, Inc.
Attn: Kim Stewart
One Bowerman Dr., Beauerton, OR 97005
Phone: 503-532-7856
Fax: 503-820-3008
(5) Asics America Corp.
Attn: Mark Schollaert
80 Technology, Irvine, CA 92618
Phone: 949-727-7165
Fax: 949-453-0477
(6) GGP Limited Partnership
Attn: Julie Minnick Bowden
110 N. Wacker Dr., Chicago, IL 60606
Phone: 312-960-2707
Fax: 312-442-6374
(7) Realty Income Corp.
Attn: Kirk R. Carson, Esq.
11995 El Camino Real, San Diego, CA 92130
Phone: 858-284-5256
Fax: 858-481-4862
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 Sports Authority
Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928. The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico. The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands. The Debtors employ 13,000 people.
Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del., Case Nos. 16-10527 to
16-10533) on March 2, 2016. The petitions were signed by Michael
E. Foss as chairman & chief executive officer.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.
STARSHINE ACADEMY: Court Approves Donald Powell as Attorney
-----------------------------------------------------------
Starshine Academy sought and obtained permission from the U.S.
Bankruptcy Court for the District of Arizona to employ Donald W.
Powell of Carmichael & Powell, P.C. as attorney.
The Debtor requires Mr. Powell to:
(a) provide legal advice with respect to the powers, duties and
responsibilities of the Debtor concerning its business,
continued operations and management of applicable property;
(b) prepare all necessary and required applications, orders,
answers, reports, and other needed legal documents; and
(c) perform any and all other legal services for the Debtor.
Mr. Powell will be at $350 per hour and will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Mr. Powell assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Mr. Powell can be reached at:
Donald W. Powell
Carmichael & Powell, P.C.
7301 North 16th Street, Ste. 103
Phoenix, AZ 85020-5297
Tel: (602) 861-0777
Starshine Academy, dba Starshine Academy Schools, filed a Chapter
11 bankruptcy petition (Bankr. D. Ariz. Case No. 16-01803) on Feb.
26, 2016. Patricia A. McCarty, the president, signed the
petition.
The Debtor estimated both assets and liabilities in the range of
$10 million to $50 million. Carmichael & Powell, P.C. represents
the Debtor as counsel. Judge Scott H. Gan is assigned to the case.
STATE FISH: Equipment Auction Generates $16,870
-----------------------------------------------
Van Horn Auction and Appraisals Group, LLC sold at auction on Jan.
20, 2016, certain equipment of debtors State Fish Co., Inc. and
Calpack Foods, LLC.
The gross proceeds of that sale were $16,870, and, after expenses
of $5,283.54, the net proceeds of that sale were $11,586, according
to a report filed in February by R. Todd Neilson, the acting
chapter 11 trustee of State Fish Co., Inc. and Calpack Foods, LLC.
A list of items sold at the auction is available at:
http://bankrupt.com/misc/State_Fish_929_Auctiion_Notice.pdf
The Court on Sept. 18, 2015, entered an order approving the sale of
certain of the Debtors' assets pursuant to that certain Asset
Purchase Agreement, dated as of September 4, 2015, by and between
the Debtors and buyer ICPK Corporation or its assignee. A copy of
the Sale Order is available at:
http://bankrupt.com/misc/StateFish_676_Sale_Ord.pdf
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015,
amid a family dispute and liquidity woes brought by declining fish
catches. Sisters Vanessa DeLuca, Roseann DeLuca and Janet
Esposito, backed the bankruptcy filing while John DeLuca has
opposed the Chapter 11 effort.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins
Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
The U.S. Trustee has appointed three entities -- Cedar Cold
Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to
serve on the official committee of unsecured creditors. The panel
has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its
general counsel.
R. Todd Neilson was appointed as Chapter 11 trustee effective as of
Feb. 27, 2015. The Trustee tapped Klee, Tuchin, Bogdanoff & Stern
LLP as counsel. The Trustee also received approval to hire Michael
M. Ozawa and Robert E. Bates, by and through Enterprise Management
Advisors, LLC as consultants nunc pro tunc to Nov. 16, 2015.
STATE FISH: Trustee Can Use Cash Collateral Until April 14
----------------------------------------------------------
As of Feb. 17, 2016, Judge Sandra R. Klein has entered six interim
authorizing the use of cash collateral in the Chapter 11 case of
State Fish Co., Inc. and Calpack Foods, LLC. R. Todd Neilson, in
his capacity as chapter 11 trustee for the Debtors' estates, is
authorized to use cash collateral of Pan Pac LLC and the Roseann
DeLuca Revocable Trust dated 10/6/2011 in accordance with the
budget. The Trustee's right to use cash collateral will extend to
and automatically terminate on April 14, 2016, unless further
extended by Court order.
A continued hearing on the Motion will be held before the Court on
April 7, 2016 at 8:30 a.m.
Attorneys for R. Todd Neilson, Chapter 11 Trustee
David M. Stern, Esq.
Michael L. Tuchin, Esq.
Jonathan M. Weiss, Esq.
KLEE, TUCHIN, BOGDANOFF & STERN LLP
1999 Avenue of the Stars, Thirty-Ninth Floor
Los Angeles, CA 90067
Telephone: 310-407-4000
Facsimile: 310-407-9090
E-mail: dstern@ktbslaw.com
mtuchin@ktbslaw.com
jweiss@ktbslaw.com
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015,
amid a family dispute and liquidity woes brought by declining fish
catches. Sisters Vanessa DeLuca, Roseann DeLuca and Janet
Esposito, backed the bankruptcy filing while John DeLuca has
opposed the Chapter 11 effort.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins
Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
The U.S. Trustee has appointed three entities -- Cedar Cold
Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to
serve on the official committee of unsecured creditors. The panel
has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its
general counsel.
R. Todd Neilson was appointed as Chapter 11 trustee effective as of
Feb. 27, 2015. The Trustee tapped Klee, Tuchin, Bogdanoff & Stern
LLP as counsel. The Trustee also received approval to hire Michael
M. Ozawa and Robert E. Bates, by and through Enterprise Management
Advisors, LLC as consultants nunc pro tunc to Nov. 16, 2015.
STATE FISH: Trustee to File Plan by March 23; Hearing on April 28
-----------------------------------------------------------------
R. Todd Neilson, the acting chapter 11 trustee of State Fish Co.,
Inc. and Calpack Foods, LLC, has secured a combined hearing for
April 28, 2016, at 8:30 a.m., before Judge Sandra R. Klein, to seek
confirmation of a Chapter 11 Plan and approval of the accompanying
Disclosure Statement that he will file on behalf of the Debtors.
The Trustee will file and serve the Disclosure Statement and Plan,
a motion regarding approval and confirmation of the Disclosure
Statement and Plan, and a notice of the date, time, and place of
the Disclosure Statement and Plan Hearing and related deadlines no
later than March 23, 2016.
Objections to the Disclosure Statement and Plan are due April 14,
2016. Any reply in support of the Plan and Disclosure Statement
are due April 21.
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015,
amid a family dispute and liquidity woes brought by declining fish
catches. Sisters Vanessa DeLuca, Roseann DeLuca and Janet
Esposito, backed the bankruptcy filing while John DeLuca has
opposed the Chapter 11 effort.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins
Coie LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
The U.S. Trustee has appointed three entities -- Cedar Cold
Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to
serve on the official committee of unsecured creditors. The panel
has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its
general counsel.
R. Todd Neilson was appointed as Chapter 11 trustee effective as of
Feb. 27, 2015. The Trustee tapped Klee, Tuchin, Bogdanoff & Stern
LLP as counsel. The Trustee also received approval to hire Michael
M. Ozawa and Robert E. Bates, by and through Enterprise Management
Advisors, LLC as consultants nunc pro tunc to Nov. 16, 2015.
STEREOTAXIS INC: Incurs $7.35 Million Net Loss in 2015
------------------------------------------------------
Stereotaxis, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$7.35 million on $37.67 million of total revenue for the year ended
Dec. 31, 2015, compared to a net loss of $5.20 million on $35.01
million of total revenue for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Stereotaxis had $19.22 million in total
assets, $36.85 million in total liabilities and a total
stockholders' deficit of $17.62 million.
In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, Ernst & Young LLP, in St. Louis,
Missouri, issued a "going concern" qualification stating that
the Company has incurred recurring losses from operations and has a
net capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/xuk50D
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
STERNSCHNUPPE LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Sternschnuppe LLC
3325 W. Sunset Road Ste. E
Las Vegas, NV 89118
Case No.: 16-11242
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. Mike K. Nakagawa
Debtor's Counsel: Nedda Ghandi, Esq.
