/raid1/www/Hosts/bankrupt/TCR_Public/160317.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, March 17, 2016, Vol. 20, No. 77
Headlines
ABENGOA BIOENERGY: March 29 Hearing on DIP Loan to Pay Wages
ADAMIS PHARMACEUTICALS: Board Adopts 2016 Bonus Plan
AE & SM: Voluntary Chapter 11 Case Summary
AERCAP HOLDINGS: Moody's Reviews Ba2 Rating For Possible Upgrade
AES THAMES: Transfers to Moran Not Voidable, Court Rules
AFA INVESTMENT: Wins Summary Judgment Against Dale & Sons
ALL ISLAND: Trustee Directed to File Amended Final Report
ARCH COAL: Court Approves $2.3-Mil. Sale of Knott County to Quest
ARCH COAL: De Minimis Asset Sale Procedures Approved
ATNA RESOURCES: Lists $1.22-Mil. in Assets, $133-Mil. in Debt
AXION INTERNATIONAL: Lists $12.6M in Assets, $16.5M in Debt
BILTMORE: Conlon Fails to Prove Claims vs Banks, Court Rules
BINDER & BINDER: Stellus Disclosures Hearing Adjourned to April 22
BRANTLEY LAND: Bank Drops Dismissal Motion; Deal Approved
BRANTLEY LAND: Trustee Defends Cure Plan, Non-Default Interest
BUFFETS LLC: Clark Hill Submits Verified Statement
BUFFETS LLC: Schedules Deadline Extended to April 20
C COMPANY GENERAL: U.S. Trustee Unable to Appoint Committee
CAROLLO BAR: Case Summary & 20 Largest Unsecured Creditors
CHINA BAK: CEO Reports 17.6% Equity Stake as of March 4
CHINA BAK: Xiangqian Li Reports 4.4% Stake as of March 4
CLIFFS NATURAL: Investors Sue for Being Shut Out of Debt Swap
COLORADO TIRE: Case Summary & 7 Unsecured Creditors
COMMUNICATIONS SALES: Fitch Cuts LT Issuer Default Ratings to BB-
CTI BIOPHARMA: FDA Allows SPIs for Pacritinib Treatment
CUI GLOBAL: Incurs $5.98 Million Net Loss in 2015
D.A.B. GROUP: SilvermanAcampora Okayed as Counsel for Trustee
DANIEL LEE RITZ: High Court Signals Limited Ruling in Fraud Case
DIAMOND CONDO: Voluntary Chapter 11 Case Summary
DIFFERENTIAL BRANDS: Presented at 28th Annual ROTH Conference
DIVERSIFIED RESOURCES: Incurs $487,000 Net Loss in First Quarter
DIVERSIFIED SOLUTIONS: Husch Blackwell, Texas Attys. Sued for Flubs
E & E ENTERPRISES: Voluntary Chapter 11 Case Summary
E Z MAILING: Allocates $347,700 for Equipment Lenders
E Z MAILING: Crossroads Equipment Seeks Adequate Protection
E Z MAILING: Seeks Cash Access, 90-Day Breathing Spell
ENERGY & EXPLORATION: Unsecureds to Get 4.6% Under Amended Plan
ENERGY XXI: Makes One Debt Payment, Delays Two More
EXTREME PLASTICS: UCC Backs Motion to Use Cash Collateral
FLOUR CITY BAGELS: Bruegger's Says Royalties Unpaid Since December
FLOUR CITY BAGELS: Has Access to Cash Collateral Until April 15
FORESIGHT ENERGY: Has Until March 15 to Pay $23.6M Interest
FORESIGHT ENERGY: Posts $39.5M 2015 Net Loss, In Debt Talks
FOREVER GREEN: Cohen Seglias Can't Seek Fees in Malpractice Suit
FRESH & EASY: Workers Denied Class Certification Over PTO Claims
FTE NETWORKS: Delays Filing of Dec. 31 Quarterly Report
FUHU INC: Lists $42.6-Mil. in Assets, $158.2-Mil. in Debts
FUTUREWORLD CORP: Closes Exchange Pact With Building Turbines
GLASIR MEDICAL: Case Summary & 14 Unsecured Creditors
GOLDEN JUBILEE: Case Summary & 5 Unsecured Creditors
GRAHAM GULF: Opposes Committee's Bid for Trustee Appointment
GRAHAM GULF: Seeks Evidentiary Hearing on Carl Marks' Fees
GREAT LAKES PROPERTIES: Court Orders Mediation with MDEQ
GT ADVANCED: U.S. Trustee Calls Liability Releases Extraordinary
HAGGEN HOLDINGS: Albertson's Submits Binding Offer for 29 Stores
HALCON RESOURCES: Approves $5.9-Mil. Executive Retention Payments
HEXION INC: Incurs $40 Million Net Loss in 2015
HORSEHEAD HOLDING: $90M Chapter 11 Financing Gets Final Approval
HUDSON PRODUCTS: Moody's Lowers CFR to B3, Outlook Stable
INT'L BENEFITS: 4th Cir. Issues Amended Decision in Coverage Suit
INYX INC: 2nd Circuit Says CEO Still on the Hook for $1 Million
JACOR REALTY: Case Summary & 2 Unsecured Creditors
JAMES RIVER: Judge Set to Confirm Liquidating Plan
JEFFERIES GROUP: Moody's Affirms Ba2 Preferred Stock Rating
JHK INVESTMENTS: To Seek Approval of Reorganization Plan April 12
KIMPEL'S JEWELRY: Gov't Wins Summary Judgment on Unpaid Taxes
LEHMAN BROTHERS: Angry Comments Don't Require Recusal, Judge Says
LEHMAN BROTHERS: Supreme Court Denies Investment Firm's Appeal
LIFE PARTNERS: Former CEO Used Dog Shelter in Fraud
LIQUID HOLDINGS: Group Case Converted to Chapter 7 Liquidation
LIQUIDMETAL TECHNOLOGIES: Appoints Yeung Li as Director
LIQUIDMETAL TECHNOLOGIES: Further Amended CEO Employment Pact
LIQUIDMETAL TECHNOLOGIES: Raises $63M in Partnership with EONTEC
LIQUIDMETAL TECHNOLOGIES: Terminates SPA with Aspire Capital
LOUISIANA PELLETS: U.S. Trustee Forms 5-Member Committee
MAGNUM HUNTER: Says Texas Gas Pipeline Deal Burdensome
MFLR LLC: Case Summary & 14 Unsecured Creditors
MID-STATES SUPPLY: Creditors Object to Proposed Sale of Assets
MILLER AUTO PARTS: Has Access to Cash Collateral Until June
MONAKER GROUP: Hires LBB & Associates as New Accountants
MORGANS HOTEL: Reports $5.45 Million Net Income for 2015
MOTORS LIQUIDATION: Widower Urges Upholding New GM's Liability
MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development
MT. GOX: Japanese Bank Must Face Claims Over Collapse
NEW SOURCE ENERGY: Tumbles Into Chapter 7 Bankruptcy
NORTHWEST BARS: U.S. Trustee Unable to Appoint Committee
OUTERWALL INC: Moody's Retains Ba3 CFR on Increased Dividend
PALMAZ SCIENTIFIC: Joint Administration of Cases Approved
PALMAZ SCIENTIFIC: Vactronix Financing Has Interim Approval
PARFUMS ACQUISITION: Moody's Affirms B2 CFR, Outlook Stable
PICO HOLDINGS: Activist Bloggers Excoriate Hart Compensation Plan
PLY GEM HOLDINGS: Reports $32.3 Million Net Income for 2015
PROSPECT HOLDING: Moody's Raises CFR to Caa1, Outlook Stable
QUANTUM FUEL: Fails to Make Principal Payment on Convertible Notes
QUICKSILVER RESOURCES: Canada Units File for CCAA Protection
QUICKSILVER RESOURCES: Restates Fin'l Report Over Non-Cash Errors
QUICKSILVER RESOURCES: To Halt SEC Filings; E&Y Steps Down
QUICKSILVER RESOURCES: Unsecureds, 2nd Lien Lenders Face Off Today
RADIAN GROUP: Moody's Assigns Ba3 Rating on Planned $325MM Debt
RELATIVITY MEDIA: Inks 2nd Stipulation for Use of Cash Collateral
RELATIVITY MEDIA: Loses Kevin Spacey in Reorganization Plan
RESTAURANT ACQUISITIONS: Has Until June 29 to File Plan
RYCKMAN CREEK: Files Schedules of Assets and Liabilities
SABINE OIL: Authorized to Reject Pipeline Contracts
SANTA FE GOLD: Chapter 11 Case Dismissed
SARATOGA RESOURCES: Wants Plan Exclusivity Moved to April 15
SEANERGY MARITIME: Jelco Delta Reports 91.4% Stake at March 7
SENSUS USA: Moody's Assigns B2 Rating on $75MM Sr. Sec. Facility
SH 130 CONCESSION: NC Reassessing $647M I-77 Project Contract
SOLYNDRA LLC: Inks $7.5M Settlement With Yingli Green Energy
SOUTHGATE MALL: Case Summary & 10 Unsecured Creditors
SPI ENERGY: Xiaofeng Peng Has 15.5% Stake as of Feb. 15
STANFORD GROUP: 5th Cir. Denies Charities' Bid for Rehearing
STEVEN SANN: Court Junks Sherwood's Amended Counterclaim
STEVEN SANN: Loses Bid to Stay Proceedings Until Jail Release
STONE & WEBSTER: Court Allows Traveler's Claim for $2.3-Mil.
SUN BANCORP: Swings to $10.2 Million Net Income for 2015
SUNDEVIL POWER: Claims Bar Date Set for April 11
TARGET CANADA: Retailers Left Behind Win Legal Round
TGHI INC: U.S. Trustee Unable to Appoint Committee
TRANSGENOMIC INC: Temporarily Suspends Laboratory Testing Services
TRUMP ENTERTAINMENT: Taj Mahal Now Icahn's After Chapter 11 Exit
TURNER VALLEY: Unveils Insider Purchases, In Talks with Creditors
UNIVERSITY GENERAL: Court Denies Certification of Workers' Suit
USA DISCOUNTERS: Taps Goodwin Procter as Special Counsel
VALEANT PHARMACEUTICALS: Moody's Lowers Corp. Family Rating to B1
VALLEY FORGE: Exec Gets Seven Years for Selling Tech to China
VARIANT HOLDING: Affiliates Seek Shield from Ex-CEO's Liens
VARIANT HOLDING: Pachulski Stang OK'd as Subsidiaries' Counsel
VARIANT HOLDING: Upshot Services Approved as Administrative Advisor
VILLAGE DEVELOPMENT: Case Summary & 15 Top Unsecured Creditors
VUZIX CORP: Reviews Company Highlights at Roth Conference
WALTER ENERGY: Bankruptcy Court's Sale Order Affirmed
WESTMORELAND COAL: Incurs $203 Million Net Loss in 2015
WESTMORELAND RESOURCE: Had $33M Loss in 2015, Warns of Bankruptcy
WINDSTREAM SERVICES: Fitch Cuts Issuer Default Rating to 'BB-'
YELLOW CAB: Fights Injured Attorney's $26 Million Jury Verdict
[*] Business Development Companies Face Challenges, Moody's Says
[*] Fried Frank Elects 10 New Partners, Promotes 8 Special Counsel
[*] Roger Dobson and Katie Higgins Join Jones Day's Sydney Office
[*] White & Case Adds Jan Andrusko as Partner in Prague
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
ABENGOA BIOENERGY: March 29 Hearing on DIP Loan to Pay Wages
------------------------------------------------------------
Tracy Rucinski at Reuters reported that Abengoa Bioenergy US
Holding LLC, a unit of Spanish conglomerate Abengoa SA (ABG.MC),
received interim financing to pay wages and keep the lights on
while it tries to reorganize under Chapter 11. U.S. Bankruptcy
Judge Kathy Surratt-States approved the debtor-in-possession or DIP
loan on an interim basis over objections from grain suppliers who
are owed money by Abengoa Bioenergy and said they feared the cash
would end up in Spain.
According to the report, the judge's ruling cleared the way for
Abengoa Bioenergy to borrow $7 million now and could return to
court later to seek additional financing.
Grain suppliers Gavilon Grain LLC, the Farmers Cooperative
Association, The Andersons Inc and Central Valley Ag have cited
concerns in court documents that the U.S. business was transferring
cash and loan proceeds to Abengoa SA.
DLA Piper attorney Richard Chesley, who represents Abengoa
Bioenergy, tried to assuage their concerns.
"We're closing Spanish bank accounts. The cash is very
controlled," Chesley said, adding that the DIP lender also wants to
know where the cash was going.
A final hearing on the DIP will be held on March 29.
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.
ADAMIS PHARMACEUTICALS: Board Adopts 2016 Bonus Plan
----------------------------------------------------
At a meeting held on March 9, 2016, the independent members of the
Board of Directors of Adamis Pharmaceuticals Corporation, based on
a recommendation by the Compensation Committee, approved the Adamis
Pharmaceuticals Corporation 2016 Bonus Plan.
As disclosed in a regulatory filing with the Securities and
Exchange Commission, the 2016 Bonus Plan is substantially similar
to the 2015 Bonus Plan approved in March 2015 with respect to the
2015 year. The terms of the 2016 Bonus Plan establish for each
level of Company employee, including the Company's executive
officers but excluding the Company's field sales employees, a
target cash bonus amount, expressed as a percentage of base salary.
Bonus payments will be based on an evaluation by the Compensation
Committee, as well as the independent members of the Board of
Directors, of the Company's achievement of corporate performance
goals for 2016.
The corporate performance goals for 2016 were also approved by the
Compensation Committee of the Board of Directors at the meeting and
include the achievement of performance targets and business goals
tied to the Company's financial results, capital raising and
strategic activities, clinical development and regulatory filings
and approvals, clinical trials and related results and product
development activities.
About Adamis
San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.
Mayer Hoffman McCann, P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the transition period ended Dec. 31, 2014, citing
that the Company has incurred recurring losses from operations, and
is dependent on additional financing to fund operations.
Adamis reported a net loss of $8.15 million for the year ended
March 31, 2014, as compared with a net loss of $7.19 million for
the year ended March 31, 2013.
Bankruptcy Warning
"Our management intends to attempt to secure additional required
funding through equity or debt financings, sales or out-licensing
of intellectual property assets, seeking partnerships with other
pharmaceutical companies or third parties to co-develop and fund
research and development efforts, or similar transactions. However,
there can be no assurance that we will be able to obtain any
required additional funding. If we are unsuccessful in securing
funding from any of these sources, we will defer, reduce or
eliminate certain planned expenditures and delay development or
commercialization of some or all of our products. If we do not
have sufficient funds to continue operations, we could be required
to seek bankruptcy protection or other alternatives that could
result in our stockholders losing some or all of their investment
in us," the Company stated in its quarterly report for the period
ended Sept. 30, 2015.
AE & SM: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: AE & SM, LLC
28004 Center Oaks Ct 100
Wixom, MI 48393
Case No.: 16-43835
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Hon. Marci B McIvor
Debtor's Counsel: Yuliy Osipov, Esq.
OSIPOV BIGELMAN, P.C.
20700 Civic Center Drive, Ste. 420
Southfield, MI 48076
Tel: 248-663-1800
E-mail: yotc_ecf@yahoo.com
yo@osbig.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $0 to $50,000
The petition was signed by Alan J. Bossio, member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
AERCAP HOLDINGS: Moody's Reviews Ba2 Rating For Possible Upgrade
----------------------------------------------------------------
Moody's Investors Service has placed the Ba2 corporate family and
senior unsecured ratings of AerCap Holdings N.V. on review for
possible upgrade.
RATINGS RATIONALE
The review for possible upgrade of AerCap's ratings is based on the
company's success reducing leverage, building liquidity, and
delivering strong operating performance after having fully
integrated the operations of International Lease Finance
Corporation, acquired in May 2014.
AerCap reduced leverage to 3.6x debt/tangible common equity
(adjusted for $1 billion prefunding) at year-end 2015, down from
4.2x at year-end 2014, but higher than the 3.4x Moody's
anticipated. By its own measure, AerCap reduced leverage to 2.9x,
within its target range of 2.7x - 3.0x. Unlike Moody's, AerCap's
measure nets all unrestricted cash against debt and provides 50%
equity credit to the company's trust-preferred and subordinated
debt securities. Moody's expects that AerCap will be able to
maintain its target leverage based upon anticipated earnings and
capital formation, and also considering the company's $400 million
share repurchase authorization. During the review, Moody's will
assess the adequacy of AerCap's capital position on Moody's
measures, particularly in light of the company's aircraft purchase
commitments, associated purchase financing, and financial targets.
AerCap has strong liquidity, anchored by solid operating cash flow
and cash balances of $2.4 billion at year-end 2015. During the past
year, AerCap increased and extended liquidity facilities and
lengthened debt maturities. AerCap's ratio of liquidity sources to
debt service and capital expenditures measured 1.6x at December 31,
above its 1.2x target, and currently providing more than 18 months
of liquidity runway. Moody's anticipates that the firm's liquidity
will decline toward its 1.2x target as it takes delivery of new
aircraft over the next few years. AerCap's flexibility in
maintaining adequate liquidity as its new aircraft deliveries ramp
up materially in 2017 and 2018 will be a key aspect of Moody's
ratings review.
AerCap's solid operating performance reflects its strong net
finance margin that compares favorably to industry peers, owing to
high average yields and a cost of funds lower than peer average.
Earnings have also been aided by the company meeting cost
efficiency targets since completing the transition of ILFC
operations, as well as by gains from the sale of a higher than
anticipated number of older aircraft from the company's fleet. The
firm has good prospects for continuing its record of stable
performance, given its success keeping aircraft utilization high,
renewing maturing leases and committing new aircraft to leases well
in advance of delivery from manufacturers.
Moody's could upgrade AerCap's ratings if it views the company's
capital buffer as sufficient given the firm's capital management
and leverage profile and considering the company's improving fleet
composition and strong expected profitability. An upgrade would
also be contingent on AerCap demonstrating an ability to flexibly
manage its liquidity in the face of upcoming uses of cash,
including debt maturities and aircraft deliveries.
Ratings on review for possible upgrade include:
AerCap Holdings N.V.:
Corporate Family: Ba2
AerCap Ireland Capital Limited:
Senior unsecured shelf: (P)Ba2
Backed senior unsecured: Ba2
Delos Finance SARL:
Backed senior secured bank credit facility: Ba1
Flying Fortress Inc.:
Backed senior secured bank credit facility: Ba1
ILFC E-Capital Trust I:
Backed preferred stock: B1(hyb)
ILFC E-Capital Trust II:
Backed preferred stock: B1(hyb)
International Lease Finance Corporation:
Senior unsecured: Ba2
Senior unsecured shelf: (P)Ba2
Senior secured: Ba1
Preferred stock: B1(hyb)
AerCap is a major commercial aircraft leasing company listed on the
New York Stock Exchange (AER). The company reported total assets of
$43.9 billion and annual net earnings of $1.2 billion at December
31, 2015.
AES THAMES: Transfers to Moran Not Voidable, Court Rules
--------------------------------------------------------
Charles M. Forman, the chapter 7 trustee for AES Thames, LLC, filed
an adversary complaint against Moran Towing Corporation seeking to
avoid and recover two transfers as preference payments specifically
transfers made on December 15, 2010, and January 6, 2011, totaling
$798,068.
The parties agree that Moran provided the Debtor with $445,446 of
unpaid new value leaving a balance of $352,618, prior to
application of any ordinary course of business defense.
Moran argues that the transfers are not avoidable because the
debtor paid the transfers in the ordinary course of its business
with Moran.
In a Memorandum dated March 3, 2016, which is available at
http://is.gd/t0411Ifrom Leagle.com, Judge Kevin J. Carey of the
United States Bankruptcy Court for the District of Delaware
concluded that Moran has met its burden of establishing that the
ordinary course of business defense applies to the Transfers.
Accordingly, Judge Carey concludes that the Trustee may not avoid
and recover the transfers at issue because those transfers were
made in the ordinary course of business between the Debtor and
Moran.
The adversary proceeding is CHARLES M. FORMAN, Chapter 7 Trustee,
Plaintiff, v. MORAN TOWING CORP., Defendant, Adversary No. 13-50395
(KJC)(Bankr. D. Del.).
The bankruptcy case is In re: AES Thames, LLC, et al., Chapter 7,
Debtors, Case No. 11-10334 (KJC) (Jointly Administered)(Bankr. D.
Del.).
Charles M. Forman, Chapter 7 Trustee, Plaintiff, is represented by
Harry M. Gutfleish, Esq. -- Goldman, Davis & Gutfleish, P.C., Erin
J. Kennedy, Esq. -- ekennedy@formanlaw.com -- Forman Holt Eliades &
Youngman LLC, Katharine L. Mayer, Esq. -- kmayer@mccarter.com --
McCarter & English, LLP.
Moran Towing Corp., Defendant, is represented by Rachel B. Mersky,
Esq. -- RMersky@monlaw.com -- Monzack Mersky McLaughlin & Browder,
PA.
About AES Thames
Uncasville, Connecticut-based AES Thames, L.L.C., owns and
operates a coal-fired power plant located in Montville,
Connecticut. The facility generates and sells electricity to
Connecticut Light and Power Company. It also supplies processed
steam to a recycled paperboard mill owned by Smurfit-Stone
Container Corp. AES Thames is a unit of AES Corp., the Arlington,
Virginia-based power producer with operations in 29 countries.
AES Thames filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 11-10334) on Feb. 1, 2011. The increased cost of
energy production and the "uneconomic and onerous provisions" of a
steam sale agreement with Smurfit-Stone's predecessor led AES
Thames to seek bankruptcy protection.
Adam G. Landis, Esq., Kerri K. Mumford, Esq., J. Landon Ellis,
Esq., and Jeffrey R. Drobish, Esq., at Landis Rath & Cobb LLP, in
Wilmington, Delaware, serve as the Debtor's bankruptcy counsel.
The Debtor tapped Murtha Cullina LLP as its special counsel;
Charles River Associates as its regulatory consultant, and
Houlihan Lockey Capital, Inc., as financial advisor and investment
banker.
According to court filings, based on the balance sheet as of
Dec. 1, 2010, total assets were $162 million, and the Debtor has
$52 million in short term liabilities and $122.6 million in long
term debt.
The Official Committee of Unsecured Creditors tapped FTI
Consulting Inc. as its restructuring and financial advisor, and
Blank Rome LLP as its counsel.
AFA INVESTMENT: Wins Summary Judgment Against Dale & Sons
---------------------------------------------------------
Judge Mary F. Walrath of the United States Bankruptcy Court for the
District of Maine granted AFA Investment., et al.'s Motion for
Summary Judgment on a preference complaint filed against Dale T.
Smith & Sons Meat Packing Company.
On April 16, 2014, the debtors filed a complaint seeking to avoid
and recover twenty-five transfers to Dale & Sons totaling
$2,273,500 from the debtors done during the preference period.
On September 30, 2015, the debtors filed a Motion for Summary
Judgment seeking judgment for $215,664.61 of the transfers. The
debtors argued that there are no disputed issues of material fact
as to the prima facie elements of the preference action and they
are entitled to judgment as a matter of law on all of Dale & Sons'
asserted defenses. On the other hand, Dale & Sons contended that
the debtors have not established that Dale & Sons received more
than it would otherwise have obtained in a hypothetical chapter 7
liquidation, and that the ordinary course of business defense
applies to the transfers.
David Beckham, the debtors' former chief restructuring officer and
current plan administrator, estimated no recovery for general
unsecured creditors such as Dale & Sons, and a reduced recovery for
section 503(b)(9) claimants. Based on that declaration, Judge
Walrath concluded that the debtors have satisfied their burden
under Section 547(b)(5) which required that a creditor receive more
than it would have in a chapter 7 liquidation before a transfer is
deemed avoidable, and that the debtors have made a prima facie
showing that the transfers were preferential.
Both parties agreed that Dale & Sons is entitled to apply the
subsequent new value defense to reduce the net preference amount,
but the parties disagreed on the amount of new value given. Judge
Walrath followed the "subsequent-advance" approach and concluded
that after applying Dale & Sons' subsequent new value defense, the
net recoverable preference equals $215,664.61.
Dale & Sons also asserted that the transfers were made in the
ordinary course of business under section 547(c)(2). Judge
Walrath, however, agreed with the the debtors in that the
difference in payment timing between the historical period and the
preference period demonstrates that the transfers were not
ordinary. Judge Walrath also found that Dale & Sons failed to
demonstrate that the transfers were consistent with ordinary
business terms in its industry.
Judge Walrath awarded prejudgment interest of 0.13% from the date
the complaint was filed through the date of judgment, which is the
rate applicable to one year Treasury bills for the week preceding
the date the complaint was filed.
The bankruptcy case is IN RE: AFA INVESTMENT INC., ET AL., CHAPTER
11, DEBTORS, Case No. 12-11127 Jointly Administered (Bankr. D.
Del.).
The adversary proceeding is AFA INVESTMENT INC., et al., Plaintiff,
v. DALE T. SMITH & SONS MEAT PACKING COMPANY. Defendant, Adv. No.
14-50134 (MFW) (Bankr. D. Me.).
A full-text copy of Judge Walrath's March 9, 2016 order is
available at http://is.gd/hHST7qfrom Leagle.com.
AFA Investment Inc., et al. are represented by:
Julia B. Klein, Esq.
THE ROSNER LAW GROUP LLC
824 N. Market Street, Suite 810
Wilmington, DE 19801
Tel: 302-777-1111
Email: klein@teamrosner.com
-- and --
Joseph L. Steinfeld Jr., Esq.
ASK LLP
2600 Eagan Woods Drive, Suite 400
St. Paul, MN 55121
Tel: 651-406-9665
Fax: 651-406-9676
Email: jsteinfeld@askllp.com
Dale T. Smith & Sons Meat Packing Company is represented by:
Brian E Farnan, Esq.
FARNAN LLP
919 North Market St., 12th Floor
Wilmington, DE 19801
Tel: (302)777-0300
Fax: (302)777-0301
Email: bfarnan@farnanlaw.com
About AFA Foods
King of Prussia, Pennsylvania-based AFA Foods Inc. was one of the
largest processors of ground beef products in the United States.
AFA had seven facilities capable of producing 800 million pound of
ground beef annually. Revenue in 2011 was $958 million.
Yucaipa Cos. acquired the business in 2008 and currently owns 92%
of the common stock and all of the preferred stock.
AFA Foods, AFA Investment Inc. and other affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-11127) on
April 2, 2012, after recent changes in the market for its ground
beef products and the impact of negative media coverage related to
boneless lean beef trimmings (BLBT) affected sales.
Judge Mary Walrath presides over the case. Laura Davis Jones,
Esq., Timothy P. Cairns, Esq., and Peter J. Keane, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware; Tobias
S. Keller, Esq., at Jones Day, in San Francisco; and Jeffrey B.
Ellman, Esq., and Brett J. Berlin, Esq., at Jones Day, in Atlanta,
Georgia, represent the Debtors. FTI Consulting Inc. serves as the
Debtors' financial advisors and Imperial Capital LLC serves as
marketing consultants. Kurtzman Carson Consultants LLC serves as
noticing and claims agent.
As of Feb. 29, 2012, the Debtors' books and records on a
consolidated basis, reflected approximately $219 million in assets
and $197 million in liabilities. AFA Foods, Inc., disclosed
$615,859,574 in assets and $544,499,689 in liabilities as of the
Petition Date.
Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the official committee of unsecured creditors in the
Debtors' cases. The Committee has obtained approval to hire
McDonald Hopkins LLC as lead counsel and Potter Anderson & Corroon
LLP serves as co-counsel. The Committee also obtained approval to
retain J.H. Cohn LLP as its financial advisor.
AFA, in its Chapter 11 case, sold plants and paid off the first-
lien lenders and the loan financing the Chapter 11 effort.
Remaining assets are $14 million cash and the right to file
lawsuits.
General Electric Capital Corp. and Bank of America Corp. provided
about $60 million in DIP financing. The loan was paid off in
July 2012.
In October 2012, the Bankruptcy Court denied a settlement that
would have released Yucaipa Cos., the owner and junior lender to
AFA Foods, from claims and lawsuits the creditors might otherwise
bring, in exchange for cash to pay unsecured creditors' claims
under a liquidating Chapter 11 plan. Under the deal, Yucaipa
would have received $11.2 million from the $14 million, with the
remainder earmarked for unsecured creditors. Asset recoveries
above $14 million would be split with Yucaipa receiving 90% and
creditors 10%. Proceeds from lawsuits would be divided roughly
50-50.
In April 2014, the Debtors notified the Bankruptcy Court that
their First Amended Joint Chapter 11 Plan of Liquidation dated
Jan. 14, 2014, became effective on April 16.
On March 7, 2014, the Court confirmed the Debtors' Amended
Liquidation plan after it approved the adequacy of the Debtors'
disclosure statement explaining their plan on the same date.
The Debtors' plan facilitates the continued liquidation and
distribution of their remaining assets and the wind down of their
estates, consistent with the global settlement previously approved
by the Court. They believe the plan provides the best recoveries
possible for those holders of allowed claims anticipated to
receive distributions under the plan, according to the Debtors.
ALL ISLAND: Trustee Directed to File Amended Final Report
---------------------------------------------------------
Before the Court are the final applications for compensation for
the Chapter 7 Trustee, Kenneth Kirschenbaum, and counsel for the
Trustee, Kirschenbaum & Kirschenbaum, P.C. as well as other
professionals retained by the Trustee in the case of All Island
Truck Leasing Corp.
In this case, the Trustee was appointed to a failed chapter 11 case
with assets including numerous vehicles owned by the Debtor which
appeared to have no equity, as well as a group of unencumbered
vehicles and some cash on hand, which appeared to be subject to a
blanket lien on the Debtor's assets. The Trustee was tasked with
determining the lien status of the vehicles and deciding in a
relatively short time span the extent to which the case should be
administered. Ultimately, the Trustee was successful in generating
an estate by administering the collateral of the secured creditors
who agreed to provide the estate with a cash distribution pursuant
to carve-out agreements, collecting accounts receivable, and
selling unencumbered assets of the estate. In sum, the Trustee
realized gross receipts of $863,479.97. After paying the secured
creditors, the estate was reduced to $222,427.31.
The Trustee seeks statutory commissions of $46,424 plus expenses of
$462.65 and K&K seeks fees of $34,725 plus expenses of $942.38. The
total amount of chapter 7 administration expenses requested are
$202,544.66. Pursuant to the Trustee's Final Report, there will be
no distribution to unsecured creditors after a partial distribution
for chapter 11 administration expenses is made.
In a Memorandum Decision dated March 2, 2016, which is available at
http://is.gd/Jq4Y8Gfrom Leagle.com, Judge Robert E. Grossman of
the United States Bankruptcy Court for the Eastern District of New
York held that the Trustee has failed to demonstrate that the
Trustee and retained professionals have provided any benefit to
unsecured creditors. In view of this, the Court will adjourn the
applications of the Trustee, K&K and the other professionals
retained by the Trustee pending the submission of an amended Final
Report and fee applications consistent with this Memorandum
Decision.
Judge Grossman found many troubling aspects of this case. First,
the Court advised the Trustee at the initial hearing after the
Debtor's case was converted that the Debtor's estate should not be
administered solely for the benefit of the secured creditors and
the professionals. If the Trustee intended to negotiate a carve-out
to administer assets which were subject to claimed liens, the
Trustee should ensure that his efforts would benefit more than the
Trustee and his professionals, Judge Grossman held.
Second, the Trustee appears to have disregarded a stipulation with
a secured creditor, which was so-ordered by the Court, specifically
providing for a carve-out for the benefit of unsecured creditors.
Third, the Court advised the Trustee at the first hearing on the
Trustee's final report and application for compensation that a
reduction in compensation may be appropriate to allow for a
distribution to creditors. Despite these events, there has been no
modification of the requests by the Trustee or K&K. In fact, the
Trustee has doubled down on his request by filing a supplemental
affirmation claiming that it was too difficult to have known at the
outset that administration of the estate would have generated no
return for the unsecured creditors.
The Trustee is directed to submit an amended final report,
inclusive of proposed distributions consistent with this Memorandum
Decision. The Court will hold an additional hearing, at a date to
be determined, and will determine whether, in light of the changed
proposed distribution, the Trustee and retained professionals are
entitled to compensation.
The case is In re: All Island Truck Leasing Corp., Chapter 7,
Debtor,Case No. 8-09-77670-reg (Bankr. E.D.N.Y.).
ARCH COAL: Court Approves $2.3-Mil. Sale of Knott County to Quest
-----------------------------------------------------------------
Judge Charles E. Rendlen III of the U.S. Bankruptcy Court for the
Eastern District of Missouri authorized debtors Arch Coal, Inc.,
and ICG, Inc., to sell their membership interests in debtor ICG
Knott County, LLC, to Quest Energy Inc.
The Court authorized the sale of the Knott County Assets free and
clear of encumbrances, provided that the parties are not excused
from performing their obligations under the Knott County MIPA.
Debtor ICG Knott County, LLC, is a Delaware limited liability
company that holds certain property and idled operations generally
located in Knott, Letcher, Breathitt, Pike, Floyd, Leslie and
Perry
Counties in Kentucky.
The Knott County MIPA includes, among others, the following
salient
provisions:
(a) Structure: The Seller will transfer the Knott County
Assets and associated liabilities to Quest.
(b) Purchase Price: At closing, in consideration of Quest
taking the Seller's Membership Interests in ICG Knott County, LLC,
the Seller will pay the sum of $2.3 million in cash, plus
Estimated
Closing Date Liabilities, which consist of Seller's good faith
estimate of liabilities deriving from (i) all accounts payable of
ICG Knott County, LLC, (ii) all production and production-related
taxes of ICG Knott County, LLC accrued for periods prior to the
Closing Date, which will remain unpaid as of the Closing Date, and
(iii) all employee payroll and related costs owed by ICG Knott
County, LLC and which will remain unpaid on the Closing Date. The
Debtors estimate that, based on ICG Knott County, LLC's balance
sheet as of Dec. 31, 2015, the Estimated Closing Date Liabilities
would amount to $1.62 million.
(c) Purchased Assets: The purchased assets will consist of
all
of ICG, Inc.'s membership interests in ICG Knott County, LLC.
The Debtors believe that the Knott County Sale would generate
substantial value for their estates by relieving them of
significant liabilities with respect to idled assets that they do
not plan to use in the future, and that entry of the Proposed
Order
is essential in order to achieve these benefits.
About Arch Coal
Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country. As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves. As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.
Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016. The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.
The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion. Judge Charles E. Rendlen III has been assigned
the case.
The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent
The Official Committee of Unsecured Creditors tapped Spencer Fane
LLP and Kramer Levin Naftalis & Frankel LLP as attorneys.
ARCH COAL: De Minimis Asset Sale Procedures Approved
----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri
approved the procedures to sell or abandon de minimis assets
requested by Arch Coal, Inc., and its debtor-subsidiaries.
For purposes of the Procedures, the Court ruled that (a) the net
benefit estimated to be realized by the Debtors' estates in a
private sale of De Minimis Assets or (b) the book value of a De
Minimis Asset to be auctioned will constitute the "Transaction
Value."
To the extent that any Cure Claims are payable in connection with a
transaction under the Procedures, the Cure Claims will (a) to the
extent paid by the purchaser, not count against the Transaction
Value and (b) to the extent paid by the Debtors, be deducted from
the total consideration received by the Debtors to be applied
against the Transaction Value.
The Procedures provide, among other things, that:
* if the Transaction Value for a De Minimis Asset is less than
or equal to $2 million, no notice or hearing will be
required;
* if the Debtors are transferring De Minimis Assets via a sale
or an auction, they must file a notice with the Court
substantially in the approved form of sale notice;
* the deadline for filing an objection to the proposed sale or
auction will be 4:00 p.m. (prevailing Central time) on the
date that is seven days after the date the Sale Notice or
Auction Notice is filed and served;
* if the Transaction Value for the sale of a De Minimis Asset
that the Debtors believe is arguably outside of the ordinary
course of the Debtors' businesses is greater than
$7,500,000, the Debtors will file a motion with the Court
requesting approval of the sale;
* the Debtors will be permitted to compensate any broker or
auctioneer they engaged in connection with any sale,
auction, attempted sale or attempted auction of De Minimis
Assets, as applicable;
* any creditor asserting a Lien on any De Minimis Assets to be
sold that receives a Sale Notice or an Auction Notice will
have an opportunity to object to any sale or auction in
which they claim an interest; and
* parties that purchase De Minimis Assets in accordance with
the Procedures will be afforded the protections under
Section 363(m) of the Bankruptcy Code.
About Arch Coal
Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country. As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves. As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.
Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016. The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.
The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion. Judge Charles E. Rendlen III has been assigned
the case.
The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent
The Official Committee of Unsecured Creditors tapped Spencer Fane
LLP and Kramer Levin Naftalis & Frankel LLP as attorneys.
ATNA RESOURCES: Lists $1.22-Mil. in Assets, $133-Mil. in Debt
-------------------------------------------------------------
Atna Resources Inc. filed with the U.S. Bankruptcy Court for the
District of Colorado its schedules of assets liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property Unknown
B. Personal Property $1,224,216
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $19,532,727
E. Creditors Holding
Unsecured Priority
Claims $33,149
F. Creditors Holding
Unsecured Non-Priority
Claims $93,696,491
----------- -----------
Total $1,224,216 $113,262,368
In a separate filing, Atna Resources also filed Official Form 206D
Schedule D: Creditors Who Have Claims Secured by Property.
Copies of the schedules are available for free at:
http://bankrupt.com/misc/AtnaResources_177_SAL.pdf
http://bankrupt.com/misc/AtnaResources_178_SAL.pdf
About Atna Resources
Headquartered in Lakewood, Colorado, Atna Resources Ltd. --
http://www.atna.com/-- is engaged in all phases of the mining
business, including exploration, preparation of pre-feasibility
and
feasibility studies, permitting, construction and development,
operation and final closure of mining properties.
The Company owns or controls various properties with gold
resources. The Company's production property includes Briggs Mine
California and Pinson Mine Property, Nevada. The Company's
development properties include Mag Pit at Pinson; Columbia
Project,
Montana and Briggs Satellite Projects, California. Its
exploration
properties include Sand Creek Uranium Joint Arrangement, Wyoming;
Blue Bird Prospect, Montana and Canadian Properties, Yukon and
British Columbia. Its Closure Property is Kendall, Montana. The
Briggs mine is located on approximately 156 unpatented claims,
including approximately 15 mill site claims, covering over 2,890
acres. The Company's Pinson Mine Property is located in Humboldt
County, Nevada, over 30 miles east of Winnemucca.
Atna Resources, Inc. and its direct and indirect subsidiaries
filed
Chapter 11 bankruptcy petitions (Bankr. D. Colo. Proposed Lead
Case
No. 15-22848) on Nov. 18, 2015. The petitions were signed by
Rodney D. Gloss as vice president & chief financial officer.
Atna also sought ancillary relief in Canada pursuant to the
Companies' Creditors Arrangement Act in the Supreme Court of
British Columbia in Vancouver, Canada.
In its Chapter 11 petition, Atna estimated assets in the range of
$10 million to $50 million and liabilities of $50 million to $100
million.
Squire Patton Boggs (US) LLP serves as counsel to the Debtors.
On Dec. 14, 2015, the Office of the United States Trustee for the
District of Colorado appointed a statutory committee of unsecured
creditors in the Chapter 11 Cases. The Committee tapped Onsager |
Guyerson | Fletcher | Johnson as attorneys.
AXION INTERNATIONAL: Lists $12.6M in Assets, $16.5M in Debt
-----------------------------------------------------------
Axion International, Inc., filed with the U.S. Bankruptcy Court for
the District of Delaware its schedules of assets liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property Unknown
B. Personal Property $12,653,120
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $9,609,297
E. Creditors Holding
Unsecured Priority
Claims $186,628
F. Creditors Holding
Unsecured Non-Priority
Claims $6,769,335
----------- -----------
Total $12,653,120* $16,565,260
* plus an unknown amount
A copy of the schedules is available for free at:
http://bankrupt.com/misc/AxionInternational_96_SAL.pdf
About Axion
Axion International, Inc., Axion International Holdings, Inc. and
Axion Recycled Plastics Incorporated filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12415) on
Dec. 2, 2015. The petition was signed by Donald W. Fallon as
chief
financial officer and treasurer. The Debtors estimated both
assets
and liabilities in the range of $10 million to $50 million.
Bayard, P.A. represents and Debtors as counsel. Epiq Bankruptcy
Solutions, LLC serves as the Debtors' claims and noticing agent.
Judge Christopher S. Sontchi has been assigned the case.
The Debtors manufacture, market and sell structural products and
building materials, with an emphasis on railroad ties and
construction mats.
As of the Petition Date, the Debtors employ approximately 70
employees.
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. EisnerAmper LLP
serves as its financial advisor.
BILTMORE: Conlon Fails to Prove Claims vs Banks, Court Rules
------------------------------------------------------------
Judge James A. Teilborg of the United States District Court for the
District Arizona entered judgment against the plaintiffs Mark A.
Finney and the Conlon Group Arizona, LLC, who filed a claim for
damages against First Tennessee Bank, Nationstar Mortgage, LLC, and
Bank of New York Mellon for breach of the implied covenant of good
faith and fair dealing.
The plaintiffs alleged that First Tennessee, Nationstar, and the
Bank of New York Mellon breached the implied covenant of good faith
and fair dealing when the defendants refused to consider a loan
modification for three investment properties that the plaintiffs
refinanced through First Tennessee's predecessor, First Horizon
Home Loan Corporation.
The investment properties pertained to three Biltmore properties
that Conlon purchased to rent out as a conservative, long-range
investment. First Horizon provided financing for Conlon's purchase
in 2003. The loans were later refinanced, and the refinanced loans
were subsequently transferred and sold into a securitized trust
that was managed by Bank of New York Mellon in May 2007. First
Horizon was thereafter merged into its parent, First Tennessee, and
Conlon ultimately made its mortgage payments to First Tennessee
from June 1, 2007 to June 1, 2011.
After Biltmore's ownership filed for bankruptcy, Conlon contacted
First Tennessee to discuss the possibility of a loan modification
in light of the threat bankruptcy posed to the properties' value
and the expected cost of litigation to protect the properties.
First Tennessee informed Conlon that Nationstar would be the new
servicer. When Conlon contacted Nationstar, the latter informed
Conlon that it would not consider loan modification. On September
27, 2011, Nationstar informed Conlon that the properties were in
default.
The plaintiffs filed a claim for breach of the implied covenant of
good faith and fair dealing, asking the court to award them
$526,000 for the defendants' alleged breach. The plaintiffs
contended that based on the loan documents and the behavior of the
parties to the agreement, the plaintiffs had a reasonable
expectation that the defendants would consider in good faith a loan
modification of the properties.
Judge Teilborg held that even assuming that the defendants breached
the implied covenant of good faith and fair dealing by failing to
consider a loan modification, the plaintiffs have nevertheless
failed to establish to a reasonable certainty that they suffered
damages flowing from a breach. The judge explained that while the
plaintiffs contended that they were injured in 2007 when Conlon
refinanced the properties with First Horizon, and in 2009 when they
became actively involved in the Biltmore's bankruptcy, the alleged
breach occurred only in 2011 when Conlon contacted Nationstar and
was informed that it was ineligible for loan modification. Judge
Teilborg stated that the plaintiffs failed to proffer persuasive
argument or authority to support the theory that damages may
precede a breach of the implied covenant.
The case is Mark A. Finney, et al., Plaintiffs, v. First Tennessee
Bank, et al., Defendants, No. CV-12-01249-PHX-JAT WO (D. Ariz.).
A full-text copy of Judge Teilborg's March 3, 2016 findings of fact
and conclusions of law is available at http://is.gd/JHNfO2from
Leagle.com.
Mark A Finney and Conlon Group Arizona LLC are represented by:
Jerry L Cochran, Esq.
COCHRAN LAW FIRM PC
4509 W. Broad Street
Richmond, VA 23230
Tel: (804)358-2222
First Tennessee Bank, Nationstar Mortgage LLC, and Bank of New York
Mellon are represented by:
Ashley Elizabeth Calhoun, Esq.
Justin Donald Balser, Esq.
AKERMAN LLP
1400 Wewatta Street, Suite 500
Denver, CO 80202
Tel: (303)260-7712
Fax: (303)260-7714
Email: ashley.calhoun@akerman.com
justin.balser@akerman.com
BINDER & BINDER: Stellus Disclosures Hearing Adjourned to April 22
------------------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining the Chapter 11 plan for Binder & Binder that is proposed
by Stellus Capital Investment Corporation and statutory unsecured
creditors committee has been further adjourned to April 22, 2016,
at 2:00 p.m. (prevailing Eastern Time). Objections to the latest
iteration of the Disclosure Statement are due April 15 at 4:00
p.m.
The hearing to consider the Plan Proponents' disclosure statement
motion was initially scheduled for Dec. 21, 2015, subsequently
adjourned to March 10, 2016, and then further adjourned to April
22.
Stellus and the Committee announced March 9 that they intend to
file amended versions of the Plan, the Disclosure Statement, and
the Disclosure Statement Motion sufficiently in advance of the
Objection Deadline, and the Voting Record Date and the other
proposed solicitation and voting-related deadlines will be set
forth in such amended filings.
No Consensual Plan Yet
The Plan Proponents' First Amended Joint Plan filed Jan. 15, 2016,
contemplates (i) substantive consolidation of all the Debtors for
purposes of voting and implementation of the Plan; (ii) appointment
on the Effective Date of the Plan Administrator for the purpose of
overseeing and facilitating the implementation of the Plan by the
Reorganized Debtors; (iii) gradual, orderly, and controlled
downsizing of the Reorganized Debtors' businesses over an extended
period of time primarily through the elimination of advertising
expenses that otherwise would be incurred by the Reorganized
Debtors following the Effective Date in generating new SSA/VA
Cases, at least until such time as the Allowed First DIP Lender
Secured Claims are paid in full in accordance with the Plan, at
which point the Reorganized Debtors may (but under the Plan are not
obligated or committed to) resume incurrence of advertising
expenses for the purpose of generating new SSA/VA Cases; (iv) cash
payments distributed by or on behalf of the Reorganized Debtors to
the holders of Allowed Claims in accordance with the Plan; and (v)
continued employment on the Effective Date of substantially all of
the Debtors' existing employee base for the purpose of
accomplishing the foregoing.
In a Feb. 15 "Status of Plan Process", Stellus said that
outstanding issues may lead to another adjournment of the
disclosure statement hearing. Stellus said among other things that
the Business Plan delivered by the Debtors' CRO on Jan. 23, was
incomplete in many significant respects and could not serve as the
basis for discussions regarding the remaining economic terms of the
Plan. Stellus said that only once the Proponents and the First DIP
Lenders have vetted and are comfortable with a comprehensive
operational business plan for the Debtors can they attempt to reach
resolution of the remaining open economic Plan terms and move
towards confirmation.
Counsel to Stellus Capital:
MOORE & VAN ALLEN, PLLC
Stephen E. Gruendel, Esq.
Zachary H. Smith, Esq.
100 North Tryon Street, Suite 4700
Charlotte, NC 28202-4003
Telephone: (704) 331-1000
Counsel to the Creditors Committee:
KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP
Tracy L. Klestadt, Esq.
Sean C. Southard, Esq.
Fred Stevens, Esq.
Joseph C. Corneau, Esq.
200 West 41st Street, 17th Floor
New York, NY 10036-7203
Telephone: (212) 972-3000
About Binder & Binder
Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market. The Company has more than
950 employees in 35 offices across the United States. In 2010,
H.I.G. Capital, LLC, acquired a controlling equity interest in
the Company. Since 1979, the Company has handled over 300,000
disability cases under programs operated by the SSA and the VA.
Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec.18, 2014. The cases are assigned to
Judge Robert D. Drain.
The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in the Debtors' cases. The Committee is now comprised
of (i) United Service Workers Union, Local 455 IUJAT & Related
Funds, (ii) T&G Industries, Inc., (iii) WB Mason Co., and (iv)
Teaktronics, Inc. The Committee tapped Klestadt Winters Jureller
Southard & Stevens, LLP, as attorneys.
* * *
The Debtors originally arranged from existing lenders DIP
financing
of $26 million, which provided for the payment in full, or
roll-up,
of the $23 million of prepetition indebtedness and an additional
commitment of up to $3 million to fund the Debtors' operations
during the Chapter 11 cases. On Jan. 26, 2015, the Initial DIP
Lenders issued a notice that events of default had occurred.
In March 2015, the Debtors won approval to obtain a new $6 million
term loan from Stellus Capital Investment Corporation secured by a
first-priority priming lien on all of the Debtors' assets.
On Oct. 29, 2015, the Court entered an order granting Stellus'
motion for termination of the Debtors' exclusive plan filing and
solicitation periods pursuant to Section 1121(d) of the Bankruptcy
Code.
On Nov. 18, 2015, Stellus and the Creditors Committee filed a
Joint
Plan of Liquidation for the Debtors, and on Jan. 15, 2016, they
filed a First Amended Joint Plan of Reorganization. A hearing on
the Proponents' Disclosure Statement is set for March 10, 2016,
with a confirmation hearing tentatively set for April 8.
BRANTLEY LAND: Bank Drops Dismissal Motion; Deal Approved
---------------------------------------------------------
Secured creditor State Bank & Trust Company said March 10 that
pursuant to a settlement reached with debtor Brantley Land & Timber
Company, LLC, the bank is withdrawing its motion for dismissal of
the Chapter 11 case or relief from the automatic stay.
On March 8, the Chapter 11 Trustee of the Debtor and SB&T won
approval from the Bankruptcy Court of their Compromise and Second
Amended Settlement Agreement.
The settlement agreement provides that SB&T will, among other
things:
(1) relinquish its under-secured claim/position in the case by
surrendering all of its collateral to the Debtor;
(2) amend its claim to convert its claim to a general
unsecured claim;
(3) dismiss its motion to dismiss case or in the alternative for
relief from the automatic stay;
(4) dismiss its objection and withdrawal of consent to the
Debtor's use of cash collateral; and
(5) dismiss its objection to the first application for
attorneys' fees by the Debtor's counsel.
About Brantley Land
Brantley Land & Timber Company, LLC, is a real estate development
company which originally held over 1,000 lots in a development
located in Brantley County, Georgia.