GHANDI DEETER LAW OFFICES
707 S. 10th Street
Las Vegas, NV 89101
Tel: (702) 878-1115
Fax: (702) 447-9995
E-mail: nedda@ghandilaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kimberly Michaelis, managing member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nvb16-11242.pdf
STRATA SKIN: FDA Approves PMA Supplemental for MelaFind
-------------------------------------------------------
STRATA Skin Sciences, Inc., announced that the U.S. Food and Drug
Administration approved STRATA's PMA supplement for the MelaFind
System.
MelaFind is a non-invasive, point-of-care instrument to aid in the
detection of melanoma. The FDA approved MelaFind's use of the
"classifier score data", a quantitative result derived by the
MelaFind System that can be beneficially used in conjunction with
the previously approved binary result (yes/no) from the instrument.
With the Classifier Score, Dermatologists will be in possession of
more complete information when utilizing MelaFind to aid in their
decision to biopsy an ambiguous skin lesion.
To provide evidence to support the supplement, STRATA developed a
reader study protocol in conjunction with the FDA and conducted a
live study at the Fall Clinical Dermatology Conference that took
place on Oct. 1, 2015. This study measured the impact of the
MelaFind binary result plus classifier score information on a
dermatologist's decision to biopsy suspicious pigmented skin
lesions. A total of 160 Board Certified dermatologists
participated.
The results of the study showed average sensitivity (ability to
detect disease) increased from 76% before the utilization of
MelaFind to 92% following the use of MelaFind. Average specificity
(ability to rule out disease) increased from 52% before to 79%
after MelaFind utilization. These statistically significant
results satisfied the requirements for approval of the PMA
Supplement. The full results of the study are being prepared for
submission to a peer-reviewed publication.
In conjunction with the acceptance of these study results by the
FDA, the Agency agreed that STRATA could terminate the previously
required Post Approval Study for MelaFind that had been underway
since 2012 and was expected to continue for several additional
years.
Michael R. Stewart, STRATA's president and CEO commented: "We
appreciate the FDA working with us to achieve approval of
MelaFind's classifier score labelling information that better
assists dermatologists in the use of the MelaFind device and
reaching agreement to terminate the post approval study. The study
we conducted demonstrates the value of the MelaFind device in the
hands of a dermatologist. Moreover, the opportunity to terminate
the PAS eliminates future costs of millions of dollars to the
Company that would have been associated with the continuation of
the PAS."
"The supplement approval gives us the flexibility to evaluate the
potential for broader acceptance of the MelaFind device in the
market as we continue to examine ways to create enhanced value for
STRATA from this technology," continued Mr. Stewart. "The
Company's primary focus near term remains on the growth of the
XTRAC system recurring revenues for the treatment of psoriasis and
vitiligo. While the MelaFind is not expected to contribute
materially to STRATA's 2016 revenues, the receipt of the PMA
supplement approval regarding the classifier score, and the
associated meaningful results of the Reader study are positive
steps in our strategic assessment of the MelaFind technology."
About STRATA Skin Sciences
STRATA Skin Sciences (formerly MELA Sciences, Inc.) is a medical
technology company focused on the therapeutic and diagnostic
dermatology market. Its products include the XTRAC laser and VTRAC
excimer lamp systems utilized in the treatment of psoriasis,
vitiligo and various other skin conditions; and the MelaFind system
used to assist in the identification and management of melanoma.
The Company reported a net loss of $14.1 million on $915,000 of net
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $26.0 million on $536,000 of net revenues in the prior year.
EisnerAmper LLP, issued a "going concern" qualification in its
report on the consolidated financial statements for the year ended
Dec. 31, 2014, citing that the Company has not yet established an
ongoing source of revenue sufficient to cover its operating costs
and has suffered recurring losses from operations.
STRATA SKIN: Reports Fourth Quarter 2015 Financial Results
----------------------------------------------------------
STRATA Skin Sciences, Inc., reported a net loss attributable to
common stockholders of $593,000 on $9.48 million of revenues for
the three months ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $6.38 million on $374,000 of
revenues for the same period in 2014.
For the year ended Dec. 31, 2015, Strata reported a net loss
attributable to common stockholders of $27.90 million on $18.5
million of revenues compared to a net loss attributable to common
stockholders of $16.03 million on $915,000 of revenues for the year
ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $51.4 million in total assets,
$35.3 million in total liabilities, and $16.08 million in
stockholders' equity.
Commenting on the fourth quarter, Michael R. Stewart, president and
CEO of the Company stated: "The XTRAC business in the fourth
quarter continues to make solid progress with increases in both
recurring procedure revenues from utilization and our installed
base of placed systems. Our total fourth quarter revenues of $9.5
million were up 13.9% sequentially from the third quarter 2015, and
we generated positive Non-GAAP adjusted EBITDA of $0.5 million."
Mr. Stewart added: "The re-branding of the company to STRATA Skin
Sciences, reflecting our commitment to serving the broader clinical
dermatology market, has been well received by our customers, the
broader dermatology marketplace and our employees."
A full-text copy of the press release is available at:
http://is.gd/1GF1jJ
About STRATA Skin Sciences
STRATA Skin Sciences (formerly MELA Sciences, Inc.) is a medical
technology company focused on the therapeutic and diagnostic
dermatology market. Its products include the XTRAC laser and VTRAC
excimer lamp systems utilized in the treatment of psoriasis,
vitiligo and various other skin conditions; and the MelaFind system
used to assist in the identification and management of melanoma.
EisnerAmper LLP, issued a "going concern" qualification in its
report on the consolidated financial statements for the year ended
Dec. 31, 2014, citing that the Company has not yet established an
ongoing source of revenue sufficient to cover its operating costs
and has suffered recurring losses from operations.
TENET HEALTHCARE: Holds Meeting With Investors and Analysts
-----------------------------------------------------------
Tenet Healthcare Corporation disclosed in a Form 8-K report filed
with the Securities and Exchange Commission that representatives of
the management of the Company referenced and discussed an investor
presentation while meeting with a group of investors and analysts
on March 9, 2016. The presentation is available at
www.tenethealth.com/investors under the Events section. The
presentation, or certain components thereof, may also be used by
the Company in future meetings or presentations with investors or
other parties.
About Tenet
Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is
a national, diversified healthcare services company with 110,000
employees united around a common mission: to help people live
happier, healthier lives. The company operates 80 hospitals, 214
outpatient centers, six health plans and Conifer Health Solutions,
a leading provider of healthcare business process services in the
areas of revenue cycle management, value based care and patient
communications.
Tenet Healthcare reported a net loss attributable to the Company's
common shareholders of $140 million on $18.63 billion of net
operating revenues for the year ended Dec. 31, 2015, compared to
net income available to the Company's common shareholders of $12
million on $16.60 billion of net operating revenues for the year
ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had $23.68
billion in total assets, $20.45 billion in total liabilities, $2.26
billion in redeemable noncontrolling interests in equity of
consolidated subsidiaries and $958 million in total equity.
* * *
Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit
rating from Standard & Poor's Ratings Services and 'B1' Corporate
Family Rating from Moody's Investors Service.
TEXAS REGENCY: Plan Confirmed; $10.9M Sale Closing Due April 1
--------------------------------------------------------------
Judge David R. Jones has entered an agreed order confirming Texas
Regency Apartments, L.P.'s Second Modified Chapter 11 Plan of
Reorganization. The Order provides that the Debtor will make a
debt service payment to TD Bank, N.A., in the amount of $40,000 not
later than Feb. 15, 2016. In the event the Agreement of Purchase
of Sale dated Jan. 19, 2016, between Texas Regency Square Financing
Partnership, Ltd. and Dylan Jagger Investment Company, Inc. does
not close on or before March 1, 2016, the Debtor will make a debt
service payment to TD Bank, N.A. in the amount of $40,000, by no
later than March 5, 2016. In the event the Agreement of Purchase
and Sale does not close by April 1, 2016, is terminated or is
modified to extend the closing date past April 1, 2016, TD Bank,
N.A. shall not be subject to the injunction contained in the
Debtor's Second Modified Plan of Reorganization and under
applicable law, and TD Bank, N.A. will be fully authorized to
exercise, without further court order, its creditor's rights,
including initiating foreclosure proceedings against the Regency
Square Apartments, in accordance with applicable state law. A copy
of the Plan Confirmation Order is available for free at:
http://bankrupt.com/misc/Texas_Regency_99_Plan_Conf_Ord.pdf
The Debtor filed a Chapter 11 plan that intends to use the proceeds
of the sale of its sole asset -- the Regency Square apartment
project -- to pay off creditors.
The Debtor has total liabilities of $11,317,946 as of Oct. 1, 2015,
comprised of $10,690,790 owed to secured creditor TD Bank, N.A,
$322,136 to mechanics lien holders, unsecured priority claims of
$61,392, unsecured non priority claims of $407,513.
The Debtor obtained conditional approval of the original Disclosure
Statement on Oct. 29, 2015, and a hearing to consider confirmation
of the Plan was held Jan. 19.
The original iteration of the Plan was predicated on a Sept. 16,
2015 Contract for Sale and Purchase of the apartment project to FCA
Miami, LLC, for the purchase price of $10,500,000 but the contract
was terminated due to the buyer's inability to obtain financing.
At the confirmation hearing, the Debtor presented a new contract
with Dylan Jagger Investment Company for the sale of the apartment
project to Dylan for $10.8 million. In addition to the sale
proceeds, the Debtor estimates to have $115,000 in new equity
contribution and $228,446 in escrow reserves to fund the Plan.
The Confirmed Plan provides that upon closing of the sale, TD Bank
will receive the entirety of the sale proceeds -- estimated at
$10,477,507 -- from the sale of the apartment project plus a
portion of $228,445 in escrow reserves already held by TD Bank.
Mechanic's and materialmen's lien claims will be treated as
unsecured claims. Holders of TD Bank's deficiency claims,
materialmen's claims, and general unsecured claims in excess of
$1,000 will be paid 20% of their allowed claims, in cash, on the
Effective Date. Holders of general unsecure claims of $1,000 or
less will receive 70% of their allowed claims in cash on the
Effective Date.
The Debtor expects to make these distributions to creditors:
Class 1 Payments (Attorneys, U.S. Trustee Fees) $15,000
Class 2 Payments (Taxing Authorities) $289,992
Class 4 (Outstanding Lender Payments/Costs) $10,690,790
Class 5 Payments (Mechanic's Lien Claims) $65,000
Class 6 Payments (General Unsecured) $76,000
(20% of face amount of Allowed Claims)
Class 7 Payments ($1,000 or less Unsecured $3,500
(70% of face amount of Allowed Claims)
-----------
Total Uses of Funds $11,140,282
According to the balloting report, holders of materialmen's claims
in Class 5, unsecured creditors in Class 6 and unsecured creditors
with claims of $1,000 or less in Class 7 voted to accept the Plan.
Copies of the Disclosure Statement and Supplemental Disclosure
Statement explaining the terms of the Plan are available at:
http://bankrupt.com/misc/Texas_Regency_72_DS.pdf
http://bankrupt.com/misc/Texas_Regency_91_Supp_Am_DS.pdf
Attorneys for Texas Regency Apartments, L.P.:
Matthew Hoffman, Esq.
Alan B. Saweris, Esq.
HOFFMAN & SAWERIS, P.C.
2777 Allen Parkway, Suite 1000
Houston, TX 77019
Tel: (713) 654-9990
Fax: (713) 654-0038
About Texas Regency Apartments
Texas Regency Apartments, L.P., owner of the 313-unit Regency
Square Apartments at 7222 Bellerive Dr., Houston, Texas, sought
Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-33188) in
Houston, Texas, on June 10, 2015. Gordon Steele, the CFO, signed
the petition.
Judge David R. Jones presides over the case.
The Debtor tapped Matthew Hoffman, Esq., at the Law Offices of
Matthew Hoffman, P.C., as counsel.
The Debtor disclosed total assets of $11.1 million and total debts
of $11.4 million in its schedules.
THERAPEUTICSMD INC: T. Rowe Price Reports 10.3% Stake as of Feb. 29
-------------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, T. Rowe Price Associates, Inc. reported that as of
Feb. 29, 2016, it beneficially owns 20,246,929 shares of common
stock of TherapeuticsMD Inc. representing 10.3 percent of the
shares outstanding. A copy of the regulatory filing is available
for free at http://is.gd/ULfZLD
About TherapeuticsMD
Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women. The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics. The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.
For the year ended Dec. 31, 2015, the Company reported a net loss
of $85.07 million on $20.1 million of net revenues compared to a
net loss of $54.2 million on $15.0 million of net revenues for the
year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $73.7 million in total assets,
$10.7 million in total liabilities, all current, and $63.1 million
in total stockholders' equity.
TOWN SPORTS: S&P Raises CCR to 'CCC+', Outlook Negative
-------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on New York City-based Town Sports International
Holdings Inc. to 'CCC+' from 'SD'. The rating outlook is
negative.
The issue-level rating on the company's senior secured term loan
due 2020 remains 'D' until S&P is confident that the likelihood of
further repurchases is remote. S&P's recovery rating on the
company's secured credit facilities continues to reflect a
conventional default scenario and remains '4', despite lower
secured debt outstanding at default due to the company's recent
distressed term loan repurchase, because S&P has lowered its
assessment of Town Sports' expected EBITDA and enterprise valuation
at emergence to reflect a lower normalized level of operating
performance upon emergence from a simulated default scenario. The
'4' recovery rating reflects S&P's expectation that lenders would
receive average (30% to 50%; lower half of the range) recovery in
the event of a payment default.
"The 'CCC+' rating reflects a highly leveraged capital structure
that we believe is unsustainable over the long term, the ongoing
risk of a conventional default, and the risk of another type of
distressed debt restructuring in the future," said Standard &
Poor's credit analyst Emile Courtney.
"Our forecast for reported debt to EBITDA is above 10x through
2017, which includes the $30 million in face value of term loans
that were repurchased in December 2015 at a steep discount to par,
and assumes no additional term loan repurchases under the current
amendment to the credit facility. The leverage forecast also
assumes Town Sports continues to experiment with pricing strategies
in its fitness clubs, there is no meaningful improvement in the 47%
member attrition rate experienced in 2015, and that the company
continues to try to reduce operating costs, leading to low- to
mid-single-digit revenue declines and a mid-single-digit EBITDA
margin through 2017. The rating also reflects a high level of
possible EBITDA and cash flow variability compared to our base-case
forecast given a revenue model that could remain in transition
through 2017. We believe high cash balances of $76 million at
December 2015 (consisting of $46 million at subsidiary borrower
Town Sports International LLC and $30 million at the parent holding
company that can be used for future term loan repurchases under the
current credit facility amendment) and only a moderate level of
anticipated negative free cash flow in our base-case forecast
through 2017 will likely cover fixed charges at least over the next
year, lowering the risk of a payment default over the near term,"
S&P noted.
The negative outlook reflects S&P's view that Town Sports capital
structure is unsustainable over the longer term because of its
distressed operations. S&P believes Town Sports could experience
EBITDA and cash flow variability that is weaker than S&P's
base-case forecast given a revenue model that could remain in
transition through 2017.
TRAVEL LEADERS: S&P Affirms B+ CCR on Increased 1st Lien Term Loan
------------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+'
corporate credit rating on Travel Leaders Group LLC. The rating
outlook is stable.
At the same time, S&P affirmed its 'B+' issue-level rating on TLG's
proposed upsized aggregate $280 million first-lien credit
facilities (consisting of a $15 million revolver due 2018 and an
upsized $265 million first-lien term loan due 2020) with a '3'
recovery rating. The '3' recovery rating indicates S&P's
expectation for meaningful (50% to 70%; the upper half of the
range) recovery in the event of a payment default.
"The affirmation reflects our expectation for continued modest
growth in travel volumes and commission revenue in TLG's businesses
that enables the company to maintain leverage below 5x, the
threshold at which we could lower the rating on TLG," said Standard
& Poor's credit analyst Carissa Schreck.
Through 2017, S&P expects modest growth in high-end corporate and
luxury leisure travel and air and hotel based commission revenue,
as well as moderate growth in commission revenue in TLG's indirect
channels. S&P expects EBITDA to grow in the low-teens percentage
area in 2016, incorporating S&P's commission growth expectation and
a full-year benefit of businesses acquired in 2015, and grow in the
mid-single-digit percentage area in 2017. As a result, S&P expects
operating lease-adjusted leverage to improve to the mid-3x area in
2016 (from an estimated high-3x area in 2015) and to about 3x in
2017. Although S&P expects leverage to improve to the better end
of S&P's current significant financial risk assessment by 2017, it
believes management could make financial policy choices that result
in leverage higher than S&P's base-case forecast. In April 2015,
the company completed an add-on to its senior secured term loan to
pay a $100 million distribution to its owners, Certares Founders
Holdings, increasing leverage to the high-3x area in 2015 from the
mid- to high-2x area in 2014. This drives S&P's negative financial
policy assessment on TLG. Although S&P views favorably the equity
commitment provided by BlackRock in December 2015 that could be
used to finance future acquisitions, which could have a
deleveraging impact when utilized, S&P believes the company will
use leverage capacity over time for returns to owners.