In July, 2011, State Bank & Trust Company obtained a judgment in
Fulton County Superior Court against Brantley Land and its
principals for an amount, including interest and fees, currently
in excess of ten million dollars, and the Superior Court also
appointed receiver Jerry Harper to take control of Debtor, based
at least in part on the misappropriation of funds by two of
Brantley Land's principals.
Brantley Land filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Ga. Case No. 15-20584) in Brunswick, Georgia, on July 16, 2015.
Jerry W. Harper, receiver, signed the petition. The Debtor, under
the control of the receiver, tapped McCallar Law Firm as counsel.
Following the Chapter 11 filing, the Court appointed R. Michael
Souther as Chapter 11 Trustee.
BRANTLEY LAND: Trustee Defends Cure Plan, Non-Default Interest
--------------------------------------------------------------
Notwithstanding that he has proposed a cure plan that proposes to
pay creditors in full, Samuel R. Maizel, the Chapter 11 Trustee of
Carefree Willows, LLC, will face off with secured creditor AG/ICC
Willows Loan Owner, L.L.C.'s ("AG") at a hearing on the plan on
March 17.
The Trustee filed a "Cure Plan" on Feb. 2, 2016, that provides for
the payment of all allowed claims in full on the Effective Date.
The Debtor intends to fund the cure amount owed to secured creditor
AG (the Trustee asserts that the amount is $34,218,468) with a loan
from Western Alliance Bank in an amount not to exceed approximately
$25,155,000 and with an $18,500,000 in additional capital
contributions from Carefree Holdings Limited Partnership. With
regard to the one additional possible secured claim the Trustee has
reserved $50,000. The Plan proposes to pay the 8 general unsecured
creditors in full with interest.
The Court has scheduled a March 17 hearing on legal issues related
to confirmation and a March 31 hearing to consider confirmation of
the Cure Plan.
At the March 17 hearing, the Court will hear arguments on these
four legal issues:
A. Whether AG's claims against non-debtor guarantors against
the AG Loan render Debtor ineligible to confirm a Cure Plan in this
case.
B. Whether AG is entitled to default interest under the Plan.
C. Whether the $10,933,815 in postpetition adequate protection
payments made to AG should be applied to the AG Claim under the
Plan.
D. How non-default interest should be calculated under the
Plan.
The Trustee asserts that the amount that should be paid to AG -- in
accordance with the Trustee's "Cure" Plan in conformance with
Section 1123(a)(5)(G) of the Bankruptcy Code and Great Western Bank
& Trust v. Entz-White Lumber & Supply, Inc. (In re Entz-White
Lumber & Supply, Inc.) 850 F.2d 1338, (9th Cir. 1988) -- is
approximately $45,152,282, as of Dec. 31, 2015, less a credit for
$10,933,815 in adequate protection payments already delivered to
AG, leaving a balance due of approximately $34,218,468. The Plan
proposes to pay AG in full with 5% non-default interest and
attorneys' fees, and leaves intact AG's claims for default interest
against the guarantors of the loan.
AG, however, disputes the Trustee's assertion that its claim is
unimpaired under the Plan. AG asserts that "full payment" is the
amount due AG in accordance with its loan documents (including
compounding interest and default interest).
"Notwithstanding the clear mandate of In re Entz-White Lumber &
Supply, Inc., 850 F.2d 1338 (9th Cir. 1988) ("Entz-White") and its
progeny, which holds that under a Cure Plan the Debtor need not pay
default interest, AG insists that the cross-default provisions in
the Loan Documents mean that, even if the Debtor cures its own
defaults under the Note and Loan Agreement, the Guarantors must
also cure their defaults by paying default interest before a Cure
Plan can be confirmed. Based on a tortuous recitation of various
cross-default provisions of the Loan Documents at issue in this
case, AG asserts that it is entitled to default interest
notwithstanding Entz-White because: (1) the Guarantors owe default
interest; (2) a default under the Guarantees is a default under the
Note; and (3) to cure the Debtor's defaults under the Note, the
Guarantors or the Debtor must pay AG default interest. Moreover, AG
now asserts that many defaults of the Guarantors are incurable,
meaning that no Cure Plan can be confirmed at all, even if AG
receives default interest. AG's intent is thus made clear – to
prevent confirmation of a Cure Plan no matter what it pays AG," the
Trustee said in a brief filed March 9.
The Trustee avers that AG's arguments fail:
* Entz-White holds that the Trustee can confirm a Cure Plan
without paying default interest. The cross-default provisions
relied upon by AG to obtain default interest through the "back
door" are ipso facto clauses that are invalidated by Sections 1124
and 365 of the Bankruptcy Code and by the operation of Entz-White
itself. The Trustee is fully permitted under Sections 1123 and
1124 of the Bankruptcy Code to confirm a Cure Plan that pays AG in
full without default interest, and these provisions of the
Bankruptcy Code preempt Nevada state law and the parties'
contractual obligations under the Loan Documents
* AG's most basic argument is that it would be inequitable for
the Court to confirm a Cure Plan in this case; and instead, AG
should be allowed to take possession of the Property. The Trustee
notes that the Plan would bring an end to a bankruptcy case that
has embroiled the Property for more than five years. It would
ensure the continued operation of the Property by reducing its
secured indebtedness from the $45,553,467 asserted by AG to an
amount not to exceed $25,155,000, the maximum amount of new
financing to be obtained from Western Alliance Bank. Freed from
its massive indebtedness, the Debtor would continue to house its
300 residents. The employees who work at the Property would keep
their jobs. The Debtor itself would continue in operation as a
tax-paying entity in good standing under Nevada law.
The Unofficial Equity Holders Committee filed a joinder in support
of the Trustee's contentions.
"As all parties are aware, bankruptcy courts are courts of equity.
The Trustee's Plan is a "Cure Plan" – and specifically allowed by
Section 1123(a)(5)(G) of the Bankruptcy Code. Simply put, Congress
took steps to ensure that creditors like AG receive no more than
payment in full. Accordingly, the Committee submits the Trustee's
Plan is equitable for all parties, ensures that AG is paid only
once, while allowing all other claims to be paid in full, and
allowing the Equity Holders to maintain their equity interests in
the Debtor," the Committee said.
Attorneys for Creditor AG/ICC Willows Loan Owner, L.L.C.:
COOLEY LLP
Ali M.M. Mojdehi
Janet D. Gertz
Allison M. Rego
4401 Eastgate Mall
San Diego, CA 92121
Telephone: (858) 550-6000
Facsimile: (858) 550-6420
E-mail: amojdehi@cooley.com
jgertz@cooley.com
arego@cooley.com
Attorneys for Samuel R. Maizel, Chapter 11 Trustee:
John A. Moe, II, Esq.
David E. Gordon, Esq.
DENTONS US LLP
601 South Figueroa – Suite 2500
Los Angeles, 90017
Tel: (213) 623-9300
Fax: (213) 623-9924
E-mail: john.moe@dentons.com
david.gordon@dentons.com
- and -
Brian D. Shapiro, Esq.
Law Office of Brian D. Shapiro, LLC
228 S. 4th Street, Suite 300
Las Vegas, NV 89101
Tel: (702) 386-8600
Fax: (702) 383-0994
E-mail: brian@brianshapirolaw.com
Attorneys for the Unofficial Equity Holders Committee:
Samuel A. Schwartz, Esq.
Bryan A. Lindsey, Esq.
SCHWARTZ FLANSBURG PLLC
6623 Las Vegas Blvd. South, Suite 300
Las Vegas, Nevada 89119
Telephone: (702) 385-5544
Facsimile: (702) 385-2741
About Carefree Willows
Carefree Willows LLC owns the real property consisting of 11 acres
located at 3250 S. Town Center Drive, Las Vegas, Nevada. The
property has improvements consisting of almost new, high quality,
two and three-story wood frame/stucco buildings with 300 apartment
units, which is referred to as "Carefree Willows Senior
Apartments."
Carefree Willows filed a Chapter 11 petition (Bankr. D. Nev. Case
No. 10-29932) on Oct. 22, 2010. The Debtor disclosed $30.6
million
in assets and $36.5 million in liabilities as of the Chapter 11
filing.
The Law Offices of Alan R. Smith, in Reno, Nevada, served as
counsel to the Debtor. AG/ICC Willows Loan Owner, LLC, was
represented in the case by Ali M.M. Mojdehi, Esq., Allison Rego,
Esq., Janet Dean Gertz, Esq., at COOLEY LLP.
After nearly five years of highly contentious disputes and
litigation, primarily between the Debtor and secured creditor
AG/ICC, which include the Debtor proposing five plans of
reorganization and AG proposing two plans, Samuel R. Maziel was
appointed the Chapter 11 trustee on Oct. 26, 2015.
BUFFETS LLC: Clark Hill Submits Verified Statement
--------------------------------------------------
Clark Hill PLC submitted a verified statement pursuant to Rule 2019
of the Federal Rules of Bankruptcy Procedure to disclose that it
currently represents these creditors and/or parties-in-interest in
the Chapter 11 cases of in the Chapter 11 cases of Buffets LLC, et
al.:
(1) Ramco-Gershenson Properties, L.P.
c/o Bryan William, Legal Liaison
Ramco-Gershenson, Inc.
31500 Northwestern Highway, Ste. 300
Farmington Hills, MI 48334
(2) Minges Creek, LLC
c/o Redico
One Towne Square, Suite 1600
Southfield, MI 48076
The Clients currently hold unsecured prepetition claims, unsecured
rejection claims and/or postpetition administrative claims for
unpaid rent and other charges. The full amount of each of the
Clients' claims is undetermined at this time.
The firm can be reached at:
CLARK HILL, PLC
David M. Blau
151 South Old Woodward Ave., Suite 200
Birmingham, MI 48009
Tel: (248) 248-988-1817
E-mail: dblau@clarkhill.com
About Buffets LLC
Buffets LLC, et al., are one of the largest operators of
buffet-style restaurants in the U.S. The buffet restaurants,
located in 25 states, principally operate under the names Old
Country Buffet(R), Country Buffet(R), HomeTown(R) Buffet,
Ryan's(R)
and Fire Mountain(R). These locations primarily offer
self-service
buffets with entrees, sides, and desserts for an all-inclusive
price. In addition, Buffets owns and operates an 10-unit full
service, casual dining chain under the name Tahoe Joe's Famous
Steakhouse(R).
Buffets Holdings, Inc., filed for Chapter 11 relief in January
2008
and won confirmation of a reorganization plan in April 2009. In
January 2012, Buffets again sought Chapter 11 protection and
emerged from bankruptcy in July 2012.
In Aug. 19, 2015, Alamo Ovation, LLC acquired Buffets Restaurants
Holdings, Inc., and as a result of the merger, Buffets operated
over 300 restaurants in 35 states.
Down to 150 restaurants in 25 states after closing unprofitable
locations, Buffets LLC and its affiliated entities sought Chapter
11 protection (Bankr. W.D. Tex. Case No. Lead Case No. 16-50557)
in
San Antonio, Texas, on March 7, 2016. The cases are assigned to
Judge Ronald B. King.
The Debtors have tapped Akerman, LLP as counsel, Bridgepoint
Consulting, LLC as financial advisor and Donlin, Recano & Company
as claims and noticing agent.
BUFFETS LLC: Schedules Deadline Extended to April 20
----------------------------------------------------
Buffets, LLC, et al., obtained from the Bankruptcy Court an order
extending the time within which they must file their (a) statement
of financial affairs, (b) schedule of assets and liabilities, (c)
schedule of current income and expenditures, and (d) schedule of
executory contracts and unexpired leases by an additional 30 days
through April 20, 2016. In seeking an extension, the Debtors said
they have begun compiling the information required to complete
their Schedules and Statements. Nevertheless, as a consequence of
the complexity of their business operations, coupled with the
limited time and resources available, they have not yet finished
gathering such information.
About Buffets LLC
Buffets LLC, et al., are one of the largest operators of
buffet-style restaurants in the U.S. The buffet restaurants,
located in 25 states, principally operate under the names Old
Country Buffet(R), Country Buffet(R), HomeTown(R) Buffet,
Ryan's(R)
and Fire Mountain(R). These locations primarily offer
self-service
buffets with entrees, sides, and desserts for an all-inclusive
price. In addition, Buffets owns and operates an 10-unit full
service, casual dining chain under the name Tahoe Joe's Famous
Steakhouse(R).
Buffets Holdings, Inc., filed for Chapter 11 relief in January
2008
and won confirmation of a reorganization plan in April 2009. In
January 2012, Buffets again sought Chapter 11 protection and
emerged from bankruptcy in July 2012.
In Aug. 19, 2015, Alamo Ovation, LLC acquired Buffets Restaurants
Holdings, Inc., and as a result of the merger, Buffets operated
over 300 restaurants in 35 states.
Down to 150 restaurants in 25 states after closing unprofitable
locations, Buffets LLC and its affiliated entities sought Chapter
11 protection (Bankr. W.D. Tex. Case No. Lead Case No. 16-50557)
in
San Antonio, Texas, on March 7, 2016. The cases are assigned to
Judge Ronald B. King.
The Debtors have tapped Akerman, LLP as counsel, Bridgepoint
Consulting, LLC as financial advisor and Donlin, Recano & Company
as claims and noticing agent.
C COMPANY GENERAL: 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 C Company General Contractors, LLC.
C Company General Contractors, LLC sought protection under Chapter
11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of North Dakota (Fargo) (Case No. 15-30554) on December
23, 2015. The petition was signed by Seth Church, managing member.
The Debtor is represented by Kip M. Kaler, Esq., at Kaler Doeling,
PLLP. The case is assigned to Judge Shon Hastings.
The Debtor estimated assets of $0 to $50,000 and debts of $1
million to $10 million.
CAROLLO BAR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Carollo Bar and Restaurant, Inc.
2303 Marne Highway
Hainesport, NJ 08036
Case No.: 16-14795
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
District of New Jersey (Trenton)
Judge: Hon. Christine M. Gravelle
Debtor's Counsel: Ellen M. McDowell, Esq.
MCDOWELL POSTERNOCK APELL & DETRICK, PC
46 W. Main Street
Maple Shade, NJ 08052
Tel: (856) 482-5544
Fax: (856) 482-5511
E-mail: emcdowell@mpadlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Antonina Carollo, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb16-14795.pdf
CHINA BAK: CEO Reports 17.6% Equity Stake as of March 4
-------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Yunfei Li, chief executive officer and chairman of
China BAK Battery, Inc., reported that as of March 4, 2016, he
beneficially owns 3,030,000 shares of common stock of China BAK
Battery, Inc., representing 17.6 percent of the shares
outstanding.
On March 4, 2016, Yunfei Li entered into a stock purchase agreement
with Xiangqian Li, pursuant to which Yunfei Li purchased 3,000,000
shares of Common Stock in a private transaction from Xiangqian Li
for $7.2 million at a price of $2.40 per share. Those shares were
purchased with the Reporting Person's personal funds.
On June 30, 2015, the Reporting Person was granted 30,000 shares of
restricted stock under the Company's 2015 Equity Incentive Plan.
The restricted shares vest over a three year period in 12 equal
quarterly installments with the first vesting date on
June 30, 2015.
A copy of the regulatory filing is available for free at:
http://is.gd/UdOXpE
About China BAK
China BAK Battery conducted business through BAK International
Limited and its subsidiaries that produced prismatic cells,
cylindrical cells, lithium polymer cells and high power lithium
batters. The BAK International business was foreclosed on
June 30, 2014. Consequently, China BAK is looking to develop,
manufacture and sell energy high power lithium batteries primarily
for electric vehicles when its Dalian, China manufacturing
facilities start to operate in the first quarter of 2015.
China BAK reported net profit of US$15.87 million for the year
ended Sept. 30, 2015, compared to net profit of US$37.77 million
for the year ended Sept. 30, 2014.
As of Dec. 31, 2015, the Company had US$64.28 million in total
assets, US$44.85 million in total liabilities and US$19.42 million
in total shareholders' equity.
Crowe Horwath (HK) CPA Limited, in Hong Kong, China, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Sept. 30, 2015, citing that the
Company has a working capital deficiency, accumulated deficit from
recurring net losses and significant short-term debt obligations
maturing in less than one year as of Sept. 30, 2015. All these
factors raise substantial doubt about its ability to continue as a
going concern.
CHINA BAK: Xiangqian Li Reports 4.4% Stake as of March 4
--------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Xiangqian Li reported that as of March 4, 2016, he
beneficially owns 760,557 shares of common stock of China Bak
Battery, Inc., representing 4.43 percent of the shares outstanding.
A copy of the regulatory filing is available for free at
http://is.gd/jLR3GJ
About China BAK
China BAK Battery conducted business through BAK International
Limited and its subsidiaries that produced prismatic cells,
cylindrical cells, lithium polymer cells and high power lithium
batters. The BAK International business was foreclosed on
June 30, 2014. Consequently, China BAK is looking to develop,
manufacture and sell energy high power lithium batteries primarily
for electric vehicles when its Dalian, China manufacturing
facilities start to operate in the first quarter of 2015.
China BAK reported net profit of US$15.87 million for the year
ended Sept. 30, 2015, compared to net profit of US$37.77 million
for the year ended Sept. 30, 2014.
As of Dec. 31, 2015, the Company had US$64.28 million in total
assets, US$44.85 million in total liabilities and US$19.42 million
in total shareholders' equity.
Crowe Horwath (HK) CPA Limited, in Hong Kong, China, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Sept. 30, 2015, citing that the
Company has a working capital deficiency, accumulated deficit from
recurring net losses and significant short-term debt obligations
maturing in less than one year as of Sept. 30, 2015. All these
factors raise substantial doubt about its ability to continue as a
going concern.
CLIFFS NATURAL: Investors Sue for Being Shut Out of Debt Swap
-------------------------------------------------------------
Patricia Hurtado and Laura J. Keller, writing for Bloomberg Brief,
reported that Cliffs Natural Resources Inc. was sued by investors
claiming to have suffered losses because they were shut out of a
private debt swap that was reserved for institutional buyers.
According to the report, two investors said in a proposed
class-action or group suit that the company violated federal
securities law when it executed the private debt exchange that only
allowed a select group of institutional bondholders to exchange
their unsecured corporate bonds for secured bonds, wrongfully
denying retail bondholders an opportunity to participate.
"As a result, class members were not only precluded from
participating in the exchange offer, but were kept in the dark
regarding defendant's view of the exchange offer," according to the
complaint filed March 14 in Manhattan federal court.
The suit is Waxman v. Cliffs Natural Resources Inc., 16-cv-01899,
U.S. District Court, Southern District of New York (Manhattan).
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.
COLORADO TIRE: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: Colorado Tire Corporation
PO Box 1806
Tacoma, WA 98401
Case No.: 16-11345
Type of Business: Automotive Wholesalers
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Western District of Washington (Seattle)
Judge: Hon. Christopher M Alston
Debtor's Counsel: Darrel B Carter, Esq.
CBG LAW GROUP PLLC
11100 NE 8th St Ste 380
Bellevue, WA 98004
Tel: 425-283-0432
E-mail: Darrel@cbglaw.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $1 million to $10 million
The petition was signed by Joan Lee, president.
List of Debtor's seven Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Blue Ocean Enterprises Development $100,000
Cap Call, LLC $30,000
Pearl Beta Funding, LLC $10,000
Xiaohang Guo $10,000
Yellowstone Capital, LLC $10,000
Yongzhen Chen $200,000
Zhang Wi Feng $100,000
Zhengzhou Tianrui
Medical Equipment
COMMUNICATIONS SALES: Fitch Cuts LT Issuer Default Ratings to BB-
-----------------------------------------------------------------
Fitch Ratings has downgraded the ratings for Communications Sales &
Leasing, Inc. (CS&L) and its co-issuer CSL Capital, LLC, including
the long-term Issuer Default Ratings (IDR) to 'BB-' from 'BB'. The
Rating Outlook is Stable.
The downgrade of CS&L's ratings follows Fitch's downgrade of the
long-term IDRs of CS&L's primary customer, Windstream Services, LLC
(Windstream) and its subsidiaries on March 15, 2016 to 'BB-'.
Windstream will still account for a very high proportion of CS&L's
revenues even after the acquisition of PEG Bandwidth (which will
provide approximately 10% of revenues on a pro forma basis). The
Windstream downgrade resulted from Fitch's revision to its rating
sensitivities for Windstream and other wireline-only operators to
reflect the continued secular effects of competition, which, in
turn, has led to continued delays in the return to revenue and
EBITDA stability (as discussed in the Windstream Rating Action
Commentary).
KEY RATING DRIVERS
PEG Bandwidth Acquisition: In January 2016, CS&L entered into a
definitive agreement with Associated Partners Entities to purchase
PEG Bandwidth for $409 million. The transaction value is
approximately 12x of PEG Bandwidth's last quarter annualized
adjusted EBITDA. CS&L will finance the deal with a combination of
available cash on hand, borrowings under CS&L's revolver, common
stock and convertible preferred stock. The transaction is
conditioned upon necessary regulatory approval and is expected to
close during the early second quarter of 2016.
Transaction Increases Leverage: CS&L's financial leverage is
expected to rise as a result of the PEG Bandwidth acquisition. On a
pro forma basis, Fitch expects gross leverage (total debt to
EBITDA) of approximately 5.8x at the time of transaction closing
assuming 50% equity treatment for the preferred stock. This
compares to leverage of approximately 5.5x at the end of the fourth
quarter 2015. Based on management comments about opportunities
within a robust transaction pipeline and desire to diversify across
various asset classes, Fitch anticipates that CS&L will announce
further transactions. As these opportunities come to fruition,
Fitch expects CS&L to finance any transaction such that gross
leverage should remain relatively stable, with some fluctuations
due to M&A activity, and should approximate the mid-5x range over
the longer-term.
Very Stable Cash Flow: Nearly all of CS&L's current revenues
consist of revenues under a master lease with Windstream, under
which Windstream has exclusive access to the assets. The lease is
currently expected to approximate $653 million annually. Pro forma
for the transaction, PEG should represent approximately 10% of
CS&L's revenues and would operate as a taxable REIT subsidiary.
Fitch expects CS&L to have very stable cash flows, owing to the
fixed (and modestly increasing) nature of the long-term lease
payments and Windstream's responsibility for expenses under the
triple-net lease. The term of the master lease is for an initial
term of 15 years. There is some risk at renewal that under the 'any
or all' provision at renewal that Windstream could opt not to renew
markets, or could renegotiate terms at such time for those
markets.
However, this renewal risk would be at least 15 years in the
future, and up to 20 if Windstream exercises an option to have CS&L
fund certain capital spending projects. Fitch expects all markets
to be renewed under the master lease, since Windstream would either
have to incur significant capital expenditures to overbuild CS&L or
find a buyer for its operating assets (routers, switches, etc.) and
successor tenant for its leased assets. Protection is provided to
CS&L by the terms of the master lease, which could require
Windstream to sell its operating properties in the event of
default. CS&L's facilities would be essential to the operations of
Windstream on a going-concern basis, or a successor company.
Geographic Diversification: Windstream's operations subject to the
master lease are geographically diversified among 37 market areas.
The indivisible nature of the Master Lease mitigates the effect of
a weak market area(s) on CS&L. About two-thirds of the fiber and
copper route miles are located in Georgia, Texas, Iowa, Kentucky
and North Carolina. PEG's fiber network serves seven markets in the
Northeast Mid-Atlantic, Illinois and South Central regions.
Tenant Concentration: The master lease with Windstream provides a
steady, although undiversified cash flow stream. Therefore CS&L's
IDR is initially capped at Windstream's 'BB-' long-term IDR until
CS&L strikes deals with other companies to meaningfully diversify
its operations through transactions where 25%-30% of its revenue is
derived from tenants with a credit profile materially stronger than
Windstream's. Fitch views the PEG transaction positively as it
begins to diversify CS&L's revenue base.
Seniority: Fitch notes that CS&L's master lease is with Windstream
Holdings (Holdings) and that Holdings is subordinate to the
operations at Windstream Services. However, Fitch believes CS&L's
assets will be essential to Windstream Services operations and a
priority payment.
Tenant's Business: Windstream derives approximately 66% of revenue
from enterprise services, consumer high-speed internet services and
its carrier customers (core and wholesale), which all have growing
or stable prospects. Certain legacy revenues remain pressured, but
revenues should stabilize as they dwindle in the mix. PEG, which is
focused on less competitive tier II or tier III markets, generates
approximately 80% of revenues from long-term contracts with three
national wireless operators. With nearly 80% of network capacity
available, PEG has good growth potential through near-net cell site
backhaul opportunities, wholesale, enterprise and E-Rate.
No Material Near-Term Maturities: CS&L does not have any maturities
for four years at the earliest, with the revolver having the
shortest maturity in 2020. The remaining term loan and note
issuances have maturities in 2022 and 2023 respectively.
Equity Treatment Considerations
Fitch gives CS&L's preferred stock 50% equity treatment based on
methodology outlined in Fitch's hybrid debt criteria report. Key
attributes for the instrument includes the ability to defer coupon
payments, cumulative nature of the dividend, effective maturity of
at least five years and no coupon step-ups.
KEY ASSUMPTIONS
-- CS&L will finance the PEG Bandwidth transaction with a mix of
cash ($315 million), stock (1 million CS&L shares and
convertible preferred stock ($87.5 million).
-- CS&L's primary revenue stream will be the payments received
from Windstream under the master lease and are currently
approximately $653 million annually. Fitch assumes Windstream
will request CS&L to finance $50 million of capital spending
over the next five years per the terms of the master lease,
generating additional revenue.
-- Virtually all capital spending consists of investments
requested by Windstream. CS&L is expected to distribute all
REIT earnings to shareholders.
-- CS&L will target long-term gross leverage in the mid 5x range.
RATING SENSITIVITIES
Positive Action: A positive action is unlikely in the absence of an
upgrade of Windstream, although an upgrade could be considered if
CS&L targets debt leverage of 5.25x or lower and 25% - 30% of its
revenue is derived from tenants with a credit profile materially
stronger than Windstream's.
Negative Action: A negative rating action could occur if debt
leverage is expected to approach 6x or higher for a sustained
period. In addition, a downgrade of Windstream would likely result
in a similar downgrade of CS&L in the absence of greater revenue
diversification. Also, the acquisition of assets and subsequent
leases to tenants that have a weaker credit and operating profile
than Windstream could affect the rating, if such assets are a
material proportion of revenues.
LIQUIDITY
CS&L's $500 million revolving credit facility that matures in 2020
provides sufficient backstop for liquidity needs. Fitch expects
CS&L will restore revolver availability following transactions by
terming out borrowings over time by more permanent means of equity
and debt funding. Cash was $142 million at the end of 2015.
FULL LIST OF RATING ACTIONS
Fitch has downgraded the following ratings for CS&L and CSL
Capital, LLC:
-- Long-term IDR to 'BB-' from 'BB';
-- Senior secured revolving credit facility due 2020 to 'BB+/RR1'
from 'BBB-/RR1';
-- Senior secured credit facility due 2022 to 'BB+/RR1' from
'BBB-/RR1';
-- Senior secured notes to 'BB+/RR1' from 'BBB-/RR1';
-- Senior unsecured notes to 'BB-/RR4' from 'BB/RR4'.
CTI BIOPHARMA: FDA Allows SPIs for Pacritinib Treatment
-------------------------------------------------------
In a Form 8-K report filed with the Securities and Exchange
Commission, CTI BioPharma Corp. provided an update regarding the
availability of pacritinib to certain patients with myelofibrosis.
Following the issuance of the Company's Feb. 9, 2016, press release
describing the full clinical hold issued by the U.S. Food and Drug
Administration regarding pacritinib Phase 3 clinical studies, the
FDA has been in communication with the Company regarding
pacritinib. The FDA recently expressed an interest in allowing
patients who were receiving benefit from pacritinib treatment at
the time the clinical hold was imposed to submit requests to the
FDA to resume pacritinib treatment under a Single Patient IND
program on a case by case basis. The Company is working with the
FDA on certain regulatory and logistical items necessary to assist
investigators in submitting SPIs for their patients to the FDA for
consideration. The Company has informed clinical investigators
worldwide of the FDA's interest in allowing SPIs, and plans to
continue to provide updates as meaningful details become
available.
At the time the pacritinib IND was placed on full clinical hold,
there were 131 patients from the PERSIST-1 trial and 187 patients
from the PERSIST- 2 trial who were receiving pacritinib therapy, as
well as 98 patients on various investigator sponsored trials. It is
not known if any of these patients will opt to continue pacritinib
or if the FDA will agree that a specific patient can continue.
As previously reported, the FDA's Feb. 8, 2016, letter noted the
interim overall survival results from PERSIST-2 show a detrimental
effect on survival consistent with the results from PERSIST-1. The
deaths in PERSIST-2 in pacritinib-treated patients include deaths
attributed to intracranial hemorrhage, cardiac failure and cardiac
arrest. The FDA made recommendations that supersede the
recommendations made by the FDA in connection with the partial
clinical hold imposed by the FDA on Feb. 4, 2016. The current
recommendations include conducting dose exploration studies for
pacritinib in patients with myelofibrosis, submitting final study
reports and datasets for PERSIST-1 and PERSIST-2, providing certain
notifications, revising relevant statements in the related
Investigator's Brochure and informed consent documents and making
certain modifications to protocols. In addition, the FDA
recommended that the Company request a meeting prior to submitting
a response to full clinical hold.
About CTI BioPharma
CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis. CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.
CTI Biopharma reported a net loss attributable to common
shareholders of $122.62 million on $16.11 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $95.99 million on $60.07
million of total revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $144.33 million in total
assets, $96.91 million in total liabilities and $47.41 million in
total shareholders' equity.
The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on its
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, and for the year ended
Dec. 31, 2014, regarding their substantial doubt as to the
Company's ability to continue as a going concern. The Company said
that although its independent registered public accounting firm
removed this going concern explanatory paragraph in its report on
our Dec. 31, 2015, consolidated financial statements, the Company
expects to continue to need to raise additional financing to fund
its operations and satisfy obligations as they become due.
According to the Company, the inclusion of a going concern
explanatory paragraph in future years may negatively impact the
trading price of its common stock and make it more difficult, time
consuming or expensive to obtain necessary financing, and the
Company cannot guarantee that it will not receive such an
explanatory paragraph in the future.
CUI GLOBAL: Incurs $5.98 Million Net Loss in 2015
-------------------------------------------------
CUI Global, Inc. filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss of $5.98
million on $86.66 million of total revenues for the year ended Dec.
31, 2015, compared to a net loss of $2.80 million on $76.04 million
of total revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, CUI Global had $90.84 million in total assets,
$31.33 million in total liabilities and $59.51 million in total
stockholders' equity.
As of Dec. 31, 2015, CUI Global held Cash and cash equivalents of
$7.3 million. Operations, other intangible assets, investments,
equipment and the Company's acquisition and startup, have been
funded through cash on hand during the year ended Dec. 31, 2015.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/qWDZK4
About CUI Global
Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.
D.A.B. GROUP: SilvermanAcampora Okayed as Counsel for Trustee
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Ronald J. Friedman, Esq., the Chapter 11 operating
trustee of D.A.B. Group LLC, to employ SilvermanAcampora LLP as
counsel nunc pro tunc to Nov. 17, 2015.
SilvermanAcampora began reviewing documents pertaining to the
Debtor's estate and discussing the relevant issues of the Debtor's
case with the trustee.
Among other things, SilvermanAcampora will prepare the necessary
motion, applications, orders and other legal documents that may be
required under the Bankruptcy Code.
To the best of the Debtor's knowledge, SilvermanAcampora is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
In connection with the application, on Nov. 20, 2015, Deanna
Caliendo, an employee at SilvermanAcampora filed an affidavit of
service of these documents: (1) notice of presentment of
application to employ Silvermanacampora as attorneys for the
chapter 11 operating trustee; (2) application approving employment
of Silvermanacampora as attorneys for the chapter 11 operating
trustee; and (3) declaration of Gerard R. Luckman in support of
application.
The firm can be reached at:
Gerard R. Luckman, Esq.
SilvermanAcampora LLP
100 Jericho, NY 11753
Tel: (516) 479-6300
About D.A.B. Group
D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property. The case is assigned to
Judge Shelley C. Chapman.
The property has been in the hands of a receiver since July 18,
2011. Simon J.K. Miller, of Blank Rome LLP, serves as receiver.
J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.
DAB Group said in a court filing that its property is contiguous
to
the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339).
Accordingly,
DAB's Chapter 11 case is being filed as a related proceeding.
* * *
Orchard Hotel LLC and Orchard Construction LLC filed a motion
asking the Court to convert D.A.B. Group LLC's Chapter 11 case to
a
case under Chapter 7 or alternatively to appoint a Chapter 11
trustee for the Debtor. To resolve the motion, the Debtor agreed
to withdraw its proposed Chapter 11 plan and consented to the
appointment of a Chapter 11 trustee.
On Nov. 16, 2015, the Office of the United States Trustee
appointed
Ronald J. Friedman, Esq., as Chapter 11 Trustee of D.A.B. Group.
Mr. Friedman tapped his own firm, SilvermanAcampora LLP, as his
attorney in the Chapter 11 case.
Mr. Friedman only serves as the Chapter 11 Trustee of D.A.B.
Group.
77-79 Rivington continues to serve as debtor-in-possession.
DANIEL LEE RITZ: High Court Signals Limited Ruling in Fraud Case
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that in an appeal
examining how the nation's bankruptcy laws define fraud, the U.S.
Supreme Court appears poised to follow a blueprint that has
frustrated practitioners in the past: When it comes to interpreting
the Bankruptcy Code, the high court will rule as narrowly as
possible. The court heard arguments in Husky International
Electronics v. Ritz, which concerns a U.S. Bankruptcy Code
provision that bars parties from shedding debts obtained under
false pretenses. The key question is whether justices will back a
strict interpretation of the words "actual fraud" or favor a more
holistic view of the provision and how it fits in with the overall
objectives of bankruptcy.
Several justices expressed skepticism about a Fifth Circuit holding
that blocked Husky International from recovering $164,000 from
debtor Daniel Lee Ritz, who was accused of shifting funds from his
business to stymie his creditors.
Anthony Casey, an assistant professor at the University of Chicago
Law School, who signed on to a brief filed by a group of legal
professors who argued against the Fifth Circuit's holding, said the
justices simplified the appeal before them, and by narrowing it to
a single question — whether actual fraud requires a
misrepresentation — they can answer that question without much
fear of disrupting the Bankruptcy Code.
Husky International is represented by Shay Dvoretzky, Christopher
DiPompeo and Anthony J. Dick of Jones Day and Jeffrey Dorrell of
Hanszen Laporte LLP. Ritz is represented by Erin E. Murphy and
Stephen V. Potenza of Bancroft PLLC and William D. Weber of the
Weber Law Firm PC.
The case is Husky International Electronics v. Daniel Lee Ritz Jr.,
case number 15-145, in the Supreme Court of the United States.
DIAMOND CONDO: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Diamond Condo LLC
c/o First Wall Street Co, Ltd
551 Madison Avenue, Suite 1101
New York, NY 10022
Case No.: 16-10619
Chapter 11 Petition Date: March 16, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Cecelia G. Morris
Debtor's Counsel: Gabriel Del Virginia, Esq.
LAW OFFICES OF GABRIEL DEL VIRGINIA
30 Wall Street, 12th Floor
New York, NY 10005
Tel: (212) 371-5478
Fax: (212) 371-0460
E-mail: gabriel.delvirginia@verizon.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Felice DiSanza, manager member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
DIFFERENTIAL BRANDS: Presented at 28th Annual ROTH Conference
-------------------------------------------------------------
Differential Brands Group Inc. participated in the 28th Annual ROTH
Conference in Dana Point, California, held March 14, 2016. The
Company discussed about, among other things, Company philosophy,
executive summary, Company highlights, and five year plan. The
Company's presentation used at the conference is available for free
at http://is.gd/OdPI3b
About Differential Brands
Differential Brands Group Inc., formerly Joe's Jeans Inc., is a
platform that focuses on branded operating companies in the premium
space. The Company's focus is on organically growing its brands
through a global, omni-channel distribution strategy while
continuing to seek opportunity to acquire accretive, complementary,
premium brands. The Company's current brands are Hudson, a
designer and marketer of women's and men's premium branded denim
apparel, and Robert Graham, a sophisticated, eclectic style to the
fashion market as an American-based company with an intention of
inspiring a global movement.
Joe's Jeans Inc. has completed the merger combining Hudson Jeans
and Robert Graham. Additionally, the company has been renamed
Differential Brands Group Inc. and will remain publicly listed on
NASDAQ under the ticker DFBG.
Differential Brands reported a net loss and comprehensive loss of
$32.3 million on $80.2 million of net sales for the year ended Nov.
30, 2015, compared to a net loss and comprehensive loss of $27.7
million on $84.2 million of net sales for the year ended Nov. 30,
2014.
As of Nov. 30, 2015, Differential Brands had $76.3 million in total
assets, $65.2 million in total liabilities and $11.02 million in
total stockholders' equity.
DIVERSIFIED RESOURCES: Incurs $487,000 Net Loss in First Quarter
----------------------------------------------------------------
Diversified Resources Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $486,830 on $34,548 of operating revenues for the three months
ended Jan. 31, 2016, compared to a net loss of $651,356 on $240,274
of operating revenues for the same period in 2015.
As of Jan. 31, 2016, Diversified had $7.55 million in total assets,
$5.36 million in total liabilities and $2.18 million in total
stockholders' equity.
The Company has incurred significant operating losses since
inception, has an accumulated deficit of $7,561,544 and has
negative working capital of $1,164,308 at Jan. 31, 2016. As of
Jan. 31, 2016, the Company has limited financial resources. These
factors, the Company said, raise substantial doubt about its
ability to continue as a going concern.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/56mPbS
Amends 2015 Form 10-K
The Company separately filed with the SEC an amended annual report
for the year ended Dec. 31, 2015, without explaining the reason for
the amendment. A comparison of the amended Form 10-K and the
Original Form 10-K reveals no significant change in the statement
of operations and balance sheets. A copy of the Amended Annual
Report is available for free at http://is.gd/5GrzqN
About Diversified Resources
Diversified Resources Inc. is active in oil and gas exploration and
production in the Rocky Mountain region of the U.S. The Company
maintains its headquarters in Littleton, Colorado.
Diversified Resources reported a net loss of $4.81 million on
$602,980 of operating revenues for the year ended Oct. 31, 2015,
compared to net income of $726,120 on $161,623 of operating
revenues for the year ended Oct. 31, 2014.
Frazier & Deeter, LLC, in Atlanta, Georgia, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Oct. 31, 2015, citing that the Company has an
accumulated deficit and has incurred significant operating losses
and has a working capital deficit. These factors raise substantial
doubt about the Company's ability to continue as a going concern.
DIVERSIFIED SOLUTIONS: Husch Blackwell, Texas Attys. Sued for Flubs
-------------------------------------------------------------------
Jess Davis at Bankruptcy Law360 reported that Husch Blackwell LLP
and Texas firm Slater Pugh Ltd. LLP have been accused of
malpractice in Texas court by a telecom services client alleging a
Husch Blackwell lawyer bungled a bankruptcy that was triggered by a
$2 million settlement of litigation mishandled by Slater Pugh.
Both firms face negligence and breach of fiduciary duty allegations
in Travis County district court, with Diversified Solutions Inc.,
Michael Lundy and Brian Sol seeking unspecified millions of dollars
in damages in their Feb. 29 lawsuit.
Diversified Solutions, Inc., sought Chapter 11 protection (Bankr.
W.D. Tex. Case No. 14-10069) in Austin, Texas, on Jan. 14, 2014,
estimating assets and debt of $1 million to $10 million. The
petition was signed by Michael Lundy, officer.
E & E ENTERPRISES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: E & E Enterprises Global, Inc.
101 Research Drive
Hampton, VA 23666
Case No.: 16-50334
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Eastern District of Virginia (Newport News)
Judge: Hon. Frank J. Santoro
Debtor's Counsel: Roy M. Terry, Jr., Esq.
SANDS ANDERSON PC
1111 East Main Street, 24th Floor
P.O. Box 1998
Richmond, VA 23218-1998
Tel: 804-648-1636
Fax: 804-783-7291
E-mail: rterry@sandsanderson.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ernest Green, Jr., president and CEO.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
E Z MAILING: Allocates $347,700 for Equipment Lenders
-----------------------------------------------------
E Z Mailing Services Inc., et al., addressed objections by TCF
Equipment Finance, Inc. and Toyota Industries Commercial Finance,
Inc. to the Debtors' motion to use cash collateral. The objections
focus on the disparate treatment of PNC Bank, N.A., the cash
collateral secured creditor in this case, versus financiers such as
TCF and Toyota who have not been paid to date. The Debtors agree
that TCF and Toyota are entitled to adequate protection. The
Debtors have therefore included in the 13-week budget, a line item
for "Equipment Financing (Non-PNC)", totaling $347,700 over the
13-week period, and will work with each financier to reach
accommodations that ensure adequate protection.
About E Z Mailing
E Z Mailing Services Inc. and United Business Freight Forwarders
are transportation logistics companies whose customers include
Macy's, Walmart, JC Penny and Forever 21.
After primary lender PNC Bank declared a default and demanded
immediate payment of $4.2 million, which resulted to a customer
freezing payment, E Z Mailing and UBFF filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616,
respectively) on Jan. 13, 2016. Ajay Aggarwal, the president,
signed the petitions. The Debtors each estimated assets and
liabilities in the range of $10 million to $50 million. Judge
Stacey L. Meisel presides over the cases.
Porzio, Bromberg & Newman, PC, serves as counsel to the Debtors.
Bederson LLP's Edward Bond is serving as CRO and crisis manager of
the Debtors.
E Z MAILING: Crossroads Equipment Seeks Adequate Protection
-----------------------------------------------------------
Crossroads Equipment Lease & Finance, LLC, which leased equipment
to E Z Mailing Services Inc., et al., filed with the Bankruptcy
Court a motion directing the Debtors to provide adequate protection
payments or, alternatively, granting Crossroads relief from the
automatic stay. Crossroads says the Debtors are using its vehicles
and equipment, causing normal wear and tear and a diminution in the
value of the equipment, without compensating Crossroads for such
use. Crossroads avers that if the Debtors are unable to provide
adequate protection as required by the Bankruptcy Code, the Debtors
should be required to cease all use of the leased equipment until
such time as adequate protection payments can be made.
Attorneys for Crossroads Equipment Lease & Finance:
WELTMAN & MOSKOWITZ, LLP
Richard E. Weltman, Esq.
18 Columbia Turnpike, Suite 200
Florham Park, NJ 07932
Tel: (201) 794-7500
E-mail: rew@weltmosk.com
- and -
PRINCE, YEATES & GELDZAHLER
T. Edward Cundick, Jr.
15 West South Temple, Suite 1700
Salt Lake City, Utah 84101
Tel: (801) 524-1000
E-mail: tec@princeyeates.com
About E Z Mailing
E Z Mailing Services Inc. and United Business Freight Forwarders
are transportation logistics companies whose customers include
Macy's, Walmart, JC Penny and Forever 21.
After primary lender PNC Bank declared a default and demanded
immediate payment of $4.2 million, which resulted to a customer
freezing payment, E Z Mailing and UBFF filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616,
respectively) on Jan. 13, 2016. Ajay Aggarwal, the president,
signed the petitions. The Debtors each estimated assets and
liabilities in the range of $10 million to $50 million. Judge
Stacey L. Meisel presides over the cases.
Porzio, Bromberg & Newman, PC, serves as counsel to the Debtors.
Bederson LLP's Edward Bond is serving as CRO and crisis manager of
the Debtors.
E Z MAILING: Seeks Cash Access, 90-Day Breathing Spell
------------------------------------------------------
Edward Bond, CRO of E Z Mailing Services Inc., is asking the
Bankruptcy Court to approve the company's request to use cash
collateral until May 29, 2016. He said that approval of this
budget will maintain the status quo as to the PNC Entities for the
next 90 days and provide the Debtors with the financial and
temporal "breathing spell" they need, and which the Bankruptcy Code
is intended to provide.
As of the Petition Date, PNC Bank, National Association ("PNC Bank)
held a secured claim against the Debtors in the amount of
$1,970,000. That claim will stand at no more than $1,450,000 as a
result of the Debtors' post-petition principal payments totaling
$520,000, or 26% of the Petition Date balance.
Similarly, as of the Petition Date, PNC Equipment Finance, LLC
("PNC Finance") held a secured claim against the Debtors in the
approximate amount of $2.1 million. That claim will stand at
$1,762,000, a principal pay down of $344,000, or 16%.
According to the CRO, these post-petition principal payments,
totaling $864,000, to PNC Bank and PNC Finance, were made to the
PNC Entities despite the fact that the PNC Entities have been at
all times over collateralized, fully protected by a substantial
equity cushion, and as such, not entitled to any post-petition
principal payments.
Notwithstanding, the Debtors are willing to provide PNC Bank with
additional protections, such as (i) a replacement perfected
security interest under Section 361 of the Bankruptcy Code to the
extent of any diminution in the value of the collateral, with first
priority in the Debtors' post-petition cash collateral and proceeds
thereof, and (ii) the continuation of regular interest payments
(i.e., payments that would be due in the absence of acceleration)
to the PNC Entities on account of prepetition debt pursuant to the
terms and conditions in their respective loan documents with the
Debtors.
About E Z Mailing
E Z Mailing Services Inc. and United Business Freight Forwarders
are transportation logistics companies whose customers include
Macy's, Walmart, JC Penny and Forever 21.
After primary lender PNC Bank declared a default and demanded
immediate payment of $4.2 million, which resulted to a customer
freezing payment, E Z Mailing and UBFF filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616,
respectively) on Jan. 13, 2016. Ajay Aggarwal, the president,
signed the petitions. The Debtors each estimated assets and
liabilities in the range of $10 million to $50 million. Judge
Stacey L. Meisel presides over the cases.
Porzio, Bromberg & Newman, PC, serves as counsel to the Debtors.
Bederson LLP's Edward Bond is serving as CRO and crisis manager of
the Debtors.
The CRO can be reached at:
Edward P. Bond, CPA, CIRA, CFE
Partner
BEDERSON LLP
Tel: (973) 530-9118
Cell: (201) 953-2963
E-mail: ebond@bederson.com
ENERGY & EXPLORATION: Unsecureds to Get 4.6% Under Amended Plan
---------------------------------------------------------------
Energy & Exploration Partners, Inc., et al., amended their plan of
reorganization to reflect enhanced recoveries for unsecured
creditors.
Under the First Amended Plan, holders of Class 5 - General
Unsecured Claims are projected to recover 4.6% of their total
allowed claims. The Debtors, on the Effective Date, will transfer
$2,250,000 to the Creditor Trust, which amount will be used to (a)
administer the Credit Trust Assets for the benefit of Holders of
Allowed General Unsecured Claims and pay all Creditor Trust
Expenses; and (b) to fund distributions to Holders of Class A
Interests.
The Creditor Trust will be established for the primary purpose for
(a) pursuing the
Assigned Estate Claims and distributing the net proceeds thereof to
Reorganized ENXP LLC and
to the Holders of Class A Interests and Class B Interests as set
forth in the Creditor Trust
Agreement and (b) any GUC Cash that is not used for administration
of the Creditor Trust, to the
holders of Class A Interests, with no objective to continue or
engage in the conduct of a trade or
business Net proceeds from the Assigned Estate Claims shall be
payable by the Creditor Trust
as follows: (i) the first $1,000,000 will be paid to Reorganized
ENXP LLC, (ii) then, pro rata to
holders of Class A Interests, until such holders recover an
aggregate of 15% of the Allowed
amount of their claims from the Creditor Trust Assets, and (iii)
thereafter, on a pro rata basis, to
all holders of Class A Interests and Class B Interests. For the
avoidance of doubt, any GUC
Cash to be distributed to Holders of General Unsecured Claims
pursuant to the Creditor Trust
Agreement shall only be distributed to the Holders of Class A
Interests.
The First Amended Plan also provides that the Debtors were able to
obtain an exit facility in the form of a delayed-draw term loan in
the amount of $90 million, $65 million of which is expected to be
funded upon the Effective Date, to be provided to the Reorganized
Debtors.
A blacklined version of the First Amended Plan dated March 15,
2016, is available at http://bankrupt.com/misc/EEplan0315.pdf
About Energy & Exploration
Energy & Exploration Partners, Inc., Energy & Exploration
Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015. John R. Castellano signed the
petition as interim chief financial officer. Judge Russell F.
Nelms has been assigned the case.
The Debtors own approximately 61,323 net acres in Texas and
Wyoming. In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region. As of the Petition Date,
the Debtors employ approximately 59 people across their various
operations.
The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.
ENERGY XXI: Makes One Debt Payment, Delays Two More
---------------------------------------------------
Jim Polson, writing for Bloomberg Brief, reported that Energy XXI
Ltd., the U.S. oil driller that warned March 7 it may seek
bankruptcy protection, made a debt payment that was due Feb. 16,
while delaying two more payments that were due March 15.
According to the report, interest was paid on EPL Oil and Gas Inc.
8.25 percent coupon senior notes before the end of a 30-day grace
period, the Houston-based company said on March 15 in a statement.
The company elected not to make an interest payment on 11 percent
coupon senior secured second lien notes and 6.875 percent senior
notes of Energy XXI Gulf Coast Inc. due March 15, triggering a
30-day grace period, the report related.
Under an agreement with lenders, Energy XXI said it reduced its
borrowing base to $377.7 million from $500 million and unwound some
hedging transactions to use the proceeds to pay outstanding loans
under its credit agreement, the report further related.
Energy XXI Ltd was incorporated in Bermuda on July 25, 2005. With
its principal operating subsidiary headquartered in Houston, Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf. It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".
The Company lists total assets of $1,764,237,000 and total
liabilities of $4,381,300,000 at Dec. 31, 2015.
* * *
The Troubled Company Reporter, on Feb. 18, 2016, reported that
Standard & Poor's Ratings Services lowered its corporate credit
ratings on oil and gas exploration and production company Energy
XXI Ltd. and its subsidiary EPL Oil & Gas to 'D' from 'CCC+'.
S&P also lowered the issue-level rating on the company's
second-lien debt to 'D' from 'B-'. The recovery rating on the
second-lien debt remains '2', indicating S&P's expectation of
substantial (70% to 90%, lower end of the range) recovery in the
event of default. S&P lowered the rating on the company's
unsecured debt to 'D' from 'CCC-'. The recovery rating remains
'6', indicating S&P's expectation of negligible (0%-10%) recovery
in the event of default.