The stable outlook reflects S&P's expectation for continued
moderate growth in travel volumes and commission revenue in TLG's
businesses, and S&P's belief that lease-adjusted debt to EBITDA
will improve to the mid-3x area in 2016 and to about 3x in 2017.
These measures are comfortably below the 5x threshold at which S&P
would lower ratings further.
TRAVEL LEADERS: Term Loan Add-On No Impact on Moody's 'B2' CFR
--------------------------------------------------------------
Moody's Investors Services said that Travel Leaders Group, LLC's
recently-announced plans to launch an add-on to its term loan
facility, the proceeds of which will be used to finance
acquisitions, is a credit-negative as this elevates risk associated
with a more aggressive strategic growth policy. However, this
transaction will not result in changes to the company's B2
Corporate Family Rating (CFR), any of the company's debt instrument
ratings, or its stable outlook.
Travel Leaders Group, headquartered in Plymouth, MN, manages
corporate, leisure, franchise, and consortia travel operations
under its network of diversified divisions and brands. Brands
include Tzell Travel Group, Protravel International, Nexion,
Vacation.com, Travel Leaders, Cruise Holidays, Cruise Specialists,
and Results! Travel. Revenue is approximately $206 million as of
LTM September 2015.
TRITON AVIATION: Fitch Affirms Then Withdraws C Ratings on 5 Notes
------------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn Triton Aviation Finance
notes as:
-- Class A-1 at 'Csf', RE 15%;
-- Class B-1 at 'Csf', RE 0%;
-- Class B-2 at 'Csf', RE 0%;
-- Class C-1 at 'Csf', RE 0%;
-- Class C-2 at 'Csf', RE 0%.
KEY RATING DRIVERS
The affirmation of the notes at 'Csf' reflects Fitch's view that
default is considered inevitable. The pool of aircraft consists
predominately of aged, lower tier aircraft, which Fitch believes
will be unable to generate sufficient cash flow to repay the notes
in full as leasing potential is minimal and the size of the trust's
remaining debt obligations far exceeds the value of the collateral.
Fitch estimates senior note principal recoveries to be 15% of the
current A-1 balance. The recovery estimates for classes B-1, B-2,
C-1, C-2, and D are 0% as the subordinate notes have material
interest shortfalls and no principal is expected to be paid as
collections will be applied to senior principal only.
Fitch is withdrawing the ratings of Triton Aviation Finance as they
are no longer considered to be relevant to the agency's coverage.
TRUMP ENTERTAINMENT: Admin. Expense, Fee Claims Due March 28
------------------------------------------------------------
Trump Entertainment Resorts Inc., et al., notified parties that
their Third Amended Joint Plan of Reorganization had an effective
date of Feb. 26, 2016. The Plan became effective almost a year
after the Bankruptcy Court entered an order confirming the Plan on
March 12, 2015. According to the Notice of the occurrence of the
Effective Date, administrative expense claims are due March 28,
2016. Fee claims of professionals are also due March 28, with
objections to the fee claims due April 18. Moreover, claims for
damages due to the rejection of contracts or leases pursuant to the
Plan are due March 28.
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: Davis Selected Owns 688 Common Shares
------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Davis Selected Advisers, L.P. reported that as of
Feb. 29, 2016, it beneficially owns 688 shares of common stock of
Ultra Petroleum Corp. representing 0 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/lqVYpU
About Ultra Petroleum
Ultra Petroleum Corp. is an independent oil and gas company engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties. The Company was
incorporated on Nov. 14, 1979, under the laws of the Province of
British Columbia, Canada. Ultra remains a Canadian company, but
since March 2000, has operated under the laws of Yukon, Canada
pursuant to Section 190 of the Yukon Business Corporations Act. The
Company's principal business activities are developing its
long-life natural gas reserves in the Green River Basin of
southwest Wyoming -- the Pinedale and Jonah fields, its oil
reserves in the Uinta Basin in northeast Utah and its natural gas
reserves in the north-central Pennsylvania area of the Appalachian
Basin.
Ultra Petroleum reported a net loss of $3.2 billion on $839.11
million of total operating revenues for the year ended Dec. 31,
2015, compared to net income of $542.85 million on $1.23 billion of
total operating revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $971.48 million in total
assets, $3.96 billion in total liabilities and a $2.99 billion
total shareholders' deficit.
In its report on the consolidated financial statements for the year
ended Dec. 31, 2015, Ernst & Young LLP issued a "going concern"
qualification stating that the Company's maturing Credit Agreement
and debt covenant violation raise substantial doubt about the
Company's ability to continue as a going concern.
UTSTARCOM HOLDINGS: Reports Q4 and Full Year 2015 Results
---------------------------------------------------------
UTStarcom Holdings Corp. reported a net loss of $11.9 million on
$26.06 million of net sales for the three months ended Dec. 31,
2015, compared to a net loss of $14.2 million on $32.9 million of
net sales for the same period in 2014.
For the 12 months ended Dec. 31, 2015, the Company reported a net
loss of $19.7 million on $117 million of net sales compared to a
net loss of $30.3 million on $129 million of net sales for the year
ended Dec. 31, 2014.
As of Dec. 31, 2015, UTStarcom had $206 million in total assets,
$115 million in total liabilities and $91.3 million in total
equity.
Mr. Tim Ti, UTStarcom's chief executive officer, stated, "We made
good progress in transforming our business in 2015. We brought
discipline and efficiency to our business, improved gross margin,
and maintained a strong balance sheet. We restructured our
business to be more focused and more nimble going forward. We
continued to invest in research and development as well as
important client relationships, evolving our product mix to
increase the weight of high margin product offerings. We further
streamlined our operational efficiencies while investing in
technologies and future growth."
Mr. Min Xu, UTStarcom's chief financial officer, said, "By
executing our strategy of transformation during the year, we were
able to deliver better gross margin with a modified revenue
profile. Non-GAAP operating expenses declined 7.7% with increased
operation efficiencies. We continued to enhance shareholder value
and spent $3.7 million on share repurchase program in 2015."
As of Dec. 31, 2015, cash and cash equivalents were $77.1 million.
A full-text copy of the press release is available for free at:
http://is.gd/QT9QDX
About UTStarcom, Inc.
UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support. The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world. UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks. The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.
VALENCIA COLLEGE: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: Valencia College Shopping Center, LTD
aka Goldenrod Neighborhood Super Market and Gas
707 N. Goldenrod Road, Suite C
Orlando, FL 32807
Case No.: 16-01611
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 10, 2016
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Debtor's Counsel: Jeffrey Ainsworth, Esq.
BRANSONLAW PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: (407) 894-6834
Fax: (407) 894-8559
E-mail: jeff@bransonlaw.com
- and -
Robert B Branson, Esq.
BRANSONLAW PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: (407) 894-6834
Fax: (407) 894-8559
E-mail: bob@bransonlaw.com
Total Assets: $1.93 million
Total Liabilities: $99,434
The petition was signed by Kyungho So, president of Marque
Development
Group Corp, general partner of Valencia College Shopping
Center, Ltd.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb16-01611.pdf
VERTICAL COMPUTER: Currently Beta Testing Ploinks Application
-------------------------------------------------------------
Vertical Computer Systems, Inc., disclosed in a Form 8-K filed with
the Securities and Exchange Commission that it is in the process of
beta testing its Ploinks application. The Company recently
released version 1.6 in beta, which increases core functionality
and adds audio to its images and texting capabilities. These
enhancements are based upon input from the Company's beta testers
of Ploinks version 1.5. The Ploinks application will utilize the
latest Android features which the Company anticipates will result
in an easy-to-use application.
The next beta version release of Ploinks version 1.7 is scheduled
for April 5, 2016.
"For this version we are developing additional functionality like
the option to attach documents like PDF's and enhanced security
features. The Company is improving its core communication
platform's scalability and reliability which will be required for
the launch of Ploinks," the Company said.
The Ploinks launch date is scheduled for the latter part of May
2016 upon the implementation of video capabilities and the option
to host a personal web site.