At the same time, S&P lowered the issue-level rating on subsidiary
EPL Oil & Gas' debt to 'D' from 'CCC'. The recovery rating
remains
'5', indicating S&P's expectation of modest (10% to 30%, lower end
of the range) recovery in the event of a default.
EXTREME PLASTICS: UCC Backs Motion to Use Cash Collateral
---------------------------------------------------------
The Official Committee of Unsecured Creditors of debtors Extreme
Plastics Plus, Inc., and EPP Intermediate Holdings, Inc., is
backing the Debtors' bid for access to cash collateral. The
Committee agrees that continued use of Cash Collateral is critical
for the Debtors to fund operations. The Committee believes that
the Chapter 11 estate's value will be maximized for all interested
stakeholders if these companies stay in business and, for that
reason, wishes to see these companies survive.
The Debtors have advised the Committee that they believe that the
value of the secured facility collateral has improved since the
Petition Date and will continue to improve during the period
covered by a proposed budget. Therefore, that improvement
constitutes sufficient adequate protection. As a result, the
Committee argues that the Court can allow use of Cash Collateral
over the objection of the secured lenders.
The Debtors filed their cash collateral motion on Feb. 1 and have
been using cash collateral with the consent of the secured lenders
pursuant to interim orders entered by the Court. After an apparent
change of heart, on March 7, Citizens Bank filed, under seal, an
objection to the Debtors' further use of cash collateral. Citizens
Bank questions the Debtors' ability to adequately protect its
interests and whether the Debtors should be permitted to pay
certain administrative expenses, including professional fees, using
cash collateral.
Judge Christopher Sontchi on March 11 entered an order authorizing
Citizens to file its objection under seal.
Proposed Counsel to the Official Committee of Unsecured Creditors:
REED SMITH LLP
Kurt F. Gwynne
Emily K. Devan
1201 Market Street, Suite 1500
Wilmington, DE 19801
Telephone: (302) 778-7500
Facsimile: (302) 778-7575
E-mail: kgywnne@reedsmith.com
- and -
Claudia Z. Springer, Esquire
Lauren S. Zabel, Esquire
1717 Arch Street, Suite 3100
Philadelphia, PA 19103
Telephone: (215) 851-8100
Facsimile: (215) 851-1420
E-mail: cspringer@reedsmith.com
lszabel@reedsmith.com
About Extreme Plastics
Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry. Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.
The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc. The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.
Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.
Extreme Plastics estimated $10 million to $50 million in assets
and $50 million to $100 million in debt. EPP Intermediate
estimated $1 million to $10 million in assets and $50 million to
$100 million in debt.
As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent. The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.
The Debtors tapped Sullivan Hazeltine Allinson LLC as attorneys
and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee selected Reed
Smith LLP as counsel.
FLOUR CITY BAGELS: Bruegger's Says Royalties Unpaid Since December
------------------------------------------------------------------
Bruegger's, the franchisor for the 30 Bruegger's Bagels bakeries
operated by debtor Flour City Bagels, LLC, says that if the Debtor
wants to continue acting as if it is a Bruegger's franchisee while
it explores its options under Chapter 11, it must pay for that
privilege.
"If the Debtor is unwilling or unable to honor its post-petition
obligations to Bruegger's pending a final hearing on use of cash
collateral, Bruegger's will have no choice but to immediately seek
to enforce its remedies under the agreements, including but not
limited to de-identification of all of the Debtor's locations,"
Bruegger's said in a March 10 filing.
The Debtor and Bruegger's Franchise Corporation are parties to
franchise agreements for the operation of 32 Bruegger's Bagel's
franchise bakeries in New York State.
On Oct. 30, 2015, Bruegger's sent a demand letter seeking to
exercise its post-expiration obligations with respect to 24 of 32
bakeries. The franchise agreements require the Debtor, upon
expiration, to, among other things, (i) assign its leases to
Bruegger's; (ii) allow Bruegger's to acquire equipment and other
items; (iii) cease using Bruegger's trademarks and trade dress;
(iv) de-identify; (v) cease operations of the Bruegger's Bagel's
franchise bakeries; (vi) comply with the post-expiration covenant
against competition; and (vii) to repay past-due royalties to
Bruegger's.
After Bruegger's exercised its post-expiration rights, the parties
entered into negotiations to a further extension of the agreements.
Ultimately, those negotiations were unsuccessful. During the
negotiation period, Debtor made partial royalty payments for the
months of November and December 2015. The Debtor has not paid any
amounts under any of the agreements since December 2015.
According to Bruegger's, the Debtor continues to operate 32
Bruegger's Bagel franchise bakeries utilizing Bruegger's trademarks
and trade dress, in violation of its post-expiration obligations
and in violation of the covenants against competition in the 32
Franchise Agreements.
While Bruegger's does not oppose the Debtor's use of cash
collateral, it notes that certain of the terms of draft Orders
granting the Debtor's motion are vague and may inappropriately
impinge on the Bruegger's rights.
"It is not clear from the order whether the Debtor and its secured
creditors intend for the adequate protection lien to attach to the
Debtor's interests in leases are required to be assigned to
Bruegger's. If the interim order does intend to convey a interest
in the leases, the order must be clear that any such lien is
subject to and shall not impair the rights of Bruegger's, and that
all of Bruegger's rights under the multiple agreements (and the
rights of the other parties to contest those rights) are
specifically preserved," Bruegger's said.
Bruegger's said it is currently negotiating a standstill and/or
extension agreement with the Debtor.
Counsel to Bruegger's:
EINBINDER, DUNN & GONIEA LLP
Michael Einbinder, Esq.
112 Madison Avenue, 8th Floor
New York, New York 10016
Tel: (212) 391-9500
Fax: (212) 391-9025
E-mail: me@edglawfirm.com
- and -
MENTER, RUDIN & TRIVELPIECE, P.C.
Jeffrey A. Dove, Esq.
308 Maltbie Street, Suite 200
Syracuse, New York 13204-1439
Tel: (315) 474-7541
Fax: (315) 474-4040
E-mail: jdove@menterlaw.com
About Flour City
Headquartered in Fairport, New York, Flour City Bagels, LLC
operates 32 bakeries that serve "New York Style" bagels, coffee,
drinks, soups, salads, sandwiches, fresh fruit, and a variety of
other related items. In 1993, the Debtor opened its commissary in
Rochester, at which it produces bagels for sale at all of its 32
bakeries. The Debtor employs 425 people.
Flour City Bagels, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2,
2016, estimating both assets and debts in the range of $10 million
to $50 million. Kevin Coyne, the manager, signed the petition.
Judge Paul R. Warren is assigned the case.
Bond, Schoeneck & King, PLLC and Buckley King serve as the Debtor's
counsel.
FLOUR CITY BAGELS: Has Access to Cash Collateral Until April 15
---------------------------------------------------------------
Judge Paul R. Warren entered a second interim order, authorizing
Flour City Bagels, LLC, to use cash collateral until April 15,
2016. A hearing to consider approval of the Debtor's motion on a
final basis will be held on April 12. Objections are due April 1.
The interim order provides that the prepetition lenders are
entitled to adequate protection in the form of superpriority
claims, liens on unencumbered property, and replacement liens. The
lenders will have the right to credit bid up to the full amount of
their claims in any sale of their collateral. A copy of the Second
Interim Order is available at:
http://bankrupt.com/misc/Flour_City_91_2nd_Int_Cash_Ord.pdf
About Flour City
Headquartered in Fairport, New York, Flour City Bagels, LLC
operates 32 bakeries that serve "New York Style" bagels, coffee,
drinks, soups, salads, sandwiches, fresh fruit, and a variety of
other related items. In 1993, the Debtor opened its commissary in
Rochester, at which it produces bagels for sale at all of its 32
bakeries. The Debtor employs 425 people.
Flour City Bagels, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2,
2016, estimating both assets and debts in the range of $10 million
to $50 million. Kevin Coyne, the manager, signed the petition.
Judge Paul R. Warren is assigned the case.
Bond, Schoeneck & King, PLLC and Buckley King serve as the Debtor's
counsel.
FORESIGHT ENERGY: Has Until March 15 to Pay $23.6M Interest
-----------------------------------------------------------
Jodi Xu Klein and Tim Loh, writing for Bloomberg Brief, reported
that Foresight Energy LP, founded by billionaire Christopher Cline,
57, hailed as the savior of the Illinois coal industry, had until
March 15 to pay $23.6 million of overdue bond interest.
On December 4, 2015, the Delaware Court of Chancery issued a
memorandum opinion concluding, among other things, that certain
transactions with Murray Energy resulted in a "change of control"
under the 2021 Senior Notes indenture and that an event of default
occurred when Foresight failed to offer to purchase the Notes. The
company said in a regulatory filing with the U.S. Securities and
Exchange Commission that it is negotiating an out-of-court
restructuring with certain holders of the Notes and our other
creditors.
The Company stated, "We have entered into forbearance agreements
with respect to the Notes as well as the lenders under our
securitization program. Under these agreements, the Noteholders and
lenders have agreed to forbear from exercising certain rights and
remedies to which they may be entitled. Both of these agreements
remain in effect through March 15, 2016, unless extended by the
respective parties. We have not entered into forbearance agreements
with the lenders under our Credit Agreement or the lenders under
our equipment financing arrangements or capital lease obligations.
The lenders under these facilities may exercise any remedies
available to them at any time."
"Other events of default with respect to our Notes and other debt
agreements have occurred or may occur in the future, and we may be
unable to reach an agreement on the terms of an out-of-court
restructuring with our Noteholders and other lenders.
"Our auditor's opinion in connection with our 2015 financial
statements includes an explanatory paragraph regarding the
uncertainty of the Partnership’s ability to continue as a "going
concern" which will result in an additional default under the terms
of the Credit Agreement as well as the 2021 Senior Notes, Foresight
Receivables LLC's securitization agreement and the credit
agreements governing certain equipment financings of certain of our
other subsidiaries, because these agreements require delivery of
financial statements without an explanatory paragraph regarding the
uncertainty of the Partnership's ability to continue as a "going
concern."
"If an agreement on the terms of an out-of-court restructuring is
not reached with our Noteholders and other lenders, it may be
necessary for us to file a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code in order to
implement a restructuring, or our creditors could force us into an
involuntary bankruptcy. If a plan of reorganization is implemented
in a bankruptcy proceeding, it is likely that our equity holders
would be entitled to little or no recovery, and their claims and
interests would be canceled for little or no consideration."
* * *
The Troubled Company Reporter, on Feb. 23, 2016, reported that
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on St. Louis-based Foresight Energy L.P. to 'CCC-'
from 'CCC' and removed it from CreditWatch, where it had been
placed with developing implications on Dec. 18, 2015. The outlook
is negative.
S&P also lowered its issue-level rating on the partnership's
first-lien debt to 'CCC+' from 'B-'. The recovery rating on the
debt is unchanged at '1', indicating S&P's expectation of very
high
(90% to 100%) recovery in the event of a payment default. In
addition, S&P lowered its issue-level rating on the company's
senior unsecured notes to 'CCC-' from 'CCC'. The recovery rating
on the notes is unchanged at '3', indicating S&P's expectation of
meaningful (50% to 70%; lower half of the range) recovery in the
event of a payment default.
The TCR, on Feb. 16, 2016, reported that Moody's Investors Service
downgraded all ratings of Foresight Energy, LLC including the
corporate family rating to Caa1 from B3, the probability of default
rating to Caa1-PD from B3-PD, senior unsecured rating to Caa3 from
Caa2, and senior secured rating to B2 from B1. The speculative
grade liquidity rating is unchanged at SGL-4. The outlook is
negative.
FORESIGHT ENERGY: Posts $39.5M 2015 Net Loss, In Debt Talks
-----------------------------------------------------------
Foresight Energy LP on March 15 reported financial and operating
results for the full-year 2015, which includes coal sales revenues
of $979.2 million, a net loss attributable to limited partner units
of $39.5 million, Adjusted EBITDA of $338.4 million and cash flows
from operations of $200.4 million.
"Impacting our results for 2015 was an 11.3% decrease in coal sales
prices compared to 2014, offset by a $45.7 million benefit related
to gains on our commodity derivative contracts. Also impacting our
net loss were increased costs at our operations including both the
direct and indirect costs incurred to extinguish the fire at our
Hillsboro mine in connection with efforts to restore production,
$21.4 million of transition and reorganization costs related to the
Murray transaction and $12.6 million of asset impairment charges,"
the Company said.
Update on Debt Defaults
"As reported previously, on December 4, 2015, the Delaware Court of
Chancery issued a memorandum opinion concluding, among other
things, that certain transactions with Murray Energy resulted in a
'change of control' under the 2021 Senior Notes indenture and that
an event of default occurred when we failed to offer to purchase
the Notes. Currently, we are negotiating an out-of-court
restructuring with certain holders of the Notes and our other
creditors.
"We have entered into forbearance agreements with respect to the
Notes as well as the lenders under our securitization program.
Under these agreements, the Noteholders and lenders have agreed to
forbear from exercising certain rights and remedies to which they
may be entitled. Both of these agreements remain in effect through
March 15, 2016, unless extended by the respective parties. We have
not entered into forbearance agreements with the lenders under our
Credit Agreement or the lenders under our equipment financing
arrangements or capital lease obligations. The lenders under these
facilities may exercise any remedies available to them at any
time.
"As disclosed in our Annual Report on Form 10-K filed [Tues]day,
other events of default with respect to our Notes and other debt
agreements have occurred or may occur in the future, and we may be
unable to reach an agreement on the terms of an out-of-court
restructuring with our Noteholders and other lenders. Please read
our Annual Report on Form 10-K for additional information about our
current position, including risks and uncertainties about any
agreement or failure to reach an agreement with our creditors.
"Our auditor's opinion in connection with our 2015 financial
statements includes an explanatory paragraph regarding the
uncertainty of the Partnership's ability to continue as a 'going
concern' which will result in an additional default under the terms
of the Credit Agreement as well as the 2021 Senior Notes, Foresight
Receivables LLC's securitization agreement and the credit
agreements governing certain equipment financings of certain of our
other subsidiaries, because these agreements require delivery of
financial statements without an explanatory paragraph regarding the
uncertainty of the Partnership's ability to continue as a 'going
concern'.
"If an agreement on the terms of an out-of-court restructuring is
not reached with our Noteholders and other lenders, it may be
necessary for us to file a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code in order to
implement a restructuring, or our creditors could force us into an
involuntary bankruptcy. If a plan of reorganization is implemented
in a bankruptcy proceeding, it is likely that our equity holders
would be entitled to little or no recovery, and their claims and
interests would be canceled for little or no consideration."
Distributions & Outlook
"FELP announced that the Board of Directors has suspended its
quarterly distribution to unitholders. FELP is also suspending
guidance for 2016 pending an outcome in the negotiation with its
lenders," the Company said.
Consolidated Financial Results
Year Ended December 31, 2015 Compared to Year Ended December 31,
2014
"Coal sales were $979.2 million for 2015 compared to $1,109.4
million for 2014. Coal sales decreased $130.2 million from the
prior year primarily due to a decline in coal sales realization per
ton sold of $5.71. The decline in coal sales realization was due
to a decline in realization per ton on both our domestic and
international sales driven by weak coal market conditions. The
decline in tons sold to the international market resulted in a
corresponding decline in transportation expense during the current
year, therefore, the netback to mine realization per ton sold
decreased to a lesser extent than the coal sales realization per
ton sold.
"Cost of coal produced was $509.2 million for 2015 compared to
$449.9 million for 2014. The increase in cost of coal produced
during the current year was driven by a $2.87 per ton increase in
cash cost per ton sold. The impact of the Hillsboro mine
combustion event and increased costs at our Williamson and Sugar
Camp operations primarily accounted for the increase. The direct
costs incurred during 2015 in connection with our efforts to
extinguish the fire and restore production at our Hillsboro mine
was $20.2 million and the indirect impact of incurring salary and
overhead costs at this mine without any corresponding production
was $10.6 million. The higher cash cost per ton sold at our
Williamson and Sugar Camp operations was driven by higher repairs,
maintenance and longwall costs during 2015.
"Transportation expense for 2015 declined $49.4 million, or $2.21
per ton sold, from 2014 due to a 19.4% decline in international
sales volumes as well as lower charges during 2015 for shortfalls
against contractual minimum volume requirements.
"Depreciation, depletion and amortization expense was $195.4
million for 2015 compared to $169.8 million for 2014. The increase
of $25.6 million was primarily due to the second longwall at our
Sugar Camp complex coming out of development in June 2014 and from
a reduction of coal inventory during 2015.
"During 2015 and 2014, we recorded an impairment charge of $11.6
million and $34.7 million, respectively, related to certain
Hillsboro prepaid royalties which we determined recoupment was
improbable and during 2015 we also recorded a $1.0 million charge
to write-off the remaining deferred longwall costs for Hillsboro's
current longwall panel, which is being abandoned as a result of the
mine fire.
"Transition and reorganization costs were $21.4 million for 2015.
As part of the Murray Energy transaction, Foresight entered into a
management services agreement with Murray Energy with the intent of
optimizing and reorganizing certain corporate administrative
functions and generating synergies between the two companies
through the elimination of headcount and duplicate selling, general
and administrative costs.
Three Months Ended December 31, 2015 Compared to Three Months Ended
December 31, 2014
"Coal sales were $239.2 million for the three months ended December
31, 2015 compared to $300.0 million for the prior year period due
to a decline of nearly 0.4 million tons sold as well as a reduction
in coal sales realization of $7.50 per ton. The decline in coal
sales realization was due to a decline in realization per ton on
both domestic and international sales driven by weak market
conditions.
"Costs of coal produced was $148.4 million for the three months
ended December 31, 2015 compared to $126.8 million for the three
months ended December 31, 2014. The cost of coal produced during
the current period was driven by a $6.42 per ton increase in cash
cost per ton sold. Direct and indirect costs related to the
Hillsboro combustion event negatively influenced cost per ton by
$3.05 in the current quarter. Lower production volumes in the
current quarter compared to the prior year period resulted in lower
fixed cost absorption and higher per ton costs in the period."
Headquartered in St. Louis, Missouri, Foresight Energy LLC --
http://www.foresight.com-- offers coal mining, production,
transportation, and distribution services. It provides thermal,
metallurgical, and bituminous coal. The company is based in St.
Louis, Missouri. Foresight Energy LLC operates as a subsidiary of
Foresight Energy Partners LP.
FOREVER GREEN: Cohen Seglias Can't Seek Fees in Malpractice Suit
----------------------------------------------------------------
Matt Fair at Bankruptcy Law360 reported that a Pennsylvania judge
said he would not allow Cohen Seglias Pallas Greenhall & Furman PC
to seek legal fees as it pursued claims against Stern & Eisenberg
PC for allegedly botching an involuntary bankruptcy proceeding
involving a former client.
Judge Ramy I. Djerassi in the Philadelphia County Court of Common
Pleas agreed that there was no contractual agreement between the
parties or relevant statutory provision allowing Cohen Seglias to
recover fees and costs in the legal malpractice case.
The September complaint, the Law360 report relates, accuses Stern &
Eisenberg partner Steven Eisenberg of failing to disclose the scope
of his work for another creditor when he drew Cohen Seglias into a
Chapter 7 case against a former Cohen Seglias client who owed the
firm for services. The complaint says that Eisenberg represented
two clients who — like Cohen Seglias — were owed money by
synthetic sports turf company Forever Green Athletic Fields Inc.
The bankruptcy court ultimately threw out the petition, concluding
that Eisenberg improperly filed it to further separate litigation
involving the two clients — Charles and Kelli Dawson — and
Forever Green.
The suit stems from Forever Green's failure to pay Cohen Seglias
for legal fees. In 2010, it secured a $206,000 default judgment
against the company.
According to the complaint, Eisenberg — who was trying to collect
on a $306,000 default judgment against the company on behalf of the
Dawsons — approached Cohen Seglias and proposed that he represent
all three creditors in the bankruptcy matter, at no cost to Cohen
Seglias.
A bankruptcy judge threw out the petition in November 2013 after
concluding that Charles Dawson filed it as an obstacle to pending
litigation that Forever Green launched against him and entities he
owned.
Cohen Seglias alleged that Eisenberg neglected to represent its
interests in the fight over the petition, and that Cohen Seglias
racked up some $126,000 in fees and costs stemming from the
proceedings.
In a set of preliminary objections filed in September, Eisenberg
argued that Cohen Seglias was improperly seeking to recover not
only fees and costs incurred in the malpractice case but also
unspecified "other relief as this court shall deem appropriate."
Judge Djerassi, however, overruled that objection.
Cohen Seglias is represented by Stephen Harvey and David Dzara of
Steve Harvey Law LLC. Eisenberg and his firm are represented by
Paul Troy of Kane Pugh Knoell Troy & Kramer LLP.
The case is Cohen Seglias Pallas Greenhall & Furman PC v. Eisenberg
et al., case number 150303165, in the Court of Common Pleas of the
State of Pennsylvania, County of Philadelphia.
FRESH & EASY: Workers Denied Class Certification Over PTO Claims
----------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on March 3, 2016, denied class status to laid-off
employees of bankrupt grocery chain Fresh & Easy who claim the
company did not pay them for unused paid time off when they were
let go. U.S. Bankruptcy Judge Brendan L. Shannon said from the
bench that granting the certification wouldn't benefit any parties
but left the door open for the ex-employees to file individual
claims in the company's bankruptcy proceedings.
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del., Case No. 15-12220) on Oct. 30, 2015. The petition was signed
by Peter McPhee, the chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
Judge Christopher S. Sontchi is assigned to the case.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and FTI
Consulting, Inc. as restructuring advisors.
* * *
As part of the claims process, a bar date of February 19, 2016 has
been established by the Court for creditor claims.
FTE NETWORKS: Delays Filing of Dec. 31 Quarterly Report
-------------------------------------------------------
FTE Networks, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its transition report on Form 10-Q for the period ended
Dec. 31, 2015. According to the Company, due to unforeseeable
circumstances which caused a delay in preparing the financial
statements for that period, it requests an extension for the filing
of its Quarterly Report.
About FTE Networks, Inc.
FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint. Since its inception, FTE Networks has steadily
advanced its management, operational and technical capabilities to
become a leading provider of services to the telecommunications
and wireless sector with a focus on turnkey solutions. FTE
Networks provides a comprehensive array of services centered on
quality, efficiency and customer service.
FTE Networks reported a net loss attributable to common
shareholders of $3.63 million on $14.4 million of revenues for the
year ended Sept. 30, 2015, compared to net income of $436,000 on
$16.9 million of revenues for the year ended Sept. 30, 2014.
As of Sept. 30, 2015, the Company had $4.89 million in total
assets, $16.0 million in total liabilities, and a total
stockholders' deficiency of $11.1 million.
FUHU INC: Lists $42.6-Mil. in Assets, $158.2-Mil. in Debts
----------------------------------------------------------
Fuhu, Inc., filed with the U.S. Bankruptcy Court for the District
of Delaware its schedules of assets liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $42,651,339
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $8,959,770
E. Creditors Holding
Unsecured Priority
Claims $417,653
F. Creditors Holding
Unsecured Non-Priority
Claims $148,904,947
----------- -----------
Total $42,651,339 $158,282,371
A copy of the schedules is available for free at:
http://bankrupt.com/misc/FuhuInc_238_Jan9SAL.pdf
About Fuhu, Inc.
Fuhu, Inc. and Fuhu Holdings, Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12465) on Dec.
7, 2015. The petition was signed by James Mitchell as chief
executive officer. The Debtors estimated assets in the range of
$10 million to $50 million and liabilities of $100 million to $500
million. Judge Christopher S. Sontchi presides over the case.
Pachulski Stang Ziehl & Jones LLP represents the Debtors
as counsel. KRyS Global USA, LLC, serves as the Debtors'
investment banker, while Kurtzman Carson Consultants LLC serves as
claims and noticing agent.
Fuhu is headquartered in El Segundo, California, and employs
approximately 115 employees and retains one independent contractor
who work in various areas including marketing, sales, operations,
creative, technology, development and management.
Court document indicates that between 2010 and 2013, Fuhu's
revenue grew to more than $195 million in 2013. Fuhu's array of
nabi
tablets are sold in more than 10,000 retail outlets, including
Target, Best Buy, Costco Wholesale, Toys R'Us and Walmart stores.
Fuhu Moldings owns significant intellectual property assets of the
Debtors, including trademarks and copyrights.
The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors. Cooley LLP represents
the committee.
The Debtors won approval of bidding procedures in connection with
the sale substantially all of their operating assets. The Court
approved a Jan. 15, 2016 bid deadline, a Jan. 19 auction, and a
Jan. 20 sale hearing. Absent higher and better offers, the Debtors
are under contract sell the assets to stalking horse GWS Fuhu, LLC,
for $10,000,000, subject to adjustments, plus the assumption of the
assumed liabilities, and for a minimum of $1,000,000 to be
available for satisfaction of the claims of unsecured creditors.
FUTUREWORLD CORP: Closes Exchange Pact With Building Turbines
-------------------------------------------------------------
Building Turbines, Inc. (BLDW), on Feb. 26, 2016, entered into a
purchase and exchange agreement with FutureWorld Corp. and its
partially owned subsidiary HempTech Corp., to deliver to
FutureWorld and HempTech Shareholders, certain share holdings of
Building Turbines, Inc., as an exchange for such consideration as
set forth in the agreement. In effect, post transaction, Building
Turbines, Inc., will become HempTech Corp through change in
control.
On March 11, 2016, FutureWorld Corp closed the HempTech
Corp-Building Turbines transaction. The transaction will be fully
effective with the completion of restructuring of BLDW due when
approved by FINRA.
As disclosed in a regulatory filing with the Securities and
Exchange Commission, consideration for the purchase and exchange
agreement is as follows:
a. A purchase price paid for by the issuance of 62,500,950
shares of Common stock, par value $0.001, on the Closing
Date (after recapitalization) to HempTech Corp shareholders.
All such common shares shall be received of the BLDW common
shares under the requisite restriction of Rule 144 of the
Securities Act.
b. In return for those shares of BLDW as designated, the BLDW
selling holder, John Graham, shall receive, post-reverse
division, an amount of common shares of the Corporation
which will be equal to nine and nine tenths percent (9.9%)
of the total outstanding common shares of the Corporation
after such reverse division occurs and the initial post-
reverse issuance occurs. The amount of shares to be
initially issued shall for such 9.9% of the total
outstanding common shares after the reverse division shall
be 6,187,594 common shares.
This is the Company's third spin-off so far and second in 2016.
The Company is expecting more to follow.
About Futureworld Corp.
Saint Petersburg, Florida-based FutureWorld Corp. (FWDG) is a
provider of technologies and solutions to the global cannabis
industry. FutureWorld, together with its subsidiaries, is focused
on the identification, acquisition, development, and
commercialization of cannabis related products and services, like
industrial hemp.
For the year ended March 31, 2015, the Company reported a net loss
of $1.40 million compared to a net loss of $156,319 for the year
ended March 31, 2014.
As of Dec. 31, 2015, Futureworld had $35.3 million in total
assets, $1.68 million in total liabilities and $33.6 million in
total stockholders' equity.
GLASIR MEDICAL: Case Summary & 14 Unsecured Creditors
-----------------------------------------------------
Debtor: Glasir Medical, LP
11467 Huebner Road, Ste 350
San Antonio, TX 78230
Case No.: 16-50612
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Ronald J. Smeberg, Esq.
THE SMEBERG LAW FIRM, PLLC
2010 W Kings Hwy
San Antonio, TX 78201-4926
Tel: 210-695-6684
Fax: 210-598-7357
E-mail: ron@smeberg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas Wilson, president of the general
partner MFLR, LLC.
A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txwb16-50612.pdf
GOLDEN JUBILEE: Case Summary & 5 Unsecured Creditors
----------------------------------------------------
Debtor: Golden Jubilee Realty LLC
967 Atlantic Avenue
Brooklyn, NY 11238
Case No.: 16-41029
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Carla E. Craig
Debtor's Counsel: Bruce Weiner, Esq.
ROSENBERG MUSSO & WEINER LLP
26 Court Street, Suite 2211
Brooklyn, NY 11242
Tel: (718) 855-6840
Fax: 718-625-1966
E-mail: courts@nybankruptcy.net
Total Assets: $0
Total Liabilities: $2.68 million
The petition was signed by Shiraz Sutar, member.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb16-41029.pdf
GRAHAM GULF: Opposes Committee's Bid for Trustee Appointment
------------------------------------------------------------
Graham Gulf, Inc., asks the U.S. Bankruptcy Court to deny the
Official Committee of Unsecured Creditors' request for the
appointment of a Chapter 11 trustee, asserting that no cause exists
for the appointment of trustee and that an appointment would not be
in the best interests of the estate.
The Committee, in its request, asserted that the Debtor's existing
management simply does not have the ability to maximize the value
of the Debtor's estate for the benefit of the creditors of the
Debtor's estate and its equity holders. The principal creditor
constituencies, including the Committee, have lost confidence in
the ability of the Debtor's management and certain of its
professionals to propose and obtain approval of a viable plan of
reorganization, the Committee told the Court. Even the Debtor's
principal, Janson Graham, who had agreed to make advances to the
Debtor in connection with a Debtor in Possession Financing
Agreement, has discontinued those advances, which evidences his
lack of confidence in the Debtor's ability to reorganize and
satisfy its obligations to its various constituencies, the
Committee pointed out.
Despite the lack of meaningful progress in obtaining refinancing or
marketing their assets for sale in a manner that will generate the
highest and best recovery, the Debtor's management continues to
impose unjustifiably high administrative expenses on this estate in
the form of excessive salaries for two individuals at an annualized
rate of $600,000, the Committee told the Court.
According to the Debtor, throughout the pendency of the case, both
the senior secured lender and the Committee have been kept well
informed of the Debtor's cash flow, cash position, the various
attempts to refinance its debt and has worked diligently, in
consultation with both Wells Fargo and the Committee in its attempt
to create a structure whereby reorganization is possible.
The Debtor points out that the Committee chooses to ignore the
reality that the Debtor's business is highly dependent upon the oil
industry and the continued decline in the price of oil has
significant adverse effects on Debtor's ability to market its
assets and instead, the Committee blames the financial issues of
the Debtor on the current management of the Debtor.
Additionally, the Debtor argues that replacing current management
with a trustee destroys any momentum gained by the Debtor as it has
recently picked up a new contract on one of its vessels and has
received a renewal notice on another of the vessel contracts,
despite the assertions of the Committee that "the market has lost
confidence in the Debtor or its management."
Finally, the Debtor tells the Court that the appointment of a
trustee would add a layer of cost saddling the estate with
burdensome and unwarranted administrative costs.
Graham Gulf, Inc. is represented by:
Jeffery J. Hartley, Esq.
Christopher T. Conte, Esq.
HELMSING, LEACH, HERLONG, NEWMAN & ROUSE, P.C.
Post Office Box 2767
Mobile, AL 36652
Telephone: (251) 432-5521
Facsimile: (251) 432-0633
Email: jjh@helmsinglaw.com
ctc@helmsinglaw.com
The Committee is represented by Stewart F. Peck, Esq., Christopher
T. Caplinger, Esq., Benjamin W. Kadden, Esq., and Joseph P.
Brigett, Esq., at Lugenbuhl, Wheaton, Peck, Rankin & Hubbard, in
New Orleans, Louisiana.
About Graham Gulf
Founded in 1996, Graham Gulf, Inc. operates 11 fast supply vessels
designed specifically for providing a more efficient and
cost-effective support for field production operations and remote
drilling location services.
Graham Gulf filed Chapter 11 bankruptcy petition (Bankr. S.D. Ala.
Case No. 15-03065) on Sept. 18, 2015. The petition was signed by
Janson Graham, the president and owner. The Debtor estimated
assets and liabilities in the range of $10 million to $50 million.
Helmsing, Leach, Herlong, Newman & Rouse PC serves as the Debtor's
counsel.
Six creditors were appointed to Graham Gulf's official committee of
unsecured creditors. The creditors are Superior Shipyard &
Fabrication Inc., Thrustmaster of Texas Inc., American Supply LLC,
Safety Controls Inc., Force Power Systems LLC and United Power
Systems LLC.
GRAHAM GULF: Seeks Evidentiary Hearing on Carl Marks' Fees
----------------------------------------------------------
Graham Gulf, Inc., objects to the reasonableness and necessity of
the fees, costs and expenses sought by Carl Marks Advisory Group
LLC, as agent for the Debtor's senior secured lender, Wells Fargo
Bank, N.A., particularly since the fees and costs are well above
market rate and the value added to the case by Carl Marks has not
been established.
The Debtor seeks an evidentiary hearing to determine the
reasonableness, value and/or necessity of each fee, cost and/or
expense requested by Carl Marks.
Graham Gulf, Inc. is represented by:
Jeffery J. Hartley, Esq.
Christopher T. Conte, Esq.
HELMSING, LEACH, HERLONG, NEWMAN & ROUSE, P.C.
Post Office Box 2767
Mobile, AL 36652
Telephone: (251) 432-5521
Facsimile: (251) 432-0633
Email: jjh@helmsinglaw.com
ctc@helmsinglaw.com
About Graham Gulf
Founded in 1996, Graham Gulf, Inc. operates 11 fast supply vessels
designed specifically for providing a more efficient and
cost-effective support for field production operations and remote
drilling location services.
Graham Gulf filed Chapter 11 bankruptcy petition (Bankr. S.D. Ala.
Case No. 15-03065) on Sept. 18, 2015. The petition was signed by
Janson Graham, the president and owner. The Debtor estimated
assets and liabilities in the range of $10 million to $50 million.
Helmsing, Leach, Herlong, Newman & Rouse PC serves as the Debtor's
counsel.
Six creditors were appointed to Graham Gulf's official committee of
unsecured creditors. The creditors are Superior Shipyard &
Fabrication Inc., Thrustmaster of Texas Inc., American Supply LLC,
Safety Controls Inc., Force Power Systems LLC and United Power
Systems LLC.
GREAT LAKES PROPERTIES: Court Orders Mediation with MDEQ
--------------------------------------------------------
Great Lakes Properties of Fenton, LLC, asked the the United States
Bankruptcy Court for the Eastern District of Michigan, Southern
Division, Flint, to direct parties to mediate issues in this case,
as well as those raised in an adversary proceeding filed by the
Michigan Department of Environmental Quality against various
non-debtor Defendants.
The Defendants in the adversary proceeding -- Raad Asmar, Thikra
Asmar, and Jimmy Asmar -- agree with the Debtor's request; the MDEQ
does not. The MDEQ, having years of experience with the Debtor, as
well as Raad Asmar and Thikra Asmar, essentially concludes that
mediation would be a wasted effort and that neither Debtor nor Raad
Asmar and Thikra Asmar have any intention in entering into
mediation in good faith.
In an Opinion dated February 25, 2016, which is available at
http://is.gd/CUfuGbfrom Leagle.com, Judge Daniel S. Opperman of
the United States Bankruptcy Court for the Eastern District of
Michigan, Southern Division, Flint, granted the Debtor's Motion for
Mediation.
The Court said it understands the MDEQ's reluctance in trying to
resolve this matter given its relationship with the Debtor, Raad
Asmar, and Thikra Asmar. The Court must, however, accept the
Debtor's statements that it wishes to mediate its issues with the
MDEQ in good faith. Also, the Court accepts the statements of Raad
Asmar and Thikra Asmar as to their good faith intentions to mediate
and try to settle this matter.
The case is IN RE: GREAT LAKES PROPERTIES OF FENTON, LLC, Chapter
11 Proceeding, Debtor, Case No. 14-30332-dof (Bankr. E.D. Mich.).
Great Lakes Properties Of Fenton, LLC, Debtor In Possession, is
represented by Robert N. Bassel, Esq.
Daniel M. McDermott, U.S. Trustee, is represented by Leslie K.
Berg.
GT ADVANCED: U.S. Trustee Calls Liability Releases Extraordinary
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a government
watchdog is challenging GT Advanced Technologies' restructuring
plan, saying on Feb. 26, 2016, that the plan conflicts with
jurisprudence on Chapter 11 liability releases because it would
provide legal cover for an "extraordinary number of third
parties."
U.S. Trustee William K. Harrington filed an objection in New
Hampshire bankruptcy court challenging GTAT's amended Chapter 11
plan of reorganization which the company filed earlier. The
objection is one of several that have been filed against GTAT's
plan.
About GT Advanced
Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry. On Nov. 4, 2013, GTAT announced a
multi-year supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products. Under the deal,
Apple would provide GTAT with a prepayment of approximately $578
million paid in four installments and, starting in 2015, GTAT would
reimburse Apple for the prepayment over a five-year period.
GT was a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ
stock exchange in October 2014.
As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.
On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916). GT
sought bankruptcy protection due to a severe liquidity crisis
brought about by its issues with Apple.
The bankruptcy cases are assigned to Judge Henry J. Boroff.
The Debtors tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.
The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors. The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.
* * *
In November 2014, GTAT reached a settlement with Apple. The
settlement gives Apple an approved claim for $439 million secured
by more than 2,000 sapphire furnaces that GT Advanced owns and has
four years to sell, with proceeds going to Apple. In addition,
Apple gets royalty-free, non-exclusive licenses for GTAT's
technology.
In December 2015, GTAT filed a proposed reorganization plan that
allows the company to continue operating as a going concern and
gives most of the equity to entities providing bankruptcy-exit
financing.
HAGGEN HOLDINGS: Albertson's Submits Binding Offer for 29 Stores
----------------------------------------------------------------
Albertson's LLC on March 14 disclosed that it submitted a binding
bid letter and form of Asset Purchase Agreement to Haggen for the
purchase of 29 of Haggen's core stores. This is a step in the
process to obtain bankruptcy court approval, following Haggen's
Chapter 11 filing on September 8, 2015, which is required for
consummation of the purchase.
The proposed plan would create a separate business unit for 14
Haggen stores which today are part of the original Haggen "legacy"
store chain. They would continue to be operated separately from
Bellingham under their existing Haggen name along with a legacy
Safeway location in Oak Harbor, Washington that was converted to a
Haggen location in 2015. The remaining 14 stores are stores that
Haggen acquired from Albertsons in 2015. Following the transaction
close, these stores will be transitioned over time back to the
Albertsons banner, six of which will be operated by Albertsons'
Seattle division and eight by the Portland division. Antitrust
clearance of the acquisition was obtained last week. The company
expects to close on the transaction in the coming weeks, pending
customary legal and bankruptcy court approvals.
"Haggen's original core group of Pacific Northwest stores set the
gold standard in the markets they serve for quality fresh products
and exceptional service," said Bob Miller, Albertsons Chairman and
Chief Executive Officer. "We are proud to now be associated with
this tradition, and want to assure Haggen's dedicated shoppers that
the stores will continue to offer customers the freshest local
products available and exceptional service, with the same great
employees at the stores." Albertsons plans to hire substantially
all store employees and also honor existing labor agreements to
staff the stores.
Haggen has a strong reputation and deep roots in the communities it
serves, which will continue to be fostered beyond the transaction
close. They have established and well-known practices for
supporting regional farms, ranches and fisheries, and for
supporting a sustainable local food economy.
The following stores will remain part of the standalone business
unit operated under the Haggen banner:
2814 Meridian
Bellingham
WA
757 Haggen Drive
Burlington
WA
1406 Lake Tapps Parkway East
Auburn
WA
1401 12th Street
Bellingham
WA
1313 Cooper Point Road SW
Olympia
WA
210 36th Street
Bellingham
WA
2900 Woburn Street
Bellingham
WA
26603 72nd Avenue NW
Stanwood
WA
1301 Avenue D
Snohomish
WA
1815 Main Street
Ferndale
WA
17641 Garden Way NE
Woodinville
WA
2601 East Division
Mount Vernon
WA
8915 Market Place NE
Lake Stevens
WA
3711 88th Street NE
Marysville
WA
The following former Safeway store will continue as part of the
Haggen standalone business unit and remain under the Haggen
banner:
31565 Sr 20 #1
Oak Harbor
WA
The following stores will return to the Albertsons divisions and
carry the Albertsons banner:
1800 NE 3rd Street
Bend
OR
1675 W. 18th Avenue
Eugene
OR
8611 Steilacoom Blvd. SW
Tacoma
WA
16199 Boones Ferry Road
Lake Oswego
OR
1690 Allen Creek Road
Grants Pass
OR
61155 S Hwy 97
Bend
OR
14300 SW Barrows Rd
Tigard
OR
*subject to reaching agreement with the landlord
1128 N. Miller
Wenatchee
WA
450 N. Wilbur Avenue
Walla Walla
WA
3075 Hilyard St
Eugene
OR
17171 Bothell Way NE
Seattle
WA
3520 Pacific Ave SE
Olympia
WA
3925 236th Ave NE
Redmond
WA
17520 SR 9 Southeast
Snohomish
WA
About Albertson's LLC
Albertson's LLC is a subsidiary of Albertson's Companies, LLC, one
of the largest food and drug retailers in the United States, with
both a strong local presence and national scale. It operate stores
across 35 states and the District of Columbia under 18 well-known
banners including Albertsons, Safeway, Vons, Jewel-Osco, Shaw's,
Acme, Tom Thumb, Randalls, United Supermarkets, Pavilions, Star
Market and Carrs.
About Haggen Holdings
Headquartered in Bellingham, Washington, Haggen was founded in 1933
as a single grocery store. From 1933 to 2014, Haggen grew into a
30 store family-run grocery chain, with stores located in the
northwestern United States. From 2011 to 2014, Haggen reduced its
store base to 18, including a stand-alone pharmacy location.
Haggen rapidly expanded in 2014 and 2015, and, as of the Petition
Date, Haggen owned and operated 164 stores through three operating
companies: Haggen, Inc., Haggen Opco North, LLC and Haggen Opco
South, LLC.
Haggen Holdings, LLC, and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11874 to
15-11879) on Sept. 8, 2015, with the intention of reorganizing, or
selling as a going concern, their stores for the benefit of their
creditors.
The petitions were signed by Blake Barnett, the chief financial
officer.
The Debtors estimated assets of $50 million to $100 million and
estimated liabilities of $10 million to $50 million.
Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors'
local counsel. Stroock & Stroock & Lavan LLP serves as the
Debtors' general counsel. Alvarez & Marsal North America, LLC,
acts as the Debtors' financial advisor. Kurtzman Carson
Consultants LLC serves as the Debtors' claims and noticing agent.
In September 2015, T. Patrick Tinker, assistant U.S. trustee for
Region 3, appointed seven creditors to the official committee of
unsecured creditors. The Creditors Committee tapped Pachulski
Stang Ziehl & Jones LLP as counsel.
HALCON RESOURCES: Approves $5.9-Mil. Executive Retention Payments
-----------------------------------------------------------------
The Compensation Committee of the Board of Directors of Halon
Resources Corporation recommended, and on March 7, 2016, the Board
approved, a key employee retention program pursuant to which the
Company has made one time cash retention payments to certain
executive officers and key employees, as disclosed in a Form 8-K
report filed with the Securities and Exchange Commission.
The key employee retention program and the payments made to each of
the officers were formulated with the input and based upon the
recommendations of Longnecker & Associates, the independent
compensation consultant engaged by the Compensation Committee.
Pursuant to the key employee retention program, key employees
receiving retention payments have entered into a key employee
retention agreement with the Company pursuant to which they have
agreed to continue their employment with the Company for a period
of no less than 12 months from the date thereof or they will
forfeit the full amount of the retention payment they receive (less
any taxes withheld), provided that their employment is not
terminated prior to such date by the Company without cause or by
them with good reason, such as due to a material reduction in base
salary or permanent relocation of their principal place of
employment. The cash retention payments made to the Company's
principal executive officer, principal financial officer and named
executive officers for 2015 and 2016 are:
Executive Cash Retention Payment
--------- ----------------------
Floyd C. Wilson $3,000,000
Stephen W. Herod $800,000
Mark J. Mize $800,000
David S. Elkouri $800,000
Tina S. Obut $500,000
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.
HEXION INC: Incurs $40 Million Net Loss in 2015
-----------------------------------------------
Hexion Inc. filed with the Securities and Exchange Commission its
annual report on Form 10-K disclosing a net loss attributable to
the Company of $40 million on $4.14 billion of net sales for the
year ended Dec. 31, 2015, compared to a net loss attributable to
the Company of $223 million on $5.13 billion of net sales for the
year ended Dec. 31, 2014.
As of Dec. 31, 2015, Hexion had $2.38 billion in total assets,
$4.85 billion in total liabilities and a $2.47 billion total
deficit.
For the three months ended Dec. 31, 2015, the Company reported a
net loss attributable to the Company of $11 million on $909 million
of net sales compared to a net loss attributable to the Company of
$157 million on $1.16 billion of net sales for the same period in
2014.
"Our fourth quarter 2015 results reflected improvement in our
specialty epoxy and Versatic Acids and Derivatives businesses as
well as productivity gains, offset by the negative impact of
foreign currency, softer demand in Latin America and continued
headwinds impacting our oil and gas related products," said Craig
O. Morrison, chairman, president and CEO. "The structural cost
savings program we began implementing earlier this year remains on
track and we have identified approximately $35 million in
additional productivity savings to strengthen our position for
profitable growth in response to the recent economic volatility."
Mr. Morrison added: "Excluding the impact of currency, we were
pleased to deliver an 11% year-over-year increase in Segment EBITDA
in 2015 compared to 2014 due to the strength of our diversified
portfolio and disciplined cost controls. In 2015, we also drove
strong levels of cash flow from operations and successfully
completed construction of two new formaldehyde sites, with a third
new formaldehyde site coming online as expected in the first
quarter of 2016. Looking ahead, we remain committed to driving
structural decreases in our costs and carefully managing our
balance sheet, while continuing to strategically invest behind our
differentiated technologies."
Hexion expects to have adequate liquidity to fund its ongoing
operations for the next 12 months from cash on its balance sheet,
cash flows provided by operating activities and amounts available
for borrowings under its credit facilities.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/RkOLcI
About Hexion Inc.
Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc.,
headquartered in Columbus, Ohio, is a producer of thermoset resins
(epoxy, formaldehyde and acrylic). The company is also a supplier
of specialty resins for inks and specialty coatings sold to a
diverse customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.
* * *
The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Momentive
Specialty by one notch to 'CCC+' from 'B-'. "The downgrade
follows MSC's significant use of cash in the first half of 2014 and
our expectation that lackluster cash flow from operations and
elevated capital spending will cause free operating cash flow to be
significantly negative in 2014 and 2015," said Standard & Poor's
credit analyst Cynthia Werneth.
As reported by the TCR on Dec. 15, 2014, Moody's Investors Service
lowered the Corporate Family Rating of Momentive to 'Caa1' from
'B3'. "Due to elevated leverage, heavy capital spending on new
capacity in 2014 and 2015, and the lack of meaningful improvement
in financial performance, Moody's have lowered Momentive
Specialty's rating," stated John Rogers, senior vice president at
Moody's.
HORSEHEAD HOLDING: $90M Chapter 11 Financing Gets Final Approval
----------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that metal processor
Horsehead received final approval for its $90 million
debtor-in-possession financing from a group of senior secured
lenders on Wednesday after settling objections from creditors and
prepetition lenders. In Delaware bankruptcy court, U.S. Bankruptcy
Judge Christopher S. Sontchi approved the final DIP package
provided by a group that holds 80L% of Horsehead Holding Corp.'s
senior secured notes set to mature in 2017 after the company
reached agreements with the objecting parties.
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.
HUDSON PRODUCTS: Moody's Lowers CFR to B3, Outlook Stable
---------------------------------------------------------
Moody's Investors Service downgraded Hudson Products Holdings,
Inc.'s corporate family rating to B3 from B2, probability of
default rating to Caa1-PD from B3-PD, and the rating on the
company's first lien senior secured credit facilities, consisting
of a $x255 million term loan due 2019 and a $30 million revolving
credit facility due 2018, to B3 from B2. The rating outlook is
stable.
The downgrade was based on weakness in the company's energy end
markets and the resulting negative impact on its revenues, earnings
and operating margins. Reduced earnings over the last year have
caused Hudson's debt to EBITDA, inclusive of Moody's adjustments,
to increase to approximately 6.0x at Dec. 31, 2015, (based on
preliminary financial information) compared to 5.4x a year ago.
Free cash flow generation in 2015 also meaningfully weakened to
about $2 million compared to an average of $25 million per year,
excluding dividends, that the company generated in 2012 through
2014. In Moody's view, reduced capital spending by Hudson's oil
and gas customers and potential delays and cancellations of
projects because of low energy prices will cause new bookings and
revenues to decline, further weighing on the company's credit
metrics over the next 12 to 18 months. The company incurred
additional debt in 2014 to finance a dividend to its owners, which
has weakened its ability to withstand the current cyclical
downturn. Moody's adjusted debt to EBITDA is expected to approach
7.0x in 2016, while free cash flow is likely to remain weak.
These rating actions were taken:
Issuer: Hudson Products Holdings, Inc.:
Corporate family rating, downgraded to B3 from B2;
Probability of default rating, downgraded to Caa1-PD from B3-PD;
$255 million first lien senior secured term loan due 2019,
downgraded to B3 (LGD-3) from B2 (LGD-3);
$30 million first lien senior secured revolving credit facility
due 2018, downgraded to B3 (LGD-3) from B2 (LGD-3);
The rating outlook is stable.
RATING RATIONALE
The B3 rating reflects the company's high financial leverage, the
cyclical nature of its energy end markets, and their currently
challenging environment, and the company's reliance on customers'
capital spending and product replacement needs. Hudson is
susceptible to significant earnings volatility given its modest
size and scale, end market concentration in the energy sector, and
geographic concentration in North America. The company is also
exposed to concentration risk related to a number of major
projects, on which it relies for a significant portion of its
revenue and backlog. The rating is supported by the company's
strong market position in both of its key product areas: air-cooled
heat exchangers (ACHEs) and axial-flow fans. The highly engineered
nature of ACHE and fan products combined with the company's
production infrastructure helps support margins and creates
significant barriers to entry. The meaningful portion of sales
generated from the higher margin aftermarket segment provides a
degree of downside protection during cyclical downturns.
Over the next year, Moody's expects demand in many of the company's
end markets, including natural gas compression, natural gas
processing, and refining to remain weak, leading to overall revenue
and earnings declines. Given currently low energy prices, the
development of new projects across the company's end markets is
less likely in the intermediate term. However, large ongoing
long-term projects such as those in the liquefied natural gas space
are expected to remain relatively stable, along with refinery
maintenance and aftermarket activity. This is expected to support
the company's backlog and revenues, albeit at lower levels. Should
weak conditions in the energy markets persist for an extended
period, further impacting the company's operating performance and
credit metrics, rating pressure could occur.
Hudson has an adequate liquidity profile, supported by the absence
of debt maturities until September 2018 and a $22 million cash
balance. Liquidity is constrained by the company's reduced free
cash flow generation given soft end market conditions.
Additionally, revolver availability for borrowings has been
effectively reduced to approximately $7.5 million, given that
springing total leverage covenant ratio is above the maximum
permitted level.
The stable rating outlook assumes that continued relative stability
of large ongoing long-term projects in the company's liquefied
natural gas end market will contribute to maintenance of a healthy
backlog, and that higher margin fan and aftermarket businesses will
continue to generate stable demand, preventing outsized revenue and
earnings declines. The outlook also reflects Moody's expectation
of a sustained adequate liquidity profile.
The ratings are not expected to be upgraded in the near term given
the challenging conditions in the company's energy end markets.
However, over a longer time period, should the company meaningfully
improve its size and scale and broaden its product portfolio,
generate earnings growth, while sustaining adjusted leverage below
5.5x, ratings may be revised upward.
The ratings could be downgraded if prolonged weakness in the
company's energy end markets causes material project delays and
significant deterioration in its order trends, revenues and
earnings. Additionally, adjusted leverage sustained above 7.5x, or
a deterioration in liquidity including due to negative free cash
flow generation would also cause rating pressure.
The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.
Hudson Products Corporation, headquartered in Beasley, TX, is one
of the world's leading manufacturers of heat transfer solutions
including ACHEs (air-cooled heat exchangers), axial-flow fans and
related aftermarket hardware. The company has manufacturing
facilities in Texas, Oklahoma, Canada, China, India and Italy and
serves predominantly North American end markets of oil & gas,
power, liquefied natural gas (LNG) and petrochemicals. Since 2008
Hudson has been owned by Riverstone Holdings LLC (the sponsor). In
2015, the company generated approximately $230 million in
revenues.
INT'L BENEFITS: 4th Cir. Issues Amended Decision in Coverage Suit
-----------------------------------------------------------------
The United States Court of Appeals for the Fourth Circuit, on
February 19, 2016, issued an amended decision in the case captioned
W.C. AND A.N. MILLER DEVELOPMENT COMPANY, Plaintiff-Appellant, v.
CONTINENTAL CASUALTY COMPANY, Defendant-Appellee, No. 14-2327.
In 2006, entities and individuals related to Appellant W.C. & A.N.
Miller Development Company were sued in a contract dispute.
Subsequently, in 2010, Miller entered into a liability insurance
contract with Appellee Continental Casualty Company. Miller itself
was sued in 2010 in a fraudulent conveyance action seeking recovery
on the judgment entered in the 2006 lawsuit. Miller tendered the
2010 suit to Continental, seeking coverage of defense costs.
Continental, however, determined that the 2010 lawsuit alleged
"interrelated wrongful conduct" with the allegations made in the
2006 lawsuit brought against entities related to Miller. Because
allegations of such interrelated wrongful conduct constituted a
"claim" first made in 2006, before the policy period, Continental
denied coverage. Miller went on to successfully defend the 2010
lawsuit at its own cost.
In 2014, Miller sued Continental for breach of the insurance
contract and sought as damages the costs it incurred defending
itself in the 2010 lawsuit. The crux of the parties' dispute is
whether the allegations in the 2006 and 2010 lawsuits are, indeed,
interrelated wrongful acts as defined by the insurance policy. The
district court determined that Continental properly denied
coverage.
The Fourth Circuit affirmed the district court's judgment that
Continental properly denied Miller insurance coverage.
The allegations in the 2006 and 2010 lawsuit arise out of the same
land development project, involve the same contract to secure
financing, implicate a dispute over the same fee, and were brought
by the same claimant. This factual web creates a common nexus
sufficient to make the claims brought against Miller in 2006 and
2010 interrelated under the policy's broad definition of
"interrelated wrongful acts."
A full-text copy of the Decision is available at
http://is.gd/voCeYsfrom Leagle.com.
Paul Joseph Kiernan, Esq. -- paul.kiernan@hklaw.com -- HOLLAND &
KNIGHT, LLP, Washington, D.C., for Appellant.
Richard A. Simpson, Esq. -- rsimpson@wileyrein.com, Gary P.
Seligman, Esq. -- gseligman@wileyrein.com, Ashley E. Eiler, Esq. --
aeiler@wileyrein.com -- WILEY REIN LLP, Washington, D.C., for
Appellee.
INYX INC: 2nd Circuit Says CEO Still on the Hook for $1 Million
---------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that the Second
Circuit on March 7, 2016, said the CEO of defunct pharmaceutical
company Inyx Inc. can't appeal a $1 million judgment entered after
he defaulted on settlement payments to a class of shareholders
alleging he and other executives drove the company into bankruptcy.
The appellate court affirmed U.S. District Judge P. Kevin Castel's
order entering a consent judgment against Inyx CEO Dr. Jack Kachkar
after Kachkar defaulted on payments under a $1.1 million class
action settlement entered in 2012.
JACOR REALTY: Case Summary & 2 Unsecured Creditors
--------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Jacor Realty, LLC 16-40434
177 Central Street
Milford, MA 01757
Jacor, Inc. 16-40433
177 Central Street
Milford, MA 01757
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Judge: Hon. Christopher J. Panos
Debtors' Counsel: Andrew G. Lizotte, Esq.
MURPHY & KING, PROFESSIONAL CORPORATION
Professional Corporation
One Beacon Street, 21st floor
Boston, MA 02108
Tel: (617) 423-0400
Fax: (617)556-8985
Email: agl@murphyking.com
Estimated Estimated
Assets Liabilities
---------- -----------
Jacor Realty, LLC $1MM-$10MM $500K-$1MM
Jacor, Inc. $100K-$500K $500K-$1MM
The petitions were signed by Steven A. Jacobs, manager.
A list of Jacor Realty's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/mab16-40434.pdf
A list of Jacor, Inc.'s 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mab16-40433.pdf
JAMES RIVER: Judge Set to Confirm Liquidating Plan
--------------------------------------------------
Judge Kevin R. Huennekens convened a hearing March 10, 2016, on
James River Coal Company, et al.'s Second Amended Plan of
Liquidation and said that he's confirming the Plan, which promises
a 0.5% or 1% recovery for general unsecured creditors.
As of March 15, 2016, the judge has not yet signed and entered a
written order confirming the Plan.
The Plan is the product of a highly negotiated agreement among the
Debtors and the Official Committee of Unsecured Creditors. All
Classes receiving distributions under the Plan have voted to accept
the Plan.
These classes were entitled to vote to accept or reject the Plan:
Classes Description
------- -----------
Classes 1C; 2C – 34C 7.875% Senior Notes Parent Claims;
7.875% Senior Notes Guarantee Claims
Classes 1D; 2D-34D 10.00% Conv. Senior Notes Parent Claims;
10.00% Conv. Senior Notes Guarantee Claims
Classes 1E; 2E- 34E PBGC Parent Claims; PBGC Subsidiary Claims
Classes 1F – 34F General Unsecured Claims
The Debtors submitted that the Plan satisfies all of the
confirmation requirements of the Bankruptcy Code and the Federal
Rules of Bankruptcy Procedure and should be confirmed.
The Debtors pointed out that the Plan has not drawn any feasibility
objections. The Plan provides for the merger and dissolution of the
Debtors and the designation of the Plan Administrator to distribute
Cash or other consideration to Holders in accordance with the Plan
Administrator Agreement and the terms of the Plan.
The Plan Supplement provides that Byron Advisors, LLC will serve as
Plan administrator.
The Plan Administrator can be reached at:
Byron Advisors, LLC
1623 Third Avenue, Suite 20A
New York, NY 10128
Attn: William B. Murphy
Telephone: (804) 783-6292
E-mail: william.murphy@jamesrivercoal.com
A copy of the Second Amended Plan of Liquidation is available at:
http://bankrupt.com/misc/James_River_1688_Mod_Plan.pdf
A copy of the Debtors' memorandum in support of confirmation of the
Plan is available at:
http://bankrupt.com/misc/James_River_1690_Plan_Conf_Memo.pdf
According to the solicitation version of the Disclosure Statement
filed Feb. 4, 2016, the projected recoveries under the Plan are:
Projected
Class & Description Proposed Treatment Recovery
------------------- ------------------ --------
1A-34A Other Priority
Claims Unimpaired. Payment in full
in Cash; or other treatment
that will render the Claim
Unimpaired. 100%
1B-34B Secured Claims Unimpaired. Payment in full in
Cash, to the extent of the value
of the holder's secured interest
in such Collateral; or other
treatment that will render the
Claim Unimpaired. 100%
1C; 2C-34C 7.875%
Senior Notes Parent
Claims; 7.875% Senior
Notes Guarantee
Claims Impaired. Subject to Section
3.2(c) of the Plan, each Holder
of an Allowed 7.875% Senior Notes
Parent Claim shall be entitled
to its Ratable Share of Total
Distributable Cash. 3.8%
1D; 2D-34D 10.00%
Convertible Senior
Notes Parent Claims;
10.00% Convertible
Senior Notes
Guarantee Claims Impaired. Subject to Section
3.2(d) of the Plan, each Holder
of an Allowed 10.00% Convertible
Senior Notes Parent Claim
will be entitled to its Ratable
Share of Total Distributable
Cash. 1.75%
1E; 2E-34E PBGC Parent
Claims; PBGC
Subsidiary Claims Impaired. Subject to Section
3.2(e) of the Plan, on account
of any Allowed PBGC Parent Claim,
PBGC shall be entitled to such
Allowed PBGC Parent Claim's
Ratable Share of Total
Distributable Cash. 3.8%
1F-34F General
Unsecured Claims Impaired. Subject to Section
3.2(f), each Holder of an
Allowed General Unsecured
Claim shall be entitled to
its Ratable Share of Total
Distributable Cash. 1.0%
(Debtor
Group 1)
Or 0.5%
(Debtor
Group 2)
1G-34G Subordinated
Claims Impaired. No distribution. 0%
1H-34H Intercompany
Claims Impaired. Cancelled;
no distribution. 0%
1I Interests in
James River Impaired. No distribution. 0%
1J; 2I-34I Interests in
Subsidiary Debtors Unimpaired. Reinstated. 100%
A copy of the Disclosure Statement filed Feb. 3, 2016, is available
for free at:
http://bankrupt.com/misc/James_River_1639_Solicit_DS.pdf
About James River Coal
James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States. James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.
James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014. The petitions were signed
by
Peter T. Socha as president and chief executive officer. Judge
Kevin R. Huennekens oversees the Chapter 11 cases.
On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian M.
Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel. Perella Weinberg Partners
L.P. is the Debtors' financial advisor. Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims
and administrative agent.
The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors. Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.
* * *
The Debtors, in August 2014, won authority to sell the Hampden
Mining Complex (including the assets of Logan & Kanawha Coal
Company, LLC), the Hazard Mining Complex (other than the assets of
Laurel Mountain Resources LLC) and the Triad Mining Complex for
$52
million plus the assumption of certain environmental and other
liabilities, to a unit of Blackhawk Mining. The Buyer is
represented by Mitchell A. Seider, Esq., and Charles E. Carpenter,
Esq., at Latham & Watkins LLP.
In December 2014, the Debtors sold their mines commonly referred to
as the Bell Complex and the Bledsoe Complex, along with certain
assets of debtor Laurel Mountain Resources, LLC, to Revelation
Energy, LLC for $2 million plus the assumption of liabilities.
With the assistance of Great American Global Partners, LLC, the
Debtors sold equipment excluded from the Revelation sale for $4.9
million.
JEFFERIES GROUP: Moody's Affirms Ba2 Preferred Stock Rating
-----------------------------------------------------------
Moody's affirmed Jefferies Group LLC ("Jefferies", long-term debt
at Baa3) and its wholly owned broker-dealer subsidiaries (issuer
ratings at Baa2)'s senior debt, preferred stock, senior unsecured
shelf ratings and issuer ratings following the firm's announcement
of a net loss of $167 million for the first quarter of 2016. The
outlook on all ratings remains stable.
RATINGS RATIONALE
Moody's said that the loss exceeded expectations but was consistent
with its stress case analysis under conditions of high market
volatility, which indeed characterized conditions in the opening
months of 2016. Two large proprietary positions and a quarterly
loss at its joint venture, Jefferies Finance LLC ("JFIN" Ba3,
stable), contributed to the loss at Jefferies. This market
environment severely limited primary activity during parts of the
fiscal quarter, leading to a 38% sequential drop in investment
banking revenues and also resulted in challenging market-making
conditions.
Jefferies' $22 million share of the loss at JFIN was largely the
result of two transactions that were marked down by $38 million,
including one loan that had an extended arrangement and syndication
period, during which time leveraged finance market conditions
weakened considerably. At the end of the first quarter, JFIN had
approximately $950 million in equity and was modestly leveraged
with a ratio of Total Assets/Member's Equity of under 8x, levels
that are consistent with the current rating levels.
"Despite a loss in the quarter, Jefferies maintained a prudent
level of balance sheet leverage and liquidity," said Peter Nerby, a
Moody's Senior Vice-President. Sequentially, financial instruments
owned fell 18% to $13.6 billion, Level 3 assets declined 10% to
$489 million and gross leverage fell slightly to 9.9x. Adjusting
for seasonal compensation payments, the liquidity pool was largely
unchanged at $4.3 billion.
Since the fourth quarter of 2014 (when the firm suffered a
fraud-related credit loss of $49 million) to today, Jefferies' has
reported a cumulative loss of $111 million before goodwill
impairments. "We think Jefferies' recent losses have been due, in
part, to retention of risk positions that are large in the context
of the earnings capacity of the firm", observed Nerby. Nonetheless,
compared to many capital markets peers, Jefferies has a long-term
track record of above-average earnings stability. Maintaining a
granular and rapidly turning balance sheet will be essential to
preserving this track record and will be an important driver of
Jefferies' credit quality.
The rating outlooks on Jefferies Group and its operating
subsidiaries are stable. Upward pressure on the ratings could
develop with a significant shift in the firm's risk profile toward
a higher-credit-quality and more granular balance sheet or with the
addition of a substantial recurring earnings stream from
low-capital--intensity activities.
Conversely, downward pressure on the ratings could develop if
Jefferies strays from its established leverage, risk and liquidity
disciplines or displays a continued appetite for holding
concentrated positions. Possible external indicators of a
heightened risk appetite include various leverage and liquidity
ratios monitored by Moody's. These include gross leverage
exceeding 14 to 16 times tangible common equity, gross market value
of long and short inventory exceeding 10 to 12 times tangible
common equity or Level 3 assets exceeding $750 million. In
addition, continued weak financial performance or a decline in the
creditworthiness of JFIN could also put pressure on the ratings of
Jefferies.
Affirmations:
Issuer: Jefferies Group LLC
Issuer Rating, Affirmed Baa3
Pref. Stock Preferred Stock (Local Currency), Affirmed Ba2 (hyb)
Senior Unsecured Medium-Term Note Program (Local Currency),
Affirmed (P)Baa3
Senior Unsecured Conv./Exch. Bond/Debenture (Local Currency),
Affirmed Baa3
Senior Unsecured Regular Bond/Debenture (Local Currency),
Affirmed Baa3
Senior Unsecured Regular Bond/Debenture (Foreign Currency),
Affirmed Baa3
Issuer: Jefferies International Limited
Issuer Rating, Affirmed Baa2
Issuer: Jefferies LLC
Issuer Rating, Affirmed Baa2
The principal methodology used in these ratings was Global
Securities Industry Methodology published in May 2013.
JHK INVESTMENTS: To Seek Approval of Reorganization Plan April 12
-----------------------------------------------------------------
United States Bankruptcy Judge Carla E. Craig will convene a
hearing on April 12, 2016 to consider confirmation of JHK
Investments, LLC's First Amended Plan of Reorganization, which will
appoint secured creditor Bay City Capital Fund V, L.P. as sole
manager of the reorganized entity, offers a 10% recovery for
general unsecured creditors owed $80,000, and let the members
retain their equity interests.
The Debtor on Feb. 22, 2016, filed a First Amended Disclosure
Statement and a First Amended Plan of Reorganization.
On March 2, 2016, the entered an order providing that:
1. The Disclosure Statement is approved;
2. On or before March 7, 2016, pursuant to Bankruptcy Rule
3017(d), the Debtor will mail; (1) the Plan or a court approved
summary thereof; (2) the Disclosure Statement; and (3) a copy of
this Order to all creditors and equity security holders.
In addition, the Debtor will mail a ballot, conforming to Official
Form No. 14, to creditors and equity security holders entitled to
vote on the Plan;
3. April 5, 2016, is fixed as the last day for returning written
ballots of acceptance or rejection of the Plan;
4. April 12, 2016, at 2:00 p.m. is fixed as the date of the
hearing to consider confirmation of the Plan in the United States
Bankruptcy Court, 915 Lafayette Blvd., Room 123, Courtroom,
Bridgeport, CT 06604;
5. Written objections to the Plan, pursuant to Bankruptcy Rule
3020(b), will be filed with the court no later than April 5, 2016;
and
6. The Report of Ballots and Administrative Expenses will be
filed with the Court on or before April 12, 2016;
JHK Investments, LLC, an investment company founded by Leon C.
Hirsch in 1963, has filed a proposed reorganization plan that would
vest secured creditor Bay City Capital Fund V, L.P., with control
over JHK. Under the Plan:
* Bay City would have an allowed secured claim of $34.2 million
and the claim will be treated in accordance with the Plan Support
Agreement, which provides that, among other things, (i) Bay City or
its designee will serve as manager with the sole and complete
rights to manage the affairs of JHK, (ii) Bay City will have a
right to receive 15% of all proceeds available for distribution
after payment of the "Bay City Recovery Amount", and (iii) Bay City
will receive the 19.9554% of the issued and outstanding stock in
Jarvik Heart Corporation owned by JHK members.
* Holders of allowed unsecured claims against the Debtor that
have been scheduled or filed in the amount of $80,000 will receive
their pro-rated share of the sum of $8,000.
* Holders of equity interests will retain their interests,
subject to the claims and liens of Bay City and the terms and
conditions of the PSA.
Bay City, unsecured creditors, and holders of equity interests are
impaired and are entitled to vote on the Plan.
A copy of the First Amended Disclosure Statement is available for
free at:
http://bankrupt.com/misc/JHK_Inv_406_1st_Am_DS.pdf
A copy of the Amended Plan and the Plan Support Agreement is
available for free at:
http://bankrupt.com/misc/JHK_Inv_406_Plan_PSA.pdf
About JHK Investments
JHK Investments, LLC, filed a Chapter 11 petition (Bankr. D. Conn.
Case No. 12-51608) in Bridgeport, Conn., on Aug. 29, 2012,
estimating under $100 million in assets and more than $10 million
in liabilities. Bankruptcy Judge Alan H. Shiff presides over the
case. James Berman, Esq., Lawrence S. Grossman, Esq., Craig I.
Lifland, Esq., and Aaron Romney, Esq., at Zeisler & Zeisler, P.C.,
represent the Debtor.
Westport, Connecticut-based JHK is an investment company founded
by the former senior management team of United States Surgical
Corporation. Founded by Leon C. Hirsch in 1963, USSC became a
global medical device manufacturer with sales exceeding
$1.2 billion and employing $4,000 Connecticut residents. The
Debtor disclosed $38,690,639 in assets and $32,127,278 in
liabilities as of the Chapter 11 filing.
Following the success of USSC, Mr. Hirsch and two other senior
USSC executives created JHK in order to produce and develop new
markets and penetrate established markets throughout the world for
high-tech medical devices. JHK owns equity in several start-up
medical subsidiaries. The start-ups include Interventional
Therapies, LLC, Auditory Licensing Company, LLC, Biowave
Corporation, Gorham Enterprises, LLC, and American Bicycle Group,
LLC.
Bay City claims to be owed $31 million for funding provided to the
Debtor since January 2011. The principals at JHK -- Mr. Hirsch,
Turi Josefsen, and Robert A. Knarr -- guaranteed JHK's
obligations, pledged the property in Wilton, Connecticut to secure
obligations under the guaranty, and pledged all equity interests
of JHK.
In March 2012, Eleuthera, in its capacity as administrative agent
for Bay City, declared an event of default as a result of the
passage of the maturity date and the failure to pay the entire
amount outstanding. On Aug. 28, 2012, Bay City and Eleuthera
purported to exercise the pledge agreements insofar as they
purported to register the Principals' interest in JHK in the name
of Eleuthera, as nominee for Bay City, and purported to reserve
their right to exercise voting rights in JHK.
KIMPEL'S JEWELRY: Gov't Wins Summary Judgment on Unpaid Taxes
-------------------------------------------------------------
Pending before the Court is a motion for summary judgment filed by
the United States of America. The United States has moved for
summary judgment on the grounds that Plaintiff WRK Rarities, LLC
(WRK) has not shown that the levy on its assets was wrongful. The
United States argues that, the IRS has the power to levy unpaid
taxes on a successor corporation for the unpaid taxes of the
predecessor corporation when the successor is merely the alter ego
of the predecessor. According to the United States, WRK is the
alter ego of Kimpel's Jewelry & Gifts, Inc. (KJG), and the levy
against WRK is for KJG's unpaid taxes. Therefore, the United States
argues, the levy is not wrongful.
In a Memorandum of Opinion and Order dated February 29, 2016, which
is available at http://is.gd/o5z2hKfrom Leagle.com, Judge Benita
Y. Pearson of the United States District Court for the Northern
District of Ohio, Eastern Division, granted the motion for summary
judgment.
The case is WRK RARITIES, LLC, Plaintiff, v. UNITED STATES OF
AMERICA, et al., Defendants, Case No. 4:13cv791 (N.D. Ohio).
WRK Rarities, LLC, Plaintiff, is represented by John D. Falgiani,
Jr., Esq. -- Ford, Gold, Falgiani Law Group.
United States of America, Defendant, is represented by David
Augustin Ruiz, Office of the U.S. Attorney, Karen A. Smith, U.S.
Department of Justice & Stephanie Weiner Chernoff, U.S. Department
of Justice.
United States Attorney General, Defendant, is represented by David
Augustin Ruiz, Office of the U.S. Attorney.
United States Attorney for the Northern District of Ohio,
Defendant, is represented by David Augustin Ruiz, Office of the
U.S. Attorney.
About William Kimpel & Kimpel's Jewelry
Based in Columbiana, Ohio, William R. Kimpel owns Providential
Opportunities, Inc., and Kimpel's Jewelry & Gifts, Inc. Mr.
Kimpel filed his own case under Chapter 7 of the Bankruptcy Code
(Bankr. N.D. Ohio Case No. 05-49432) on October 15, 2005.
Kimpel's Jewelry filed its Chapter 11 case on the same date
(Bankr. N.D. Ohio Case No. 05-49330). Judge Kay Woods presided
over the Chapter 11 case. Melody Dugic Gazda, Esq., and Richard
G. Zellers, Esq., at Luckhart, Mumaw, Zellers & Robinson in
Canfield, Ohio, served as Kimpel's Jewelry counsel. In Kimpel's
Jewelry's petition, it estimated $1 million to $10 million in both
assets and debts.
Mr. Kimpel received a discharge in his case on June 15, 2006. A
plan was confirmed in the Kimpel's Jewelry case on May 23, 2007.
LEHMAN BROTHERS: Angry Comments Don't Require Recusal, Judge Says
-----------------------------------------------------------------
Dani Meyer at Bankruptcy Law360 reported that a bankruptcy judge
refused to recuse herself on March 2, 2016, for allegedly making
"very angry comments" to a pro se litigant during a conference on
sanctions proposed against him in Lehman's bankruptcy proceedings,
saying he did not show her impartiality was compromised. William
Kuntz III had submitted a suggestion of recusal on March 1, 2016,
saying he thought it appropriate that U.S. Bankruptcy Judge Shelley
C. Chapman recuse herself after making angry comments on the
record, but Judge Chapman said on March 2, that the filing was not
enough to warrant her recusal.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/--
was the fourth largest investment bank in the United States.
For more than 150 years, Lehman Brothers has been a leader in
the global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history. Several other affiliates followed
thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
* * *
In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.
As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.
LEHMAN BROTHERS: Supreme Court Denies Investment Firm's Appeal
--------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that the U.S. Supreme
Court denied British investment manager CarVal UK's appeal of a
Second Circuit decision that the company can't have a higher
priority in pursuing $44 million in claims against defunct Lehman
Brothers Inc. because it doesn't have customer status. The high
court denied CarVal's petition for writ of certiorari, letting
stand the Second Circuit's June decision that CarVal's repurchase
transaction claims don't satisfy the entrustment requirement for
the firm to be recognized as a customer under the Securities
Investor Protection Act.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/--
was the fourth largest investment bank in the United States.
For more than 150 years, Lehman Brothers has been a leader in
the global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history. Several other affiliates followed
thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
* * *
In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.
As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.
LIFE PARTNERS: Former CEO Used Dog Shelter in Fraud
---------------------------------------------------
Tiffany Kary, writing for Bloomberg Brief, reported that homeless
dogs were victimized by Life Partners Holdings Inc.'s former chief,
as money intended for their care went instead to the executive's
mistress, according a trustee for the bankrupt company.
According to the report, Happy Endings Dog Rescue, allegedly
started to help large canines in need of homes, was actually used
by Life Partners' then-CEO Brian Pardo to evade taxes, taking an
estimated $16 million out of the hands of investors, the trustee
said in a lawsuit filed in a Texas bankruptcy court. The suit,
filed March 11, is one of several brought in recent days seeking to
recover funds for investors who the trustee says are victims of one
of the biggest frauds in Texas history, the report related.
The dog operation didn't always serve its stated purpose,
abandoning 250 animals at another rescue operation, Camp Diggy
Bones, in 2014, the trustee said, citing reports from other shelter
owners that may also indicate even more dogs were left uncared for,
the report further related. Instead of going into the charity,
millions of dollars a year went for the personal use of Pardo's
mistress, who founded the rescue in 2005, the trustee said, the
report added.
About Life Partners
Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements." Since its incorporation in 1991, Life Partners,
Inc. has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500
policies totaling over $3.2 billion in face value.
LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).
Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.
The case is assigned to Judge Russell F. Nelms. J. Robert
Forshey, Esq., at Forshey & Prostok, LLP, serves as counsel to the
Debtor.
LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.
The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.
Tracy A. Bolt of BDO USA, LLP was named as examiner for the
Debtor's case. At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee. On March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee
in LPHI's case. The trustee is represented by Thompson & Knight
LLP.
The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).
Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt. LPI Financial estimated
less than $50,000.
LIQUID HOLDINGS: Group Case Converted to Chapter 7 Liquidation
--------------------------------------------------------------
BankruptcyData reported that the Bankruptcy Court approved Liquid
Holdings Group's motion to convert its Chapter 11 reorganization
cases to liquidation under Chapter 7. The Debtors explained that
they lack sufficient liquidity to make pursuit of a sale or
liquidating plan an appropriate exercise. They added that despite
extensive prepetition marketing, no party has committed to serve as
a stalking horse bidder in a sale process. The Debtors believe
that they will be unable to continue to pay administrative expenses
as they come due.
About Liquid Holdings Group
Liquid Holdings Group, Inc. (otc pink:LIQD) --
http://www.liquidholdings.com-- is a SaaS provider of investment
management solutions for the buy side.
Liquid Holdings and its subsidiary Liquid Prime Holdings, LLC, on
Jan. 27, 2016, each filed a voluntary petition in the United States
Bankruptcy Court for the District of Delaware seeking relief under
the provisions of Chapter 11 of the United States Bankruptcy Code.
The cases are Liquid Holdings Group, Inc., Case No. 16-10202
(Bankr. D. Del.) and Liquid Prime Holdings, LLC, Case No. 16-10203
(Bankr. D. Del.).
The Company's counsel in Chapter 11 is Blank Rome LLP. The
Company has engaged Carl Marks Advisory Group, LLC as its
bankruptcy financial advisor and SenaHill Advisors, LLC as its
investment banker.
LIQUIDMETAL TECHNOLOGIES: Appoints Yeung Li as Director
-------------------------------------------------------
Liquidmetal Technologies, Inc., disclosed in a Form 8-K report
filed with the Securities and Exchange Commission that its Board of
Directors expanded the size of the Board from six members to seven
members and elected Mr. Yeung Tak Lugee Li as a director of the
Company to serve until the Company's next annual stockholder
meeting or until his successor is elected and qualified. Mr. Li
was elected to the Board of Directors pursuant to the terms of the
Purchase Agreement.
Mr. Li, Age 56, is the founder, Chairman, and majority stockholder
of DongGuan Eontec Co. Ltd., a Chinese company listed on the
Shenzen Stock Exchange engaged in the production of precision
die-cast products and the research and development of new
materials. Mr. Li founded Eontec in 1993 and has served as Chairman
since that date. At Eontec, Mr. Li is responsible for strategic
development and research and development. Mr. Li is also the
founder and sole shareholder of Leader Biomedical Limited, a Hong
Kong company engaged in the advancement of biomaterials and
surgical implants.
Mr. Li has not been named to any committees of the Board of
Directors of the Company. As a non-employee director, Mr. Li will
be compensated in accordance with the Company's compensation
policies for non-employee directors. In addition, Mr. Li will be
eligible to receive stock options and other equity-based awards
under the Company's equity incentive plan. However, no such grants
under the Company's equity incentive plan have been made to Mr. Li,
and none are currently contemplated.
About Liquidmetal Technologies
Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries. The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.
Liquidmetal reported a net loss and comprehensive loss of $7.31
million on $125,000 of total revenue for the year ended Dec. 31,
2015, compared to a net loss and comprehensive loss of $6.55
million on $603,000 of total revenue for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, the Company had $7.27 million in total assets,
$2.88 million in total liabilities and $4.38 million in total
shareholders' equity.
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, stating that the Company has suffered
recurring losses from operations, has negative cash flows from
operations and has an accumulated deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
LIQUIDMETAL TECHNOLOGIES: Further Amended CEO Employment Pact
-------------------------------------------------------------
Liquidmetal Technologies, Inc., executed an Amended and Restated
Employment Agreement with Thomas Steipp, the Company's president
and chief executive officer. The Restated Employment Agreement
further amended and restated the prior agreement that had been
executed on Feb. 4, 2016. The Restated Employment Agreement
provides for an employment term from its effective date through
Aug. 3, 2017, after which the employment term is renewed annually
for successive one year terms, unless terminated by the Company or
Mr. Steipp.
Under the Restated Employment Agreement, Mr. Steipp is entitled to
certain benefits if his employment is terminated involuntarily.
These benefits include payment of a lump sum amount equal to one
year of his annual base salary, continued insurance benefits at the
Company's expense for one year and accelerated vesting of equity
awards. If the Company undergoes a "change of control", and Mr.
Steipp (i) is subsequently terminated without "cause", or (ii) the
Company subsequently takes certain actions that constitute "good
reason", and thereafter Mr. Steipp resigns, he will be entitled to
a payment equal to one year of base salary, plus continued
insurance benefits for two years, plus acceleration of vesting on
equity awards and an extended time during which to exercise any
equity awards that are stock options.
In addition, on March 10, 2016, the Company amended Change of
Control Agreements with Tony Chung, the Company's chief financial
officer, Bruce Bromage, the Company's executive vice
president-business development and Operations, Paul Hauck, the
Company's vice president of Global Sales, and certain other
executive officers who are not "named executive officers" of the
Company for SEC reporting purposes. As so amended, the Change of
Control Agreements provide that if the executive officer's
employment with the Company is terminated without cause during the
one-year period after a change of control of the Company, then the
terminated officer will receive a lump sum severance compensation
in an amount equal to twelve months of his then-current base
salary.
For both the Restated Employment Agreement and the amended Change
of Control Agreements, "change of control" is defined, with certain
exceptions, as a merger of the Company with a third-party, the sale
of all or substantially all of the Company's assets, the
acquisition by a single person or group of more than 50% of the
combined voting power of the Company's outstanding securities.
"Cause" is defined in the Change of Control Agreements to include
fraud, embezzlement, dishonesty, material harm to the Company, or
an uncured failure to adequately perform job duties, among other
things. Under the amended Change of Control Agreements, the
executive officers will each also be entitled to the
above-described severance compensation in the event he terminates
his own employment within one year after a change of control
because of a salary decrease, assignment to a lower-level position
or a required move of more than 25 miles.
About Liquidmetal Technologies
Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries. The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.
Liquidmetal reported a net loss and comprehensive loss of $7.31
million on $125,000 of total revenue for the year ended Dec. 31,
2015, compared to a net loss and comprehensive loss of $6.55
million on $603,000 of total revenue for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, the Company had $7.27 million in total assets,
$2.88 million in total liabilities and $4.38 million in total
shareholders' equity.
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, stating that the Company has suffered
recurring losses from operations, has negative cash flows from
operations and has an accumulated deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
LIQUIDMETAL TECHNOLOGIES: Raises $63M in Partnership with EONTEC
----------------------------------------------------------------
Liquidmetal Technologies, Inc. closed on a financing transaction of
up to $63.4 million (initial closing occurred on March 10, 2016, in
the amount of $8.4 million through the sale of equity to a private
investor, with a commitment for an additional investment in the
amount of $55 million subject to an increase in authorized shares
to be approved by shareholders). The investment was made in
conjunction with a cross-licensing agreement with DongGuan EONTEC
Co., Ltd., a publicly traded company on the Shenzhen Stock Exchange
(300328.sz).
EONTEC is a global manufacturing company headquartered in Hong Kong
with manufacturing plants in China. It specializes in new material
development, such as bulk metallic glasses and medical grade
magnesium for implants. The company possesses a full set of mass
production capabilities for zirconium based amorphous alloys,
including material refining, tooling, and machining, surface
treatment, as well as equipment and machine building capabilities
for making large parts out of bulk metallic glass.
The equity investment in LQMT was made by Professor Lugee Li, who
is also the Chairman and majority stockholder of EONTEC. Professor
Li serves as an analyst for the Institute of Metal Research at the
Chinese Academy of Sciences and teaches at several universities in
China. As part of the transaction, Professor Li was elected as a
Board member of LQMT.
"EONTEC's capabilities complement LQMT's focus on production of
high-performance parts, allowing LQMT to address a broad range of
market opportunities from automotive, medical, and industrial
customers. This partnership positions LQMT well to support design
and production globally at a vastly increased pace,", said
Professor Li.
"This investment and partnership recognizes the significant
advancements in technological and commercial capabilities that
Liquidmetal has forged over the last five years. Our brand and
market positions in North America and Europe are without peer,"
said Thomas Steipp, president and CEO at LQMT. "This financing
transaction and cross-licensing agreement provides us with the
platform and resources necessary to establish a global market in
Liquidmetal alloy solutions and to fast-track the market
development of our core offerings. With this partnership, we will
extend our capabilities to significantly larger parts, as well as
offering substantially lower price points for some consumer
markets. EONTEC and Liquidmetal each bring significant
capabilities to this partnership, and we believe that result will
be a much larger market that develops much more quickly," continued
Mr. Steipp.
Additional information is available for free at:
http://is.gd/gnRwDc
About Liquidmetal Technologies
Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries. The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.
Liquidmetal reported a net loss and comprehensive loss of $7.31
million on $125,000 of total revenue for the year ended Dec. 31,
2015, compared to a net loss and comprehensive loss of $6.55
million on $603,000 of total revenue for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, the Company had $7.27 million in total assets,
$2.88 million in total liabilities and $4.38 million in total
shareholders' equity.
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, stating that the Company has suffered
recurring losses from operations, has negative cash flows from
operations and has an accumulated deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
LIQUIDMETAL TECHNOLOGIES: Terminates SPA with Aspire Capital
------------------------------------------------------------
Liquidmetal Technologies, Inc. disclosed in a Form 8-K report filed
with the Securities and Exchange Commission that it terminated the
common stock purchase agreement, dated Aug. 20, 2014, with Aspire
Capital Fund LLC, an Illinois limited liability company.
Under the Aspire Purchase Agreement, Aspire Capital had been
committed to purchase up to $30 million of common stock from the
Company during the 36-month term of the agreement in an equity line
transaction upon specified conditions. By its terms, the Aspire
Purchase Agreement could be terminated by the Company at any time,
at its discretion, without any penalty or cost to the Company.
About Liquidmetal Technologies
Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries. The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.
Liquidmetal reported a net loss and comprehensive loss of $7.31
million on $125,000 of total revenue for the year ended Dec. 31,
2015, compared to a net loss and comprehensive loss of $6.55
million on $603,000 of total revenue for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, the Company had $7.27 million in total assets,
$2.88 million in total liabilities and $4.38 million in total
shareholders' equity.
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, stating that the Company has suffered
recurring losses from operations, has negative cash flows from
operations and has an accumulated deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
LOUISIANA PELLETS: U.S. Trustee Forms 5-Member Committee
--------------------------------------------------------
Henry Hobbs, Jr., acting U.S. Trustee for Region 5, appointed on
March 15 five creditors of Louisiana Pellets Inc. and German
Pellets Louisiana LLC to serve on the official committee of
unsecured creditors.
The committee members are:
(1) Entergy Services, Inc. for Entergy Louisiana LLC
Attn: Jon A. Majewski
4809 Jefferson Hwy, Blgd 1, L-JEF-359
Jefferson, LA 70121
(504) 840-2585
(2) James L. Davis Construction
146 Redemption Ln
Ruston LA 71270
(3) Elektro Fischer USA, LP
Attn: Hans Juergen Wich
1230 County Road 1020, Lot 18
Woodville TX 75979
(4) CPM Europe BV
Rijder 2
Zaandam 1507 DN
Netherlands
(5) Winn Timber Products, LLC
Thomas J. Kervin, Owner
P.O. Box 1392
Winnfield LA 71483
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 Louisiana Pellets
Louisiana Pellets, Inc and German Pellets Louisiana, LLC are
members of the "German Pellets" family of companies, which is a
family of related companies centered in Wismar, Germany, operating
in the wood pellets industry.
LPI owns a wood pellet production facility located on 334 acres of
land in Urania, Louisiana. The Facility is still under
construction and is not yet fully complete or operational. GPLA is
the general contractor for construction of the Facility. A
contract is in place with E.ON UK PLC (a United Kingdom utility
company) to purchase the wood pellet production from the Facility.
LPI and PLA sought Chapter 11 protection (Bankr. W.D. La., Lead
Case No. 16-80162) on Feb. 18, 2016, due to cost overruns and
delays in the course of construction of their still-to-be-completed
wood pellet production facility. The petitions were signed by
Anna-Kathrin Leibold, president and chief executive officer. The
Hon. John W. Kolwe presides over the case.
Louisiana Pellets, Inc., estimated assets and debts at $100 million
to $500 million. German Pellets estimated assets and debts at $50
million to $100 million.
The Debtors tapped Locke Lord LLP, as counsel.
* * *
According to the docket, the Debtor's Chapter 11 plan and
Disclosure Statement are due June 17, 2016. A status conference
hearing is scheduled for July 6, 2016, at 9:30 a.m.
MAGNUM HUNTER: Says Texas Gas Pipeline Deal Burdensome
------------------------------------------------------
Magnum Hunter responded to the objection of a Gulf Coast pipeline
company to its attempt to cut off a "burdensome" transmission
contract, saying it wants to transport its natural gas to other
destinations at a cheaper price. Texas Gas Transmission LLC had
argued in its objection that without its Northern Gas Supply Access
Project, Magnum Hunter Resources Corp.'s subsidiary Triad Hunter
will have to send its gas through an alternative pipeline to get to
the Gulf of Mexico that would be more expensive. The Debtor says a
third alternative that is both reasonable and significantly cheaper
and that the Debtors have determined is the best approach forward:
do not transport natural gas to the Gulf Coast. The Debtor notes
that Texas Gas's own publicly-filed statements aver that it has not
suffered -- and will not suffer -- damages other than damages for
loss of profits (the right to which it has waived under the
Contracts) as a result of the proposed rejection.
About Magnum Hunter
Magnum Hunter Resources Corporation is an oil and gas company
headquartered in Irving, Texas that primarily is engaged in the
acquisition, development, and production of oil and natural gas
reserves in the United States. MHRC and its affiliates own
interests in approximately 431,643 net acres in total and have
proved reserves with an industry value of approximately $234.5
million as of December 31, 2015. In the aggregate, MHRC generated
approximately $391.5 million in revenue from their operations in
2014 and generated approximately $169.3 million in revenues from
their operations for the ten months ended October 31, 2015.
Magnum Hunter Resources Corporation and 19 of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case
No. 15-12533) on Dec. 15, 2015. The petitions were signed by Gary
C. Evans as chairman and chief executive officer.
The Debtors have engaged Kirkland & Ellis, LLP as their general
counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC, as restructuring advisor, and Prime Clerk, LLC as notice,
claims and balloting agent.
As of Sept. 30, 2015, the Debtors reported approximately $1.1
billion in total liabilities, as well as $416.3 million in stated
value of preferred stock. The Debtors' significant funded debt
obligations include: (a) approximately $70 million in principal
amount of obligations under the Debtors' Bridge Financing
Facility; (b) approximately $336.6 million in principal amount of
obligations under the Debtors' second lien credit agreement; (c)
approximately
$13.2 million in principal amount of Equipment and Real Estate
Notes; and (d) approximately $600 million in principal amount of
Notes.
MFLR LLC: Case Summary & 14 Unsecured Creditors
-----------------------------------------------
Debtor: MFLR, LLC
11467 Huebner Road, Suite 350
San Antonio, TX 78230
Case No.: 16-50613
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Ronald J. Smeberg, Esq.
THE SMEBERG LAW FIRM, PLLC
2010 W Kings Hwy
San Antonio, TX 78201-4926
Tel: 210-695-6684
Fax: 210-598-7357
E-mail: ron@smeberg.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas Wilson, manager.
A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txwb16-50613.pdf
MID-STATES SUPPLY: Creditors Object to Proposed Sale of Assets
--------------------------------------------------------------
The Official Committee of Unsecured Creditors, Texas Bolt & Nut
Company, Inc., and Ford Motor Credit Company LLC object to
Mid-States Supply Company, Inc.'s request to sell substantially all
of its assets.
The Committee complains that the proposed sale timeline and bid
procedures are far too aggressive. The Committee further complains
that the Sale Motion grants too much discretion and control to
Wells Fargo to the detriment of unsecured creditors and gives the
Lender the unfettered right to credit bid its entire claim and have
final approval over any qualified bids. Accordingly, the Committee
asserts that the Lender should be limited to a consulting role in
pari passu with the U.S. Trustee and the Committee because if the
Lender's claim will be paid in full, the Lender is not entitled to
unilateral, subjective approval over qualified bidders.
Texas Bolt objects to the Sale to the extent that the Sale Motion
seeks to sell all assets of the Debtor, which assets could include
goods with an aggregate value of $61,689, which the Debtor received
from Texas Bolt in the ordinary course of its business subject to
Creditor's Reclamation rights.
FMCC complains that to date there is no Asset Purchase Agreement
and it is unclear if any or all of the 26 motor vehicles financed
by FMCC will be included in the sale considering that the Sale
Motion does not specifically allocate a purchase price for the FMCC
motor vehicles and is not sufficiently clear on how FMCC will be
paid from the sale proceeds. Furthermore, FMCC contends that the
Sale Motion does not adequately reserve FMCC’s rights to credit
bid and thus the bid procedures should to be amended to include
credit bid rights to those other than Wells Fargo.
The Official Committee of Unsecured Creditors is represented by:
Marcus A. Helt, Esq.
Michael S. Haynes, Esq.
GARDERE WYNNE SEWELL LLP
1601 Elm Street, Suite 3000
Dallas, Texas 75201-4761
Telephone: (214) 999-3000
Facsimile: (214) 999-4667
Email: mhelt@gardere.com
mhaynes@gardere.com
Creditor Texas Bolt & Nut Company, Inc. is represented by:
John H. McFarland, Esq.
JOYCE + McFARLAND LLP
712 Main Street, Suite 1500
Houston, TX 77002
Telephone: (713) 222-1114
Facsimile: (713) 513-5577
Email: jmcfarland@jmlawyers.com
-- and -–
Neil S. Sader, Esq.
Bradley D. McCormack, Esq.
SADER LAW FIRM, LLC
2345 Grand Boulevard, Suite 1925
Kansas City, Missouri 64108
Telephone: (816) 561-1818
Facsimile: (816) 561-0818
Email: nsader@saderlawfirm.com
bmccormack@saderlawfirm.com
Ford Motor Credit Company LLC is represented by:
Melinda J. Maune, Esq.
Amy Tucker Ryan, Esq.
MARTIN LEIGH PC
1044 Main Street, Suite 900
Kansas City, MO 64105
Telephone: (636) 534-7600
Facsimile: (636) 534-5520
Email: mjm@martinleigh.com
atr@martinleigh.com
About Mid-States Supply Company
Founded and headquartered in Kansas City, Missouri, Mid-States
Supply Company, Inc., is a supplier of pipes, valves and fittings
to ethanol, pipeline and power industries in the United States.
Mid-States Supply Company filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Mo. Case No. 16-40271) on Feb. 7, 2016, to pursue a
sale of substantially all assets. The petition was signed by
Stuart Noyes, the chief restructuring officer.
The Debtor estimated both assets and liabilities in the range of
$50 million to $100 million.
The Debtor has engaged Spencer Fane LLP as counsel; Winter Harbor
LLC as financial advisor; Tarsus CFO Services, LLC as chief
financial officer services provider; and Epiq Bankruptcy Solutions,
LLC as claims and noticing agent. The Debtor also tapped SSG
Advisors, LLC and Frontier Investment Banc Corporation as
investment bankers.
On Feb. 12, 2016, the Office of the United States Trustee appointed
an Official Committee of Unsecured Creditors to represent the
interests of all unsecured creditors in this Case pursuant to
Section 1102 of the Bankruptcy Code. The Committee tapped Gardere
Wynne Sewell LLP as counsel.
MILLER AUTO PARTS: Has Access to Cash Collateral Until June
-----------------------------------------------------------
Miller Auto Parts & Supply Company, Inc., in February entered into
a third stipulation with FCC, LLC d/b/a First Capital and the
Official Unsecured Creditors' Committee, which permits the Debtors
to use cash collateral until June 2016. The amount of cash
collateral which the Debtors may use during the period covered by
the budget will not exceed in aggregate 115% of each line item, and
110% of total expenditures in the budget:
=====================================
Month Ending 2016
=====================================
Jan Feb Mar Apr May Jun Total
--- --- --- --- --- --- -----
DISBURSEMENTS
A. Contract Labor 2,000 5,000 2,000 2,000 2,000 2,000 15,000
B. Noticing Agent 2,000 2,000 2,000 2,000 2,000 2,000 12,000
C. UST Fees 2,600 - - 2,600 - - 5,200
D. GGG Partners 4,000 4,000 4,000 4,000 4,000 4,000 24,000
E. Scroggins 10,000 10,000 11,000 15,000 15,000 15,000 76,000
F. KRCL 29,000 12,000 25,000 25,000 15,000 15,000 121,000
G. Other 2,000 2,000 2,000 2,000 2,000 2,000 12,000
--- --- --- --- --- --- -----
TOTAL 51,600 35,000 46,000 52,600 40,000 40,000 265,200
About Miller Auto Parts
Miller Auto Parts & Supply Company, Inc., and its affiliates are
distributors of automotive parts and service equipment. The
companies operate from the Johnson Industries Inc.'s headquarters
in Atlanta, Georgia and have distribution operations in the
southeast, northeast and on-line. The Southeastern distribution
center is located in Norcross, Georgia and supports nine satellite
centers across the state and supplies parts to key fleet customers
across the country.
Miller Auto Parts and its three subsidiaries sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014. The
Debtors have sought joint administration under Lead Case No.
14-68113. The cases are assigned to Judge Mary Grace Diehl.
The Debtors have tapped Scroggins & Williamson as counsel and
Logan
& Co. as claims and noticing agent.
The U.S. Trustee for Region 21 appointed three creditors of Miller
Auto Parts & Supply Company Inc. to serve on the official
committee
of unsecured creditors. The Committee selected Kane Russell
Coleman & Logan as its counsel.
MONAKER GROUP: Hires LBB & Associates as New Accountants
--------------------------------------------------------
Monaker Group, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it retained LBB &
Associates Ltd., LLP, as its independent registered public
accounting firm responsible for auditing its financial statements
for the year ended Feb. 29, 2016, to replace D'Arelli Pruzansky,
P.A. who was dismissed as its independent registered public
accounting firm responsible for auditing its financial statements.
D'Arelli's reports on the Company's financial statements as of and
for the two years ended Feb. 28, 2015, and 2014, did not contain an
adverse opinion or disclaimer of opinion, and were not qualified or
modified as to uncertainty, audit scope, or accounting principles.
According to the Company, the decision to dismiss D'Arelli and the
selection of LBB was unanimously approved by the Company's board of
directors.
During the years ended Feb. 28, 2015, and 2014, and in the
subsequent interim period through March 8, 2016 (the date of
dismissal of D'Arelli), there were no disagreements with D'Arelli
on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of D'Arelli,
would have caused it to make reference to the subject matter of the
disagreement in connection with its reports on the Company's
financial statements for those years, the Company said.
The Company added it did not consult with LBB prior to its
engagement.
About Monaker Group
Monaker Group, Inc., formerly known as Next 1 Interactive, Inc., is
a digital media marketing company focusing on lifestyle enrichment
for consumers in the travel, home and employment sectors. Core to
its marketing services are key elements including proprietary
video-centered technology and established partnerships that enhance
its reach. Video is quickly becoming consumer's preferred method
of searching and educating themselves prior to purchases.
Monaker's video creation technology and film libraries combine to
create lifestyle video offerings that can be shared both to its
customers and through trusted distribution systems of its major
partners. The end result is better engagement with consumers who
gain in-depth information on related products and services helping
to both inform and fulfill purchases. Unlike traditional marketing
companies that simply charge for advertising creation, Monaker
holds licenses and/or expertise in the travel, real estate and
employment sectors allowing it to capture fees at the point of
purchase while the majority of transactions are handled by
Monaker's partners. This should allow the company to capture
greater revenues while eliminating much of the typical overhead
associated with fulfillment. Monaker core holdings include
Maupintour, NameYourFee.com, RealBiz Media Group - helping it to
deliver marketing solutions to consumers at home, work and play.