VCSY's core communication platform is using the Company's
proprietary application interface software and is based on its
mobile web server patent as well as five other patent applications,
coupled with its Emily broker and Emily language patents.
About Vertical Computer
Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.
Vertical Computer reported a net loss applicable to common
stockholders of $2.07 million on $7.43 million of total revenues
for the year ended Dec. 31, 2014, compared to a net loss applicable
to common stockholders of $3.08 million on $6.05 million of total
revenues for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $1.60 million in total
assets, $17.6 million in total liabilities, $9.90 million in
convertible cumulative preferred stock, and a total stockholders'
deficit of $25.9 million.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company suffered net losses
and has a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.
VISION SOLUTIONS: Term Loan Extension No Impact on Moody's B3 CFR
-----------------------------------------------------------------
Moody's Investors Services said Vision Solutions (B3, negative
outlook) extended their $280 million senior secured first lien term
loan to April 23, 2017 from July 23, 2016. The extension is credit
positive because it provides the company with more time to address
upcoming debt maturities, but the ratings and the negative outlook
are unaffected. The negative outlook reflects execution risks
related to Vision's ongoing efforts to stem declining revenues and
refinancing risks related to significant debt maturities in 2017.
It also reflects that interest costs could be higher as part of a
new financing.
VISUALANT INC: Issues $2.5 Million Preferred Shares
---------------------------------------------------
Visualant, Incorporated, entered into a stock purchase agreement
with an institutional investor pursuant to which the Company issued
255 Shares of Series B Redeemable Preferred Shares at $10,000 per
share with a 5.0% original issue discount for the sum of
$2,500,000, as disclosed in a Form 8-K report filed with the
Securities and Exchange Commission.
At closing, the Company sold 51 Preferred Shares in exchange for
payment to the Company of $500,000 in cash and issued an additional
204 Preferred Shares in exchange for delivery of a full recourse 1%
Promissory Note for $1,995,000 and payment to the Company of $5,000
in cash. The Note is collateralized by the Preferred Shares.
Under the terms of the Note, the Company is to receive an
additional $500,000 for each $5 million, or in certain cases a
lower amount, in aggregate trading volume of the common stock, so
long as it meets certain other requirements. Any remaining balance
under the Note is payable at its maturity in seven years.
The Preferred Shares are convertible into common stock at $7.50 per
share; provided that the investor may not convert any Preferred
Shares into common stock until that portion of the Note underlying
the purchase of the converted portion of Preferred Shares is paid
in cash to Company.
The Company also has agreed to file a registration statement to
register the resale of all shares issued within 30 days of closing
and to make reasonable best efforts to cause such Registration
Statement to be declared effective under the Act as promptly as
practicable. The Company paid sales commission and expenses of
$50,000 and warrants exercisable into 6,667 shares of Common stock
to Garden State Securities, Inc., who acted as the Company’s
exclusive placement agent.
About Visualant Inc.
Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998. The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.
Visualant reported a net loss of $2.63 million on $6.29 million of
revenue for the year ended Sept. 30, 2015, compared to a net loss
of $1.01 million on $7.98 million of revenue for the year ended
Sept. 30, 2014.
As of Dec. 31, 2015, the Company had $2.43 million in total assets,
$9.69 million in total liabilities, all current, and a total
stockholders' deficit of $7.25 million.
PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2015, citing that Company has sustained a
net loss from operations and has an accumulated deficit since
inception. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
WAFERGEN BIO-SYSTEMS: Signs Lease for California Headquarters
-------------------------------------------------------------
WaferGen Bio-systems, Inc., through a wholly owned subsidiary,
entered into a lease agreement with John Arrillaga, as trustee of
the John Arrillaga Survivor's Trust and Richard T. Peery, as
trustee of the Richard T. Peery Separate Property Trust, pursuant
to which the Company will lease approximately 28,866 square feet of
space located at 34700 Campus Drive, Fremont, California. The
Premises will replace the Company's current headquarters. As
previously reported, the lease for the Company's current
headquarters will terminate effective April 9, 2016.
The Lease provides for a term of three years, commencing on
March 1, 2016, and expiring on Feb. 28, 2019. In addition, the
Company has an option to extend the term of the Lease for an
additional two years.
Pursuant to the Lease, the aggregate basic rent for the term of the
Lease is $2,142,139. The Company is also required to pay a fixed
monthly management fee and the Company's proportionate share of any
operating expenses for the Premises, including real estate taxes
and insurance premiums and deductibles. The Company has posted a
security deposit in the amount of $137,807.
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen Bio-systems reported a net loss of $10.7 million in 2014,
a net loss of $16.3 million in 2013 and a net loss of $8.97
million in 2012.
As of Sept. 30, 2015, the Company had $10.65 million in total
assets, $7.66 million in total liabilities and $2.99 million in
total stockholders' equity.
WOW ORTHODONTICS: U.S. Trustee Unable to Form 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 WOW Orthodontics Inc.
WOW Orthodontics Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Middle
District of Tennessee (Nashville) (Bankr. M.D. Tenn., Case No.
16-00626) on February 1, 2016. The petition was signed by Wendy
Oakes Wilhelm, owner.
The Debtor is represented by Elliott Warner Jones, Esq., at Emerge
Law Plc. The case is assigned to Judge Marian Harrison.
The Debtor estimated assets of $500,000 to $1 million and debts of
$1 million to $10 million.
WPCS INTERNATIONAL: Incurs $1.23 Million Net Loss in Third Quarter
------------------------------------------------------------------
WPCS International Incorporated filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss attributable to WPCS common shareholders of $1.23
million on $3.31 million of revenue for the three months ended Jan.
31, 2016, compared to a net loss attributable to WPCS common
shareholders of $3.45 million on $5.26 million of revenue for the
same period in 2015.
For the nine months ended Jan. 31, 2016, the Company reported a net
loss attributable to WPCS common shareholders of $7.40 million on
$11.60 million of revenue compared to a net loss attributable to
WPCS common shareholders of $9.59 million on $17.41 million of
revenue for the nine months ended Jan. 31, 2015.
As of Jan. 31, 2016, WPCS had $6.94 million in total assets, $4.13
million in total liabilities and $2.81 million in total equity.
As of Jan. 31, 2016, the Company had working capital of
approximately $2,652,000, which consisted of current assets of
approximately $6,687,000 and current liabilities of approximately
$4,036,000. This compares to a working capital deficiency of
approximately $1,246,000 at April 30, 2015. The current
liabilities as presented in the balance sheet at Jan. 31, 2016,
primarily include approximately $2,265,000 of accounts payable and
accrued expenses and approximately $1,721,000 of billings in excess
of costs and estimated earnings on uncompleted contracts.
The Company's cash and cash equivalents balance at Jan. 31, 2016,
was approximately $2,408,000.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/r3KkDu
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
WPCS reported a net loss attributable to the Company's common
shareholders of $11.3 million on $24.4 million of revenue for the
year ended April 30, 2015, compared with a net loss attributable to
the Company's common shareholders of $11.2 million on $15.7 million
of revenue for the year ended April 30, 2014.
ZOGENIX INC: Reports Q4 and Full-Year 2015 Financial Results
------------------------------------------------------------
Zogenix, Inc., reported a net loss of $8.84 million on $6.08
million of total revenue for the three months ended Dec. 31, 2015,
compared to a net loss of $20.5 million on $9.93 million of total
revenue for the same period in 2014.
For the 12 months ended Dec. 31, 2015, the Company reported net
income of $26.1 million on $27.2 million of total revenue compared
to net income of $8.58 million on $28.9 million of total revenue
for the 12 months ended Dec. 31, 2014.
As of Dec. 31, 2015, Zogenix had $306 million in total assets, $123
million in total liabilities and $183 million in total
stockholders' equity.
"With the ZX008 phase 3 program for Dravet syndrome now underway,
and a solid cash position that should take the Company through
2017, Zogenix is in an extremely strong operating position," said
Stephen J. Farr, Ph.D., president and CEO. "As we look forward to
the remainder of 2016, we have a number of exciting milestones,
including the initiation of the European portion of the ZX008 phase
3 program in Dravet syndrome shortly, and targeting the
availability of top-line data from the first phase 3 study by
year-end. In addition, we will continue to look to expand the use
of ZX008 into additional pediatric orphan refractory epilepsy
conditions. To this end, we anticipate the commencement of an
Investigator Initiated Study of ZX008 in Lennox Gastaut in the
first quarter, with data expected in the fourth quarter of 2016."