Next 1 Interactive reported a net loss of $50,500 on $1.1 million
of total revenue for the year ended Feb. 28, 2015, compared with a
net loss of $18.3 million on $1.5 million of total revenues for the
year ended Feb. 28, 2014.
As of Nov. 30, 2015, the Company had $6.94 million in total assets,
$9.88 million in total liabilities and a total stockholders'
deficit of $2.94 million.
D'Arelli Pruzansky, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Feb. 28, 2015, citing that the Company has incurred
an operating loss of $5.44 million and net cash used in operations
of $2.62 million for the year ended Feb. 28, 2015, and the Company
had an accumulated deficit of $86.1 million and a working capital
deficit of $12.8 million at Feb. 28, 2015. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
MORGANS HOTEL: Reports $5.45 Million Net Income for 2015
--------------------------------------------------------
Morgans Hotel Group Co. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income
attributable to common stockholders of $5.45 million on $220
million of total revenues for the year ended Dec. 31, 2015,
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, Morgans Hotel had $562 million in total
assets, $771 million in total liabilities and a $209 million total
deficit.
As of Dec. 31, 2015, the Company had approximately $45.9 million in
cash and cash equivalents. The Company also had $12.9 million of
restricted cash as of Dec. 31, 2015, which consisted primarily of
cash held in escrow accounts for debt service or lease payments,
capital expenditures, insurance programs, and taxes.
"Our ability to pay interest and dividends on, and the outstanding
balances of, our debt and our Series A preferred securities, fund
our operations, and make anticipated capital expenditures depends
upon our future operating performance and our ability to monetize
the Hudson and Delano South Beach hotels. Prevailing economic
conditions, our ability to consummate the monetization of our owned
real estate assets, if at all, and financial, business and other
factors, many of which are beyond our control, will affect our
ability to make these payments and fund operations."
"Currently, we do not intend to invest in new development projects
until we ascertain the expected net proceeds we could receive from
the sale of the Hudson and Delano South Beach hotels. In addition,
we may need to reduce operating expenses or delay certain capital
expenditures in the event that operating results are below
expectations, further additional restructuring and non-operating
costs are incurred, or the closing of the contemplated Hudson and
Delano South Beach asset sales or the termination of certain
management agreements, and related receipt of termination fees, are
delayed."
"We believe that based on current and anticipated levels of
operations and conditions in our industry and markets, a
combination of cash on hand, proceeds from the planned asset sales
and internally generated funds will be adequate to fund our current
level of operational needs for the next twelve months."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/b7ec1U
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.
MOTORS LIQUIDATION: Widower Urges Upholding New GM's Liability
--------------------------------------------------------------
Jacob Fischler at Bankruptcy Law360 reported that a man suing
General Motors over his wife's fatal crash asked a New York federal
judge on March 7, 2016, to uphold a determination that the
reorganized automaker is liable for the crash that occurred before
its reorganization, saying New GM had admitted as much in an
inadvertent filing.
A New York federal bankruptcy judge had not been out of line in
refusing General Motors LLC — or New GM, the successor to General
Motors Corp., or Old GM — the opportunity to introduce an amended
sale agreement between the new and old companies that absolved the
buyer of any liability for accidents that happened before the
closing date in 2009, the widower, Benjamin Pillars, argued.
The company had introduced an earlier version of the agreement,
which did not include that provision. In GM's appeal to the
district court last month, it said neither side disputed that the
introduction of the old sales agreement was an accident.
However, Mr. Pillars said that was untrue.
"It remains [Pillars'] position that New GM has failed to
demonstrate that admissions were in fact the result of a mistake by
its local counsel rather than a tactical decision on the part of
New GM which backfired," he said.
Mr. Pillars sued in March 2015, claiming that his wife, Kathleen,
died in 2012 after spending nearly seven years in a coma following
an accident caused by a defective ignition switch in her 2004
Pontiac Grand Am.
When New GM responded to the complaint in May, it "inadvertently"
quoted from the original sale agreement and the case was stayed
shortly thereafter pending a decision by the U.S. Judicial Panel on
Multidistrict Litigation on whether to transfer Pillars' suit,
according to court filings.
Mr. Pillars is represented by Russell C. Babcock and Victor J.
Mastromarco Jr. of The Mastromarco Firm.
New GM is represented by Andrew Bloomer and Richard Godfrey of
Kirkland & Ellis LLP and Scott Ian Davidson and Arthur Jay
Steinberg of King & Spalding LLP.
The appeal is In Re: Motors Liquidation Company, case no.
1:15-cv-08432, in the U.S. District Court for New York's Southern
District.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
As of June 30, 2015, Motors Liquidation had $860 million in total
assets, $74 million in total liabilities and $786 million in net
assets in liquidation.
MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development
--------------------------------------------------------------
Mountain Province Diamonds Inc. announces that development of the
Gahcho Kue diamond mine is progressing according to plan with the
overall project more than 87 percent complete and on track for
first production during H2 2016.
Patrick Evans, Mountain Province president and CEO, commented: "We
continue to make excellent progress at Gahcho Kue. Key areas of
focus are remaining earthworks, commissioning of the primary
crusher and diamond plant, pre-stripping and stockpiling of
kimberlite as well as preparations for operational readiness."
Mountain Province is also pleased to announce that the Gahcho Kue
Joint Venture has appointed Allan Rodel as the mine general
manager. Mr. Rodel joined the De Beers Group in 1997 and has held
a number of senior management positions, including that of Gahcho
Kue project manager since 2013. Mr. Rodel has an honors degree in
chemical engineering from the University of Natal and resides in
Yellowknife, N.T.
In addition to Mr. Rodel, nine senior operational appointments have
been made at Gahcho Kue, including the mining manager, engineering
and maintenance manager, ore processing manager and technical
services manager. Under the leadership of Mr. Rodel and the
operations management team, commissioning of the Gahcho Kue mine is
well underway.
Mr. Evans added: "We are also pleased to report that the ice road
deliveries to Gahcho Kue are proceeding to plan. Importantly,
delivery of critical large mining equipment to site was completed
last week with the bulk of the remaining deliveries being diesel
fuel. The project also continues to meet our lending group's
tests-to-completion with US$73M advanced to fund cash calls during
Q1 2016. A total of US$231M has been drawn against the US$370M
facility. An update on performance against budget will be provided
with the yearend results at the end of March."
Mountain Province Diamonds is a 49% participant with De Beers
Canada in the Gahcho Kue diamond mine located in Canada's Northwest
Territories. Gahcho Kue is the world's largest new diamond mine
and projected to be amongst the highest margin diamond mines due to
the high grade and open-pit nature of the operation.
The Gahcho Kue Project consists of a cluster of four diamondiferous
kimberlites, three of which have a probable mineral reserve of 35.4
million tonnes grading 1.57 carats per tonne for total diamond
content of 55.5 million carats.
A 2014 NI 43-101 feasibility study report filed by Mountain
Province (available on SEDAR) indicates that the Gahcho Kué
project has an IRR of 32.6%.
The Gahcho Kue diamond mine is expected to produce an average of
4.5 million carats a year over a 12 year mine life.
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province incurred a net loss of C$4.39 million in 2014, a
net loss of C$26.6 million in 2013 and a net loss of C$3.33 million
in 2012.
As of Sept. 30, 2015, the Company had C$553 million in total
assets, $235 million in total liabilities and $318 million in total
shareholders' equity.
KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's ability to continue
operations is dependent upon its ability to obtain sufficient
financing to fund its operations and development costs.
MT. GOX: Japanese Bank Must Face Claims Over Collapse
-----------------------------------------------------
Joseph Wright, writing for Bloomberg Brief, reported that a
Japanese bank must face class claims over the decline of the Mt.
Gox bitcoin exchange, but where those claims will be heard is still
up in the air, after a March 14 ruling from the U.S. District Court
for the Northern District of Illinois.
According to the report, a California-based lead plaintiff
established that the court had jurisdiction over Mizuho Bank Ltd.
based on direct wire deposits to the bank initiated in California,
Judge Gary Feinerman said. But an Illinois-based lead plaintiff
couldn't establish the jurisdiction without similar allegations,
the court said, the report related.
The court allowed three weeks to substitute another Illinois
resident as a putative lead plaintiff, the report said, otherwise
the case will be transferred to the Central District of
California.
The report related that the class claims represent an ongoing
effort by Mt. Gox depositors to recover funds lost in the
liquidation of an institution that was the world's largest bitcoin
exchange just three years ago.
Plaintiffs Gregory Greene of Illinois and Joseph Lack of California
were customers of Mt. Gox, the report added.
About Mt. Gox
Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter
15 of the U.S. Bankruptcy Code on March 9, 2014, days after the
company sought bankruptcy protection in Japan. The bankruptcy in
Japan came after the bitcoin exchange lost 850,000 bitcoins valued
at about $475 million "disappeared."
The Japanese bitcoin exchange halted trading in February 2014. It
filed for bankruptcy protection in the U.S. to prevent customers
from targeting the cash it holds in U.S. bank accounts.
The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229
(Bankr. N.D. Tex.). The Chapter 15 Petitioner is Robert Marie
Mark Karpeles, the company's chief executive officer. Mr.
Karpeles
is represented by John E. Mitchell, Esq., and David William
Parham,
Esq., at Baker & Mcckenzie LLP, in Dallas, Texas.
The bankruptcy trustee and foreign representative of MtGox Co.
Ltd. with respect to the Japan Bankruptcy Proceedings:
MtGox Co., Ltd.
Office of Bankruptcy Trustee
Kojimachi 3 chome building #202
Kojimachi 3-4-1
Chiyoda-ku, Tokyo
Tel: +81-3-4588-3922
Attn: Nobuaki Kobayashi
The Ontario Superior Court of Justice (Commercial List) on Oct. 3,
2014, ordered, pursuant to Section 272 of the Bankruptcy and
Insolvency Act, that the bankruptcy proceedings commenced with
respect to MtGox Co., Ltd. -- aka Mt. Gox KK and dba MtGox -- be
recognized as a "foreign main proceeding."
The Canadian legal counsel to the bankruptcy trustee and foreign
representative of MtGox Co., Ltd, are Jeffrey Carhart and Margaret
Sims, at Miller Thomson LLP.
The company said it has estimated assets of $10 million to $50
million and debts of $50 million to $100 million.
NEW SOURCE ENERGY: Tumbles Into Chapter 7 Bankruptcy
----------------------------------------------------
New Source Energy Partners and New Source Energy GP filed for
Chapter 7 protection with the U.S. Bankruptcy Court in the District
of Delaware, lead case number 16-10642, Bankruptcy Data reports.
The Company is engaged in the development and production of onshore
oil and natural gas properties. It is represented by Derek C.
Abbott of Morris, Nichols, Arsht & Tunnell.
According to the report, the Chapter 7 petition says "After any
administrative expenses are paid, no funds will be available for
distribution to unsecured creditors." Carl Wimberley, a partner
with energy consulting firm Opportune, is serving as New Source
Energy Partners' chief restructuring officer. The Company's most
recent Annual Report filed with the SEC indicates total assets of
$378 million; however, the Chapter 7 petition indicates $50 to 100
million in assets.
NORTHWEST BARS: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that
there were "too few" creditors who are willing to serve on the
official committee of unsecured creditors in the Chapter 11 case of
Northwest Bars Inc.
Northwest Bars Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo., Case No. 16-10633) on January 26,
2016. The Debtor is represented by David M. Serafin, Esq., at Law
Office of David Serafin.
OUTERWALL INC: Moody's Retains Ba3 CFR on Increased Dividend
------------------------------------------------------------
Moody's Investors Service said that Outerwall Inc.'s recent
announcement to double its quarterly dividends from $0.30 per share
to $0.60 per share is a credit negative development but will not
impact its Ba3 Corporate Family rating (CFR) and the rating outlook
remains negative. The company also announced that it plans to
explore strategic and financial alternatives to enhance shareholder
value, while continuing to focus on streamlining its operations and
using cash flows to execute shareholder payouts and debt
retirement. The announcement comes at a time when Outerwall's
largest business segment, Redbox, is facing challenging business
conditions due to accelerated secular pressure in the physical DVD
rental business. Engaged Capital LLC, which owns 14.6% of the
company's outstanding shares, has been pressurizing management to
take actions to boost shareholder returns, including increasing
dividends and / or a possible sale of the company. On Feb. 19,
2016, Moody's downgraded Outerwall's CFR from Ba2 to Ba3 and
changed the rating outlook to negative from stable following the
company's weak earnings announcement (for Q4-2015) and bleak
outlook for its Redbox business.
The dividend increase is effective from the second quarter of 2016
and will amount to approximately $45 million on an annualized
basis. Moody's expects dividends to be funded entirely from
internally generated cash flows and the company is expected to
generate free cash flows of between $100 million - $145 million
(after dividends). In Moody's opinion the significant increase in
dividends is credit negative as these dividends payments will
consume financial resources that could have otherwise been used to
reduce debt or invest in the business. However, our concerns
surrounding outsized shareholder payouts are somewhat tempered by
restrictive covenants in indentures governing Outerwall's bonds.
Covenants in the indenture and credit agreement limit the company's
ability to make large shareholder payouts as restricted payments
are permitted subject to satisfaction of a defined consolidated net
leverage ratio of less than 2.5x. If that net leverage ratio
exceeds 2.5x, restricted payments would be limited to $25 million
over the life of the bonds. This restriction also includes
restrictions by the bank credit agreement on repaying senior
unsecured notes, but presumably not after full repayment of the
bank revolver and term loan. As of 12/31/2015, the company had
roughly 24% EBITDA cushion under the 2.5x test. Notably, if
operating performance in 2016 tracks to the lower end of
management's EBITDA guidance and the company does not reduce debt
(beyond the $13 million term loan amortization), it may not be able
to meet the 2.5x test and the restricted payments provision would
prevent shareholder payouts beyond $25 million over the life of the
bonds. Moody's believes that management wishes to avoid this and
will endeavor to manage the company's debt leverage closer to the
lower side of its 1.75x to 2.25x reported leverage target range,
putting aside the potential for a strategic or financial
alternative.
Outerwall's decision to assess strategic alternatives raises the
possibility of a leveraged buyout by a private equity sponsor, or
sale of all of the company or a minority interest to a strategic
investor. Moody's notes that in addition to the restricted
payments covenants, which would prevent a leveraged recap from
occurring, the indentures also consist of a change of control
provision, which somewhat protects bondholders from risks
associated with a leveraged buyout. The change of control put/make
whole is triggered if greater than 50% of the voting power of the
company is acquired by any investor. However, an investor could
acquire 49% of the company and not trip the change of control
provision, yet have significant influence over the board to
refinance the bank facility thereby removing the 3.0x leverage
maintenance requirement and ultimately allowing the company to
lever as the business degrades. But the 2.5x restricted payment
test in the notes would remain and may prevent a buyer from using
new bank debt to buy out half the shares at leverage beyond 2.5x,
and the company would remain very limited from making future
distributions to investors or buying back further shares until the
debt is repaid.
Moody's will continue to monitor developments and will comment
further as management makes progress in its evaluation of strategic
alternatives for the company.
Outerwall Inc. (formerly named Coinstar, Inc.), with its
headquarters in Bellevue, Washington, is a leading provider of
automated retail solutions through its network of self-service
kiosks. Its offerings include Redbox, the company's largest
business, where consumers can rent movies and video games, its
Coinstar business where consumers can convert their coins to cash
or stored value cards, and its ecoATM business where consumers can
sell electronic devices for cash at self-service kiosks.
Outerwall's total revenue in FY 2015 was $2.2 billion.
PALMAZ SCIENTIFIC: Joint Administration of Cases Approved
---------------------------------------------------------
Palmaz Scientific Inc., Advanced Bio Prosthetic Surfaces, Ltd.,
ABPS Management, LLC and ABPS Venture One, Ltd. won approval of
their motion for joint administration of their Chapter 11 cases
under the Lead Case No. 16-50552. All original docket entries will
be made in the case of In re Palmaz Scientific Inc., Case No.
16-50552. All proofs of claim will be filed under the case number
representing the Debtor's estate against which the claim is made.
About Palmaz Scientific
Headquartered in San Antonio, Texas, Palmaz Scientific is a
research and development company dedicated to the advancement of
the technology and science of medical implants.
Palmaz Scientific Inc., Advanced Bio Prosthetic Surfaces, Ltd.,
ABPS Management, LLC and ABPS Venture One, Ltd., filed Chapter 11
bankruptcy petitions (Bankr. W.D. Tex. Lead Case No. 16-50552) on
March 4, 2016. The petitions were signed by Eugene Sprague, a
director. The jointly administered cases are assigned to Judge
Craig A. Gargotta.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Debtors engaged Norton Rose Fulbright US LLP as counsel,
Groff & Rothe as accountants and Upshot Services LLC as noticing
agent.
PALMAZ SCIENTIFIC: Vactronix Financing Has Interim Approval
-----------------------------------------------------------
Judge Craig A. Gargotta on March 14, 2016, signed an unopposed
interim order authorizing Palmaz Scientific Inc., et al., to obtain
postpetition financing from VACTRONIX Scientific, Inc. and use
their prepetition lenders' cash collateral.
The Debtor is immediately authorized and empowered to borrow up to
the aggregate amount of $532,250; provided however, that the
Debtors will use the proceeds of the Initial Advance solely as
permitted under the DIP Facility and in accordance with the
budget.
Out of the Initial Advance, the amount of $282,250 will be paid to
Norton Rose Fulbright US LLP in care of Michael M. Parker for NRF
to hold in the IOLTA trust account for NRF as a retainer for
postpetition legal services to the Debtors; and up to $250,000 will
be paid to Palmaz Scientific Inc. upon request by Eugene Sprague on
behalf of Palmaz Scientific Inc.
The prepetition secured parties agree to permit the Debtors to use
the prepetition collateral, including the cash collateral, during
the Interim Period, in accordance with the budget.
A final hearing on the Debtors' DIP Financing Motion is scheduled
for April 5, 2016, at 1:00 p.m.
A copy of the Interim DIP Order is available for free at:
http://bankrupt.com/misc/Palmaz_Sc_61_Int_DIP_Ord.pdf
John Asel, former director on the board of Palmaz, said in a
declaration filed with the Court that the Debtors were unable to
obtain postpetition financing from other sources because, among
others, (a) the Debtors have no revenue, (b) the Debtors have no
profit history, and (c) the Debtors have not commercialized their
intellectual property portfolio.
As reported in the March 9, 2016 edition of the TCR, Palmaz
Scientific has arranged $2,000,000 from Vactronix Scientific.
Loans under the DIP Facility will accrue interest at the rate of
10% (increasing to 14% upon an Event of Default) per annum with all
interest due and payable on the maturity date of the DIP Facility.
The DIP Facility will mature on the earliest of:
(a) the later of (1) 120 days after the first advance under
the DIP Facility and (2) 60 days after a disclosure
statement has been approved by the Bankruptcy Court;
(b) the closing and funding of a sale of all or
substantially all of the Borrower's property and assets
whether pursuant to a sale or a confirmation order under
Section 1129 of the Bankruptcy Code;
(c) the effective date of any confirmed Chapter 11 plan of
Borrower;
(d) the date on which all amounts under the DIP Facility
shall become due and payable in accordance with the Loan
Documents; or
(e) the date the Borrower pays the DIP Lender all amounts
under the DIP Facility in full and terminates the DIP
Facility.
As of the Petition Date, the aggregate amount of secured
pre-petition indebtedness was no less than $12,500,000. Julio
Palmaz and Oak Court Partners are the Debtors' prepetition secured
parties.
About Palmaz Scientific
Headquartered in San Antonio, Texas, Palmaz Scientific is a
research and development company dedicated to the advancement of
the technology and science of medical implants.
Palmaz Scientific Inc., Advanced Bio Prosthetic Surfaces, Ltd.,
ABPS Management, LLC and ABPS Venture One, Ltd., filed Chapter 11
bankruptcy petitions (Bankr. W.D. Tex. Lead Case No. 16-50552) on
March 4, 2016. The petitions were signed by Eugene Sprague, a
director. The jointly administered cases are assigned to Judge
Craig A. Gargotta.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Debtors engaged Norton Rose Fulbright US LLP as counsel,
Groff & Rothe as accountants and Upshot Services LLC as noticing
agent.
PARFUMS ACQUISITION: Moody's Affirms B2 CFR, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
and B2-PD Probability of Default Rating of Parfums Acquisition
Company, Inc.'s, parent company of Parfums de Coeur, Ltd.'s (d/b/a
PDC Brands). Moody's also affirmed the B2 rating on the senior
secured credit facility in conjunction with a $40 million term loan
add-on. Proceeds will be used to fund an acquisition. The rating
outlook is stable.
The ratings affirmations reflect the modest impact that the
acquisition will have on Parfums' credit profile. Though the
acquisition modestly increases pro forma debt/EBITDA to 4.6x,
Moody's expects that the company's leverage will decline over the
next 12 to 18 months owing to earnings growth.
Moody's affirmed these ratings:
Parfums Acquisition Company, Inc.:
Corporate Family Rating at B2;
Probability of Default Rating at B2-PD.
Parfums de Coeur, Ltd. (d/b/a PDC Brands):
Senior secured revolver due 2020 at B2 (LGD4)
Senior secured term loan due 2022 at B2 (LGD4).
The rating outlook is stable.
RATINGS RATIONALE
The B2 CFR reflects Parfum's small scale, aggressive acquisition
strategy, high customer concentration, and event risk related to
its majority ownership by a financial sponsor. The company's
products are also vulnerable to shifts in consumer preferences,
retailers' shelf space allocation and marketing support. The mass
fragrances market is also highly competitive and Parfums faces
steep competition from branded product companies that are
significantly larger, more diverse, financially stronger, and which
have much greater investment capacity. These factors are balanced
by the company's improved geographic and product diversification,
solid organic growth in several of the company's key product
categories, good liquidity profile and Moody's expectation that
recent acquisitions will support earnings growth over the next 12
to 18 months such that debt/EBITDA will decline to closer to 4
times.
The stable outlook reflects Moody's view that, while earnings
growth will be solid, Parfums will continue to pursue debt funded
acquisitions such that leverage will remain elevated.
Customer or competitor actions that pressure Parfums' revenue and
EBITDA through a deterioration in market share, retail distribution
or pricing could result in a downgrade. Acquisitions, shareholder
distributions or other actions that result in debt-to-EBITDA
sustained above 5.0x, or a deterioration in liquidity could also
result in a downgrade.
An upgrade could be considered if Parfums increases its scale and
demonstrates a longer-term track record of profitable growth.
Parfums would also need to maintain conservative financial policies
including debt-to-EBITDA below 3.0x and maintain good liquidity for
Moody's to upgrade the ratings.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.
Parfums, headquartered in Stamford, CT, develops, markets and sells
fragrance, bath care and specialty bath and hair care products to
mass market consumers. Key brands include Dr. Teal's, Cantu, Body
Fantasies, Calgon, BODman, Bodycology and Designer Imposters.
Parfums is majority-owned by Yellow Wood Partners. Pro forma
revenues are approximately $300 million.
PICO HOLDINGS: Activist Bloggers Excoriate Hart Compensation Plan
-----------------------------------------------------------------
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 14, 2016, PICO filed its Form 10-K with the Securities and
Exchange Commission. PICO CEO John Hart's Employment Agreement and
Bonus Agreement garnered the most attention.
The amended agreement superseded and replaced Mr. Hart's previous
employment agreement entered into in 2014 and provides the
following:
-- a five year term ending on March 11, 2021;
-- annual base salary of $1 million;
-- Without cause termination payment amounting to almost
$11 million;
-- With cause termination payment amounting to almost
$5 million; and
-- A bonus pool whereby Mr. Hart and other executives
receive almost 20% of assets sales above carrying value.
The activist bloggers at www.reformpiconow.com excoriate the Hart
Employment Agreement. Labeling it "an affront to shareholders" and
"criminal," the bloggers note that PICO stock has declined 75% in
the last 5 years while Mr. Hart has received over $25 million in
total compensation.
The bloggers say the base salary is undeserved. They call Mr. Hart
an awful executive and say he should receive correspondingly low
compensation. PICO is a holding company without operations, so Mr.
Hart should be paid less given his minimal responsibility. The
gross amount is too high given PICO's tiny capitalization.
The bloggers also criticize the bonus plan, which rewards Mr. Hart
for asset sales above carrying value. Mr. Hart should not be
rewarded for selling assets previously written down. The plan omits
time value of money, so Mr. Hart is incentivized to delay. The
assets in question are the product of Mr. Hart's flawed capital
allocation. The Board lamented Mr. Leder's future request for
expense reimbursement, indicating that such value should go to
shareholders. Yet the bonus plan potentially gives away 77 times as
much value to Mr. Hart.
The activist bloggers call the $11 million termination payment
"criminal". They note, "This $11 million amounts to 48 cents per
PICO share. Given that PICO is trading at $9.70, if Mr. Hart is
terminated without cause, shareholders give him 5% of the market
capitalization. Does that strike anyone as fair? How is it that we
give away 5% of current market cap to get rid of a corrupt and
incompetent CEO?"
They close by stating: "Directors Hart, Campbell, Machado and
Slepicka are corrupt and incompetent. As if we needed further
proof, the Employment Agreement with Mr. Hart stands as the latest
exhibit."
PLY GEM HOLDINGS: Reports $32.3 Million Net Income for 2015
-----------------------------------------------------------
Ply Gem Holdings, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K reporting net income of
$32.3 million on $1.83 billion of net sales for the year ended Dec.
31, 2015, compared to a net loss of $31.3 million on $1.56 billion
of net sales for the year ended Dec. 31, 2014.
Net sales for the year ended Dec. 31, 2015 increased compared to
the year ended Dec. 31, 2014, by approximately $234.6 million or
30.7%. The net sales increase for the year ended Dec. 31, 2015,
was predominantly related to the Company's Simonton acquisition,
which was completed on Sept. 19, 2014, and accounted for increased
net sales of $231.9 million for the year ended Dec. 31, 2015.
Excluding Simonton, the Company's Windows and Doors' net sales
increased $2.7 million or 0.4% during the year ended Dec. 31, 2015,
compared to the year ended Dec. 31, 2014. The net sales increase
resulted from higher net sales in the United States for our U.S.
window products of approximately $52.3 million partially offset by
lower net sales for Simonton of approximately $5.9 million in the
2015 and 2014 comparable ownership period and lower net sales for
the Company's Western Canadian business of approximately $43.7
million for the year ended Dec. 31, 2015, as compared to the year
ended Dec. 31, 2014.
For the three months ended Dec. 31, 2015, the Company reported net
income of $9.06 million on $430.46 million of net sales compared to
a net loss of $12.47 million on $450.11 milion of net sales for the
same period in 2014.
As of Dec. 31, 2015, Ply Gem Holdings had $1.28 billion in total
assets, $1.36 billion in total liabilities and a total
stockholders' deficit of $76.81 million.
"I am pleased with our fourth quarter financial and operating
performance. Both businesses continued to make substantial
contributions to adjusted EBITDA and allowed us to deliver the
seventh consecutive quarterly year-over-year growth of adjusted
EBITDA," said Gary E. Robinette, Ply Gem's chairman and CEO.
"Throughout 2015, our teams delivered profitable growth through
operating performance initiatives, successful integration of
acquisitions, improved product pricing and cost discipline. As a
result, Ply Gem achieved a record annual adjusted EBITDA in excess
of $184 million."
Commenting on the Company's results, Shawn K. Poe, Ply Gem's chief
financial officer added, "In the fourth quarter, we continued to
drive financial improvements and profitability within our business
segments. Excluding the impact of acquisitions, we achieved a 490
basis point improvement in our gross profit margin and our
incremental year-over-year quarterly adjusted EBITDA grew 63.7%. As
a result of our strong performance during 2015, we strengthened our
balance sheet by generating in excess of $139 million in cash flow
from operations and we ended the year with $109 million in cash on
hand and in excess of $300 million of liquidity. Furthermore,
during 2015, we improved our debt leverage ratio by over 3 turns."
"As we enter 2016, we look forward to capitalizing on the momentum
we've built over this past year," said Mr. Robinette. "As the
housing market in the U.S. continues to recover, we are well
positioned to drive profitable growth and generate meaningful
operating leverage and earnings. In addition, we remain committed
to driving shareholder value and continuing to delever. In looking
to the first quarter of 2016, and taking into account the
seasonality of our business, we expect our quarterly adjusted
EBITDA to be in the range of $11 to $16 million, which represents a
meaningful year-over-year improvement of adjusted EBITDA."
Liquidity
The Company intends to fund its ongoing capital and working capital
requirements, including its internal growth, through a combination
of cash flows from operations and, if necessary, from borrowings
under the revolving credit portion of its senior secured asset
based revolving credit facility. As of Dec. 31, 2015, the Company
had approximately $999.2 million of indebtedness, approximately
$109.4 million of cash and cash equivalents, and approximately
$204.9 million of borrowing base availability, reflecting $0.0
million of ABL borrowings and approximately $6.8 million of letters
of credit and priority payable reserves issued under the ABL
Facility.
"Because of the inherent seasonality in the Company's business and
the resulting working capital requirements, the Company's liquidity
position fluctuates within a given year. The seasonal effect that
creates the Company's greatest needs has historically been
experienced during the first six months of the year and the Company
anticipates borrowing funds under its ABL Facility to support this
requirement. However, the Company anticipates the funds generated
from operations combined with cash on hand and funds available
under the ABL Facility will be adequate to finance its ongoing
operational cash flow needs, capital expenditures, debt service
obligations, management incentive expenses, tax receivable
agreement payments, and other fees payable under other contractual
obligations for the foreseeable future," according to the
regulatory filing.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/gtkKgF
About Ply Gem
Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.
* * *
In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'. "The ratings upgrade reflects our expectation that the
Company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.
PROSPECT HOLDING: Moody's Raises CFR to Caa1, Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded Prospect Holding Company, LLC's
corporate family and senior unsecured ratings to Caa1 from Caa2.
The outlook is stable.
RATINGS RATIONALE
The upgrade reflects Prospect's improving profitability and lower
financial leverage after the company repurchased nearly 68% of its
senior unsecured notes at a discount of 40%.
After the bond buyback, Prospect will meaningfully reduce its
interest expenses and recognize gains on early extinguishment of
debts, improving the company's profitability and leverage. In
addition, Moody's expects the company to reduce operating expenses
and focus on organic growth of retail-purchase origination which is
less vulnerable to rising interest rate environment than refinance
origination does.
The stable outlook reflects Moody's view that the company's
profitability and financial leverage will stabilize as a result of
the bond buyback and cost cutting initiatives.
Prospect's ratings could be upgraded if the company is able to
consistently achieve net income to total assets above 1.0%
excluding gains on early extinguishment of debts while maintaining
its modest capital levels (i.e. tangible common equity to total
assets above 9.0%) and adequate funding profile.
The ratings could be downgraded if the company fails to stabilize
its profitability and financial leverage.
The principal methodology used in these ratings was Finance
Companies published in October 2015.
QUANTUM FUEL: Fails to Make Principal Payment on Convertible Notes
------------------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., on March 15
disclosed that an event of default under the Company's credit
facility with Bridge Bank, National Association occurred on March
14, 2016, as a result of the Company's failure to make a $2.7
million principal payment when the credit facility matured on March
14, 2016.
The event of default under the Bridge Bank credit facility also
constituted an event of default under the senior secured
convertible notes issued by the Company on September 15, 2013 and
June 29, 2015 (collectively, the "Convertible Notes"), which have
an aggregate principal balance of $12.5 million. The Convertible
Notes are secured by a second lien on substantially all of the
Company's operating assets pursuant to the terms of separate
Security Agreements between the Company and Kevin Douglas, as
collateral agent (the "Collateral Agent"), for the holders of the
convertible notes. The Convertible Notes are subordinate in all
respects to the rights of the Lender pursuant to the terms of
separate Subordination Agreements between the Lender and the
Collateral Agent (the "Subordination Agreements").
The Company has engaged Mackinac Partners LLC as its financial
advisor to assist the Company with negotiating with its creditors,
and evaluating all options that may be available to the Company.
There can be no assurance that the Company's efforts will be
successful or that the Company will not have to seek protection
under federal bankruptcy laws.
About Quantum Fuel
Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles. Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.
Quantum Fuel reported a net loss of $14.9 million in 2014, a net
loss attributable to stockholders of $23.0 million in 2013, a net
loss attributable to stockholders of $30.9 million in 2012 and a
net loss attributable to common stockholders of $38.5 million in
2011.
As of Sept. 30, 2015, the Company had $67.5 million in total
assets, $45.5 million in total liabilities and $22.0 million in
total stockholders' equity.
QUICKSILVER RESOURCES: Canada Units File for CCAA Protection
------------------------------------------------------------
Quicksilver Resources Canada Inc. and certain of its wholly owned
subsidiaries applied for and received protection from their
creditors under the Companies' Creditors Arrangement Act (Canada)
in the Court of Queen's Bench in Alberta, Canada on March 8, 2016.
As a result of the CCAA Filing, Quicksilver Resources Inc. has
determined that the Canadian Entities will be deconsolidated from
the Company's financial statements as of the Filing Date.
In connection with the CCAA filing, J. David Rushford, the Senior
Vice President - Chief Operating Officer of Quicksilver Resources
Canada Inc., continues in that position at QRCI but ceased to be an
executive officer of the Company.
QRCI entered in an asset purchase agreement with CPC Resources ULC
on March 1, 2016, pursuant to which the Buyer agreed to purchase
certain of QRCI's oil and gas assets primarily located in the
Horseshoe Canyon area of Alberta, Canada. An order of the Court
approving the sale of the assets to the Buyer is a condition to the
closing of the transactions contemplated by the asset purchase
agreement.
CPC Resources will pay US$79 million in cash, subject to customary
adjustments, as reported by the Troubled Company Reporter on March
10. Pursuant to the Purchase Agreement, the Buyer made a deposit
of approximately US$8 million. If the Purchase Agreement is
terminated by QRCI as a result of a breach by the Buyer that is
not
cured within a specified cure period, then the deposit plus any
accrued interest will be forfeited to QRCI as liquidated damages.
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of title 11 of the United States Code in Delaware. Quicksilver's
Canadian subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger, P.A., is legal co-counsel in the Chapter 11 cases.
Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
Quicksilver Resources Inc. and its U.S. subsidiaries on January
22, 2016, entered into an Asset Purchase Agreement with BlueStone
Natural Resources II, LLC pursuant to which the Buyer agreed to
purchase substantially all of the Sellers' U.S. oil and gas assets
for a cash purchase price of $245.0 million.
The consummation of the transactions contemplated by the Purchase
Agreement is subject to customary closing conditions, and such
transactions are expected to close on or before March 31, 2016.
QUICKSILVER RESOURCES: Restates Fin'l Report Over Non-Cash Errors
-----------------------------------------------------------------
Quicksilver Resources Inc. said in a regulatory filing that on
March 8, 2016, the Audit Committee of the Company's Board of
Directors concluded that the Company would restate its financial
statements as of and for the three and nine months ended September
30, 2015 after identifying certain non-cash errors in the financial
statements and, therefore, those financial statements should no
longer be relied upon. The Company's proved oil and natural gas
reserves as of September 30, 2015 overstated the net proved
reserves, with the error in the report occurring as the result of
all applicable costs not being considered. The Company was required
to record an impairment charge to its full cost pool as of
September 30, 2015 due to the ceiling test limitation. The
exclusion of costs in the reserve report resulted in a
understatement of the applicable non-cash impairment charge in the
Company's financial statements as of and for the three and nine
months ended September 30, 2015.
The Company said the error also resulted in an understatement of
the net loss and loss per common share recorded for the three and
nine months ended September 30, 2015. There was no effect on the
total net cash provided by operating activities included in the
statement of cash flows for the nine months ended September 30,
2015.
The Company has filed an amended quarterly report on Form 10-Q/A
for the fiscal quarter ended September 30, 2015, with the amended
report containing a restatement of the consolidated financial
statements of the Company as of and for the three and nine months
ended September 30, 2015. The Company's Audit Committee and
management discussed the amended report and the restated financial
statements included therein with the Company's independent public
accounting firm.
A copy of the tables showing the effects of the errors in the
originally filed financial statements and the adjustments
incorporated in the restated financial statements, in each case as
of and for the three and nine months ended September 30, 2015, is
available at http://is.gd/5dEok1
A copy of the Amended Quarterly Report is available at
http://is.gd/TBAhZd
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of title 11 of the United States Code in Delaware. Quicksilver's
Canadian subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada. Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
Quicksilver Resources Inc. and its U.S. subsidiaries on January
22, 2016, entered into an Asset Purchase Agreement with BlueStone
Natural Resources II, LLC pursuant to which the Buyer agreed to
purchase substantially all of the Sellers' U.S. oil and gas assets
for a cash purchase price of $245.0 million.
The consummation of the transactions contemplated by the Purchase
Agreement is subject to customary closing conditions, and such
transactions are expected to close on or before March 31, 2016.
QUICKSILVER RESOURCES: To Halt SEC Filings; E&Y Steps Down
----------------------------------------------------------
Quicksilver Resources Inc. said in a regulatory filing that on
March 14, 2016, Ernst & Young LLP ("E&Y"), the Company's
independent registered public accounting firm, resigned since the
Company intends to suspend the filing of its regular periodic
reports on Form 10-K and Form 10-Q with the SEC.
The Company said it intends to furnish copies of the Monthly
Operating Reports that are required to be submitted to the
Bankruptcy Court under cover of Current Reports on Form 8-K and to
continue to file Forms 8-K disclosing material developments
concerning the Company.
The Company's financial statements for the year ended December 31,
2015 have not been audited. E&Y's reports on the Company's
financial statements for the fiscal years ended December 31, 2014
and 2013, the last fiscal years for which a report on the Company's
financial statements was issued by E&Y, did not contain an adverse
opinion or a disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles,
except that the report of E&Y dated March 31, 2015 expressed an
unqualified opinion that included an explanatory note about the
Company's ability to continue as a going concern.
During the fiscal years ended December 31, 2014 and 2013 and the
subsequent period through March 14, 2016, the Company did not have
any disagreements with E&Y on any matter of accounting principles
or practices, financial statement disclosure or auditing scope or
procedure, that, if not resolved to E&Y's satisfaction, would have
caused E&Y to make reference to the subject matter thereof in
connection with its reports on the Company's financial statements
for such years.
During the fiscal years ended December 31, 2014 and 2013 and the
subsequent period through March 14, 2016, there were two reportable
events related to material weaknesses in internal control over
financial reporting. As disclosed in the Company's Annual Report on
Form 10-K for the year ended December 31, 2013, management
concluded that, as of December 31, 2013, it did not maintain
effective internal control over financial reporting due to material
weaknesses in the operating effectiveness of controls related to
the: (i) reconciliation of deferred income taxes, particularly
related to the tax basis in property, plant and equipment and (ii)
accounting for significant non-recurring transactions.
Because of these material weaknesses, E&Ys report dated March 17,
2014 with respect to the Company's internal control over financial
reporting concluded that the Company had not maintained effective
internal control over financial reporting as of December 31, 2013.
As disclosed in the Company's Quarterly Report on Form 10-Q/A for
the quarterly period ended September 30, 2015, management concluded
that, as of September 30, 2015, it did not maintain effective
internal control over financial reporting due to a material
weakness in the operating effectiveness of controls related to the
inputs used in the estimate of the Company's oil and natural gas
proved reserves. Management and the Audit Committee discussed each
of these material weaknesses with E&Y.
On January 22, 2016, the Company and its U.S. subsidiaries entered
into an asset purchase agreement pursuant to which they will
dispose of substantially all of their U.S. oil and gas assets.
A copy of the Company's Unaudited pro forma consolidated financial
information for the nine months ended September 30, 2015, is
available at http://is.gd/bwaclO
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of title 11 of the United States Code in Delaware. Quicksilver's
Canadian subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger, P.A., is legal co-counsel in the Chapter 11 cases.
Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
Quicksilver Resources Inc. and its U.S. subsidiaries on January
22, 2016, entered into an Asset Purchase Agreement with BlueStone
Natural Resources II, LLC pursuant to which the Buyer agreed to
purchase substantially all of the Sellers' U.S. oil and gas assets
for a cash purchase price of $245.0 million.
The consummation of the transactions contemplated by the Purchase
Agreement is subject to customary closing conditions, and such
transactions are expected to close on or before March 31, 2016.
QUICKSILVER RESOURCES: Unsecureds, 2nd Lien Lenders Face Off Today
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in Quicksilver
Resources Inc., et al.'s case will seek approval of a motion to
stop payments of interest and fees to second lien lenders after the
closing of the sale of Quicksilver's assets at a hearing on March
17, 2016.
The Bankruptcy Court on May 1, 2015, entered a final order
authorizing the Debtors to use cash collateral and grant adequate
protection to the first lien parties and the second lien parties.
On Dec. 14, 2015, upon the Debtors' motion, the Court entered an
amended final order which, among other things, extended the
Debtors' right to use cash collateral until the earlier to occur of
April 30, 2016, or a termination event.
On Jan. 20, 2016, the Debtors held an auction for the sale of
substantially all of their U.S. oil and gas assets. BlueStone
National Resources II, LLC's all-cash bid of $245 million emerged
as the winning bid. On Jan. 27, the Debtors obtained approval of
the sale of substantially all of their assets to BlueStone. The
Debtors expect the sale to BlueStone to close on or before March
31, 2016, which will set the stage for a liquidating plan to effect
the distribution of sale proceeds.
On Feb. 25, 2016, Committee filed the motion seeking to further
amend the Amended Final Order to eliminate the Second Lien Adequate
Protection Payments as of the Closing Date of the sale to
BlueStone. The Committee explained that after the closing of the
sale on March 31, the Debtors will no longer be operating their
business. Their primary remaining task will be to distribute the
sale proceeds pursuant to a liquidating plan. Accordingly,
according to the Committee, there is no need to continue making
such payments to the Second Lien Parties.
On March 10, the Ad Hoc Group of the Second Lien Holders, Credit
Suisse AG, Cayman Islands Branch (f/k/a Credit Suisse AG), as
administrative agent for the Second Lien Lenders, and The Bank of
New York Mellon Trust Company N.A., as Second Lien Indenture
Trustee and second lien collateral agent under that certain
Indenture dated as of June 21, 2013 (collectively, the "Second Lien
Parties"), filed an objection to the Motion. On March 11, the
Debtors filed objections to the Committee's motion.
Adequate Protection Payments
The Creditors Committee pointed out that the Second Lien Parties
have already received generous adequate protection payments. Over
the course of the Chapter 11 cases, the Second Lien Lenders will
have received in excess of $54 million as "adequate protection" and
approximately $8.3 million on account of their professional fees
and expenses. In fact, according to the Committee, while the
Debtors started the Chapter 11 cases with $186 million in cash on
hand, that amount has declined to $81 million in the aggregate,
largely attributable to the adequate protection payments to the
Second Lien Parties.
The Creditors Committee argues, "After the sale closes, the Debtors
will no longer own the assets on which the second lien parties
previously had liens. The Debtors will therefore no longer be
operating and will no longer need to rely on the use of cash to
fund their operations. Any cash necessary to wind down the
Debtors' business and confirm a Chapter 11 plan will be funded by
the unencumbered cash in the Debtors' operating account, rather
than the Sale Proceeds. Since the Debtors will not be using cash
collateral after the Sale closes, they do not need to adequately
protect the Second Lien Parties for the use of such collateral.
Further, as stated in the Debtors' cash collateral reply, the
adequate protection payments made to the Second Lien Parties are a
proxy for diminution in value. As such, after the Sale closes,
adequate protection payments are no longer necessary because the
Second Lien Parties' collateral will have been converted to cash
which cannot decline in value. Rather, the Sale Proceeds will be
sitting undisturbed in the Debtors' account awaiting distribution.
Accordingly, continued payment of interest and fees to the
undersecured Second Lien Parties after the Sale to BlueStone closes
is inappropriate."
The Debtors and the Second Lien Parties asked the Court to deny the
Motion to Amend.
According to the Second Lien Parties, the Motion to Amend relies on
two false and unsupported premises:
(1) The Committee incorrectly asserts that after the BlueStone
sale closes, the Second Lien Parties' prepetition collateral will
be limited to the proceeds from that sale. The Committee has not
proceeded with an adversary proceeding seeking a judgment that the
Second Lien Parties do not have a prepetition security interest in
the Debtors' cash and cash equivalents in certain investment
accounts. Until the Committee has actually prevailed on any of the
litigated issues—which the Second Lien Parties believe will never
happen—the status quo should not be changed.
(2) The Committee asserts that the Second Lien Parties "do not
need to be adequately protected during this post-Sale process."
The Current Cash Collateral Order, properly protects against the
"aggregate" diminution in the value of the collateral -- both
historical and prospective. Although the Committee initially
sought to dispute the amount owed to the Second Lien Parties for
the diminution in the value of their collateral in its pending
adversary proceeding, the Committee has now advised the Second Lien
Parties that they should pursue their adequate protection claim by
motion. Accordingly, the Second Lien Parties will soon file a
motion to determine the amount of their superpriority claim for the
diminution in the value of their collateral during these chapter 11
cases (the "Adequate Protection Claim Motion"), and they will
establish through that motion that their prepetition collateral has
already declined in value by more than $200 million. In light of
the massive "aggregate" diminution in value that has already
occurred, it is entirely appropriate for the Debtors, in the
exercise of their business judgment, to continue making Adequate
Protection Payments to the Second Lien Parties.
"If granted, the Motion would inject uncertainty and additional
litigation into these proceedings that would harm creditor
recoveries and potentially bring these cases to an abrupt
halt—all for no tangible benefit to any constituency," the
Debtors argued.
According to the Debtors, the Committee's argument is fundamentally
flawed, ignores the facts and circumstances of these chapter 11
cases, and disregards the clear language of the Amended Final
Order, in that:
* The Motion is duplicative of relief already available to the
Committee through the existing terms of the Amended Final Order.
Under the Amended Final Order, the Committee expressly retained the
right to challenge the Second Lien Adequate Protection Payments as
not allowed under Section 506(b) (or any other basis) of the
Bankruptcy Code and seek to recharacterize them as payments of
principal under the applicable debt documents.
* The Committee's argument presupposes that the Debtors have
approximately $81 million of cash on hand that is fully
unencumbered. While the Debtors believe that the cash held in
their investment accounts as of the Petition Date is unencumbered
and have always taken that position, the Second Lien Parties most
certainly do not. Indeed, prior to the commencement of the chapter
11 cases, both the First Lien Parties and the Second Lien Parties
asserted that their liens extended to the cash that the Committee
says is unencumbered. The carefully crafted balance of the
parties' interests reflected in the Amended Final Order allowed the
parties to, among other things, avoid costly and time-intensive
litigation over this issue. If the Committee's Motion is granted,
the Second Lien Parties would almost certainly renew their argument
and force immediate litigation over their claimed liens on that
cash. Such litigation would be time-consuming, expensive, and, if
the Second Lien Parties secured a favorable ruling, bring these
cases to an immediate standstill.
* * *
Counsel to the Official Committee of Unsecured Creditors:
LANDIS RATH & COBB LLP
Richard S. Cobb
Matthew B. McGuire
Joseph D. Wright
919 Market Street, Suite 1800
Wilmington, Delaware 1 9801
Telephone: (302) 461-4400
Facsimile: (302) 467-4450
E-mail: cobb@lrclaw.com
mcguire@lrclaw.com
wright@lrclaw.com
- and -
PAUL, WEISS, RIFKIND, TVHARTON & GARRISON LLP
Andrew N. Rosenberg
Elizabeth R. McColm
Rachel E. Brennan
1285 Avenue of the Americas
New York, New York 10019
Telephone: (212) 373-3000
Facsimile: (212) 757-3990
E-mail: arosenberg@paulweiss.com
emccolm@paulweiss.com
rbrennan@paulweiss.com
Attorneys for Second Lien Agent and the Ad Hoc Group of Second Lien
Holders:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Michael R. Nestor, Esq.
Kara Hammond Coyle, Esq.
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Attorneys for the Ad Hoc Group of Second Lien Holders:
MILBANK, TWEED, HADLEY & McCLOY LLP
Dennis F. Dunne
Samuel A. Khalil
Brian Kinney
28 Liberty Street
New York, NY 10005-1413
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
- and -
Andrew M. Leblanc
Aaron L. Renenger
1850 K Street, N.W., Suite 1100
Washington, DC 20006
Telephone: (202) 835-7500
Facsimile: (202) 263-7586
Attorneys for Credit Suisse AG, Cayman Islands Branch:
LATHAM & WATKINS LLP
Mitchell A. Seider
Christopher Harris
David A. Hammerman
Matthew L. Warren
885 Third Avenue
New York, New York 10022-4834
Telephone: (212) 906-1200
Facsimile: (212) 751-4864
Attorneys for the Bank of New York Mellon Trust Company N.A.:
EMMET, MARVIN & MARTIN LLP
Edward P. Zujkowski, Esq.
Thomas A. Pitta, Esq.
120 Broadway, 32nd Floor
New York, New York 10271
Telephone: (212) 238-3000
Facsimile: (212) 238-3100
Counsel for the Debtors:
RICHARDS, LAYTON & FINGER, P.A.
Paul N. Heath
Amanda R. Steele
Rachel L. Biblo
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
- and -
AKIN GUMP STRAUSS HAUER & FELD LLP
Charles R. Gibbs
Sarah Link Schultz
Travis A. McRoberts
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201
Telephone: (214) 969-2800
Facsimile: (214) 969-4343
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of title 11 of the United States Code in Delaware. Quicksilver's
Canadian subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger, P.A., is legal co-counsel in the Chapter 11 cases.
Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
Quicksilver Resources Inc. and its U.S. subsidiaries on January
22, 2016, entered into an Asset Purchase Agreement with BlueStone
Natural Resources II, LLC pursuant to which the Buyer agreed to
purchase substantially all of the Sellers' U.S. oil and gas assets
for a cash purchase price of $245.0 million.
The consummation of the transactions contemplated by the Purchase
Agreement is subject to customary closing conditions, and such
transactions are expected to close on or before March 31, 2016.