Cash and cash equivalents at Dec. 31, 2015, totaled $155.3 million.
A full-text copy of the press release is available for free at:
http://is.gd/crQ2v4
About Zogenix Inc.
Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.
Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company's
recurring losses from operations and negative cash flows from
operating activities raise substantial doubt about its ability to
continue as a going concern.
[*] Fitch Forecasts 6% Rate of U.S. High Yield Bond Default
-----------------------------------------------------------
Fitch has increased its 2016 US high yield bond default forecast to
6% from 4.5% as a function of continuing challenges in the energy
and metals/mining space. These sectors are likely to garner $70
billion in defaults this year. Defaults totaling nearly $18
billion in these sectors already occurred this year, including
$13.7 billion from Pacific Exploration & Production, SandRidge
Energy, Arch Coal and Energy XXI.
Fitch's revised forecast signals the highest non-recessionary rate
since the 5.1% mark posted in 2000.
Fitch expects the energy trailing 12-month (TTM) default rate to
surpass 20% during 2016. Energy default volume totals $13 billion
this year versus $17.5 billion for all of 2015. The March energy
TTM default rate is approaching 10%, up from 8% at the end of
February and above the 9.7% mark in 1999 when oil prices averaged
$19.
While crude oil prices have advanced more than $11 since its
February 11 low, the bids on bonds of weaker E&P companies, in
particular, have failed to gain much traction in the secondary
market. Currently $77 billion of energy bonds are bid below 50
cents. Energy accounts for 19% of the high yield market. In
addition, several semiannual interest payments are due over the
next month. Recently, SandRidge, Energy XXI and Chaparral Energy
elected to not make their interest payments, and their 30-day cure
periods expire later this month.
Fitch forecasts the E&P sub-sector default rate to finish 2016 in a
30%-35% range while metals/mining is projected to reach 20%, and
the coal sub-sector at an astounding 60%. Fitch expects the E&P
and metals/mining March TTM rates to be roughly 19% and 14.5%,
respectively, up from 14.1% and 13.9% at the end of February.
Defaults in the rest of the high yield market remain below average;
we forecast the default rate excluding energy and metals/mining to
end 2016 in a 1.5%-2% range, below Fitch's nonrecessionary 2.2%
average. The March TTM non-energy, metals/mining default rate
remains under 1% after finishing the prior month at 0.9%.
The past six energy defaults have involved missed interest payments
while a few outstanding distressed debt exchange offers (DDEs) are
struggling in the market, perhaps signaling that smaller-scope DDEs
are no longer able to buy companies time in the lower-for-longer
oil price environment.
Seven defaults have already taken place in March on the heels of 13
in February, which recorded the most defaults since June 2009.
Fitch expects the March TTM rate at 3.4%, up from 3% at the end of
last month.
The $21 billion in year-to-date defaults is below the $26 billion
and $39 billion tallied in the first quarter of 2002 and 2009,
respectively, but above the $18 billion seen last year when Caesars
Entertainment Operating Co. propelled the total. Overall, Fitch is
forecasting just under $90 billion in 2016 defaults.
[^] BOND PRICING: For the Week from March 7 to 11, 2016
-------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
99 Cents Only Stores LLC NDN 11.000 36.538 12/15/2019
A. M. Castle & Co CAS 12.750 71.969 12/15/2016
A. M. Castle & Co CAS 7.000 39.000 12/15/2017
ACE Cash Express Inc AACE 11.000 40.000 2/1/2019
ACE Cash Express Inc AACE 11.000 46.500 2/1/2019
Affinion Investments LLC AFFINI 13.500 65.875 8/15/2018
Alpha Appalachia
Holdings Inc ANR 3.250 0.550 8/1/2015
Alpha Natural
Resources Inc ANR 7.500 0.250 8/1/2020
Alpha Natural
Resources Inc ANR 3.750 0.500 12/15/2017
Alpha Natural
Resources Inc ANR 7.500 0.500 8/1/2020
Alpha Natural
Resources Inc ANR 7.500 0.826 8/1/2020
Alta Mesa Holdings LP /
Alta Mesa Finance
Services Corp ALTMES 9.625 25.074 10/15/2018
American Eagle
Energy Corp AMZG 11.000 17.250 9/1/2019
American Eagle
Energy Corp AMZG 11.000 16.375 9/1/2019
American Energy-Permian
Basin LLC / AEPB
Finance Corp AMEPER 7.125 28.000 11/1/2020
American Energy-Permian
Basin LLC / AEPB
Finance Corp AMEPER 7.119 24.000 8/1/2019
American Energy-Permian
Basin LLC / AEPB
Finance Corp AMEPER 7.125 26.000 11/1/2020
American Energy-Permian
Basin LLC / AEPB
Finance Corp AMEPER 7.119 27.750 8/1/2019
American Gilsonite Co AMEGIL 11.500 45.250 9/1/2017
American Gilsonite Co AMEGIL 11.500 44.875 9/1/2017
Appvion Inc APPPAP 9.000 37.500 6/1/2020
Appvion Inc APPPAP 9.000 38.250 6/1/2020
Arch Coal Inc ACI 7.000 0.551 6/15/2019
Arch Coal Inc ACI 7.250 0.878 6/15/2021
Arch Coal Inc ACI 9.875 0.750 6/15/2019
Arch Coal Inc ACI 8.000 1.375 1/15/2019
Arch Coal Inc ACI 8.000 0.757 1/15/2019
Armstrong Energy Inc ARMS 11.750 26.000 12/15/2019
Armstrong Energy Inc ARMS 11.750 35.500 12/15/2019
Aspect Software Inc ASPECT 10.625 65.000 5/15/2017
Aspect Software Inc ASPECT 10.625 65.625 5/15/2017
Aspect Software Inc ASPECT 10.625 65.625 5/15/2017
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 7.750 16.750 1/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 16.000 8/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 15.750 8/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 15.750 8/15/2021
Avaya Inc AVYA 10.500 27.625 3/1/2021
Avaya Inc AVYA 10.500 29.062 3/1/2021
BPZ Resources Inc BPZR 6.500 4.000 3/1/2015
BPZ Resources Inc BPZR 6.500 2.504 3/1/2049
Basic Energy Services Inc BAS 7.750 27.000 2/15/2019
Basic Energy Services Inc BAS 7.750 25.750 10/15/2022
Berry Petroleum Co LLC LINE 6.375 15.000 9/15/2022
Berry Petroleum Co LLC LINE 6.750 14.030 11/1/2020
Black Elk Energy Offshore
Operations LLC /
Black Elk Finance Corp BLELK 13.750 2.500 12/1/2015
Bon-Ton Department
Stores Inc/The BONT 10.625 77.052 7/15/2017
Bon-Ton Department
Stores Inc/The BONT 10.625 72.500 7/15/2017
Bon-Ton Department
Stores Inc/The BONT 10.625 72.500 7/15/2017
Bonanza Creek Energy Inc BCEI 6.750 27.905 4/15/2021
Bonanza Creek Energy Inc BCEI 5.750 21.125 2/1/2023
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 7.875 7.418 4/15/2022
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 10.633 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 8.125 10/15/2020
BreitBurn Energy Partners
LP / BreitBurn
Finance Corp BBEP 8.625 8.125 10/15/2020
CNG Holdings Inc CNGHLD 9.375 39.250 5/15/2020
CNG Holdings Inc CNGHLD 9.375 37.250 5/15/2020
Caesars Entertainment
Operating Co Inc CZR 10.000 34.500 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 6.500 36.250 6/1/2016
Caesars Entertainment
Operating Co Inc CZR 12.750 33.500 4/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.000 34.125 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.750 38.250 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.000 6.000 12/15/2015
Caesars Entertainment
Operating Co Inc CZR 10.000 34.250 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.750 12.250 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.000 34.250 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.000 34.125 12/15/2018
California Resources Corp CRC 5.000 23.500 1/15/2020
California Resources Corp CRC 5.500 26.250 9/15/2021
Cenveo Corp CVO 11.500 67.250 5/15/2017
Cenveo Corp CVO 7.000 43.250 5/15/2017
Chaparral Energy Inc CHAPAR 7.625 13.500 11/15/2022
Chaparral Energy Inc CHAPAR 8.250 16.500 9/1/2021
Chaparral Energy Inc CHAPAR 9.875 16.500 10/1/2020
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chesapeake Energy Corp CHK 6.625 34.280 8/15/2020
Chesapeake Energy Corp CHK 3.872 36.375 4/15/2019
Chesapeake Energy Corp CHK 2.500 66.000 5/15/2037
Chesapeake Energy Corp CHK 6.875 34.100 11/15/2020
Chesapeake Energy Corp CHK 2.250 37.125 12/15/2038
Chesapeake Energy Corp CHK 2.500 66.250 5/15/2037
Claire's Stores Inc CLE 8.875 16.500 3/15/2019
Claire's Stores Inc CLE 10.500 63.100 6/1/2017
Claire's Stores Inc CLE 7.750 15.000 6/1/2020
Claire's Stores Inc CLE 7.750 14.625 6/1/2020
Clayton Williams
Energy Inc CWEI 7.750 41.500 4/1/2019
Clean Energy Fuels Corp CLNE 5.250 42.776 10/1/2018
Cliffs Natural
Resources Inc CLF 5.950 39.938 1/15/2018
Cliffs Natural
Resources Inc CLF 5.900 24.595 3/15/2020
Cliffs Natural
Resources Inc CLF 4.875 24.560 4/1/2021
Cliffs Natural
Resources Inc CLF 4.800 24.422 10/1/2020
Cliffs Natural
Resources Inc CLF 8.000 35.000 9/30/2020
Cliffs Natural
Resources Inc CLF 7.750 27.697 3/31/2020
Cliffs Natural
Resources Inc CLF 7.750 29.000 3/31/2020
Community Choice
Financial Inc CCFI 10.750 34.040 5/1/2019
Comstock Resources Inc CRK 10.000 44.000 3/15/2020
Comstock Resources Inc CRK 7.750 11.217 4/1/2019
Comstock Resources Inc CRK 9.500 14.190 6/15/2020
Comstock Resources Inc CRK 10.000 33.500 3/15/2020
Cumulus Media
Holdings Inc CMLS 7.750 30.500 5/1/2019
EP Energy LLC /
Everest Acquisition
Finance Inc EPENEG 9.375 42.500 5/1/2020
EPL Oil & Gas Inc EXXI 8.250 5.347 2/15/2018
EV Energy Partners LP /
EV Energy Finance Corp EVEP 8.000 26.000 4/15/2019
EXCO Resources Inc XCO 7.500 24.450 9/15/2018
EXCO Resources Inc XCO 8.500 20.000 4/15/2022
Eagle Rock Energy
Partners LP /
Eagle Rock Energy
Finance Corp EROC 8.375 15.000 6/1/2019
Emerald Oil Inc EOX 2.000 2.750 4/1/2019
Endeavour
International Corp END 12.000 1.017 3/1/2018
Endeavour
International Corp END 12.000 1.017 3/1/2018
Energy & Exploration
Partners Inc ENEXPR 8.000 1.970 7/1/2019
Energy & Exploration
Partners Inc ENEXPR 8.000 1.970 7/1/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future
Holdings Corp TXU 9.750 35.050 10/15/2019
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 3.000 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 2.765 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 9.750 14.925 10/15/2019
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 6.875 2.765 8/15/2017
Energy XXI Gulf Coast Inc EXXI 11.000 12.500 3/15/2020
Energy XXI Gulf Coast Inc EXXI 9.250 3.500 12/15/2017
Energy XXI Gulf Coast Inc EXXI 7.500 3.000 12/15/2021
Energy XXI Gulf Coast Inc EXXI 7.750 3.500 6/15/2019
Energy XXI Gulf Coast Inc EXXI 6.875 1.383 3/15/2024
FBOP Corp FBOPCP 10.000 1.843 1/15/2009
FTS International Inc FTSINT 6.250 15.000 5/1/2022
FairPoint
Communications Inc/Old FRP 13.125 1.879 4/2/2018
Federal Home Loan Banks FHLB 1.330 99.500 9/18/2018
Federal Home Loan Banks FHLB 1.560 99.455 3/18/2019
Federal Home Loan Banks FHLB 1.645 99.520 3/18/2019
Federal Home Loan Banks FHLB 1.325 99.574 6/18/2018
Federal Home Loan
Mortgage Corp FHLMC 3.000 99.502 12/18/2026
Federal Home Loan
Mortgage Corp FHLMC 2.000 99.109 12/17/2020
Federal Home Loan
Mortgage Corp FHLMC 2.000 99.565 9/18/2020
Federal Home Loan
Mortgage Corp FHLMC 2.050 99.545 12/18/2020
Fleetwood
Enterprises Inc FLTW 14.000 3.557 12/15/2011
Forbes Energy
Services Ltd FES 9.000 41.000 6/15/2019
GT Advanced
Technologies Inc GTAT 3.000 0.125 12/15/2020
Gastar Exploration Inc GST 8.625 56.030 5/15/2018
Goodman Networks Inc GOODNT 12.125 30.000 7/1/2018
Goodrich Petroleum Corp GDPM 8.875 1.331 3/15/2019
Gymboree Corp/The GYMB 9.125 30.000 12/1/2018
Halcon Resources Corp HKUS 9.750 16.000 7/15/2020
Halcon Resources Corp HKUS 13.000 20.000 2/15/2022
Halcon Resources Corp HKUS 8.875 15.000 5/15/2021
Halcon Resources Corp HKUS 9.250 17.000 2/15/2022
Halcon Resources Corp HKUS 13.000 15.250 2/15/2022
Hexion Inc HXN 7.875 22.885 2/15/2023
Hexion Inc HXN 9.200 24.500 3/15/2021
Horsehead Holding Corp ZINC 3.800 4.980 7/1/2017
Horsehead Holding Corp ZINC 10.500 56.000 6/1/2017
Horsehead Holding Corp ZINC 9.000 20.000 6/1/2017
Horsehead Holding Corp ZINC 10.500 55.500 6/1/2017
Horsehead Holding Corp ZINC 10.500 55.500 6/1/2017
ION Geophysical Corp IO 8.125 43.886 5/15/2018
Illinois Power
Generating Co DYN 7.000 44.850 4/15/2018
InterDigital Inc/PA IDCC 2.500 100.000 3/15/2016
Interactive Network
Inc / FriendFinder
Networks Inc FFNT 14.000 48.250 12/20/2018
IronGate Energy
Services LLC IRONGT 11.000 30.750 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 30.375 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 30.375 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 30.375 7/1/2018
James River Coal Co JRCC 7.875 3.250 4/1/2019
James River Coal Co JRCC 10.000 1.712 6/1/2018
James River Coal Co JRCC 4.500 0.400 12/1/2015
James River Coal Co JRCC 3.125 0.500 3/15/2018
James River Coal Co JRCC 10.000 0.010 6/1/2018
John Hancock Life
Insurance Co MFCCN 2.930 99.750 3/15/2016
KCAP Financial Inc KCAP 8.750 100.000 3/15/2016
Key Energy Services Inc KEG 6.750 18.838 3/1/2021
Las Vegas Monorail Co LASVMC 5.500 5.042 7/15/2019
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 8.000 18.511 12/1/2020
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 6.625 18.424 12/1/2021
Lehman Brothers
Holdings Inc LEH 5.000 5.625 2/7/2009
Lehman Brothers
Holdings Inc LEH 4.000 5.625 4/30/2009
Lehman Brothers Inc LEH 7.500 3.750 8/1/2026
Linn Energy LLC / Linn
Energy Finance Corp LINE 8.625 5.700 4/15/2020
Linn Energy LLC / Linn
Energy Finance Corp LINE 7.750 5.750 2/1/2021
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.500 5.260 5/15/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 6.250 11/1/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 12.000 11.500 12/15/2020
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.500 5.900 9/15/2021
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 84.000 11/1/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 5.875 11/1/2019
Logan's Roadhouse Inc LGNS 10.750 23.250 10/15/2017
MBIA Insurance Corp MBI 11.882 26.750 1/15/2033
MBIA Insurance Corp MBI 11.882 25.875 1/15/2033
MF Global Holdings Ltd MF 3.375 22.250 8/1/2018
MF Global Holdings Ltd MF 9.000 22.250 6/20/2038
MModal Inc MODL 10.750 10.125 8/15/2020
Magnetation LLC / Mag
Finance Corp MAGNTN 11.000 8.000 5/15/2018
Magnetation LLC / Mag
Finance Corp MAGNTN 11.000 7.375 5/15/2018
Magnetation LLC / Mag
Finance Corp MAGNTN 11.000 7.375 5/15/2018
Magnum Hunter
Resources Corp MHRC 9.750 21.500 5/15/2020
Memorial Production
Partners LP / Memorial