RADIAN GROUP: Moody's Assigns Ba3 Rating on Planned $325MM Debt
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Radian Group
Inc.'s planned $325 million senior unsecured debt issuance due in
2021.
The rating action follows Radian Group's announcement that it plans
to offer $325 million Senior Notes due in 2021. The Company
intends to use the net proceeds from the issuance, together with
shares of its common stock, to purchase convertible notes maturing
in 2019 and for other general corporate purposes, which may include
repurchases of its common stock and of 2017 Convertible Notes.
RATING RATIONALE
Moody's believes that Radian Group's expected debt offering, and
the related purchase of some of its 2019 convertible notes,
substantially complete the group's planned extension and layering
of its debt maturity profile. The rating agency further commented
that the anticipated new debt maturity profile will be better
aligned with the expected dividend capacity from its operating
subsidiaries.
The Baa3 financial strength rating of the group's principal
operating subsidiary, Radian Guaranty Inc., reflects its relatively
diverse customer base, compliance with the GSEs' capital standards
(the "PMIERS"), and recent actions to spread out its debt maturity
profile to alleviate pressures on holding company liquidity.
However, the parent's significant debt leverage and an unresolved
IRS tax dispute continue to weigh on Radian Guaranty's rating.
Moody's also expects more price competition in a crowded,
commoditized market in 2016-17.
The parent's Ba3 senior debt rating is based on standard notching
from the principal operating company's financial strength rating.
These factors could lead to an upgrade: (a) better alignment of the
parent's debt maturity profile to Radian Guaranty's expected
dividend capacity and/or reduction of debt at the parent; (b)
comfortable compliance with PMIERS; (c) more clarity about the
range of potential outcomes in the group's tax dispute with the
IRS. These factors could lead to a downgrade: (a) non-compliance
with PMIERS; (b) deterioration in the parent company's ability to
meet its debt service requirements; (c) an adverse outcome on the
IRS tax dispute that is significantly beyond the amount that has
already been placed on deposit or held in reserves.
LIST OF RATING ACTIONS
These ratings have been assigned:
Radian Group Inc. -- $325 million senior unsecured notes due in
2021 at Ba3.
Radian Group Inc., through its subsidiaries, underwrites mortgage
insurance business. As of Dec. 31, 2015, the company reported $2.5
billion in shareholders' equity.
The principal methodology used in this rating was Mortgage Insurers
published in December 2015.
RELATIVITY MEDIA: Inks 2nd Stipulation for Use of Cash Collateral
-----------------------------------------------------------------
Relativity Fashion, LLC, and its debtor subsidiaries and affiliates
entered into a second stipulation with CIT Bank, N.A., as
administrative agent for lenders under the Ultimates Facility, and
Directors Guild of America, Inc., et al., authorizing the Debtors
to use cash collateral in an amount not to exceed $18,748,000.
Immediately upon entry of the Second Amended Stipulation and Order,
$6,000,000 shall be disbursed from the Ultimates Cash Collateral
Account as follows:
$4,950,000 to the Ultimates Agent, for the benefit of itself
and the Ultimates Lenders, to be applied in accordance with the
Ultimates Credit Agreement; and
$1,050,000 to an account designated by counsel for the Guilds,
in accordance with the Guild Liens.
As of the Petition Date, the approximate outstanding principal
owing under the Ultimates Facility was $27,789,945, exclusive of
fees and interest.
A copy of the court-approved stipulation is available for free at:
http://bankrupt.com/misc/Relativity_1614_2nd_Cash_Stip_Ord.pdf
About Relativity Fashion
Relativity -- http://relativitymedia.com/-- is a next-generation
global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music. More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.
Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations. Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless,
and The Fighter.
Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 15-11989) on July 30, 2015. The
case is assigned to Judge Michael E. Wiles.
The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day, in
New York.
Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager. Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.
Blackstone Advisory Partners L.P. serves as the Debtors' investment
banker. The team is led by Timothy Coleman, Senior Managing
Director, CJ Brown, Senior Managing Director, Paul Sheaffer, Vice
President, and Joseph Goldschmid, Associate.
The Debtors' noticing and claims agent is Donlin, Recano &
Company, Inc.
* * *
An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on
Oct. 21, 2015, completed its purchase of the assets of Relativity
Television.
After selling their TV business, the Debtors and CEO Ryan C.
Kavanaugh filed a proposed plan of reorganization that will allow
the Debtors to reorganize their non-TV business units with a
substantially de-levered balance sheet utilizing new equity
investments and new financing. Jim Cantelupe, of Summit Trail
Advisors, LLC, has committed to work with the Debtors to raise up
to $100 million of new equity to fund the Plan.
RELATIVITY MEDIA: Loses Kevin Spacey in Reorganization Plan
-----------------------------------------------------------
Tiffany Kary, writing for Bloomberg Brief, reported that Kevin
Spacey said in court papers filed on March 12 that he has decided
not to accept a role as chairman of Relativity Studios, citing "a
much deeper understanding" of the amount of work he'd have to do.
According to the report, Mr. Spacey's partner at Trigger Street,
Dana Brunetti, will continue as president of
Relativity Studios.
As previously reported by The Troubled Company Reporter, citing
Daily Bankruptcy Review, after weeks of near silence on a critical
component of its plan to exit bankruptcy protection, Relativity
Media LLC said actor and "House of Cards" star Kevin Spacey won't
take over as the Hollywood studio's chairman.
According to the report, the withdrawal of Mr. Spacey's star power
is the latest loop in Relativity's roller-coaster bankruptcy,
during which the film studio has struggled to line up enough new
investors to convince a judge to give it a second chance under a
proposal that would erase hundreds of millions of dollars of debt.
As previously reported by The Troubled Company Reporter on Feb. 4,
2016, citing Bloomberg Brief, reported that Relativity Media's
exit
plan will bring in actor Kevin Spacey to oversee motion picture
content, a move one of the company's lawyers described as a "game
changer."
Relativity lawyer Richard Wynne, according to Bloomberg, told the
court that the company has negotiated a deal with Mr. Spacey, the
Oscar-winning actor, and Dana Brunetti's production company,
Trigger Street. He told the judge the pair would oversee all
motion picture content for the reorganized company, giving them
authority to select projects for development, the Bloomberg report
related.
"On the creative side, assuming that we conclude everything and
Spacey and Brunetti join the company, it will be a game changer
for
the company," the Bloomberg report said, citing Mr. Wynne.
About Relativity
Relativity -- http://relativitymedia.com/-- is a next-generation
global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music. More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.
Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations. Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless,
and
The Fighter.
Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code on July 30, 2015 (Bankr. S.D.N.Y., Case No. 15-11989). The
case is assigned to Judge Michael E. Wiles.
The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day,
in New York.
Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager. Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.
Blackstone Advisory Partners L.P. serves as the Debtors'
investment
banker. The team is led by Timothy Coleman, Senior Managing
Director, CJ Brown, Senior Managing Director, Paul Sheaffer, Vice
President, and Joseph Goldschmid, Associate.
The Debtors' noticing and claims agent is Donlin, Recano &
Company,
Inc.
* * *
An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on
Oct. 21, 2015, completed its purchase of the assets of Relativity
Television.
After selling their TV business, the Debtors and CEO Ryan C.
Kavanaughfiled a proposed plan of reorganization that will allow
the Debtors to reorganize their non-TV business units with a
substantially de-levered balance sheet utilizing new equity
investments and new financing.
Jim Cantelupe, of Summit Trail Advisors, LLC, assisted the Debtors
in raising up to $100 million of new equity to fund the Plan.
The Bankruptcy Court on Feb. 8, 2016 confirmed the Debtors' Fourth
Amended Plan. A copy of the Fourth Amended Plan is available at
http://is.gd/wZI1gd
RESTAURANT ACQUISITIONS: Has Until June 29 to File Plan
-------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware ordered that no party, other than Restaurants Acquisition
I, LLC, may file any plan of reorganization during the period from
March 15, 2016, through and including June 29, 2016.
No party, other than the Debtor, may solicit votes to accept a
proposed plan during the period from March 15, 2016, through and
including August 28, 2016.
According to the Debtor, it is diligently addressing issues
relating to a proposed plan of reorganization. The Debtor,
however, asserted that completion of a draft plan and disclosure
statement should await the passage of the claims bar date -- March
14 as the general bar date and May 30 as the governmental bar date
-- and analysis of all claims asserted.
In addition, the Debtor is also working diligently and has made
substantial strides in transitioning its finances and business
operations towards a more effective and efficient model, which
will
allow it to capitalize on the strengths of its existing resources,
while eliminating underperforming and unprofitable operations.
Furthermore, the Debtor asserted that much of its plan will depend
on resolution of the pending motion to transfer venue and an
understanding as to the scope of its creditor body and the extent
of their claims.
About Restaurants Acquisition
Restaurants Acquisition I, LLC filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 15-12406) on Dec. 2, 2015. The
petition was signed by Craig W. Barber as president. Duane Morris
LLP represents the Debtor as counsel.
The Debtor operates a chain of full-service restaurants throughout
Texas, largely located in the Dallas-Fort Worth and Houston
metropolitan area, operating under the trade-names Black-eyed Pea
and Dixie House. Through its restaurants, the Debtor also
provides
its customers and patrons with on and off premises dining along
with catering services.
The Debtor's debt obligations consist of approximately $2.44
million in loans under a secured credit agreement with CNL
Financial Group, Inc., approximately $1.42 million in loans owed
to
Grove Family Investments, L.P., approximately $850,000 owed to
American Express Bank, FSB, under a business and loan security
agreement and approximately $2.17 million in trade debt.
As of the Petition Date, the Debtor estimates that it has
approximately $3.92 million of unsecured trade debt and other
outstanding operating expenses, including, but not limited to,
rent, general operating payables and past-due taxes.
RYCKMAN CREEK: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Ryckman Creek Resources, LLC filed with the U.S. Bankruptcy
Court for the District of Delaware its schedules of assets and
liabilities, disclosing:
Schedule A/B: Assets-Real and Personal Property
1a. Real property: Undetermined
1b. Total personal property: $1,737,953
-----------------
1c. Total of all property: Undetermined
Summary of Liabilities
Schedule D: Creditors Who Have Claims
Secured by Property $368,560,399
Schedule E/F: Creditors Who Have
Unsecured Claims
3a. Total claim amounts of
priority unsecured claims $1,430,827
3b. Total amount of claims of
nonpriority amount of
unsecured claims Undetermined
-----------------
Total liabilities Undetermined
A copy of the Schedules is available at no extra charge at:
http://bankrupt.com/misc/Ryckman_Creek_130_SAL.pdf
About Ryckman
Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC is engaged
in
the acquisition, development, marketing, and operation of a
natural
gas storage facility known as the Ryckman Creek Facility. The
Ryckman Creek Facility is a depleted crude oil and
natural gas reservoir located in Uinta County, Wyoming. The
Company began development of the reservoir into a natural gas
storage facility in 2011. The Ryckman Creek Facility began
commercial operations in late 2012 and received injections of
customer gas and gas purchased by the Company. The Debtors have
approximately 35 employees.
Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings
LLC,
Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
16-10292 to 16-10295) on Feb. 2, 2016. The petitions were signed
by Robert Foss as chief executive officer. Kevin J. Carey has
been
assigned the case.
The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel, AP Services, LLC as management provider, Evercore
Group
LLC as investment banker, and Kurtzman Carson Consultants LLC as
claims and noticing agent.
The Debtors estimated both assets and liabilities in the range of
$100 million to $500 million. As of the Petition Date, Ryckman
had
approximately $333 million of prepetition bank debt.
SABINE OIL: Authorized to Reject Pipeline Contracts
---------------------------------------------------
In the case captioned In re: SABINE OIL & GAS CORPORATION, et al.,
Chapter 11, Debtors, Case No. 15-11835 (SCC) (Jointly Administered)
(Bankr. S.D.N.Y.), Judge Shelley C. Chapman of the United States
Bankruptcy Court for the Southern District of New York authorized
the rejection of certain contracts between Sabine Oil & Gas
Corporation and Nordheim Eagle Ford Gathering, LLC, and between
Sabine and HPIP Gonzales Holdings, LLC.
As a result of the combination of Sabine Oil & Gas LLC and Forest
Oil Corporation, Sabine became party to two contracts with
Nordheim, each dated January 23, 2014: the first, a Gas Gathering
Agreement, and the second, a Condensate Gathering Agreement.
Sabine also became a party to two contracts with HPIP as a result
of the combination: one, a Production Gathering, Treating and
Processing Agremeent, dated May 3, 2013, and the other a Water and
Acid Gas Handling Agreement, dated May 2014, with no specific
date.
The debtors sought to reject the Nordheim and HPIP agreements
pursuant to section 365(a) of the Bankruptcy Code, which provided
that a debtor in possession, "subject to the court's approval, may
assume or reject any executory contract...of the debtor." The
debtors argued that rejection of the agreements is a reasonable
exercise of their business judgment and is in the best interests of
their estates because the agreements are unnecessarily burdensome.
Judge Chapman found that the debtors have properly and adequately
considered the business and legal risks associated with rejection
of the Nordheim and HPIP agreements, and deferred to the business
judgment of the debtors to reject the agreements.
Judge Chapman did not make any final determination as to whether
the covenants at issue run with the land or as to any substantive
legal issue other than granting authority to reject the contracts
under section 365(a).
A full-text copy of Judge Chapman's March 8, 2016 decision is
available at http://is.gd/BERs7Gfrom Leagle.com.
Sabine Oil & Gas Corporation, et al. is represented by:
Gabor Balassa, Esq.
Ryan B. Bennett, Esq.
KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312)863-2000
Fax: (312)862-2200
Email: gabor.balassa@kirkland.com
ryan.bennett@kirkland.com
-- and --
Jonathan S. Henes, Esq.
KIRKLAND & ELLIS LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212)446-4800
Fax: (212)446-4900
Email: jonathan.henes@kirkland.com
-- and --
Bruce K. Packard, Esq.
RINEY PACKARD, PLLC
Two Lincoln Center
5420 LBJ Freeway, Suite 220
Dallas, TX 75240
Tel: (214)461-1200
Fax: (214)461-1210
Email: bpackard@rinerypackard.com
-- and --
Jeffrey Lawson, Esq.
SABINE OIL
1415 Louisiana, Suite 1600
Houston, TX 77002
Tel: (832)242-9600
Fax: (832)242-9560
United States Trustee is represented by:
Paul Kenan Schwartzberg, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
U.S. Federal Office Building
201 Varick Street, Suite 1006
New York, NY 10014
Tel: (212)510-0500
Fax: (212)668-2255
Official Committee of Unsecured Creditors is represented by:
John F. Higgins, Esq.
PORTER & HEDGES, L.L.P.
1000 Main Street, 36th Floor
Houston, TX 77002
Tel: (713)226-6000
Fax: (713)226-6265
Email: jhiggins@porterhedges.com
-- and --
D. Ross Martin, Esq.
Mark R. Somerstein, Esq.
Keith Wofford, Esq.
ROPES & GRAY
1211 Avenue of the Americas
New York, NY 10036-8704
Tel: (212)596-9000
Fax: (212)596-9090
Email: ross.martin@ropesgray.com
mark.somerstein@ropesgray.com
keith.wofford@ropesgray.com
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.
SANTA FE GOLD: Chapter 11 Case Dismissed
----------------------------------------
The U.S. Bankruptcy Court for the District of Delaware granted the
request of Santa Fe Gold Corporation et al. for an order dismissing
its Chapter 11 cases.
The Official Committee of Unsecured Creditors has no objection to
the entry of the Dismissal Order.
As reported by the Troubled Company Reporter on Feb. 15, 2016, the
Bankruptcy Court order approving the sale of the Debtors' assets to
stalking horse bidder and prepetition lender Waterton Global Value
LP, includes a settlement reached by the Debtors, the buyer and the
Official Committee of Unsecured Creditors. The settlement resolves
the Committee's objection to the sale and potential claims against
Waterton.
Pursuant to the deal, the parties agreed on a structured dismissal
of the Debtors' Chapter 11 cases, and the allocation of funds for
the benefit of unsecured creditors. The buyer has agreed to
provide:
(i) $500,000 contribution for a recovery trust fund for
unsecured creditors,
(ii) $325,000 for the payment of the Committee's professional
fees, and
(iii) $100,000 to fund the trust for general unsecured
creditors.
"Litigation with the Committee would be a time-consuming and
costly
endeavor, dissipating the Debtors' limited resources, derailing
the
Sale, and virtually guaranteeing that the Chapter 11 Cases are
converted, leaving no funds available for creditor distributions.
On the other hand, the resolution embodied in the Settlement will
allow the Sale to proceed, which is the only viable means of
creating value and moving these cases to their conclusion. In
addition, pursuant to its terms, the Settlement provides for a
meaningful recovery to holders of GUCs, which they would otherwise
likely not be entitled to. Finally, the Settlement provides for a
consensual resolution of the Chapter 11 Cases through an orderly
structured dismissal process upon notice to all of the Debtors'
creditors and stakeholders. Accordingly, the Settlement is to the
benefit of the Debtors' estates, creditors, and all interested
parties," the settlement parties said in a joint court filing.
The specific terms of the Settlement are:
* SETTLEMENT FUNDING: On the earlier of (1) the business day
after the Dismissal Process Order becomes a final order and (2)
the
later of (x) the closing of a sale of substantially all assets of
the Debtors to Waterton or its affiliates and (y) 5 business days
after the entry of an order approving the settlement embodied in
this term sheet (the "Approval Order"): (a) Waterton will deposit
the following cash amounts in a trust account specifically
designated by the Committee: (i) $500,000 (the "GUC Recovery Trust
Fund Contribution"), (ii) $325,000 (the "GUC Professional Fees
Contribution"), and (iii) $100,000 (the "GUC Trust Funding", and
together with the GUC Recovery Trust Fund Contribution and the
GUC Professional Fees Contribution, the "Committee Settlement
Funding Obligations") and (b) Waterton will deposit $75,000 in an
account specifically designated by the Debtors (the "Debtors
Professional Fees Contribution").
The GUC Recovery Trust Fund Contribution will be used for the
pro-rata distribution to holders of allowed general unsecured
claims (collectively, the "GUCs"), provided, however, that any
deficiency claims of Waterton will be excluded from the GUCs.
The GUC Professional Fees Contribution will be used for the
exclusive payment on a pro rata basis of any unpaid fees and costs
approved by the Court and owed, or that will be owed, to the
Committee's retained professionals ("Committee Professional
Fees"). For the avoidance of doubt, the GUC Professional Fees
Contribution will be in addition to the $325,000 allocated for the
fees and costs of the Committee's Professionals already
authorized,
approved and paid, or to be paid, in accordance with the DIP
Budget. Waterton will have no obligation to fund Committee
Professional Fees in excess of the GUC Professional Fees
Contribution, plus the amounts already authorized and approved in
the DIP Budget and the Committee will waive its right to assert a
claim against Waterton pursuant to Section 506(c) of the
Bankruptcy
Code or otherwise.
The GUC Trust Funding will be used for the benefit of a trust
(the "GUC Trust") to be established for the sole and exclusive
benefit of the holders of GUCs, provided, however, that any
deficiency claims of Waterton will be excluded from the GUCs.
The Debtors Professional Fees Contribution will be used for
the exclusive payment of any fees and costs approved by the Court
and owed, or that will be owed, to Young Conaway Stargatt &
Taylor,
LLP ("YCST"), the Debtors' bankruptcy counsel ("YCST Fees"). For
the avoidance of doubt, the Debtors Professional Fees Contribution
will be in addition to the $300,000 allocated for the fees and
costs of YCST already authorized, approved and paid, or to be
paid,
in accordance with the DIP Budget. Waterton will have no
obligation
to fund YCST Fees in excess of the Debtors Professional Fees
Contribution, plus the amounts already authorized and approved in
the DIP Budget, including YCST's share of the Wind-Down Cash to
the
extent available, and the Debtors will waive their right to assert
a claim against Waterton pursuant to Section 506(c) of the
Bankruptcy Code or otherwise.
* WIND-DOWN CASH: All cash remaining in the Debtors' bank
accounts following (a) their full draw-down of all amounts
authorized in the DIP Budget, and (b) the Sale will be used to
fund
the wind-down of the Chapter 11 Cases. The Wind-Down Cash will be
used, first, to fund any unpaid allowed administrative expenses in
the Chapter 11 Cases, second, to fund up to an additional $75,000
in YCST Fees, and third, as additional funding for the GUC Trust.
To the extent that there is insufficient Wind-Down Cash to pay up
to $75,000 in YCST Fees (a "YCST Deficiency"), the GUC Trust
Funding will be reduced up to a maximum of $25,000 and the
Committee will transfer an amount equal to the YCST Deficiency (up
to a maximum of $25,000) to YCST as soon as practicable after a
YCST Deficiency has been determined to exist.
* GUC TRUST: The Dismissal Process Order will provide for,
inter
alia, the establishment of the GUC Trust, which will, inter alia,
(a) distribute, on a pro rata basis, the GUC Recovery Trust Fund
Contribution to the holders of GUCs; (b) hold the beneficial
interest in the GUC NPI (as defined below) on behalf of, and to
distribute, on a pro rata basis, any Net Profit Interest ("NPI")
to
the holders of GUCs, and (c) except as otherwise set forth herein,
investigate, commence and prosecute any claims or causes of action
on behalf of the Debtors' estates. A trustee for the GUC Trust
(the
"GUC Trustee") will be selected exclusively by the Committee. The
GUC Trust will initially be funded by the GUC Trust Funding and
any
remaining Wind-Down Cash, provided that when such funding has been
exhausted, the GUC Trust will be funded from the amount of any NPI
received by the GUC Trust.
* GUC NPI: Upon the closing of the Sale, Waterton will
irrevocably convey and transfer to the GUC Trust a NPI in the
Debtors' underground silver-gold mine located in Grant County, New
Mexico (the "Summit Mine") in the amount of 7% per year for a
period of 5 years from the commencement of the re-start of the
Summit Mine (the "GUC NPI"), with the terms and conditions of such
interest to be agreed upon in an NPI agreement to be entered into
between Waterton and the GUC Trustee (the "NPI Agreement") in form
and substance reasonably satisfactory to the Committee and
Waterton. In the event of a sale, transfer or conveyance of the
Summit Mine, the purchaser or transferee will be bound by the
terms
of the NPI Agreement.
* ADMINISTRATIVE CLAIMS: Waterton will continue to advance to
the Debtors, on a current and as needed basis, any undrawn amounts
committed under the DIP Facility to ensure current payment of all
allowed administrative expenses incurred in the Chapter 11 Cases
in
accordance with the DIP Budget, but in any event, within 10
business days following entry of the Dismissal Process Order, at
the latest. Notwithstanding the foregoing, Waterton will have no
obligation to fund payments of allowed administrative expenses
incurred by the professionals retained by: (a) the Committee (the
"Committee's Professionals") in excess of the (i) GUC Professional
Fees Contribution, and (ii) $325,0000 already authorized and
approved in the DIP Budget for the Committee's Professionals (the
"Aggregate Committee's Professional Fees"); and (b) the Debtors
(the "Debtors' Professionals") in excess of the (i) Debtors
Professional Fees Contribution, and (ii) $917,500 already
authorized and approved in the DIP Budget for the Debtors'
Professionals (comprised of $300,000 for YCST, $525,000 for
Canaccord Genuity and $92,500 for the claims agent).
Waterton will also consent to the use of up to $75,000 of the
Wind-Down Cash to satisfy YCST Fees (the use of such cash together
with subpart (b) in the immediately preceding sentence, the
"Aggregate Debtors' Professional Fees"). Waterton and the Debtors
agree that they will not raise or assert, or cause any other party
to raise or assert any objection to an award by the Court of
amounts sought by the Committee's Professionals for fees and
expenses and payment to the Committee's Professionals of the
Aggregate Committee's Professional Fees. Waterton and the
Committee
agree that they will not raise or assert, or cause any other party
to raise or assert any objection to an award by the Court of
amounts sought by the Debtors' Professionals for fees and expenses
and payment to the Debtors' Professionals of the Aggregate
Debtors'
Professional Fees.
In addition, after funding (a) the Committee Settlement
Funding Obligations, (b) the Debtors Professional Fee
Contribution,
(c) any amounts required to be paid pursuant to the order
approving
the Sale (the "Sale Order"), and (d) the amounts set forth in the
DIP Budget, Waterton and its affiliates will have no further
funding obligations in connection with the Debtors, their estates,
the Chapter 11 Cases or any other proceeding involving the
Debtors.
* ASSIGNMENT OF CLAIMS AND CAUSES OF ACTION: Upon entry of
the
Approval Order, the Debtors will irrevocably transfer, convey and
assign to the GUC Trust any and all claims and causes of action
they have against any third party, including the Debtors' former
and present officers, directors and employees, other than any
claims or causes of action against Waterton, as further described
below; provided, however, that (a) the Debtors (including their
current officers, directors, employees, and
attorneys), (b) the Committee (including its members in their
capacity as such, its attorneys and financial advisor), and (c)
Waterton (including its current officers, directors, employees,
attorneys and other advisors) will neither have, nor incur, any
liability to any Entity (as defined in section 101(15) of the
Bankruptcy Code, including any holder of a claim or interest or
any
other Entity) for any act taken or omitted to be taken,
forbearance
from action, decision, or exercise of discretion taken at any time
after the Petition Date in connection with, relating to, or
arising
out of, the Chapter 11 Cases, the administration of the Debtors'
property, or any contract, instrument, release, or other agreement
or document created or entered into in connection with the Chapter
11 Cases, through and including entry of the Dismissal Process
Order; provided further, however, that the foregoing will not
affect the liability of any person that otherwise would result
from
any such act or omission to the extent such act or omission is
determined by a final order to have constituted fraud, willful
misconduct, gross negligence, bad faith, self-dealing or breach of
duty of loyalty.
* STRUCTURED DISMISSAL: The Committee, the Debtors and
Waterton will agree to seek from the Court an order authorizing a
"structured dismissal" of the Chapter 11 Cases, with a motion
seeking such relief to be filed as soon as practicable following
entry into this term sheet and prior to Court approval of the
Sale.
Objection
Pierce Carson, former president of the Debtor and an unsecured
creditor, objected to the settlement reached by debtors Santa Fe
Gold Corp., et al., buyer and lender Waterton Global Value LP, and
the Official Committee of Unsecured Creditors.
Mr. Carson opposed the settlement because it purports to assign to
a trust ("GUC Trust") causes of action against former officers of
the Debtors without the corresponding statutory and contractual
obligations to indemnify former officers. As a former officer of
the Debtor, he claims that he qualifies for indemnification and to
advancement of his fees in the event the Debtors or their
assignees
bring a claim against him.
Mr. Carson also asserted that the settlement is an impermissible
"sub rosa" plan. He explained that the "structured" dismissal
proposed by the settlement has been contrived to evade the
procedural protections and safeguards of the plan confirmation or
conversion process.
The Court approved the sale and the settlement notwithstanding the
issues raised in the objection.
* * *
In granting dismissal of the case, Judge Mary Walrath held that
prior to the dismissal of the Chapter 11 Cases, the GUC Trust will
be formed and among other things, (a) distribute, on a pro rata
basis, the GUC Recovery Trust Fund Contribution to the holders of
GUCs, including holders of allowed priority claims filed in
accordance with section 507 of the Bankruptcy Code; and (b) hold
the beneficial interest in the GUC NPI on behalf of, and to
distribute, on a pro rata basis, any NPI to the holders of GUCs,
including holders of allowed priority claims filed in accordance
with section 507 of the Bankruptcy Code; provided, however, that
the claims of holders of allowed priority claims shall receive the
same treatment and pro rata percentage distribution from the GUC
Trust as the holders of GUCs.
All Final Fee Applications shall be filed by March 24, and a
hearing to consider the Final Fee Applications shall be held on
April 19, 2016 at 11:30 a.m. (ET).
Counsel to the Debtors:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Robert S. Brady, Esq.
Edmon L. Morton, Esq.
Kenneth J. Enos, Esq.
Ian J. Bambrick, Esq.
1000 N. King Street
Rodney Square
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Counsel to the Official Committee of Unsecured Creditors:
POLSINELLI PC
Christopher A. Ward, Esq.
Shanti M. Katona, Esq.
222 Delaware Avenue, Suite 1101
Wilmington, DE 19801
Telephone: (302) 252-0920
Facsimile: (302) 252-0921
E-mail: cward@posinelli.com
skatona@polsinelli.com
- and -
SQUIRE PATTON BOGGS (US) LLP
Norman N. Kinel, Esq.
Nava Hazan, Esq.
30 Rockefeller Plaza, 23rd Floor
New York, NY 10112
Telephone: (212) 872-980
Facsimile: (212) 872-9815
E-mail: norman.kinel@squirepb.com
Nava.hazan@squirepb.com
- and -
Stephen Lerner, Esq.
221 E. Fourth St., Ste. 2900
Cincinnati, OH 45202
Telephone: (513) 361-1200
Facsimile: (513) 361-1201
E-mail: stephen.lerner@squirepb.com
Counsel to Waterton Global Value, L.P.:
RICHARDS, LAYTON & FINGER, P.A.
Mark D. Collins, Esq.
Marisa A. Terranova Fissel, Esq.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
E-mail: collins@rlf.com
terranova@rlf.com
- and -
SIDLEY AUSTIN LLP
Jessica C.K. Boelter, Esq.
Matthew G. Martinez, Esq.
Geoffrey M. King, Esq.
One South Dearborn
Chicago, IL 60603
Telephone: (312) 835-7000
Facsimile: (312) 835-7036
E-mail: jboelter@sidley.com
matthew.martinez@sidley.com
gking@sidley.com
About Santa Fe Gold
Santa Fe Gold Corporation and three affiliated entities, a group
of
mining and mineral exploration companies headquartered in
Lordsburg, New Mexico, filed Chapter 11 bankruptcy petitions
(Bankr. D. Del. Lead Case No. 15-11761) on Aug. 26, 2015, to
pursue
an expedited sale of their assets in order to maximize value for
all stakeholders.
The case is pending before the Honorable Mary F. Walrath. The
cases are being jointly administered for procedural purposes.
Santa Fe Gold disclosed $19.1 million in assets and $29.9 million
in debt as of March 31, 2015.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
counsel; Canaccord Genuity Group Inc., as financial advisor; and
American Legal Claim Services, LLC, as notice, claims, and
solicitation agent.
The Official Committee of Unsecured Creditors tapped Polsinelli PC
and Squire Patton Boggs (US) LLP as attorneys.
Waterton Global Value, L.P., the prepetition lender, the DIP
lender
and buyer of the assets, is represented by Richards, Layton &
Finger, P.A., and Sidley Austin LLP.
SARATOGA RESOURCES: Wants Plan Exclusivity Moved to April 15
------------------------------------------------------------
Saratoga Resources filed with the U.S. Bankruptcy Court a fourth
motion to extend the exclusive period during which the Company can
file a Chapter 11 plan and solicit acceptances thereof through and
including April 15, 2016 and June 15, 2016, respectively.
According to Bankruptcy Data, the motion explains, "As part of the
approval of the Final Cash Collateral Order, this Court ruled that
the Debtors' Independent Committee (the 'IRC'), rather than senior
management, is in charge of the Debtors' restructuring. In light of
that ruling, the Independent Committee on behalf of the Debtors has
been focusing its attention on negotiating a settlement. The IRC
continues to be involved in on-going settlement discussions with
the Noteholders and the Unsecured Creditors Committee about an exit
plan. . . . With an additional thirty day period of exclusivity,
the IRC hopes to achieve an agreement on the terms of a plan which
is fair and reasonable (and confirmable) with the Majority First
Lien Noteholders in the event they are unable to sell their
position, or in the event that the Majority First Lien Noteholders
transfer their debt, with the purchaser of that debt."
The Court scheduled an April 5, 2016 hearing to consider the
extension motion, the report notes.
About Saratoga Resources
Saratoga Resources -- http://www.saratogaresources.com-- is an
independent exploration and production company with offices in
Houston, Texas and Covington, Louisiana. Principal holdings cover
approximately 51,500 gross/net acres, mostly held by production,
located in the transitional coastline and protected in-bay
environment on parish and state leases of south Louisiana and in
the shallow Gulf of Mexico Shelf. Most of the company's large
drilling inventory has multiple pay objectives that range from as
shallow as 1,000 feet to the ultra-deep prospects below 20,000
feet
in water depths ranging from less than 10 feet to a maximum of
approximately 80 feet.
Saratoga Resources, Inc., Harvest Oil & Gas, LLC, and their
affiliated debtors sought protection under Chapter 11 of the
Bankruptcy Code on June 18, 2015. The lead case is In re Harvest
Oil & Gas, LLC, Case No. 15-50748 (Bankr. W.D. La.).
The Debtors are represented by William H. Patrick, III, Esq., at
Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans,
Louisiana.
SEANERGY MARITIME: Jelco Delta Reports 91.4% Stake at March 7
-------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, the following entities reported beneficial ownership of
shares of common stock of Seanergy Maritime Holdings Corp. as of
March 7, 2016:
Common Stock
Beneficially Percentage of
Name Owned Shares
---- ------------ -------------
Jelco Delta Holding Corp. 38,427,008 91.4%
Comet Shipholding Inc. 853,434 4.4%
Claudia Restis 39,280,442 93.5%
Claudia Restis may be deemed to beneficially own 38,427,008 shares
of Common Stock of the Issuer through Jelco and 853,434 shares of
Common Stock of the Issuer through Comet Shipholding Inc., each
through a revocable trust of which she is beneficiary.
On March 7, 2016, the Issuer and Jelco entered into an amendment to
the revolving convertible promissory note issued by the Issuer to
Jelco, dated Sept. 7, 2015, as amended on Dec. 1, 2015,
Dec. 14, 2015, and Jan. 27, 2016, to increase the maximum principal
amount available to be drawn under the Convertible Promissory Note
from $13,765,000 to $16,265,000. Pursuant to the Fourth Amended
Convertible Promissory Note, the outstanding principal amount of
the Fourth Amended Convertible Promissory Note is convertible into
shares of Common Stock at any time at Jelco's option at a
conversion price of $0.90 per share.
A copy of the regulatory filing is available for free at:
http://is.gd/Z3kXT2
About Seanergy
Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities. The Company owns and operates a fleet
of seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels. Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as
well as bauxite, phosphate, fertilizer and steel products.
Ernst & Young (Hellas) Certified Auditors-Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that following the disposal of the Company's entire fleet in
early 2014 in the context of its restructuring plan, the Company
was unable to generate sufficient cash flow to meet its obligations
and sustain its continuing operations that raise substantial doubt
about the Company's ability to continue as a going concern.
The Company disclosed net income of $80.3 million on $2.01 million
of net vessel revenue for the year ended Dec. 31, 2014, compared
with net income of $10.9 million on $23.1 million of net vessel
revenue for the year ended Dec. 31, 2013.
As of June 30, 2015, the Company had $19.6 million in total
assets, $10.2 million in total liabilities, and $9.42 million in
stockholders' equity.
SENSUS USA: Moody's Assigns B2 Rating on $75MM Sr. Sec. Facility
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Sensus USA Inc.'s
proposed $75 mil. senior secured first lien revolving credit
facility and $625 mil. senior secured first lien term loan.
Proceeds of the facility will be used to repay in full the
company's existing first and second lien outstandings. At the same
time, Moody's placed the B3 Corporate Family Rating and B3-PD
Probability of Default rating of Sensus under review for upgrade.
This review action follows the company's announced plans to extend
the maturity profile of its capital structure via the new proposed
facility, thereby also addressing the near term expiry of its
secured revolving credit. This action also follows our
expectations that the company's core revenues and profitability
(excludes benefits from a FY 2015 U.K. non-recurring contract) are
expected to continue to moderately improve in the 2016/2017 time
frame. Concurrently, Sensus' existing debt instrument ratings,
including its B2 first lien bank debt and Caa2 second lien bank
debt remain unchanged and will be withdrawn upon closing of the
proposed refinancing. The current positive outlook is changed to
under review for upgrade.
As part of the refinancing transaction, Sensus plans on putting in
place a new $700 million senior secured bank financing comprised of
a $75 million senior secured first lien revolving credit facility
due 2021 (undrawn at close) and $625 million senior secured first
lien term loan due 2023. These facilities will replace Sensus'
existing $100 million revolver due May 2016 and repay the
approximately $453 million outstanding first lien term loan due May
2017 and $150 million second lien term loan due May 2018. This
would eliminate the junior capital in the company's existing
capital structure, resulting in an all first lien debt structure.
The refinancing would be largely leverage neutral.
Ratings assigned:
$75 mil. Senior Secured First Lien Revolving Credit Facility due
2021, at B2 (LGD-3)
$625 mil. Senior Secured First Lien Term Loan due 2023, at
B2 (LGD-3)
Ratings placed on review for upgrade:
Issuer: Sensus USA Inc.
Corporate Family Rating, B3;
Probability of Default Rating, B3-PD
Ratings unchanged:
$100 mil. Senior Secured First Lien Revolving Credit Facility,
B2 (LGD-3)*
$475 mil. ($453 million outstanding) Senior Secured First Lien
Term Loan, B2 (LGD-3)*
$150 mil. Senior Secured Second Lien Term Loan, Caa2 (LGD-5)*
Issuer: Sensus Metering Systems (Luxco 2) S.a.r.l.
$25 mil.Senior Secured First Lien Revolving Credit Facility, B2
(LGD-3)*
* The rating on the existing debts would be withdrawn upon close of
the proposed transaction.
RATINGS RATIONALE
The review for upgrade is based on the improvement in the company's
liquidity profile that would result from the proposed refinancing.
The refinancing would extend the company's debt maturity profile to
2021 and is also consistent with Moody's view that Sensus' metrics
will likely continue to strengthen as evidenced by the company's
improvement in operating performance in recent periods, even
excluding the U.K. contract that benefited results in fiscal 2015.
New product introductions combined with the company's restructuring
efforts should benefit operating results over the intermediate
term. The proposed refinancing of the company's bank debt in order
to address maturities over the next twelve to eighteen months is
the primary factor upon which the ratings have been put under
review. The debt extension is an important consideration for a
potential upgrade given that the company is expected to continue
making payments related to a product settlement dispute related to
faulty meters last year.
The review for upgrade will focus on successful execution of the
refinancing. If the refinancing closes as discussed, the company's
CFR would likely be upgraded by one notch to B2 from B3 with a
stable outlook and the rating on the proposed new first lien bank
facilities will be affirmed at B2.
The CFR rating could be confirmed at B3 if the company does not
execute the proposed refinancing given pending debt maturities in
2016 and 2017 combined with expected cash outflows related to
product settlement and remediation costs over the next two years.
The ratings could be upgraded if the proposed transaction closes,
thereby addressing upcoming first lien bank debt maturities.
The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.
Sensus USA Inc., headquartered in Raleigh, North Carolina, is a
leading provider of advanced utility infrastructure systems,
metering technologies and related communication systems to the
worldwide utility industry. Sensus is owned by private equity
sponsors The Resolute Fund L.P. (66%) and The Goldman Sachs Group,
Inc. (34%). The company reported revenues of approximately $850
million for the latest twelve months ended Dec. 31, 2015.
SH 130 CONCESSION: NC Reassessing $647M I-77 Project Contract
-------------------------------------------------------------
Linda Chiem at Bankruptcy Law360 reported that North Carolina is
reassessing its $647 million contract for a controversial project
to build express lanes on a section of I-77 near Charlotte after a
separate unit of the company it picked for the project filed for
Ch. 11 bankruptcy, raising concerns of the toll roads' financial
viability.
The North Carolina Department of Transportation -- which has caught
heat for allegedly pushing through a costly I-77 widening project
that would add high-occupancy toll lanes, but doesn't adequately
resolve congestion — said that it’s taking another look at the
2014 contract it awarded to I-77 Mobility Partners LLC, an
independent company of the U.S. unit of Cintra, the Spain-based
transportation infrastructure powerhouse.
North Carolina's move comes immediately after private toll road
operator SH 130 Concession Company LLC, a partnership between
Cintra and Texas-based Zachry American Infrastructure, filed for
Ch. 11 bankruptcy protection. Cintra owns 65 percent of SH 130
Concession, while Zachry owns 35 percent, according to the
petition.
"The governor has directed us to immediately review every available
option -- both legal and financial -- to reassess the I-77 Mobility
Partners' business model and current contract," NCDOT Secretary
Nick Tennyson said in a statement.
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: Inks $7.5M Settlement With Yingli Green Energy
------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that solar panel maker
Solyndra proposed a $7.5 million settlement agreement on Feb. 26,
2016, that would settle antitrust litigation in California against
the last of three Chinese competitors accused of conspiring to
flood the American market with underpriced panels, driving Solyndra
into bankruptcy. Solyndra LLC's trustee asked a Delaware
bankruptcy court to approve the agreement with Yingli Green Energy
Holding Company Ltd. to settle a California federal lawsuit that
accuses the company and two others of price-fixing and "conspiring
to destroy" Solyndra.
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.
SOUTHGATE MALL: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Southgate Mall, LLC
892 W. Champaign
Rantoul, IL 61866
Case No.: 16-90237
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
Central District of Illinois (Urbana)
Judge: Hon. Mary P. Gorman
Debtor's Counsel: Jason S Bartell, Esq.
BARTELL POWELL LLP
10 E. Main St.
Champaign, IL 61820
Tel: 217-352-5900
Fax: 217-352-0182
E-mail: jbartell@bartellpowell.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steve Combest, member.
A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilcb16-90237.pdf
SPI ENERGY: Xiaofeng Peng Has 15.5% Stake as of Feb. 15
-------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Xiaofeng Peng and Zhou Shan reported that as of
March 11, 2016, they beneficially own 99,700,000 ordinary shares,
represented by ADSs, par value US$$0.000001 per share, of
SPI Energy Co., Ltd., representing 15.5 percent of the shares
outstanding. The percentage is based upon 641,665,172 ordinary
shares issued and outstanding as of Feb. 15, 2016. A copy of the
regulatory filing is available for free at http://is.gd/n4FZRg
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors. SPI Energy focuses on the downstream PV market
including the development, financing, installation, operation and
sale of utility-scale and residential solar power projects in
China, Japan, Europe and North America. The Company operates an
innovative online energy e-commerce and investment platform,
www.solarbao.com, which enables individual and institutional
investors to purchase innovative PV-based investment and other
products; as well as www.solartao.com, a B2B e-commerce platform
offering a range of PV products for both upstream and downstream
suppliers and customers. The Company has its operating
headquarters in Shanghai and maintains global operations in Asia,
Europe, North America and Australia.
Solar Power reported a net loss of $5.19 million in 2014, a net
loss of $32.2 million in 2013 and a net loss of $25.4 million in
2012.
As of Sept. 30, 2015, the Company had $727 million in total assets,
$431 million in total liabilities and $296 million in total equity.
STANFORD GROUP: 5th Cir. Denies Charities' Bid for Rehearing
------------------------------------------------------------
Before the Court is a Petition for Rehearing, treated as a motion
for reconsideration, of the order of January 22, 2016, denying the
Petition for Writ of Mandamus filed by Petitioners St. Jude
Children's Research Hospital and the American Lebanese Syrian
Associated Charities, Incorporated ("ALSAC"), which have now been
joined by Le Bonheur Children's Hospital Foundation as a
petitioner.
This dispute arises because R. Allen Stanford made charitable
donations to all three Petitioners before the Securities and
Exchange Commission's determination that Stanford and his companies
were operating a Ponzi scheme. At the SEC's request, the district
court for the Northern District of Texas appointed Ralph Janvey as
receiver over Stanford's companies' assets and records in February
2009. In August 2010, the district court created the Official
Stanford Investors Committee ("OSIC") to represent the Stanford
investors and, among other things, help the receiver determine
possible causes of action to benefit the receivership estate.
In an Opinion dated March 3, 2016, which is available at
http://is.gd/Mld2lIfrom Leagle.com, the United States Court of
Appeals for the Fifth Circuit denied the motion for
reconsideration.
The case is In re: AMERICAN LEBANESE SYRIAN ASSOCIATED CHARITIES,
INCORPORATED; ST. JUDE CHILDREN'S RESEARCH HOSPITAL; LE BONHEUR
CHILDREN'S HOSPITAL FOUNDATION, Petitioners, No. 15-11188.
STEVEN SANN: Court Junks Sherwood's Amended Counterclaim
--------------------------------------------------------
Plaintiff, Christy L. Brandon, trustee for Steven Vincent Sann,
filed a complaint seeking recovery of purported property of the
estate, most of which the parties agree the Defendants Michael J.
Sherwood and Michael J. Sherwood, P.C., have turned over already,
and an accounting.
In a Memorandum of Decision dated February 26, 2016 which is
available at http://is.gd/45XwnEfrom Leagle.com, Judge Ralph B.
Kirscher of the United States Bankruptcy Court for the District of
Montana granted the Motion to Dismiss the Amended Counterclaim and
dismissed the Defendants' counterclaim for failure to state a claim
upon which relief can be granted, without prejudice to the
Defendants' rights to seek an award of attorney fees.
The Defendants' citation to Montana statutes and principles of
bailment to excuse their opposition to the Trustee's demands are
unavailing, because the Bankruptcy Code pre-empts state laws which
conflict with a bankruptcy trustee's statutory duties, under the
Supremacy Clause, Judge Kirscher ruled.
The bankruptcy case is In re STEVEN VINCENT SANN, Debtor, No.
14-61370-7 (Bankr. D. Mont.).
The adversary proceeding is Christy L. Brandon, Plaintiff, v.
MICHAEL J. SHERWOOD and Michael J. Sherwood, P.C., Defendants, Adv
No. 15-00023 (Bankr. D. Mont.).
Christy L. Brandon, Plaintiff, is represented by Robert K. Baldwin,
Esq. -- GOETZ, BALDWIN & GEDDES, P.C., TRENT M. GARDNER, GOETZ,
BALDWIN & GEDDES, P.C., KYLE W NELSON, GOETZ BALDWIN & GEDDES PC.
UNITED STATES TRUSTEE PROGRAM, 3rd Pty Defendant, is represented by
VICTORIA LAEDER FRANCIS.
STEVEN SANN: Loses Bid to Stay Proceedings Until Jail Release
-------------------------------------------------------------
Steven Vincent Sann filed a motion to stay all proceedings in this
Chapter 7 bankruptcy case until after his release from federal
prison.
The Debtor currently is incarcerated at Taft, California, was
represented at the hearing by attorneys James A. Patten of
Billings, Montana, and by Samuel A. Schwartz of Las Vegas, Nevada.
Objections to the Debtor's motion to stay proceedings were filed by
the Trustee, by the United States of America Federal Trade
Commission, and by the Montana Department of Revenue.
In a Memorandum of Decision dated February 10, 2016, which is
available at http://is.gd/WQct87from Leagle.com, Judge Ralph B.
Kirscher of the United States Bankruptcy Court for the District of
Montana
denied the Debtor's motion to stay proceedings in this case.
The court held that no reasons exist to stay administration of this
case based upon Sann's present incarceration. The Trustee, MDOR and
FTC all want administration of the estate to go forward. If the
Trustee wishes to proceed with administration notwithstanding
Sann's incarceration, and only Sann objects and seeks a stay, the
Court views his motion to stay proceedings as merely a continuation
of his efforts to delay and prevent the Trustee's performance of
her statutory duties. Such an objection is inconsistent with Sann's
duties as Debtor to cooperate. He has duties, not a choice, under
the Bankruptcy Code.
The case is In re STEVEN VINCENT SANN, Debtor, No. 14-61370-7
(Bankr. D. Mont.).
STEVEN VINCENT SANN, Debtor, represented by BRYAN A. LINDSEY, THE
SCHWARTZ LAW FIRM, MICHAEL F MCGUINNESS, PATTEN PETERMAN BEKKEDAHL
& GREEN PLLC.
Christy L. Brandon, Plaintiff, is represented by Robert K. Baldwin,
Esq. -- GOETZ, BALDWIN & GEDDES, P.C., TRENT M. GARDNER, GOETZ,
BALDWIN & GEDDES, P.C., KYLE W NELSON, GOETZ BALDWIN & GEDDES PC.
UNITED STATES TRUSTEE PROGRAM, 3rd Pty Defendant, is represented by
VICTORIA LAEDER FRANCIS.
STONE & WEBSTER: Court Allows Traveler's Claim for $2.3-Mil.
------------------------------------------------------------
Before the Court is the Objection of the SWE&C Liquidating Trustee
to claims filed by Travelers Indemnity Company and its affiliates,
including Travelers Casualty and Surety Company.
The Aetna Casualty and Surety Company issued a series of commercial
insurance policies to Stone & Webster Engineering Corporation
("S&W") for the period January 1, 1979, to December 31, 1994. The
policies were retrospective premium policies. Under a retro-premium
policy, the insured pays an initial premium and then pays
additional premiums based on its loss experience. The retrospective
component of the insurance program was set forth in proposals and
premium agreements that Aetna sent to S&W as it renewed its
insurance annually and established the governing contract for each
policy year (the "Retro Agreements").
In 1996, Travelers acquired Aetna's property and casualty
operations and succeeded to Aetna's rights and responsibilities
under the Aetna-S&W insurance program.
Travelers filed identical proofs of claim in an unliquidated amount
against each of the 73 Debtors on August 25, 2000. On June 15,
2001, Travelers amended the 2000 Claim, asserting a liquidated
amount totaling $7,604,232. The 2001 Claim amount included an
ultimate" calculation, or an estimate of what the total premium
obligation would be. It is Travelers' practice to calculate and
submit ultimate claims when an insured files for bankruptcy because
it cannot bill a bankrupt post-petition for any adjustment as the
loss experience creates additional retro-premium obligations.
S&W, in its capacity as debtor-in-possession, disputed the amount
of the 2001 Claim. S&W and Travelers eventually agreed to a reduced
claim of $6,615,514. On January 16, 2004, S&W's Plan of
Reorganization was confirmed. Under the Plan, S&W and its
affiliates' assets were transferred to the SWE&C Liquidating Trust.
Travelers and S&W filed a motion to approve the settlement of the
2001 Claim, to which the Trustee objected. As a result of the
Trustee's objection, the 2001 Claim settlement was never approved.
In March 2005, the Trustee filed an objection to the 2001 Claim and
served discovery on Travelers in June of that year. Travelers
objected to several of the discovery requests prompting the Trustee
to file a motion to compel in October 2005. In May 2011, the
Trustee voluntarily withdrew his motion to compel.
In December 2011, the Trustee moved for summary judgment on his
objection to the 2001 Claim. Judge Walsh denied the motion because
of the complexity of the underlying factual issues. Judge Walsh set
a pretrial hearing and discovery deadline for December 3, 2012.
In November 2012, Travelers again amended its proof of claim,
asserting a claim in the amount of $8,181,492.82. The 2012 Claim
consisted of three components: (1) the premium invoiced
pre-petition including the amount outstanding on the Promissory
Note and the 1999 premium adjustment, totaling $2,642,623.82; (2) a
premium due based on S&W's actual loss experience from 1999 to
2012, amounting to $5,226,881; and (3) an estimated future premium
for losses incurred but not reported ("IBNR"), amounting to
$311,988.
In an Opinion dated February 29, 2016, which is available at
http://is.gd/86Fqd7from Leagle.com, Judge Mary F. Walrath of the
United States Bankruptcy Court for the District of Delaware
sustained the Objection of the SWE&C Liquidating Trustee in part
and allowed Travelers' claim as follows: (i) $2,311,836.82
comprising the amount owed on the Promissory Note, and (ii) the
aggregate minimum premium owed under the Retro Agreements, without
deduction for any amounts Travelers has received under the letters
of credit.
The Court found that Travelers did not take advantage of S&W's
financial condition when it accepted the Promissory Note and the
Installment Payments made on it. The Court concluded that Travelers
has met its burden of demonstrating that the Installment Payments
were made in the ordinary course of the parties' respective
business or financial affairs.
The case is In re: STONE & WEBSTER, INCORPORATED, et al., Chapter
11, Debtors.Case No. 00-02142 (MFW)(Bankr. D. Del.).
STONE & WEBSTER, INCORPORATED, Debtor, is represented by Karen C.
Bifferato, Esq. -- kbifferato@connollygallagher.com -- Connolly
Gallagher LLP, Douglas N. Currault, II, Esq., Donald J. Detweiler,
Esq. -- Saul Ewing LLP, Gary M. Ford, Esq. -- gford@groom.com --
Groom Law Group, Chtd., Gregg M. Galardi, Esq. -- DLA Piper LLP,
Gary Adam Rubin, Esq. -- Skadden Arps Slate Meagher & Flom LLP,
Robert Alan Weber, Esq. -- Skadden Arps Slate Meagher & Flom LLP.
Stuart Maue, Mitchell & James, LTD., Examiner, is represented by
John Louis Decker, Stuart Maue.
United States Trustee, U.S. Trustee, is represented by Richard L.
Schepacarter, Office of the United States Trustee U. S. Department
of Justice.
SUN BANCORP: Swings to $10.2 Million Net Income for 2015
--------------------------------------------------------
Sun Bancorp, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income
available to common shareholders of $10.2 million on $70.2 million
of total interest income for the year ended Dec. 31, 2015, compared
to a net loss available to common shareholders of $29.8 million on
$90.2 million of total interest income for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, Sun Bancorp had $2.21 billion in total assets,
$1.95 billion in total liabilities and $256.38 million in total
shareholders' equity.
The following is an overview of key factors affecting the Company's
results and significant events for 2015:
* Completed the sale of eight branch locations in Southern New
Jersey for a total gain of $10.6 million and consolidated
nine branches. Total branch office locations declined to 31
at Dec. 31, 2015, from 47 at Dec. 31, 2014.
* Total risk-based capital for the Bank was 19.11% at Dec. 31,
2015, well above the regulatory required level of 11.50%.
* Loans receivable increased 3% to $1.53 billion at Dec. 31,
2015, from $1.49 billion at Dec. 31, 2014, due to purchases
of multifamily loan participations as well as organic growth
achieved by the Company's new lending team, partially offset
by pay down activity.
* The net interest margin equaled 2.74% for 2015 as compared to
2.92% in 2014. The net interest margin in 2015 was
negatively impacted by a decline in average commercial loans.
* Non-interest expense decreased 26.8% to $80.1 million in 2015
from $109.4 million in 2014 driven by lower salaries and
benefits and occupancy expense due primarily to the
significant reduction in branch locations.
* A negative provision for loan losses of $3.3 million was
recorded in 2015 as compared to a provision for loan losses
of $14.8 million in 2014 due to the implementation of several
credit enhancements and an overall reduction of risk in the
loan portfolio. The allowance for loan losses decreased to
$18.0 million at Dec. 31, 2015, from $23.2 million at
Dec. 31, 2014, as a result of the significant improvement in
the risk profile of the loan portfolio. The allowance for
loan losses equaled 1.16% of gross loans held-for-investment
at Dec. 31, 2015, as compared to 1.54% at Dec. 31, 2014.
* Recorded a net charge of $619,000 for leased office vacancy
costs in 2015.
* Successfully remediated the various financial, process and
compliance issues necessary for the termination of the OCC
Agreement.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/WzV822
About Sun Bancorp. Inc.
Sun Bancorp, Inc. is a bank holding company headquartered in Mount
Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a
community bank serving customers throughout New Jersey. Sun
National Bank -- http://www.sunnationalbank.com/-- is an Equal
Housing Lender and its deposits are insured up to the legal maximum
by the Federal Deposit Insurance Corporation (FDIC).
* * *
This concludes the Troubled Company Reporter's coverage of Sun
Bancorp, Inc. until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
SUNDEVIL POWER: Claims Bar Date Set for April 11
------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set April
11, 2016, at 5:00 p.m. (prevailing Eastern Time) as the deadline
for creditors or persons to file their proof of claim against
Sundevil Power Holdings LLC and its debtor-affiliates.
The Court also set Aug. 11, 2016, at 5:00 p.m. (prevailing Eastern
Time) as last day for governmental units to file their claims
against the Debtors.
All proofs of claim must be submitted at:
a) if by mail:
Sundevil Power Holdings LLC
c/o GCG
P.O. Box 10267
Dublin, OH 43017-5767
b) if by hand or overnight courier:
Sundevil Power Holdings LLC
c/o GCG
5151 Blazer Parkway, Suite A
Dublin, OH 43017
About Sundevil Power
Merchant power generators Sundevil Power Holdings, LLC and SPH
Holdco LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case Nos. 16-10369 and 16-10370,
respectively), on Feb. 12, 2016. The petitions were signed by
Blake M. Carlson as authorized signatory.
The Debtors estimated assets in the range of $100 million to $500
million and liabilities of at least $100 million.
The Debtors have engaged Vinson & Elkins LLP as legal counsel,
Drinker Biddle & Reath LLP as Delaware counsel, and Garden City
Group as claims and noticing agent.
Judge Kevin J. Carey is assigned to the case.
TARGET CANADA: Retailers Left Behind Win Legal Round
----------------------------------------------------
The Globe and Mail reported that major retail tenants with stores
in malls with a former Target outlet are a step closer to lower
rents -- and even breaking leases -- as a result of Target Canada's
failure.
According to the report, Ontario Superior Court on March 14 agreed
to a request by U.S.-based retailers TJX Cos., which owns Winners,
HomeSense and Marshalls, and Gap Inc., which also runs Old Navy and
Banana Republic, that a temporary ban on retailers being able to
invoke their so-called co-tenancy rights be lifted.
About Target Canada
On Jan. 15, 2015, Target Canada Co. and certain entities commenced
court-supervised restructuring proceedings under the Companies'
Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended. On
the same day, the Ontario Superior Court of Justice (Commercial
List) granted an order, which, among other things, provides for a
stay of proceedings until February 13, 2015. The Stay Period may
be extended by the Court from time to time. Although not
Applicants, the protections and authorizations provided for in the
Initial Order have been extended to the Partnerships.
Pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was
appointed as monitor of the business and financial affairs of the
Target Canada Entities. The Ontario Court has appointed Alvarez &
Marsal Canada Inc. as monitor in Target Canada et al.'s Companies'
Creditors Arrangement Act proceeding, and Koskie Minsky LLP as
representative counsel of all Target employees in the proceedings.
TGHI INC: 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 TGHI, Inc.
About TGHI, Inc.
TGHI, Inc. and Parent THI, Inc. filed petitions under Chapter 11 of
the Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 16-10300 and
16-10301, respectively) on Feb. 9, 2016, to effectuate a wind down
and dissolution of their estates.
The Debtors were the former direct or indirect holding companies of
Targus Group International, Inc. and its operating subsidiaries --
which are now unaffiliated with the Debtors and are not "Debtors"
in the Chapter 11 Cases -- and were a leading global supplier of
carrying cases and accessory products for the mobile lifestyle.
TGHI, Inc. estimated assets in the range of $1 million to $10
million and liabilities of $10 million to $50 million. Parent THI,
Inc. estimated assets of $0 to $50,000 and liabilities of $50
million to $100 million.
Judge Michael E. Wiles is assigned to the case.
The Debtors have engaged Klestadt Winters Jureller Southard &
Stevens, LLP as counsel and Kurtzman Carson Consultants LLC as
claims, noticing agent and administrative agent.
TRANSGENOMIC INC: Temporarily Suspends Laboratory Testing Services
------------------------------------------------------------------
In connection with a recently commenced review and evaluation of
various strategic alternatives for Transgenomic, Inc., the Board of
Directors of the Company determined to temporarily suspend testing
services regulated by the Clinical Laboratory Improvement
Amendments at the Company's Patient Testing laboratory located in
New Haven, Connecticut, pending the completion of the strategic
review and evaluation process.
In a regulatory filing with the Securities and Exchange Commission,
the Company said there is no set timetable for the strategic review
and evaluation process, and the Company does not intend to disclose
developments regarding the consideration of strategic alternatives
regarding the Company's Patient Testing laboratories and services
relating to its cardiology and neurology focused products unless
and until the Company has approved or entered into a definitive
agreement or transaction.
About Transgenomic
Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services. The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise. The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.
Transgenomic reported a net loss available to common stockholders
of $15.1 million in 2014, a net loss available to common
stockholders of $16.7 million in 2013 and a net loss available to
common stockholders of $8.98 million in 2012.
As of Sept. 30, 2015, the Company had $24.5 million in total
assets, $17.7 million in total liabilities and $6.71 million in
total stockholders' equity.
Ernst & Young LLP, in Hartford, Connecticut, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TRUMP ENTERTAINMENT: Taj Mahal Now Icahn's After Chapter 11 Exit
----------------------------------------------------------------
Jody Godoy at Bankruptcy Law360 reported that the Trump Taj Mahal,
an Atlantic City casino founded and formerly owned by presidential
hopeful Donald Trump, entered billionaire investor Carl Icahn's
portfolio via a nearly $300 million debt-for-equity swap on Feb.
26, 2016, when the casino's holding company exited Chapter 11 as
planned. Under the plan U.S. Bankruptcy Judge Kevin Gross
confirmed in March 2015, Icahn Enterprises LP is taking over the
restructured Trump Entertainment Resorts Inc. The plan filed in
Delaware bankruptcy court converts $292.3 million in debt to
Icahn-controlled lenders into 100 percent of newly issued common
stock in the reorganized company, while general unsecured creditors
will get $3.5 million.
About Trump Entertainment
Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino. The Company
conducts gaming activities and provides customers with casino
resort and entertainment.
Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company. The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.
Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654). The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor. Garden City
Group was the claims agent. The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.
Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925). Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.
* * *
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.
TURNER VALLEY: Unveils Insider Purchases, In Talks with Creditors
-----------------------------------------------------------------
Turner Valley Oil & Gas, Inc. on March 15 announced the advancement
of the M&A program as it completes required steps to prepare the
Company for the upcoming expansion of its business holding model
and related corporate changes.
To date the Company successfully brought its status with Nevada
State and OTC Markets current. Now management anticipates several
corporate changes including a potential name change, an authorized
shares increase to allow for issuing equity for mergers &
acquisitions (M&A) and investment as well as the creation of a
preferred stock class in order to minimize long term dilution of
the common stock of the Company.
To fund these expenses, CEO Steve Helm invested an initial $10,000
and then an additional $2,500 through purchasing shares in the
Company's common stock. These insider purchases have been filed
with the OTC Markets and can be found at:
http://www.otcmarkets.com/stock/TVOG/filings
The Company previously announced that it has received indications
of interest and started Letter Of Intent negotiations from several
private operating businesses to be potentially acquired or reverse
merged into the company. To prepare, the Company started
negotiations with its creditors to come to terms on a settlement in
order to shore up the balance sheet in preparation for M&A.
About Turner Valley Oil & Gas, Inc.
Turner Valley Oil & Gas, Inc. (OTC:TVOG) is a holding company based
out of Houston, Texas, with a historical focus on energy related
holdings. The Company's acquisition model is focused on finding
and evaluating profitable small to mid-sized businesses as merger &
acquisition candidates where cash flow can be improved through its
buy, build & bolt-on model. The Company is focused on sectors in
real estate, construction, technology, environmental, energy,
beverage, distribution, entertainment and related businesses.
UNIVERSITY GENERAL: Court Denies Certification of Workers' Suit
---------------------------------------------------------------
In the case captioned IN RE UNIVERSITY GENERAL HOSPITAL SYSTEM,
INC., ET AL., Debtors. ANN LOVE, ET AL., Plaintiffs, v. UNIVERSITY
GENERAL HOSPITAL SYSTEM, INC., Defendant, Case No. 15-31086-H3-11,
Jointly Administered, Adv. No. 15-3124 (Bankr. S.D. Tex.), Judge
Letitia Z. Paul of the United States Bankruptcy Court for the
Southern District of Texas, Houston Division, denied plaintiffs Ann
Love and Angela Marshall's motion for (a) class certification, (b)
appointment of class representatives, (c) appointment of class
counsel, (d) approval of the form and manner of class notice, and
(e) such other and further relief as the court may deem
appropriate.
On May 14, 2015, Love and Marshall initiated an adversary
proceeding, asserting claims against the University General
Hospital System, Inc. ("UGHS") under the Worker Adjustment and
Retraining Notification Act (the "WARN Act"), on their own behalf,
and purportedly on behalf of all employees of UGHS Dallas
Hospitals, Inc..
On January 22, 2016, after the debtors' Chapter 11 plan was
confirmed, Love and Marshall filed a motion seeking class
certification.
Judge Paul found that the only evidence presented suggests that
UGHS had 250-300 employees, but no evidence was presented as to the
geographical dispersion of the class, the ease with which class
members may be identified, and the size of each potential
plaintiff's claim. The judge thus concluded that the plaintiffs
have failed to satisfy their burden of proof on the question of
numerosity.
Judge Paul also found that the plaintiffs have not satisfied their
burden of proof on the question of adequacy of representation,
because no evidence was presented which would indicate that the
plaintiffs' counsel is well-poised to timely and diligently pursue
such a class action.
In light of Love and Marshall's failure to meet their burden of
proof as to numerosity and adequacy of representation, Judge Paul
thus concluded that their motion for class certification should be
denied.
A full-text copy of Judge Paul's March 7, 2016 memorandum opinion
is available at http://is.gd/zA9Io2from Leagle.com.
Ann Love is represented by:
Carolyn V. Carollo, Esq.
SNOW SPENCE GREEN LLP
2929 Allen Parkway, Suite 2800
Houston, TX 77019
Tel: (713)335-4800
Fax: (713)335-4848
Email: carolyncarollo@snowspencelaw.com
-- and --
M Vance McCrary, Esq,
Mary E. Olsen, Esq.
David Christopher Tufts, Esq.
THE GARNDER FIRM PC
210 S Washington Avenue
Mobile, AL 36602
Tel: (251)433-8100
Fax: (251)433-8181
Email: vmccrary@thegardnerfirm.com
molsen@thegardnerfirm.com
dtufts@thegardnerfirm.com
University General Health System, Inc. is represented by:
Susan Elaine Cates, Esq.
Aaron James Power, Esq.
Amy L. Tellegen, Esq.
PORTER HEDGES LLP
1000 Main Street, 36th Floor
Houston, TX 77002
Tel: (713)226-6000
Fax: (713)228-1331
Email: scates@porterhedges.com
apower@porterhedges.com
atellegen@porterhedges.com
-- and --
Michael D. Warner, Esq.
COLE SCHOTZ P.C.
301 Commerce Street, Suite 1700
Fort Worth, TX 76102
Tel: (817)810-5250
Fax: (817)810-5255
Email: mwarner@coleschotz.com
About University General
University General Health System, Inc., with headquarters in
Houston, Texas, was a multi-specialty health care provider that
delivered concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers,
physical therapy centers, and senior living centers.
UGHS owned the University General Hospital, a 70-bed, general
Acute care hospital in the heart of the Texas Medical Center in
Houston, Texas.
UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul.
The Debtors tapped John F Higgins, IV, Esq., Aaron James Power,
Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP, in
Houston, Texas, as counsel. Upshot Services, LLC, is the claims
and noticing agent. The Debtors also engaged Hammon Hanlon Camp,
LLC ("H2C") as their investment bankers. The Debtors retained
Munsch Hardt Kopf & Harr, P.C. as special counsel to advise them
regarding healthcare issue related to the sale of substantially all
of their assets on an hourly fee basis. Finally, the Debtors
tapped Martin & Martin LLP as accountants to prepare the Debtors'
federal tax returns.
U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors. The
Committee retained Locke Lord LLP as its counsel and Solic Capital
Advisors, LLC as its financial advisor.
The Debtors on July 13, 2015, obtained final approval of a $16
million postpetition revolving credit facility from existing lender
Mid-Cap.
The Debtors won approval from the Bankruptcy Court to sell
substantially all of their assets to Foundation Surgical Hospital
Holdings, LLC for $33 million. A November auction was cancelled a
scheduled after no competing bids were received by UGH. The
proceeds from the sale will fund the distributions under the Plan.
University General Health System, Inc., announced that its Chapter
11 Plan of Liquidation became effective in accordance with its
terms on Feb. 4, 2016.
USA DISCOUNTERS: Taps Goodwin Procter as Special Counsel
--------------------------------------------------------
USA Discounters, Ltd., et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Goodwin
Procter LLP as special counsel, nunc pro tunc to February 1, 2016.
The Debtors seek to retain Goodwin to continue providing legal
services in connection with the attempted class action claim filed
by Demera Gaskins and related matters to the extent requested by
the Debtors. The professional services that Goodwin will render
include, without limitation, participating in discussions and
negotiations about the Litigation, coordinating any discovery or
related issues in the Litigation, analyzing and contributing to any
pleadings filed with respect to the Litigation, and advising the
Debtors regarding the Litigation and related matters.
Goodwin will be paid at these hourly rates:
David L. Permut $890
Benjamin P. Saul $825
Joseph F. Yenouskas $790
Lindsay L. Raffetto $600
Ewurabena S. Hutchful $430
Partners $765-$1,160
Associates and
Law Clerks $430-$76S
Other Service Providers $210-$400
Goodwin will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David L. Permut, partner of Goodwin, 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 26, 2016, at 1:00 p.m. Objections were due March 9, 2016.
Goodwin provides the following information consistent with the
Appendix B of the U.S. Trustee Guidelines:
-- the hourly rates disclosed above are consistent with the
rates that Goodwin charges other Chapter 11 clients and the
rates that Goodwin charges in other non-bankruptcy
representations. Furthermore, the hourly rates to be
charged in connection with this engagement are not
significantly different from the rates of other
comparably skilled professionals for similar engagements.
-- Goodwin represented the Debtors in the 12 months prior to
the Petition Date. The billing rates and material financial
terms for the prepetition engagement are the same as the
rates and terms set out in the "Payment of Fees and
Expenses" section of the Application. The increase in
Goodwin's rates for 2016 was the result of Goodwin's annual
rate increase, which it effected as part of its ordinary
course of business.
-- for the budget period January 2016 through April 20l6.
Goodwin can be reached at:
David L. Permut, Esq.
Benjamin P. Saul, Esq.
GOODWIN PROCTER LLP
901 New York Avenue, NW
Washington, DC 20001
Tel: (202) 346-4000
Fax: (202) 346-4444
E-mail: dpermut@goodwinprocter.com
bsaul@goodwinprocter.com
About USA Discounters
USA Discounters was founded in May 1991. in the City of Norfolk,
Virginia, under the name USA Furniture Discounters, Ltd. It sold
goods through two groups of stores -- one group of specialty
retail stores operating under the "USA Living" brand, typically in
standalone locations, and seven additional retail stores operating
under the "Fletcher's Jewelers" brand, typically in major shopping
malls.
USA Discounters, Ltd., and two affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-11755) on
Aug. 24, 2015, to wind down the business.
The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys, and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.
USA Discounters Ltd. disclosed total assets of $97,490,455 plus an
undetermined amount and total liabilities of $63,011,206 plus an
undetermined amount.
The Official Committee of Unsecured Creditors is represented by
Kelly Drye & Warren LLP as lead counsel, Khler Harrison Harvey
Branzburg LLP as its Delaware co-counsel. FTI Consulting, Inc.,
serves as its financial advisor.
VALEANT PHARMACEUTICALS: Moody's Lowers Corp. Family Rating to B1
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Valeant
Pharmaceuticals International, Inc. and subsidiaries, including the
Corporate Family Rating to B1 from Ba3, the Probability of Default
Rating to B1-PD from Ba3-PD, the senior secured rating to Ba2
(LGD2) from Ba1 (LGD2) and the senior unsecured rating to B2 (LGD5)
from B1 (LGD5). These ratings remain under review for further
downgrade, continuing a rating review initiated on
Feb. 29, 2016. Moody's also lowered the Speculative Grade
Liquidity Rating to SGL-3 from SGL-2.
Ratings downgraded and remaining under review for downgrade:
Valeant Pharmaceuticals International, Inc.:
Corporate Family Rating to B1 from Ba3
Probability of Default Rating to B1-PD from Ba3-PD
Senior secured bank credit facilities to Ba2 (LGD2) from Ba1
(LGD 2)
Senior unsecured notes to B2 (LGD 5) from B1 (LGD 5)
Valeant Pharmaceuticals International:
Senior unsecured notes to B2 (LGD5) from B1 (LGD 5)
VRX Escrow Corp. (obligations assumed by Valeant Pharmaceuticals
International, Inc.):
Senior unsecured notes to B2 (LGD5) from B1 (LGD 5)
Rating lowered:
Valeant Pharmaceuticals International, Inc.:
Speculative Grade Liquidity Rating to SGL-3 from SGL-2
"The downgrade reflects slower progress at deleveraging based on
weaker growth in several core businesses, the risks associated with
transitioning the dermatology and ophthalmology businesses to the
new Walgreens distribution program, and adapting to an environment
with limited opportunities to raise prices on its products," stated
Michael Levesque, Moody's Senior Vice President.
The B1 rating reflects Moody's view that Valeant's business remains
viable despite a lower earnings base, reflecting wide use of its
products, good name recognition (particularly at Bausch and Lomb),
and a low-cost structure resulting in good margins and
profitability.
The continuation of the rating review reflects the late 10-K
filing, uncertainties created by the ad hoc board committee's
review, as well as uncertainty as to the degree of stabilization in
the company's operating performance. Provisions of Valeant's
credit agreement and bond indentures could result in debt
acceleration following specified cure periods, but only if bank
lenders or bondholders serve required notices. Moody's anticipates
that Valeant will seek an amendment from its secured lenders to
waive cross default provisions in the credit agreement and to
extend the time period for the 10-K filing.
In addition to Valeant's progress in obtaining a waiver from credit
agreement lenders and filing its 10-K, Moody's review is continuing
to focus on underlying trends in Valeant's core businesses.
RATINGS RATIONALE
Valeant's B1 Corporate Family Rating (under review for downgrade)
reflects its good scale in the global pharmaceutical industry with
annual revenue above $10 billion, its strong diversity, its high
profit margins, and its good cash flow. The ratings are supported
by low exposure to patent cliffs, and good underlying prescription
volumes of products like Jublia (antifungal) and Xifaxan for
irritable bowel syndrome. In addition, the ratings are supported
by management's commitment to reduce debt/EBITDA, using excess cash
flow for debt repayment.
However, the ratings also reflect moderately high financial
leverage (pro forma gross debt/EBITDA of 5.8x), and significant
business challenges related to Valeant's pricing strategy and
aggressive acquisition appetite. Valeant is confronting
significant scrutiny on its pricing practices, including those on
products acquired through acquisitions, and uncertainty related to
government investigations. In late 2015, Valeant announced it was
terminating its relationship with specialty pharmacy distributor
Philidor, and Valeant is transitioning to a new distribution
arrangement with Walgreens.
The lowering of the Speculative Grade Liquidity rating to SGL-3
from SGL-2 reflects tightening but still adequate liquidity based
on good cash flow, but weaker cushion under financial maintenance
covenants and limited availability under the revolving credit
agreement.
Headquartered in Laval, Quebec, Valeant Pharmaceuticals
International, Inc. is a global specialty pharmaceutical company
with expertise including branded dermatology, gastrointestinal
disorders, eye health, neurology, branded generics and OTC
products. Valeant reported approximately $10 billion in total
revenue for the 12 months ended Sept. 30, 2015.
The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.
VALLEY FORGE: Exec Gets Seven Years for Selling Tech to China
-------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that the co-founder of
a defunct aerospace technology company received a 93-month sentence
in Kentucky federal court on March 2, 2016, after pleading guilty
to aiding and abetting in the illegal export of defense materials
to China. Louis Joseph Brothers, 63, was sentenced on six counts
of illegal exports and one count of conspiracy for knowingly and
willfully selling radiation-hardened microcircuits to Hong Kong and
China in spite of international arms trafficking regulations and a
federal arms embargo against China. Mr. Brothers and his wife,
Rosemary Brothers, initially pled not guilty to the charges, which
also included money laundering, in August 2014 after federal
investigators discovered that their now-bankrupt company, Valley
Forge Composite Technologies Inc., made the sales between 2009 and
2013.
Mr. Brothers is represented by David Brian Sloan and Gary John
Sergent of O’Hara Ruberg Taylor Sloan & Sergent. The United
States is represented by Assistant United States Attorneys Robert
Kennedy McBride and Wade Thomas Napier of the U.S. Attorney’s
Office for the Eastern District of Kentucky and Casey Arrowood of
the U.S. Department of Justice National Security Division,
Counterespionage Section.
The case is U.S. v. Brothers, et al., case number 2:14-cr-00035, in
the U.S. District Court for the Eastern District of Kentucky.
About Valley Forge
Valley Forge Composite Technologies, Inc., sought Chapter 11
bankruptcy protection (Banrk. M.D. Pa. Case No. 13-05253) on Oct.
9, 2013.
The Company, which produces technology products, is represented by
Maurice R. Mitts of Mitts Milavec.
The case was converted to a Chapter 7 liquidation on Feb. 18,
2015.
The case is assigned to Judge John J. Thomas.
VARIANT HOLDING: Affiliates Seek Shield from Ex-CEO's Liens
-----------------------------------------------------------
Matt Chiappardi at Bankruptcy Law360 reported that subsidiaries of
Variant Holding Co. LLC that recently joined the real estate
holding company's chaotic bankruptcy lodged an adversary action
late March 5, 2016, aimed at protecting them from "undocumented
liens" asserted by the ex-CEO, who had previously been accused of
interfering with their roughly $200 million sale process. In their
complaint, about a dozen Variant subsidiaries that either directly
or indirectly hold an interest in Variant’s real estate portfolio
say they need a declaration from the bankruptcy court that liens
asserted on the properties by former CEO Courtland Gettel and
companies associated with him aren't valid. The adversary action
is 10400 Sandpiper Apartments LLC, et al. v. Conix Inc., et al.,
case number 1:16-ap-50090, in the U.S. Bankruptcy Court for the
District of Delaware.
About Variant Holding
Tucson, Arizona-based Variant Holding Company, LLC, and its direct
and indirect subsidiaries are a commercial real estate business
with direct and indirect ownership interests in 23 real property
interests in various states.
Variant Holding commenced bankruptcy proceedings under Chapter 11
of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on
Aug.
28, 2014. Variant Holding estimated $100 million to $500 million
in
assets and less than $100 million in debt.
Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company,
LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed
the
resolution authorizing the bankruptcy filing.
Variant's subsidiaries filed voluntary Chapter 11 petitions on
Jan.
12, 2016. Variant's property-owning subsidiaries, which own 23
apartment complexes, and which are debtors are: (1) Broadmoor
Apartments, LLC, Chesapeake Apartments, LLC, Holly Ridge
Apartments, LLC, Holly Tree Apartments, LLC, Preston Valley
Apartments, LLC, Ravenwood Hills Apartments, LLC, River Road
Terrace Apartments, LLC, and Sandridge Apartments, LLC
(collectively, the "FX3 Portfolio Debtors"); (2) 10400 Sandpiper
Apartments, LLC, 10301 Vista Apartments, LLC, Pines of Westbury,
Ltd., 201 Ashton Oaks Apartments, LLC, 13875 Cranbook Forest
Apartments, LLC, 5900 Crystal Springs Apartments, LLC, 7107 Las
Palmas Apartments, LLC, 11911 Park Texas Apartments, LLC, 1201
Oaks
of Brittany Apartments LLC, 3504 Mesa Ridge Apartments, LLC, 667
Maxey Village Apartments, LLC, 17103 Pine Forest Apartments, LLC,
7600 Royal Oaks Apartments, LLC, and 4101 Pointe Apartments, LLC
(collectively, the "H14 Portfolio Debtors"); and (3) The Oaks of
Stonecrest Apartments, LLC ("Oaks at Stonecrest")(the FX3
Portfolio
Debtors, the H14 Portfolio Debtors and Oaks at Stonecrest are
collectively referred as the "Property-Owning Debtors").
The FX3 Portfolio Debtors own 8 apartment projects in Texas,
Maryland, Virginia, and South Carolina, which properties total
1,850 housing units. The H14 Portfolio Debtors own 14 apartment
projects in Texas, which consist of a total of 5,050 housing
units.
Oaks at Stonecrest owns a single apartment project in Lithonia,
Georgia, which has 280 housing units.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP, as
counsel and UpShot Services LLC as claims and noticing agent.
* * *
Variant Holding Company, LLC, and its subsidiary debtors, on Feb.
28, 2016, filed with the U.S. Bankruptcy Court for the District of
Delaware a Chapter 11 plan of liquidation and accompanying
disclosure statement, which, among other things, (a) contemplate a
sale of the Debtors' principal real estate assets and distribution
of the proceeds consistent with the priority scheme under the
Bankruptcy Code and the Beach Point Settlement Agreement, and (b)
provides for a Plan Administrator to liquidate or otherwise dispose
of the Estates' remaining assets.
VARIANT HOLDING: Pachulski Stang OK'd as Subsidiaries' Counsel
--------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized the debtor subsidiaries of Variant
Holding Company, LLC, to employ Pachulski Stang Ziehl & Jones LLP
as counsel nunc pro tunc to the Petition Date.
As reported by the Troubled Company Reporter on Feb. 26, 2016,
Pachulski Stang is expected to:
(a) provide legal advice with respect to the Subsidiary
Debtors' powers and duties as debtors-in-possession in the
continued operation of their business and management of
their properties;
(b) prepare on behalf of the Subsidiary Debtors any necessary
applications, motions, answers, orders, reports, and other
legal papers;
(c) appear in Court on behalf of the Subsidiary Debtors;
(d) prepare and pursue confirmation of a plan and approval
of a disclosure statement; and
(e) perform other legal services for the Subsidiary Debtors
that may be necessary and proper in these proceedings.
The firm's hourly rates are:
Richard M. Pachulski $1,145
Maxim B. Litvak $825
Peter J. Keane $550
Lynzy McGee $325
As of the Petition Date, Pachulski Stang has received the sum of
$962,500 on account of work performed, or to be performed, for the
Subsidiary Debtors. Upon final reconciliation of the amount
actually incurred prepetition, any balance remaining from the
payments to Pachulski Stand will be credited to the Subsidiary
Debtors and utilized as Pachulski Stang's retainer to apply to
postpetition fees and expenses approved by the Bankruptcy Court.
Richard Pachulski assures the Bankruptcy Court that his Firm is a
"disinterested person" as that phrase is defined in Section 101(14)
of the Bankruptcy Code.
About Variant Holding
Tucson, Arizona-based Variant Holding Company, LLC, and its direct
and indirect subsidiaries are a commercial real estate business
with direct and indirect ownership interests in 23 real property
interests in various states.
Variant Holding commenced bankruptcy proceedings under Chapter 11
of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug.
28, 2014. Variant Holding estimated $100 million to $500 million
in assets and less than $100 million in debt.
Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company,
LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the
resolution authorizing the bankruptcy filing.
Variant's subsidiaries filed voluntary Chapter 11 petitions on
Jan. 12, 2016. Variant's property-owning subsidiaries, which own
23 apartment complexes, and which are debtors are: (1) Broadmoor
Apartments, LLC, Chesapeake Apartments, LLC, Holly Ridge
Apartments, LLC, Holly Tree Apartments, LLC, Preston Valley
Apartments, LLC, Ravenwood Hills Apartments, LLC, River Road
Terrace Apartments, LLC, and Sandridge Apartments, LLC
(collectively, the "FX3 Portfolio Debtors"); (2) 10400 Sandpiper
Apartments, LLC, 10301 Vista Apartments, LLC, Pines of Westbury,
Ltd., 201 Ashton Oaks Apartments, LLC, 13875 Cranbook Forest
Apartments, LLC, 5900 Crystal Springs Apartments, LLC, 7107
Las Palmas Apartments, LLC, 11911 Park Texas Apartments, LLC, 1201
Oaks of Brittany Apartments LLC, 3504 Mesa Ridge Apartments, LLC,
667 Maxey Village Apartments, LLC, 17103 Pine Forest Apartments,
LLC, 7600 Royal Oaks Apartments, LLC, and 4101 Pointe Apartments,
LLC (collectively, the "H14 Portfolio Debtors"); and (3) The Oaks
of Stonecrest Apartments, LLC ("Oaks at Stonecrest")(the FX3
Portfolio Debtors, the H14 Portfolio Debtors and Oaks at Stonecrest
are collectively referred as the "Property-Owning Debtors").
The FX3 Portfolio Debtors own 8 apartment projects in Texas,
Maryland, Virginia, and South Carolina, which properties total
1,850 housing units. The H14 Portfolio Debtors own 14 apartment
projects in Texas, which consist of a total of 5,050 housing units.
Oaks at Stonecrest owns a single apartment project in Lithonia,
Georgia, which has 280 housing units.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP, as
counsel and UpShot Services LLC as claims and noticing agent.
VARIANT HOLDING: Upshot Services Approved as Administrative Advisor
-------------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized debtor subsidiaries of Variant
Holding Company, LLC, to employ Upshot Services LLC as
administrative advisor nunc pro tunc to the Petition Date.
UpShot is expected to, among other things:
1. assist with, among other things, solicitation, balloting and
tabulation of votes, and prepare any related reports, as required
in support of confirmation of a chapter 11 plan, and in connection
with such services, process requests for documents from
parties-in-interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;
2. prepare an official ballot certification, and if necessary,
testify in support of the ballot tabulation results; and
3. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith.
Upshot will apply to the Court for allowance of compensation and
reimbursement of expenses incurred after the Petition Date, the
Local Rules and any orders entered in the cases regarding
professional compensation of expenses.
To the best of the Debtors' knowledge, UpShot 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 Jan. 29, 2016, the
Debtors also sought and obtained the Bankruptcy Court's authority
to hire UpShot Services LLC as claims and noticing agent effective
as of the Petition Date.
About Variant Holding
Tucson, Arizona-based Variant Holding Company, LLC, and its direct
and indirect subsidiaries are a commercial real estate business
with direct and indirect ownership interests in 23 real property
interests in various states.
Variant Holding commenced bankruptcy proceedings under Chapter 11
of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug.
28, 2014. Variant Holding estimated $100 million to $500 million
in assets and less than $100 million in debt.
Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.
Variant's subsidiaries filed voluntary Chapter 11 petitions on Jan.
12, 2016. Variant's property-owning subsidiaries, which own 23
apartment complexes, and which are debtors are: (1) Broadmoor
Apartments, LLC, Chesapeake Apartments, LLC, Holly Ridge
Apartments, LLC, Holly Tree Apartments, LLC, Preston Valley
Apartments, LLC, Ravenwood Hills Apartments, LLC, River Road
Terrace Apartments, LLC, and Sandridge Apartments, LLC
(collectively, the "FX3 Portfolio Debtors"); (2) 10400 Sandpiper
Apartments, LLC, 10301 Vista Apartments, LLC, Pines of Westbury,
Ltd., 201 Ashton Oaks Apartments, LLC, 13875 Cranbook Forest
Apartments, LLC, 5900 Crystal Springs Apartments, LLC, 7107 Las
Palmas Apartments, LLC, 11911 Park Texas Apartments, LLC, 1201 Oaks
of Brittany Apartments LLC, 3504 Mesa Ridge Apartments, LLC, 667
Maxey Village Apartments, LLC, 17103 Pine Forest Apartments, LLC,
7600 Royal Oaks Apartments, LLC, and 4101 Pointe Apartments, LLC
(collectively, the "H14 Portfolio Debtors"); and (3) The Oaks of
Stonecrest Apartments, LLC ("Oaks at Stonecrest")(the FX3 Portfolio
Debtors, the H14 Portfolio Debtors and Oaks at Stonecrest are
collectively referred as the "Property-Owning Debtors").
The FX3 Portfolio Debtors own 8 apartment projects in Texas,
Maryland, Virginia, and South Carolina, which properties total
1,850 housing units. The H14 Portfolio Debtors own 14 apartment
projects in Texas, which consist of a total of 5,050 housing units.
Oaks at Stonecrest owns a single apartment project in Lithonia,
Georgia, which has 280 housing units.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP, as
counsel and UpShot Services LLC as claims and noticing agent.
VILLAGE DEVELOPMENT: Case Summary & 15 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: The Village Development Corporation
PO Box 191427
San Juan, PR 00919 1427
Case No.: 16-02021
Chapter 11 Petition Date: March 15, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Debtor's Counsel: William M Vidal Carvajal, Esq.
WILLIAM VIDAL CARVAJAL LAW OFFICES
MCS Plaza
255 Ponce De Leon Ave Suite 801
San Juan, PR 00917
Tel: 787-764-6867 - 399-6415
Fax: 787-764-6496
E-mail: william.m.vidal@gmail.com
Total Assets: $84,862
Total Liabilities: $1.24 million
The petition was signed by Rafael E. Rodriguez Torres, president.
A list of the Debtor's 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb16-02021.pdf
VUZIX CORP: Reviews Company Highlights at Roth Conference
---------------------------------------------------------
Vuzix Corporation made a presentation at the Roth Conference on
March 14, 2016. The Company discussed, among other things, recent
highlights including: (a) the launch of an online library of over
120 software titles for iWear Video Headphones, (b) the partnership
with Atheer for remote expert collaboration, management and rapid
task flow deloyment, (c) the launch of pre-order program for the
M300 Smart Glasses, and (d) the winning of 8 CES 2016 Innovation
Awards for upcoming products.
A copy of the presentation is available for free at:
http://is.gd/db4t0k
About Vuzix Corporation
Vuzix -- http://www.vuzix.com/-- is a supplier of Video Eyewear
products in the consumer, commercial and entertainment markets.
The Company's products, personal display devices that offer users
a portable high quality viewing experience, provide solutions for
mobility, wearable displays and virtual and augmented reality.
Vuzix holds 33 patents and 15 additional patents pending and
numerous IP licenses in the Video Eyewear field. Founded in 1997,
Vuzix is a public company with offices in Rochester, NY, Oxford,
UK and Tokyo, Japan.
The net loss for the year 2014 was $7.87 million versus a net loss
of $10.1 million in 2013.
As of Sept. 30, 2015, the Company had $22.13 million in total
assets, $2.74 million in total liabilities and $19.38 million in
total stockholders' equity.
WALTER ENERGY: Bankruptcy Court's Sale Order Affirmed
-----------------------------------------------------
In the case captioned UNITED MINE WORKERS OF AMERICA COMBINED
BENEFIT FUND, et al., Appellants, v. WALTER ENERGY, INC., et al.,
Appellees, Case No. 2:16-cv-00064-RDP (N.D. Ala.), Judge R. David
Proctor of the United States District Court for the Northern
District of Alabama, Southern Division, affirmed the United States
Bankruptcy Court for the Northern District of Alabama's January 8,
2016 order (I) Approving the Sale of the Acquired Assets Free and
Clear of Claims, Liens, Interests and Encumbrances; (II) Approving
the Assumption and Assignment of Certain Executory Contracts and
Unexpired Leases; and (III) Granting Related Relief.
After unsuccessfully attempting Chapter 11 restructuring, Walter
Energy marketed its assets in anticipation of a sale pursuant to
Section 363 of the Bankruptcy Code. After two months of
negotiations with the lone potential buyer, an asset purchase
agreement was executed with Coal Acquisition, LLC, who would only
purchase certain of the debtors' assets if they were free and clear
of legacy and current labor costs, and all claims, liens, interests
and encumbrances, including the assumption of Coal Act payment
responsibilities.
The bankruptcy court issued the 1113/1114 Order on December 28,
2015 and the Sale Order on January 8, 2016. The bankruptcy court
also ordered that the debtors are not subject to any stay of the
Sale Order. Appellants moved for an emergency stay, but was denied
by the bankruptcy court.
The appellants then appealed the bankruptcy court's Sale Order and
1113/1114 Order, and moved for an emergency stay of the Sale Order.
Judge Proctor denied a stay, but granted an expedited briefing
schedule for the appeal.
The appellants argued that the Tax Anti-Injunction Act ("Tax AIA")
is a jurisdictional bar to the bankruptcy court's order of a sale
free and clear of future Coal Act payments because those payments
are in fact taxes. Judge Proctor, however, held that Coal Act
payments are not "taxes" for purposes of the Tax AIA, and the
bankruptcy court had jurisdiction to enter the Sale Order.
The appellants cited Section 363(f) of the Bankruptcy Code which
authorizes a bankruptcy sale of property "free and clear of any
interests in such property," and argued that the term "interests"
as used in this section should be interpreted to exclude future
Coal Act Assessments. Judge Proctor disagreed, stating that so
long as one of the five conditions provided by Section 363(f)
applies to Coal Act premiums, the bankruptcy court had the
authority to order a free and clear sale. Judge Proctor concluded
that the bankruptcy court in this case had the authority under
Sections 363(f)(1) and (5) to order the free and clear sale.
A full-text copy of the Judge Proctor's March 8, 2016, memorandum
opinion is available at http://is.gd/MFROA3from Leagle.com.
United Mine Workers of America Combined Benefit Fund and the United
Mine Workers of America 1992 Benefit Plan are represented by:
Amelia C Joiner, Esq.
Julia Frost-Davies, Esq.
MORGAN LEWIS & BOCKIUS LLP
One Federal St.
Boston, MA 02110-1726
Tel: (617)341-7700
Fax: (617)341-7701
Email: amelia.joiner@morganlewis.com
julia.frost-davies@morganlewis.com
-- and --
John C Goodchild, III, Esq.
Rachel Jaffe Mauceri, Esq.
MORGAN LEWIS & BOCKIUS LLP
1701 Market St.
Philadelphia, PA 19103-2921
Tel: (215)963-5000
Fax: (215)963-5001
Email: jgoodchild@morganlewis.com
rmauceri@morganlewis.com
-- and --
Bryan M Killian, Esq.
Raechel K Anglin, Esq.
Stephanie Schuster, Esq.
MORGAN LEWIS & BOCKIUS LLP
1111 Pennsylvania Ave. NW
Washington, DC 20004-2541
Tel: (202)739-3000
Fax: (202)739-3001
Email: bryan.killian@morganlewis.com
raechel.anglin@morganlewis.com
stephanie.schuster@morganlewis.com
-- and --
George N Davies, Esq.
Glen M Connor, Esq.
QUINN CONNOR WEAVER DAVIES & ROUCO LLP
Two North Twentieth
2 - 20th Street North, Suite 930
Birmingham, AL 35203
Tel: (205)870-9989
Fax: (205)803-4143
-- and --
John R Mooney, Esq.
Paul A Green, Esq.
MOONEY GREEN SAINDON MURPHY & WELCH
1920 L Street, NW Suite 400
Washington, DC 20036
Tel: (202)783-0010
Fax: (202)783-6088
Email: jmooney@mooneygreen.com
pgreen@mooneygreen.com
Walter Energy Inc. is represented by:
Ann K Young, Esq.
Kelley A Cornish, Esq.
Michael S Rudnick, Esq.
Stephen J Shimshak, Esq.
Robert N Kravitz, Esq.
PAUL WEISS RIFKIND WHARTON & GARRISON
1285 Avenue of the Americas
New York, NY 10019-6064
Tel: (212)373-3000
Fax: (212)757-3990
Email: ayoung@paulweiss.com
kcornish@paulweiss.com
mrudnick@paulweiss.com
sshimshak@paulweiss.com
rkravitz@paulweiss.com
-- and --
Claudia R Tobler, Esq.
PAUL WEISS RIFKIND WHARTON & GARRISON
2001 K Street, NW
Washington, DC 20006-1047
Tel: (202)223-7300
Fax: (202)223-7420
Email: ctobler@paulweiss.com
-- and --
Cathleen Curran Moore, Esq.
Diane Meyers, Esq.
James B Bailey, Esq.
Jay R Bender, Esq.
John Patrick Darby, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
One Federal Place
1819 Fifth Avenue North
Birmingham, AL 35203
Tel: (205)521-8000
Fax: (205)521-8800
Email: ccmoore@babc.com
jbailey@babc.com
jbender@babc.com
-- and --
Scott B Smith, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
200 Clinton Avenue West Suite 900
Huntsville, AL 35801-4900
Tel: (256)517-5100
Fax: (256)517-5200
Email: ssmith@babc.com
-- and --
Jayna Partain Lamar, Esq.
Robert K Ozols, Esq.
MAYNARD COOPER & GALE PC
1901 Sixth Avenue North
Regions Harbert Plaza, Suite 2400
Birmingham, AL 35203
Tel: (205)254-1000
Fax: (205)254-1999
Email: jlamar@maynardcooper.com
About Walter Energy
Walter Energy, Inc. -- http://www.walterenergy.com/-- is a
metallurgical coal producer for the global steel industry with
strategic access to steel producers in Europe, Asia and South
America. The Company also produces thermal coal, anthracite,
metallurgical coke and coal bed methane gas, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy and its affiliates sought Chapter 11 protection
(Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama
on July 15, 2015, after signing a restructuring support agreement
with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total
debt of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; PJT Partners LP serves as
investment banker, replacing Blackstone Advisory Services, L.P.;
AlixPartners, LLP, as financial advisor, and Kurtzman Carson
Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders -- Steering Committee -- retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WESTMORELAND COAL: Incurs $203 Million Net Loss in 2015
-------------------------------------------------------
Westmoreland Coal Company filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
applicable to common shareholders of $203.31 million on $1.41
billion of revenues for the year ended Dec. 31, 2015, compared to a
net loss applicable to common shareholders of $173.11 million on
$1.11 billion of revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Westmoreland Coal had $1.50 billion in total
assets, $2.10 billion in total liabilities and a total deficit of
$601.88 million.
"We produced solid operational results and continued to generate
meaningful cash from our core business in 2015, which is a
testament to the strength of our differentiated business model,"
said Kevin Paprzycki, Westmoreland's chief executive officer. "2015
was a transitional year for our business as we concentrated our
efforts towards integrating our recent acquisitions and executing
the new MLP strategy. Our focus shifts in 2016 towards maximizing
cash generation from our unique mine mouth business model, and we
anticipate delivering shareholder value by strategically paying off
debt and strengthening our balance sheet."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/Xfs5iW
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the
company's proposed new $300 million First Lien Term Loan, the TCR
reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the company will
be break-even to modestly free cash flow positive over the same
time period.
WESTMORELAND RESOURCE: Had $33M Loss in 2015, Warns of Bankruptcy
-----------------------------------------------------------------
Westmoreland Resource Partners, LP (successor) filed with the
Securities and Exchange Commission its annual report on Form 10-K
disclosing a net loss of $33.68 million on $384.70 million of total
revenues for the year ended Dec. 31, 2015. The Company (successor)
reported a net loss of $4.40 million on $0 of total revenues for
the period of Dec. 31, 2014.
For the period from Jan. 1 through Dec. 31, 2014, Oxford Resource
Partners, LP (predecessor) reported a net loss of $24.15 million on
$322.26 million of total revenues compared to a net loss of $23.70
million on $346.76 million of total revenues for the year ended
Dec. 31, 2013.
As of Dec. 31, 2015, Westmoreland Resource (successor) had $425.29
million in total assets, $412.13 million in total liabilities and
$13.15 million in total capital.
On Dec. 31, 2014, Westmoreland Resource's general partner was
acquired by Westmoreland Coal Company and the Company's executive
offices were moved to Englewood, Colorado.
Westmoreland Coal Company's cost of acquiring Westmoreland
Resource's GP has been pushed-down to establish a new accounting
basis for the Company. Accordingly, the accompanying consolidated
financial statements are presented for two periods, Predecessor and
Successor, which relate to the accounting periods preceding and
succeeding the completion of the acquisition.
The Company has a substantial amount of indebtedness. At Dec. 31,
2015, it had a total outstanding indebtedness of $299.2 million
under its 2014 Financing Agreement.
"If our operating results are not sufficient to service our current
or future indebtedness, we will be forced to take actions such as
reducing or delaying our business activities, acquisitions,
investments and/or capital expenditures, selling assets,
restructuring or refinancing our indebtedness, or seeking
additional equity capital or bankruptcy protection," the Company
warns in the report.
Conference Call
WMLP conducted a joint earnings conference call with its parent,
Westmoreland Coal Company, which owns 93.9% of WMLP, for financial
analysts and investors on March 8, 2016, to discuss the
Partnership's financial and operating results for the fourth
quarter and fiscal year 2015 ended Dec. 31, 2015.
At the conference, Mr. Kevin Paprzycki, chief executive officer of
Westmoreland Coal Company, said: "2015 proved to be a challenging
year. Lower coal and power prices, mild weather and unexpected
customer outages all presented meaningful headwinds. Still, our
2015 numbers benefited from solid operational performance, which
led us to record, record tonnage, revenue and adjusted EBITDA."