Production Finance Corp MEMP 7.625 28.375 5/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 5.000 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.000 30.500 6/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 9.250 2.022 6/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.000 28.250 6/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 2.866 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 2.866 10/1/2020
Modular Space Corp MODSPA 10.250 27.875 1/31/2019
Modular Space Corp MODSPA 10.250 27.500 1/31/2019
Molycorp Inc MCP 10.000 7.000 6/1/2020
Molycorp Inc MCP 6.000 1.750 9/1/2017
Molycorp Inc MCP 5.500 1.500 2/1/2018
Murray Energy Corp MURREN 11.250 10.750 4/15/2021
Murray Energy Corp MURREN 9.500 10.125 12/5/2020
Murray Energy Corp MURREN 11.250 13.750 4/15/2021
Murray Energy Corp MURREN 9.500 10.125 12/5/2020
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 16.000 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 29.000 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 16.000 5/15/2019
Nine West Holdings Inc JNY 8.250 26.500 3/15/2019
Nine West Holdings Inc JNY 6.125 15.500 11/15/2034
Nine West Holdings Inc JNY 6.875 16.000 3/15/2019
Nine West Holdings Inc JNY 8.250 23.250 3/15/2019
Noranda Aluminum
Acquisition Corp NOR 11.000 1.000 6/1/2019
Nuverra Environmental
Solutions Inc NESC 9.875 7.500 4/15/2018
OMX Timber Finance
Investments II LLC OMX 5.540 13.125 1/29/2020
Peabody Energy Corp BTU 6.000 7.735 11/15/2018
Peabody Energy Corp BTU 6.500 6.700 9/15/2020
Peabody Energy Corp BTU 10.000 8.000 3/15/2022
Peabody Energy Corp BTU 6.250 4.860 11/15/2021
Peabody Energy Corp BTU 4.750 1.250 12/15/2041
Peabody Energy Corp BTU 7.875 5.800 11/1/2026
Peabody Energy Corp BTU 10.000 8.000 3/15/2022
Peabody Energy Corp BTU 6.000 7.000 11/15/2018
Peabody Energy Corp BTU 6.250 2.750 11/15/2021
Peabody Energy Corp BTU 6.000 7.000 11/15/2018
Peabody Energy Corp BTU 6.250 4.811 11/15/2021
Penn Virginia Corp PVAH 8.500 9.000 5/1/2020
Penn Virginia Corp PVAH 7.250 8.000 4/15/2019
Permian Holdings Inc PRMIAN 10.500 38.625 1/15/2018
Permian Holdings Inc PRMIAN 10.500 38.625 1/15/2018
PetroQuest Energy Inc PQ 10.000 41.511 9/1/2017
Prospect Holding
Co LLC / Prospect
Holding Finance Co PRSPCT 10.250 50.500 10/1/2018
Prospect Holding
Co LLC / Prospect
Holding Finance Co PRSPCT 10.250 46.800 10/1/2018
Quicksilver Resources Inc KWKA 11.000 1.688 7/1/2021
Quicksilver Resources Inc KWKA 9.125 1.000 8/15/2019
RS Legacy Corp RSH 6.750 0.800 5/15/2019
RS Legacy Corp RSH 6.750 0.726 5/15/2019
Resolute Energy Corp REN 8.500 37.250 5/1/2020
Rex Energy Corp REXX 6.250 8.750 8/1/2022
Rex Energy Corp REXX 8.875 9.180 12/1/2020
Rex Energy Corp REXX 8.875 9.625 12/1/2020
Rex Energy Corp REXX 8.875 9.625 12/1/2020
Rolta LLC RLTAIN 10.750 46.250 5/16/2018
SFX Entertainment Inc SFXE 9.625 3.250 2/1/2019
SFX Entertainment Inc SFXE 9.625 3.250 2/1/2019
SFX Entertainment Inc SFXE 9.625 3.250 2/1/2019
SFX Entertainment Inc SFXE 9.625 3.250 2/1/2019
Sabine Oil & Gas Corp SOGC 7.250 7.250 6/15/2019
Sabine Oil & Gas Corp SOGC 7.500 7.375 9/15/2020
Sabine Oil & Gas Corp SOGC 7.500 4.329 9/15/2020
Sabine Oil & Gas Corp SOGC 7.500 4.329 9/15/2020
Samson Investment Co SAIVST 9.750 0.300 2/15/2020
SandRidge Energy Inc SD 8.750 21.000 6/1/2020
SandRidge Energy Inc SD 7.500 5.875 3/15/2021
SandRidge Energy Inc SD 7.500 4.975 2/15/2023
SandRidge Energy Inc SD 8.750 7.000 1/15/2020
SandRidge Energy Inc SD 8.125 5.875 10/15/2022
SandRidge Energy Inc SD 8.125 0.375 10/16/2022
SandRidge Energy Inc SD 7.500 0.375 2/16/2023
SandRidge Energy Inc SD 8.750 25.000 6/1/2020
SandRidge Energy Inc SD 7.500 5.500 3/15/2021
SandRidge Energy Inc SD 7.500 5.500 3/15/2021
Sequa Corp SQA 7.000 15.250 12/15/2017
Sequa Corp SQA 7.000 15.000 12/15/2017
Seventy Seven Energy Inc SSE 6.500 5.062 7/15/2022
Seventy Seven
Operating LLC SSE 6.625 21.000 11/15/2019
Seventy Seven
Operating LLC SSE 6.625 17.000 11/15/2019
Seventy Seven
Operating LLC SSE 6.625 48.000 11/15/2019
Sidewinder Drilling Inc SIDDRI 9.750 39.500 11/15/2019
Sidewinder Drilling Inc SIDDRI 9.750 39.500 11/15/2019
Solazyme Inc SZYM 6.000 48.527 2/1/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 58.063 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 58.000 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 57.625 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 57.625 5/15/2018
Speedy Group
Holdings Corp SPEEDY 12.000 45.750 11/15/2017
Speedy Group
Holdings Corp SPEEDY 12.000 45.750 11/15/2017
SquareTwo Financial Corp SQRTW 11.625 31.020 4/1/2017
Stone Energy Corp SGY 1.750 56.000 3/1/2017
SunEdison Inc SUNE 2.000 21.450 10/1/2018
SunEdison Inc SUNE 2.375 11.000 4/15/2022
SunEdison Inc SUNE 0.250 13.313 1/15/2020
SunEdison Inc SUNE 3.375 10.950 6/1/2025
SunEdison Inc SUNE 2.750 19.883 1/1/2021
SunEdison Inc SUNE 2.625 13.000 6/1/2023
Swift Energy Co SFY 7.875 9.250 3/1/2022
Swift Energy Co SFY 7.125 8.080 6/1/2017
Swift Energy Co SFY 8.875 2.883 1/15/2020
Syniverse Holdings Inc SVR 9.125 39.250 1/15/2019
TMST Inc THMR 8.000 15.250 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 31.000 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 31.250 2/15/2018
Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014
TetraLogic
Pharmaceuticals Corp TLOG 8.000 26.500 6/15/2019
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 4.625 11/1/2015
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15.000 4.000 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 11.500 30.750 10/1/2020
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 3.000 11/1/2015
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15.000 2.800 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 11.500 30.750 10/1/2020
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 5.750 11/1/2015
Triangle USA
Petroleum Corp TPLM 6.750 18.000 7/15/2022
Triangle USA
Petroleum Corp TPLM 6.750 18.250 7/15/2022
Trilogy International
Partners LLC /
Trilogy International
Finance Inc TRIINT 10.250 85.000 8/15/2016
Trilogy International
Partners LLC / Trilogy
International
Finance Inc TRIINT 10.250 96.500 8/15/2016
UCI International LLC UCII 8.625 21.000 2/15/2019
Vanguard Natural
Resources LLC /
VNR Finance Corp VNR 7.875 14.743 4/1/2020
Venoco Inc VQ 8.875 0.250 2/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 14.375 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 18.500 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 0.100 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 5.875 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 1.379 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 1.379 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 5.875 1/15/2019
W&T Offshore Inc WTI 8.500 14.682 6/15/2019
Walter Energy Inc WLTG 9.500 15.500 10/15/2019
Walter Energy Inc WLTG 9.875 0.001 12/15/2020
Walter Energy Inc WLTG 9.500 15.625 10/15/2019
Walter Energy Inc WLTG 9.500 28.500 10/15/2019
Walter Energy Inc WLTG 9.500 15.625 10/15/2019
iHeartCommunications Inc IHRT 10.000 35.250 1/15/2018
iHeartCommunications Inc IHRT 6.875 56.969 6/15/2018
*********
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 ***