He continued, "Based on our cost position, we feel pretty confident
where we sit across all our operations even with current
natural gas prices. Our customers, TransCanada not being in that
group, have given us confidence in our positions on both sides of
the border. Perhaps most importantly, current low power price
levels make it very difficult to invest in any type of replacement
power while generating a solid return. The markets we serve
also have increasing power demands and when you factor all that in,
we see our assets running for the long-term."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/MFgVTh
About Westmoreland Resource
Oxford Resource Partners, LP, now known as Westmoreland Resource
Partners, LP, is a producer of high value steam coal, and is the
largest producer of surface mined coal in Ohio.
WINDSTREAM SERVICES: Fitch Cuts Issuer Default Rating to 'BB-'
--------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating (IDR) to
'BB-' from 'BB' for Windstream Services, LLC (Windstream) and its
subsidiaries.
Fitch has also downgraded and withdrawn the IDR at Windstream's
subsidiary, PAETEC Holding Corp., following the repayment of its
outstanding debt.
Fitch has assigned a 'BB+/RR1' rating to Windstream's $400 million
senior secured Term Loan B due 2021. Proceeds from the issuance
will be used to fund a tender for up to $350 million of the
company's 7.875% senior unsecured notes due 2017. Windstream is a
wholly-owned subsidiary of Windstream Holdings, Inc. (NASDAQ: WIN).
The Rating Outlook is Stable. A full list of rating actions follows
at the end of this release.
The downgrade stems from Fitch's expectations that Windstream will
be above Fitch's revised total adjusted debt/EBITDAR threshold for
the 'BB' rating category. Fitch has revised its rating
sensitivities for Windstream and other wireline-only operators to
reflect the continued secular effects of competition, which, in
turn, has led to continued delays in the return to revenue and
EBITDA stability. For Windstream, Fitch's previous base case
reflected EBITDAR to return to growth in 2017; the current case
reflects 2018. Similarly, Fitch previously expected revenue growth
to turn positive after 2016; the current base case reflects
revenues to return to growth in 2019.
Fitch had previously indicated total adjusted debt/EBITDAR that
exceeded 5.5x would lead to a negative rating action at the 'BB'
IDR level. This metric has been revised to 5.25x, and Fitch expects
Windstream to be above this level through at 2017, thus leading to
the downgrade. In calculating total adjusted debt, Fitch applies an
8x multiple to the sum of the annual rental payment to
Communications Sales and Leasing, (CSAL) plus other rental expense.
KEY RATING DRIVERS
Revenue Mix Changes: Windstream derives approximately 66% of
revenue from enterprise services, consumer high-speed internet
services and its carrier customers (core and wholesale), which all
have growing or stable prospects. Certain legacy revenues remain
pressured, but revenues should stabilize as they dwindle in the
mix.
Near-Term Pressures: Windstream experienced a nominal 0.5% decline
in service revenue in 2015, mainly due to voice services declines,
pressure on its wireless TDM revenues and lower small business CLEC
revenues.
Leverage: Fitch expects 2016 total adjusted debt/EBITDAR to be
approximately 5.7x in 2016, and approximately 5.5x in 2017. Fitch
has assumed the remaining stake in CSAL will be sold in 2017; if
the stake is sold in 2016, the adjusted leverage metric for 2016
could be less than Fitch's 5.7x estimate but would result in little
change to the 2017 estimate.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for the issuer
include:
-- In 2016, Fitch has assumed service revenues will approximate
the mid-point of Windstream's guidance of $5.275 billion to
$5.425 billion. In 2017, Fitch has assumed revenues decline in
the 1% to 2% range, with revenues flat in 2018.
-- 2016 and 2017 EBITDA margins, including the annual rental
payment as an operating expense, are in the 23% to 24% range.
-- In 2016, capital spending per company guidance and including
$200 million for Project Excel ranges from $1 billion to $1.05
billion. Cash taxes are not expected to be material. Capital
intensity in 2017 is expected to be in the 15% to 16% range,
and includes Connect America Fund II spending.
RATING SENSITIVITIES
Positive Trigger: A positive action could occur if total adjusted
debt/EBITDAR, which will be used as the primary metric, is
sustainable under 5.25x. Additionally, revenues and EBITDA would
need to stabilize or demonstrate a return to growth on a sustained
basis.
Negative Trigger: A negative rating action could occur if total
adjusted debt/EBITDAR is 5.75x or higher for a sustained period, or
if competitive and business conditions were such that the company
no longer makes progress toward revenue and EBITDA stability.
LIQUIDITY
Improved Maturity Profile: The term loan is expected to further
reduce Windstream's 2017 senior unsecure debt maturities. At
yearend 2015, Windstream had $904 million outstanding in 2017
maturities, and further reduced this amount by $94 million using
revolver borrowings. The $350 million tender offer will further
reduce the 2017 maturities to $461 million on a pro forma basis.
Fitch believes Windstream will have the flexibility to reduce this
amount via revolver borrowings. In addition, liquidity will be
provided by the monetization of the remaining stake in CSAL.
Current market values of the stake are above the fair market value
of $549 million at yearend 2015. There are no major maturities in
2018.
Liquidity Solid: Supporting the rating is the liquidity provided by
Windstream's $1.25 billion revolving credit facility. At Dec. 31,
2015, approximately $927 million was available. The revolver
availability was supplemented with $31 million in cash at yearend
2015.
Credit Facility: The $1.25 billion senior secured revolving credit
facility is in place until April 2020. Principal financial
covenants in Windstream's secured credit facilities require a
minimum interest coverage ratio of 2.75x and a maximum leverage
ratio of 4.5x. The dividend is limited to the sum of excess FCF and
net cash equity issuance proceeds subject to pro forma leverage of
4.5x or less.
In 2015, Fitch expects post-dividend FCF to range from a negative
$150 million to negative $200 million, including expected spending
of $200 million on Windstream's Project Excel.
FULL LIST OF RATING ACTIONS
Fitch has downgraded the following ratings:
Windstream Services, LLC
-- Long-term IDR to 'BB-' from 'BB';
-- $1.25 billion senior secured revolving credit facility due
2020 to 'BB+/RR1' from 'BBB-/RR1';
-- $578 million senior secured credit facility, Tranche B5 due
2019 to 'BB+/RR1' from 'BBB-/RR1';
-- Senior unsecured notes to 'BB-/RR4' from 'BB/RR4'.
Windstream Holdings of the Midwest
-- Long-term IDR to 'BB-' from 'BB';
-- $100 million secured notes due 2028 to 'BB-/RR4' from
'BB/RR4'.
Fitch has downgraded and withdrawn the following ratings:
PAETEC Holding Corp. (PAETEC)
-- Long-term IDR to 'BB-' from 'BB' and withdrawn.
Fitch has assigned the following ratings:
Windstream Services, LLC
-- $400 million senior secured credit facility, Tranche B due
2021 rated 'BB+/RR1'.
YELLOW CAB: Fights Injured Attorney's $26 Million Jury Verdict
--------------------------------------------------------------
Jessica Corso at Bankruptcy Law360 reported that a Chicago cab
company challenged the $26 million jury verdict that catapulted it
into bankruptcy, telling an Illinois appeals court on March 3,
2016, the company did not own the cab that left a real estate
attorney unable to do his job following a 2005 crash. Yellow Cab
Affiliation Inc. said it was never allowed to introduce into
evidence sections of the Chicago Municipal Code that would have
proven the company was merely following the law when it allowed
Cornelius Ezeagu to paint its logo on the side of his car. The
evidence would have underscored the company’s point that Ezeagu
was an independent driver when he crashed into a concrete barrier
on a Chicago highway in 2005 with Marc Jacobs, at the time a
partner at Barack Ferrazzano Kirschbaum & Nagelberg LLP, in the
back seat.
The Jacobs are represented by Timothy Tomasik and Patrick Giese of
Tomasik Kotin Kasserman LLC and Robert Clifford of Clifford Law
Offices. Yellow Cab is represented by Richard Godfrey, R.
Christopher Heck and Catherine Fitzpatrick of Kirkland & Ellis LLP
and Steven Bonanno, Carton Fisher and Anne Couyoumjian of Hinshaw &
Culbertson LLP. Ezeagu is represented by Kevin Butler, Cornelius
McKnight, Stanley Kitzinger, Matthew Karlsgodt and Joanne Krol of
McKnight Kitzinger McCarty Pravdic LLC. The cases are Jacobs et
al. v. Yellow Cab Affiliation Inc et al., case numbers 15-1107 and
15-1718, in the Illinois Appellate Court, First District, Fourth
Division.
About Yellow Cab Affiliation
Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March
18, 2015. The petition was signed by Michael Levine, president.
Bankruptcy Judge Hon. Carol A. Doyle presides over the case.
Matthew T. Gensburg, Esq., and Martin S Kedziora, Esq., at
Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in
its restructuring effort.
The Debtor estimated assets at $1 million to $10 million and debt
of $10 million to $50 million.
[*] Business Development Companies Face Challenges, Moody's Says
----------------------------------------------------------------
Business Development Companies (BDCs) -- public, closed-end
investment companies which primarily lend to speculative-grade
private companies -- have proliferated in recent years as robust
M&A markets, abundant liquidity and tighter regulation of
commercial banks opened growth opportunities in leveraged lending.
"BDCs' rise to prominence over the past several years and their
strong financial performance were tied to benign credit conditions
and abundant liquidity," said Moody's Investors Service Analyst
Anna Sherbakova.
Moody's believes that BDCs' risk of default from the breach of
their regulatory capital requirement, which is included as a
covenant in their bank credit facilities, has recently increased
due to their reduced capital buffers. This equity erosion was
driven by markdowns and realized losses on BDCs' assets due to the
decline in commodity prices and overall credit weakness in the
high-yield market, as well as due to dividend payout ratios in
excess of 100%.
In a new report, Moody's discusses key credit risks of BDCs that
would lead to a capital shortfall and potentially a default, as
well as challenges that BDCs face in curing the shortfall due to
their limited financial flexibility. "While BDCs maintain strong
capital levels to buffer the volatility of their illiquid and
levered assets, the inherent limitations of their business model
give them fewer levers to pull in order to resolve a capital
shortfall and potentially a default," said Moody's Analyst Anna
Sherbakova.
Due to their classification as Regulated Investment Companies, BDCs
are required to distribute at least 90% of their earnings, which
prevents accumulation of capital through retained earnings. BDCs
are also restricted from issuing equity when their shares are
trading below net asset value, which has been the case for most
BDCs since early 2014. Moody's noted that as the M&A boom has
slowed, BDCs have largely stopped issuing equity and curtailed
their growth, demonstrating the limited financial flexibility of
their business model.
"Besides new equity offerings, BDCs are restricted in funding new
originations by the regulatory Asset Coverage Ratio and the need to
maintain a buffer relative to it, which limits their ability to
issue debt," said Sherbakova. "That means BDCs looking to make new
investments will need to tap into their portfolio realizations for
funding."
[*] Fried Frank Elects 10 New Partners, Promotes 8 Special Counsel
------------------------------------------------------------------
Fried, Frank, Harris, Shriver & Jacobson LLP on March 14 disclosed
that it has elected ten new partners and promoted eight new special
counsel, effective March 1, 2016.
"Fried Frank is committed to attracting, developing and retaining
the best lawyers, and we are very proud of our new partners and
special counsel," said David Greenwald, chairman of Fried Frank.
"Their strong legal skills and consistent delivery of outstanding
client service will serve our clients well, as we help navigate
their most challenging and sophisticated matters."
The following lawyers were elected partners:
Zachary Bernstein is a partner in the Real Estate Department,
resident in New York. Mr. Bernstein represents owners and
developers in real estate development and land use matters. He
received a BA from Cornell University and JD from Fordham
University School of Law.
Gerald H. Brown, Jr. is a partner in the Corporate Department and
the Asset Management Practice, resident in New York. Mr. Brown's
practice focuses on private equity fund formation. He received a
BS from Elizabethtown College and a JD from New York Law School.
Andrea Gede-Lange is a partner in the Corporate Department and the
Mergers and Acquisitions and Private Equity Practice, resident in
New York. Ms. Gede-Lange concentrates her practice on private
equity transactions and mergers and acquisitions, representing both
private equity firms and public and private companies. She
received a BA from Mount Allison University and an MBA and JD from
McGill University. She also received her BCL and LLB from McGill
University.
Michael T. Gershberg is a partner in the Corporate Department and
the International Trade and Investment Practice, resident in
Washington, DC. Mr. Gershberg's practice focuses on the
representation of foreign and domestic clients regarding the
application of economic sanctions and export control laws and
regulations. He received a BA, magna cum laude, from Yale
University and a JD, cum laude, from Harvard Law School.
Adam Kaminsky is a partner in the Executive Compensation and
Employee Benefits Department, resident in Washington, DC.
Mr. Kaminsky focuses on executive compensation and employee
benefits matters in connection with mergers and acquisitions,
initial public offerings, spin-offs and other corporate
transactions. He also advises clients on executive employment
agreements; compensation, severance and change-in-control
arrangements; and related corporate governance and disclosure
matters. He received a BA from Queen's University, MA from
Syracuse University and a Bachelor of Laws from University of
British Columbia.
Randi Lally is a partner in the Corporate Department and the
Mergers and Acquisitions and Private Equity Practice, resident in
New York. Ms. Lally represents both private equity firms and
public and private companies in private equity transactions and
mergers and acquisitions; she also regularly advises investment
management clients on acquisitions and dispositions of interests in
hedge fund and private equity fund managers. She received a BS
from Lehigh University and JD from Benjamin N. Cardozo School of
Law.
Matthew Roose is a partner in the Bankruptcy and Restructuring
Department, resident in New York.
Mr. Roose represents debtors and official and unofficial creditors'
and equity committees in
chapter 11 cases and out-of-court restructurings; he also
represents significant creditors, lenders and third-party
purchasers in connection with chapter 11 cases and out-of-court
restructuring situations. He received a BA from Colgate University
and JD, cum laude, from Brooklyn Law School.
Steven Rudgayzer is a partner in the Corporate Department and the
Corporate Real Estate Practice, resident in New York.
Mr. Rudgayzer represents clients in a wide range of matters,
including complex joint venture transactions, acquisitions and
dispositions of real estate assets, preferred equity investments
and real estate fund formation. He received a BA, magna cum laude,
from New York University and a JD, cum laude, Order of the Coif,
from Benjamin N. Cardozo School of Law.
Peter B. Siroka is a partner in the Bankruptcy and Restructuring
Department, resident in New York. Mr. Siroka represents debtors
and official and unofficial creditors' committees in chapter 11
cases and out-of-court restructurings; he also represents
significant creditors, lenders and third-party purchasers in
connection with chapter 11 cases and out-of-court restructuring
situations. He received a BA, cum laude, from the University of
Massachusetts Amherst and a JD, cum laude, from Hofstra University
School of Law.
Jennifer A. Yashar is a partner in the Real Estate Department,
resident in New York. Ms. Yashar represents owners, developers and
financial institutions in a broad range of commercial real estate
transactions. She received a BA from Barnard College and a JD from
Harvard Law School.
The following lawyers were promoted to special counsel:
Ryan M. Bathie is special counsel in the Real Estate Department,
resident in New York.
Patrick Greeley is special counsel in the Corporate Department and
the Corporate Real Estate Practice, resident in New York.
Judy E. Kim is special counsel in the Corporate Department and the
Asset Management Practice, resident in New York.
Donna Mussio is special counsel in the Corporate Department and the
Environmental Practice, resident in New York.
Ryan S. Plasky is special counsel in the Corporate Department and
the Finance Practice, resident in Washington, DC.
Kenneth Rosenfeld is special counsel in the Tax Department,
resident in New York.
Michael Schneider is special counsel in the Corporate Department
and the Finance Practice, resident in New York.
Julia V. Smolyanskiy is special counsel in the Bankruptcy and
Restructuring Department, resident in New York.
About Fried Frank
Fried, Frank, Harris, Shriver & Jacobson LLP --
http://www.friedfrank.com-- advises the world's leading
corporations and financial institutions on their most critical
legal needs and business opportunities. The Firm's approximately
450 lawyers are based in North America and Europe.
[*] Roger Dobson and Katie Higgins Join Jones Day's Sydney Office
-----------------------------------------------------------------
Roger Dobson and Katie Higgins have joined Jones Day's Sydney
Office as partners in its Business Restructuring & Reorganization
Practice. Both arrive from the Sydney office of Henry Davis York,
where Mr. Dobson was head of that firm's banking, restructuring and
insolvency practice.
"We are pleased to welcome Roger and Katie to Jones Day," said
Chris Ahern, partner-in-charge of Australia and Japan. "Both have
strong reputations in restructuring and insolvency, an area of
increasing importance in the Asia-Pacific. Roger and Katie will
strengthen our skills in this area in the Asia-Pacific, a region
that will be adversely impacted by slower China growth and lower
commodity prices in the near term. As a single partnership, our
local restructuring lawyers will work closely with their partners
in the U.S. and Europe to deliver cross-border solutions on complex
restructurings and work-outs. On the heels of our opening in
Brisbane, Roger and Katie also reflect our commitment to building
an elite cross-practice capability throughout Australia with
market-leading lawyers who practice local law."
As one of the leading lawyers in his field, Mr. Dobson has worked
on many large, complex restructuring and insolvency matters in
Australia over the past decade, including Babcock & Brown,
FreightLink, Yellow Pages New Zealand, Nine Entertainment, Hastie
Group, I-MED, ABC Learning, and Allco Finance. In most of these
matters, he represented main banking syndicates, offshore funds
holding a substantial debt position, or, in the case of an
insolvency, the liquidator, administrator, or receiver. Mr. Dobson
has represented clients across a diverse range of industries,
including energy and resources, mining services, construction,
engineering services, media and communications, investment banking
and financial services, retail, manufacturing, and infrastructure.
Mr. Dobson earned his LLB with Honors from Adelaide University, and
his LLM from Columbia University.
"Roger and Katie are terrific restructuring lawyers and they are
arriving at an ideal time," said Paul Leake, global leader of Jones
Day's Business Restructuring & Reorganization Practice. "With
falling commodity prices, Australian firms in the resources sector
and beyond will continue to face significant stress and will likely
require restructuring assistance, whether in the form of
refinancings, recapitalizations, asset or business sales, or
otherwise. Roger and Katie not only have experience ideal for our
Australian clients with those needs, but also add to our
substantial global capabilities assisting clients facing and
investing in distressed situations all over the world."
Ms. Higgins has extensive experience with advising leading
Australian and international banks, funds, and financial
institutions on their exposure to distressed companies and special
situations investing. She is known for her commercially focused
and responsive advice on a range of complex matters such as high
profile social infrastructure PPPs, project finance, structured and
property transactions, and debt restructuring and workouts. Ms.
Higgins has acted for borrowers, financiers, and insolvency
practitioners; her clients have included high profile organizations
such as Westpac and NAB (both Big 4 Australian banks), Reed Group,
Reliance Rail, Sunshine Electricity, Centro Property Group, and
AllCo Finance Group. Ms. Higgins earned her BA and LLB with Honors
from the University of Sydney.
Jones Day has 43 offices in major centers of business and finance
throughout the world. Its unique governance system fosters an
unparalleled level of integration and contributes to its perennial
ranking as among the best in the world in client service. Jones
Day provides significant legal representation for almost half of
the Fortune 500, Fortune Global 500, and FT Global 500. Jones Day
has been operating in Australia since 1998 and its clien ts there
include leading Australian and multinational companies across a
range of industry sectors, including financial services, energy and
resources, pharmaceuticals and biotechnology, technology and
telecommunications, health care, agriculture, retail and consumer
goods, manufacturing, and chemicals.
[*] White & Case Adds Jan Andrusko as Partner in Prague
-------------------------------------------------------
White & Case LLP expanded its M&A capabilities in Central & Eastern
Europe with the addition of Jan Andrusko as a new partner in
Prague.
"White & Case has built a top tier corporate practice in Prague
with a particularly strong reputation for advising private equity
and financial sponsor clients and the infrastructure & energy
sector," said White & Case partner John Reiss, Global Head of the
Firm's Global Mergers & Acquisitions Practice. "Jan's arrival
builds on our market leading position in the Czech Republic and
expands our capabilities in the CEE more broadly."
The addition of Andrusko, who joins the Global Mergers &
Acquisitions Practice, supports the firm's strategic focus on
profitable growth in M&A. His broad practice embraces mergers and
acquisitions, restructuring, general corporate matters, capital
markets and securities, media law, dispute resolution and
international arbitration, with a particular focus on technology,
media & telecoms, private equity and infrastructure & energy. As
well as experience in private practice, Andrusko was chief
executive officer and executive director of Nova Group, a leading
TV and media group in the Czech Republic, between 2011 and 2013. He
joins White & Case from Czech law firm Kotrlík Bourgeault
Andrusko, where he was a founder and managing partner, and brings
more than 20 years of experience.
"Jan is a very senior lawyer and highly respected figure in the
Czech business community whose broad experience, legal capabilities
and leadership qualities will be valuable assets to White & Case,"
said partner Jan Matejcek, Regional Section Head, M&A/Corporate.
"Our corporate practice in the CEE has a particular focus on the
private equity, infrastructure & energy and TMT sectors, and Jan's
knowledge of all three at both the domestic and regional level is
an ideal fit."
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Stacey Anne Anstead
Bankr. N.D. Cal. Case No. 16-50530
Chapter 11 Petition filed February 25, 2016
Filed Pro Se
In re Julio L Jimenez
Bankr. D. Nev. Case No. 16-10892
Chapter 11 Petition filed February 25, 2016
represented by: Michael J. Harker, Esq.
E-mail: notices@harkerlawfirm.com
In re Larry K Heggerness
Bankr. W.D. Wash. Case No. 16-10964
Chapter 11 Petition filed February 25, 2016
represented by: David Carl Hill, Esq.
LAW OFFICE OF DAVID CARL HILL
E-mail: bankruptcy@hilllaw.com
In re Superior Automotive Engineering, LLC
Bankr. C.D. Cal. Case No. 16-10783
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/cacb16-10783.pdf
represented by: Leonard W Stitz, Esq.
LAW OFFICES OF LEONARD W. STITZ
E-mail: lenny@lennystitz.com
In re William John Trejo
Bankr. C.D. Cal.Case No. 16-12365
Chapter 11 Petition filed February 26, 2016
represented by: Michael S Kogan, Esq.
KOGAN LAW FIRM APC
E-mail: mkogan@koganlawfirm.com
In re Raymond A Hurm
Bankr. S.D. Cal. Case No. 16-00953
Chapter 11 Petition filed February 26, 2016
represented by: Gregory Highnote, Esq.
BANKRUPTCY LEGAL GROUP
E-mail: Greg@BankruptcySD.com
In re Ms. Manners Childcare, Inc.
Bankr. M.D. Fla. Case No. 16-01618
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/flmb16-01618.pdf
represented by: James D. Jackman, Esq.
JAMES D. JACKMAN PA
E-mail: jackmanesq@aol.com
In re Steven Janjic
Bankr. S.D. Fla. Case No. 16-12719
Chapter 11 Petition filed February 26, 2016
In re Geralex, Inc.
Bankr. N.D. Ill. Case No. 16-06479
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/ilnb16-06479.pdf
represented by: William J Factor, Esq.
THE LAW OFFICE OF WILLIAM J. FACTOR, LTD
E-mail: wfactor@wfactorlaw.com
In re Al Huda Properties, LLC
Bankr. E.D. Mich. Case No. 16-42678
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/mieb16-42678.pdf
represented by: David I. Goldstein, Esq.
WASHTENAW LEGAL CENTER, PC
E-mail: dstinger2684@sbcglobal.net
In re Ricky D. Williamson and Cindy M. Williamson
Bankr. N.D. Miss. Case No. 16-10672
Chapter 11 Petition filed February 26, 2016
In re Nisha Skin Care A European Spa Inc.
Bankr. D.N.J. Case No. 16-13415
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/njb16-13415.pdf
represented by: Leonard S. Singer, Esq.
ZAZELLA & SINGER, ESQS.
E-mail: zsbankruptcy@gmail.com
In re Bemus Point Golf Club, Inc.
Bankr. W.D.N.Y. Case No. 16-10346
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/nySb16-10346.pdf
represented by: Arthur G. Baumeister, Jr., Esq.
AMIGONE, SANCHEZ, ET AL
E-mail: abaumeister@amigonesanchez.com
In re Dareco Capital Investments, LLC
Bankr. N.D. Tex. Case No. 16-30782
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/txnb16-30782.pdf
represented by: Joe B. Abbey, Esq.
LAW OFFICE OF JOE B. ABBEY
E-mail: joe.abbey@glgt.com
In re Cleo Healthcare Services Inc.
Bankr. S.D. Tex. Case No. 16-30981
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/txsb16-30981.pdf
represented by: Rolfe W Goode, Esq.
LAW OFFICES OF ROLFE W. GOODE
E-mail: rwgoode5396@aol.com
In re Sai Krupa, Inc.
Bankr. S.D. Tex. Case No. 16-70087
Chapter 11 Petition filed February 26, 2016
See http://bankrupt.com/misc/txsb16-70087.pdf
represented by: Marcos Demetrio Oliva, Esq.
MARCOS D. OLIVA, PC
E-mail: marcos@olivalawfirm.com
In re Jon Charles Holloway and Amy Elizabeth Bisson Holloway
Bankr. E.D. Cal. Case No. 16-21121
Chapter 11 Petition filed February 26, 2016
represented by: Matthew R. Eason, Esq.
In re Arax Baghdassarians
Bankr. C.D. Cal. Case No. 16-12447
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/cacb16-12447.pdf
represented by: Vakhe Khodzhayan, Esq.
KG LAW
E-mail: vahe@lawyer.com
In re George Elias Rizk
Bankr. C.D. Cal. Case No. 16-12455
Chapter 11 Petition filed February 29, 2016
represented by: Steven R Fox, Esq.
E-mail: emails@foxlaw.com
In re St Luke Baptist Church
Bankr. C.D. Cal. Case No. 16-12468
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/cacb16-12468.pdf
represented by: Michele A Dobson, Esq.
LAW OFFICES OF MICHELE A DOBSON
E-mail: longbeachesq@gmail.com
In re Nicole Wright
Bankr. D. Conn. Case No. 16-50289
Chapter 11 Petition filed February 29, 2016
In re Scorpion Medical Inc.
Bankr. M.D. Fla. Case No. 16-00737
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/flmb16-00737.pdf
represented by: Jon Polenberg, Esq.
POLENBERG COOPER, PLLC
E-mail: jpolenberg@polenbergcooper.com
In re Marion Schano
Bankr. S.D. Fla. Case No. 16-12779
Chapter 11 Petition filed February 29, 2016
In re Hill Family Farm, LLC
Bankr. M.D. Ga. Case No. 16-40176
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/gamb16-40176.pdf
represented by: Wesley J. Boyer, Esq.
KATZ, FLATAU, POPSON AND BOYER, LLP
E-mail: wjboyer_2000@yahoo.com
In re DaCara S Brown
Bankr. S.D. Ga. Case No. 16-10336
Chapter 11 Petition filed February 29, 2016
In re Jerry Alvin Sweat
Bankr. S.D. Ga. Case No. 16-50132
Chapter 11 Petition filed February 29, 2016
In re Sun Structure Designs, Inc.
Bankr. C.D. Ill. Case No. 16-90180
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/ilcb16-90180.pdf
represented by: Brett Kepley, Esq.
O’Byrne, Stanko, Kepley & Jefferson, PC
E-mail: bakepley@rosklaw.com
In re Edward Zawilla
Bankr. N.D. Ill. Case No. 16-06893
Chapter 11 Petition filed February 29, 2016
Represented by: David P Leibowitz, Esq.
LEIBOWITZ LAW CENTER
E-mail: dleibowitz@lakelaw.com
In re John Yurkovich Auto Sales, Inc.
Bankr. E.D. Mich. Case No. 16-42857
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/mieb16-42857.pdf
represented by: Ethan D. Dunn, Esq.
MAXWELL DUNN, PLC
E-mail: bankruptcy@maxwelldunnlaw.com
In re Gemini Property Management, LLC
Bankr. N.D.N.Y. Case No. 16-10331
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/nynb16-10331.pdf
represented by: Robert J. Rock, Esq.
TULLY RINCKEY PLLC
E-mail: rrock@1888law4life.com
In re Ravi Sabharwal
Bankr. W.D.N.Y. Case No. 16-10362
Chapter 11 Petition filed February 29, 2016
In re Richard A. Singer and Mary C. Singer
Bankr. W.D.N.Y. Case No. 16-10368
Chapter 11 Petition filed February 29, 2016
In re Marshall Co. Radio Corporation
Bankr. M.D. Tenn. Case No. 16-01403
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/tneb16-01403.pdf
represented by: Steven L. Lefkovitz, Esq.
LAW OFFICES LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.com
In re Charles E Walker
Bankr. W.D. Tenn. Case No. 16-10413
Chapter 11 Petition filed February 29, 2016
In re REO Holdings, LLC
Bankr. W.D. Tenn. Case No. 16-10414
Chapter 11 Petition filed February 29, 2016
See http://bankrupt.com/misc/tnwb16-10414.pdf
represented by: Thomas Harold Strawn Jr., Esq.
STRAWN & EDWARDS, PLLC
E-mail: tstrawn42@bellsouth.net
In re Heath D Hedden
Bankr. N.D. Tex. Case No. 16-30849
Chapter 11 Petition filed February 29, 2016
In re Debra Cabella
Bankr. S.D. Tex. Case No. 16-31124
Chapter 11 Petition filed February 29, 2016
In re Carlos A. De La Garza, Jr. and Janice B. De La Garza
Bankr. W.D. Tex. Case No. 16-50471
Chapter 11 Petition filed February 29, 2016
In re Lucee's, LLC
Bankr. E.D. Va. Case No. 16-30924
Chapter 11 Petition filed February 29, 2016
Filed Pro Se
In re Marion S Lewis and Catherine J Lewis
Bankr. D. Md. Case No. 16-12541
Chapter 11 Petition filed March 1, 2016
In re Felipe Pichardo
Bankr. C.D. Cal. Case No. 16-10864
Chapter 11 Petition filed March 1, 2016
Represented by: Michael Avanesian, Esq.
AVANESIAN LAW FIRM
E-mail: michael@avanesianlaw.com
In re Scion Capital Holdings, LLC
Bankr. C.D. Cal. Case No. 16-11807
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/cacb16-11807.pdf
represented by: Michael Avanesian, Esq.
AVANESIAN LAW FIRM
E-mail: michael@avanesianlaw.com
In re Paul Christensen
Bankr. N.D. Cal. Case No. 16-10147
Chapter 11 Petition filed March 1, 2016
represented by: Peter L. Kutrubes, Esq.
LAW OFFICES OF PETER L. KUTRUBES
E-mail: Kutrubes-group2@kutrubeslaw.com
In re Abcon Environmental, Inc.
Bankr. D. Conn. Case No. 16-30297
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/ctb16-30297.pdf
represented by: Peter L. Ressler, Esq.
GROOB RESSLER & MULQUEEN
E-mail: ressmul@yahoo.com
In re Sukhna Lake, LLC
Bankr. M.D. Fla. Case No. 16-01293
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/flmb16-01293.pdf
filed Pro Se
In re MM Shows, LLC dba Celebrity Sports
Bankr. M.D. Fla. Case No. 16-12962
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/flsb16-12962.pdf
represented by: Brian S Behar, Esq.
BEHAR, GUTT & GLAZER, PA
E-mail: bsb@bgglaw.net
In re Law Offices of Sunilda E Casilla, PA
Bankr. S.D. Fla. Case No. 16-12977
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/flsb16-12977.pdf
represented by: Sunilda E. Casill, Esq.
LAW OFFICES OF SUNILDA E CASILLA, PA
E-mail: scasillaesq@yahoo.com
In re Sean McGregor Coutts
Bankr. S.D. Fla. Case No. 16-12988
Chapter 11 Petition filed March 1, 2016
In re Marion S Lewis and Catherine J Lewis
Bankr. D. Md. Case No. 16-12541
Chapter 11 Petition filed March 1, 2016
In re Glenn Allen Wilson
Bankr. E.D. Mich. Case No. 16-20345
Chapter 11 Petition filed March 1, 2016
In re Rockford Insurance Agency LLC
Bankr. W.D. Mich. Case No. 16-01034
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/miwb16-01034.pdf
represented by: Perry G. Pastula, Esq.
DUNN SCHOUTEN & SNOAP PC
E-mail: bankruptcy@dunnsslaw.com
In re KGC Homeowners, Inc.
Bankr. E.D.N.C. Case No. 16-01062
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/nceb16-01062.pdf
represented by: Trawick H Stubbs Jr., Esq.
STUBBS & PERDUE, PA
E-mail: efile@stubbsperdue.com
In re Ronald J. Raslowsky
Bankr. D.N.J. Case No. 16-13754
Chapter 11 Petition filed March 1, 2016
In re 14 Berlin Road LLC
Bankr. D.N.J. Case No. 16-13763
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/njb16-13763.pdf
represented by: Barry J Beran, Esq.
BERAN & BERAN
E-mail: Beranandblaw@aol.com
In re Me Bars and Restaurants LLC
Bankr. D.P.R. Case No. 16-01663
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/prb16-01663.pdf
represented by: Modesto Bigas Mendez, Esq.
BIGAS & BIGAS
E-mail: modestobigas@yahoo.com
In re Sierra Restaurant Corp
Bankr. D.P.R. Case No. 16-01668
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/prb16-01668.pdf
represented by: Gerardo L Santiago Puig, Esq.
GSP Law, Inc.
E-mail: gsantiagopuig@gmail.com
In re Edwin Wadhams, LLC
Bankr. D.R.I. Case No. 16-10351
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/rib16-10351.pdf
represented by: Kevin D. Heitke, Esq.
HEITKE LAW OFFICE, LLC
Email: kdh@hlori.com
In re Keeton Healthcare Services, Inc.
Bankr. S.D. Tex. Case No. 16-31165
Chapter 11 Petition filed March 1, 2016
See http://bankrupt.com/misc/txsb16-31165.pdf
represented by: Nelson M Jones III, Esq.
LAW OFFICE OF NELSON M. JONES III
E-mail: njoneslawfirm@aol.com
In re Jacob Scott Satterfield
Bankr. D. Utah Case No. 16-21438
Chapter 11 Petition filed March 1, 2016
In re Enrestoration, Inc.
Bankr. N.D. Ala. Case No. 16-40367
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/alnb16-40367.pdf
represented by: C Taylor Crockett, Esq.
C. TAYLOR CROCKETT, PC
E-mail: taylor@taylorcrockett.com
In re New Life Irr Trust
Bankr. E.D. Cal. Case No. 16-21293
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/caeb16-21293.pdf
filed Pro Se
In re Frank Alexander Ballinger
Bankr. S.D. Fla. Case No. 16-13022
Chapter 11 Petition filed March 2, 2016
represented by: Aaron A Wernick, Esq.
E-mail: awernick@furrcohen.com
In re Ernette V. Martin
Bankr. S.D. Fla. Case No. 16-13031
Chapter 11 Petition filed March 2, 2016
represented by: Chad T Van Horn, Esq.
E-mail: Chad@cvhlawgroup.com
In re Transportation Specialist Group, Inc.
Bankr. S.D. Fla. Case No. 16-13048
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/flsb16-13048.pdf
represented by: Stan Riskin, Esq.
ADVANTAGE LAW GROUP, PA
E-mail: stan.riskin@gmail.com
In re Mt. Yonah Lumber Co.
Bankr. N.D. Ga. Case No. 16-20444
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/ganb16-20444.pdf
represented by: Charles N. Kelley Jr., Esq.
CUMMINGS & KELLEY PC
E-mail: ckelley@cummingskelley.com
In re C & D Properties of Missouri LLC
Bankr. W.D. Mo. Case No. 16-40525
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/mowb16-40525.pdf
represented by: George J. Thomas, Esq.
PHILLIPS & THOMAS LLC
E-mail: geojthomas@gmail.com
In re Bernard Nicholas Strunk
Bankr. D.N.M. Case No. 16-10482
Chapter 11 Petition filed March 2, 2016
Represented by: Gerald R Velarde, Esq.
E-mail: velardepc@hotmail.com
In re Dora L Chichilla
Bankr. D. Nev. Case No. 16-11054
Chapter 11 Petition filed March 2, 2016
represented by: Michael J. Harker, Esq.
E-mail: notices@harkerlawfirm.com
In re John J Sanders
Bankr. D. Nev. Case No. 16-11071
Chapter 11 Petition filed March 2, 2016
represented by: David A Riggi, Esq.
E-mail: darnvbk@gmail.com
In re Greene Avenue Realty 2014 LLC
Bankr. E.D.N.Y. Case No. 16-40848
Chapter 11 Petition filed March 2, 2016
Filed Pro Se
In re Ronald Lee Heacock
Bankr. M.D. Tenn. Case No. 16-01488
Chapter 11 Petition filed March 2, 2016
represented by: Steven L. Lefkovitz, Esq.
LAW OFFICES LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.com
In re Sunset Crest Manor LLC
Bankr. E.D. Va. Case No. 16-10743
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/vaeb16-10743.pdf
represented by: Bennett A. Brown, Esq.
THE LAW OFFICE OF BENNETT A. BROWN
E-mail: bennett@pcgalaxy.com
In re Alan D Wahlstrom
Bankr. E.D Va. Case No. 16-10749
Chapter 11 Petition filed March 2, 2016
represented by: Nathan A. Fisher, Esq.
E-mail: Fbarsad@cs.com
In re Thanh Cao-Dac
Bankr. E.D. Va. Case No. 16-10751
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/vaeb16-10751.pdf
In re Leonard L. Castilone
Bankr. W.D.N.Y. Case No. 16-10391
Chapter 11 Petition filed March 2, 2016
In re Air Sub Corp
Bankr. D.P.R. Case No. 16-01709
Chapter 11 Petition filed March 2, 2016
See http://bankrupt.com/misc/prb16-01709.pdf
represented by: Nilda M. Gonzalez Cordero, Esq.
GONZALEZ CORDERO LAW OFFICES
E-mail: ngonzalezc@ngclawpr.com
In re Hogan Manufacturing, LLC
Bankr. D. Ariz. Case No. 16-02037
Chapter 11 Petition filed March 3, 2016
See http://bankrupt.com/misc/azb16-02037.pdf
represented by: Kenneth L Neeley, Esq.
NEELEY LAW FIRM, PLC
E-mail: ecf@neeleylaw.com
In re Dennis Edward Burgo
Bankr. M.D. Fla. Case No. 16-01849
Chapter 11 Petition filed March 3, 2016
In re Richard C. Williamson
Bankr. W.D. Mich. Case No. 16-01097
Chapter 11 Petition filed March 3, 2016
In re Steven E. Leydig, Sr. and Betty D. Leydig
Bankr. W.D. Penn. Case No. 16-70153
Chapter 11 Petition filed March 3, 2016
In re Global Fitness Solution, Inc.
Bankr. D.P.R. Case No. 16-01721
Chapter 11 Petition filed March 3, 2016
See http://bankrupt.com/misc/prb16-01721.pdf
represented by: EMILY DARICE DAVILA RIVERA, Esq.
LAW OFFICE EMILY D DAVILA RIVERA
E-mail: davilalawe@prtc.net
In re Tiger Security Services Inc
Bankr. D.P.R. Case No. 16-01728
Chapter 11 Petition filed March 3, 2016
See http://bankrupt.com/misc/prb16-01728.pdf
represented by: Alexandra Bigas Valedon, Esq.
MODESTO BIGAS LAW OFFICE
E-mail: alexandra.bigas@gmail.com
In re 1944 North Edison Street LLC
Bankr. E.D. Va. Case No. 16-31018
Chapter 11 Petition filed March 3, 2016
Filed Pro Se
In re Jeannie Lynn Kile
Bankr. E.D. Wash. Case No. 16-00643
Chapter 11 Petition filed March 3, 2016
In re McGahan Family Limited Partnership
Bankr. D. Alaska Case No. 16-00049
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/akb16-00049.pdf
represented by: Terry P. Draeger, Esq.
BEATY & DRAEGER, LTD.
E-mail: draeger@ak.net
In re Boris Pintar
Bankr. C.D. Cal. Case No. 16-10646
Chapter 11 Petition filed March 4, 2016
represented by: Onyinye N Anyama, Esq.
ANYAMA LAW FIRM
E-mail: onyi@anyamalaw.com
In re G & G Universal, LLC
Bankr. M.D. Fla. Case No. 16-01478
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/flmb16-01478.pdf
represented by: Luis F Vega Alicea, Esq.
LUIS F VEGA ALICEA PA
E-mail: luis@vegalawgroup.com
In re The Patrick A. Baratta Revocable Trust
Bankr. S.D. Fla. Case No. 16-13168
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/flsb16-13168.pdf
represented by: Brett A Elam, Esq.
FARBER + ELAM, LLC
E-mail: belam@brettelamlaw.com
In re Miramar Corporation
Bankr. D. Nev. Case No. 16-1136
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/nvb16-11136.pdf
represented by: DAVID M. CROSBY, Esq.
CROSBY & FOX, LLC
E-mail: info@crosby.lvcoxmail.com
In re Buffalo Restaurant Group, LTD
Bankr. W.D.N.Y. Case No. 16-10402
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/nywb16-10402.pdf
represented by: James M. Joyce, Esq.
E-mail: jmjoyce@lawyer.com
In re Sean Sugarmann
Bankr. W.D. Penn. Case No. 16-20777
Chapter 11 Petition filed March 4, 2016
In re One Brewery Place, Inc.
Bankr. W.D. Penn. Case No. 16-20781
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/pawb16-20781.pdf
represented by: Brian C. Thompson, Esq.
THOMPSON LAW GROUP, PC
E-mail: bthompson@ThompsonAttorney.com
In re Omega Funding LLC
Bankr. W.D. Wash. Case No. 16-11160
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/wawb16-11160.pdf
represented by: James E. Dickmeyer, Esq.
LAW OFFICE OF JAMES E DICKMEYER PC
E-mail: jim@jdlaw.net
In re Mason's Transport, Inc.
Bankr. S.D.W. Va. Case No. 16-50052
Chapter 11 Petition filed March 4, 2016
See http://bankrupt.com/misc/wvsb16-50052.pdf
represented by: Joseph W. Caldwell, Esq.
CALDWELL & RIFFEE
E-mail: joecaldwell@frontier.com
In re Almighty Home Healthcare, Inc.
Bankr. N.D. Ill. Case No. 16-07686
Chapter 11 Petition filed March 5, 2016
See http://bankrupt.com/misc/ilnb16-07686.pdf
represented by: Ariel Weissberg, Esq.
WEISSBERG & ASSOCIATES, LTD
E-mail: ariel@weissberglaw.com
In re Nancy Louise McCoy-Sostaric
Bankr. D.D.C. Case No. 16-00106
Chapter 11 Petition filed March 7, 2016
In re Skyup LLC
Bankr. S.D. Fla. Case No. 16-13241
Chapter 11 Petition filed March 7, 2016
See http://bankrupt.com/misc/flsb16-13241.pdf
represented by: Michael Marcer, Esq.
MARRERO, CHAMIZO, MARCER LAW, LP
E-mail: Bankruptcy@marrerolawfirm.com
In re Velocity USA, LLC
Bankr. D.N.J. Case No. 16-14189
Chapter 11 Petition filed March 7, 2016
See http://bankrupt.com/misc/njb16-14189.pdf
represented by: Michael Schwartzberg, Esq.
E-mail: michael@jerseylaws.com
In re Queens Realty and Business Services Inc.
Bankr. E.D.N.Y. Case No. 16-70912
Chapter 11 Petition filed March 7, 2016
See http://bankrupt.com/misc/nyeb16-70912.pdf
filed Pro Se
In re Miguel Angel Torres Mendez and Felisa Jimenez Jimenez
Bankr. D.P.R. Case No. 16-01831
Chapter 11 Petition filed March 7, 2016
In re Tropical Restaurants Corp.
Bankr. D.P.R. Case No. 16-01840
Chapter 11 Petition filed March 7, 2016
See http://bankrupt.com/misc/prb16-01840.pdf
represented by: Juan A Santos Berrios, Esq.
SANTOS-BERRIOS LAW
E-mail: santosberriosbk@gmail.com
In re Diane Gibson
Bankr. E.D. Tex. Case No. 16-40417
Chapter 11 Petition filed March 7, 2016
In re James Brian Carroll
Bankr. E.D. Va. Case No. 16-70766
Chapter 11 Petition filed March 7, 2016
In re Global Renaissance Academy Of Distinguished Education
Bankr. D. Ariz. Case No. 16-02228
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/azb16-02228.pdf
represented by: Pernell W. McGuire, Esq.
DAVIS MILES MCGUIRE GARDNER, PLLC
E-mail: pmcguire@davismiles.com
In re Cynthia Joy Kwasigroch
Bankr. D. Ariz. Case No. 16-02234
Chapter 11 Petition filed March 8, 2016
In re Nine Pieces Of Eight LLC
Bankr. D. Ariz. Case No. 16-02260
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/azb16-02260.pdf
represented by: Charles R Hyde, Esq.
LAW OFFICES OF C.R. HYDE
E-mail: crhyde@gmail.com
In re Claudia L. Phillips
Bankr. C.D. Cal. Case No. 16-10669
Chapter 11 Petition filed March 8, 2016
Filed Pro Se
In re Jayanthi Swaminath
Bankr. N.D. Cal. Case No. 16-50695
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/canb16-50695.pdf
filed Pro Se
In re Washington Management, LLC
Bankr. D. Conn. Case No. 16-50333
Chapter 11 Petition filed March 8, 2016
Filed Pro Se
In re C&S Carwash, Inc.
Bankr. M.D. Fla. Case No. 16-00863
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/flmb16-00863.pdf
represented by: Jason A Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
E-mail: jason@jasonaburgess.com
In re Laginappe, LLC
Bankr. N.D. Ga. Case No. 16-10486
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/ganb16-10486.pdf
represented by: Leon S. Jones, Esq.
JONES & WALDEN, LLC
E-mail: ljones@joneswalden.com
In re Pace Enterprises, LLC
Bankr. E.D. Ky. Case No. 16-50401
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/kyeb16-50401.pdf
represented by: Jamie L. Harris, Esq.
DELCOTTO LAW GROUP PLLC
E-mail: jharris@dlgfirm.com
In re Elroy Joseph Miller and Krista D Miller
Bankr. W.D. La. Case No. 16-50309
Chapter 11 Petition filed March 8, 2016
Represented by: William C. Vidrine, Esq.
E-mail: williamv@vidrinelaw.com
In re Willis E Martin
Bankr. E.D.N.C. Case No. 16-01208
Chapter 11 Petition filed March 8, 2016
In re Palmeri Enterprises, Inc.
Bankr. W.D.N.C. Case No. 16-10081
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/ncwb16-10081.pdf
represented by: H. Trade Elkins, Esq.
ELKINS LAW FIRM, PA
E-mail: trade@elkinslawfirm.net
In re GGI Properties, LLC
Bankr. D.N.J. Case No. 16-14328
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/njb16-14328.pdf
represented by: Ira Deiches, Esq.
DEICHES & FERSCHMANN
E-mail: ideiches@deicheslaw.com
In re Four Star, LLC
Bankr. D.N.J. Case No. 16-14337
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/njb16-14337.pdf
represented by: David L. Stevens, Esq.
SCURA, WIGFIELD, HEYER & STEVENS
E-mail: dstevens@scuramealey.com
In re RMR Operating, LLC
Bankr. N.D. Tex. Case No. 16-30988
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/txnb16-30988.pdf
represented by: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
E-mail: hspector@spectorjohnson.com
In re Red Mountain Resources, Inc.
Bankr. N.D. Tex. Case No. 16-30989
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/txnb16-30989.pdf
represented by: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
E-mail: hspector@spectorjohnson.com
In re Cross Border Resources, Inc.
Bankr. N.D. Tex. Case No. 16-30990
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/txnb16-30990.pdf
represented by: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
E-mail: hspector@spectorjohnson.com
In re Black Rock Capital, Inc.
Bankr. N.D. Tex. Case No. 16-30991
Chapter 11 Petition filed March 8, 2016
See http://bankrupt.com/misc/txnb16-30991.pdf
represented by: Howard Marc Spector, Esq.
SPECTOR & JOHNSON, PLLC
E-mail: hspector@spectorjohnson.com
In re Joel Lazaro and Rosemarie Lazaro
Bankr. C.D. Cal. Case No. 16-10998
Chapter 11 Petition filed March 9, 2016
In re Douglas George Jefferies
Bankr. D.D.C. Case No. 16-00109
Chapter 11 Petition filed March 9, 2016
In re Mat-Vac Technology, Inc.
Bankr. M.D. Fla. Case No. 16-01579
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/flmb16-01579.pdf
represented by: Ronald Cutler, Esq.
RONALD CUTLER PA
E-mail: bankruptcy@ronaldcutlerpa.com
In re Louis & Lane, Inc.
Bankr. N.D. Ga. Case No. 16-54458
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/ganb16-54458.pdf
represented by: Cameron M. McCord, Esq.
JONES & WALDEN, LLC
E-mail: cmccord@joneswalden.com
In re Tender Loving Breeze LLC
Bankr. E.D. La. Case No. 16-10497
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/laeb16-10497.pdf
represented by: Edwin M. Shorty Jr., Esq.
EDWIN M. SHORTY, JR. & ASSOCIATES
E-mail: EShorty@eshortylawoffice.com
In re Kenneth Drinkard
Bankr. E.D. Mich. Case No. 16-43482
Chapter 11 Petition filed March 9, 2016
In re Glenn A. Paternoster and Carmel P. Paternoster
Bankr. D. Nev. Case No. 16-11211
Chapter 11 Petition filed March 9, 2016
In re Hartlein-Buller, Inc.
Bankr. W.D. Okla. Case No. 16-10805
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/okwb16-10805.pdf
represented by: Gary D. Hammond, Esq.
MITCHELL & HAMMOND
E-mail: gary@okatty.com
In re Caguas Copy Equipment, Inc.
Bankr. D.P.R. Case No. 16-01897
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/prb16-01897.pdf
represented by: Carlos A Ruiz Rodriguez, Esq.
LCDO. CARLOS ALBERTO RUIZ, CSP
E-mail: caruiz@reclamatusderechos.com
In re General Portfolio Inc.
Bankr. D.R.I. Case No. 16-10402
Chapter 11 Petition filed March 9, 2016
See http://bankrupt.com/misc/rib16-10402.pdf
represented by: Douglass C Lawrence, Esq.
LAWRENCE LAW GROUP LLC
E-mail: douglass@lawrencelawgroupllc.com
*********
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 ***