/raid1/www/Hosts/bankrupt/TCR_Public/160729.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, July 29, 2016, Vol. 20, No. 211
Headlines
06-007 BIGGS BUSINESS: To Seek Plan Confirmation on Sept. 13
22ND CENTURY: Signs Placement Agreement with Chardan Capital
2301 INVESTORS: Plan Needs Philadelphia's Forgiveness of Balances
ADI LIQUIDATION: Files Disclosures for First Amended Plan
ADM VENDING: Can Use $214K Cash Collateral Until October 31
ADVANCED MICRO DEVICES: Posts $69-Mil. Net Income for 2nd Quarter
AIR MEDICAL: Moody's Rates Proposed Incremental Term Loan B2
AIR MEDICAL: S&P Assigns 'B' Rating on Proposed $175MM Term Loan
ALLCORP INC: Voluntary Chapter 11 Case Summary
ALLY FINANCIAL: Reports Second Quarter 2016 Financial Results
AMERICAN HOUSING: Incurs $1.12-Mil. Net Loss in Qtr. Ended Sept. 30
APOLLO MEDICAL: Appoints Mihir Shah as Chief Financial Officer
APOSTOLIC FAITH MISSION: Disclosures Must Be Filed by Oct. 5
ATLAS RESOURCE: Case Summary & 40 Largest Unsecured Creditors
ATLAS RESOURCE: Files Ch. 11 Petition & Prepackaged Plan
AUGUSTOS CUISINE: Disclosures Okayed; Aug. 16 Plan Hearing Set
AZIZ PETROLEUM: Has Until Aug. 5 to File Amended Plan, Disclosures
BALTAZAR ANTONIO: Hearing on Disclosure Statement Set for Aug. 24
BENEVENTO TRADING: Seeks to Hire Alla Kachan as Legal Counsel
BUCHANAN JEFFERSON: Wants to Use Cash Collateral for Trustee Fees
CAMERON PARK: Wants to Use Redding Bank Cash Until Aug. 3
CAMERON PARK: Wants to Use Umpqua Bank Cash Collateral
CAVIUM INC: S&P Assigns 'BB-' CCR, Outlook Stable
COGECO COMMUNICATIONS: S&P Assigns 'BB' Rating on $124.6MM Loan
COMSTOCK MINING: Closes Land Acquisition for $3.2 Million
CONSTRUCTION MATERIALS: "Pension Plan" Suit Stayed By Bankruptcy
CRYSTAL LAKE GOLF: Case Summary & 20 Largest Unsecured Creditors
CRYSTAL LAKE OPEN: Voluntary Chapter 11 Case Summary
CS MINING: Ch. 11 Trustee Sought Amid Members' Impasse
DINSONS INC: Disclosures Has Conditional OK; Hearing on Aug. 15
DISCOVERY CHARTER: S&P Affirms 'BB+' Rating on $13.445MM Bonds
DISH NETWORK: Moody's Releases Corrected Press Release
EASTERN ILLINOIS UNIVERSITY: S&P Lowers 2005 Bonds' LT Rating to BB
ELBARDI INT'L PLA: Taps Correa as Legal Counsel
ELK CREEK INTERNATIONAL: Can Use Cash Collateral Until August 10
EMERY RESOURCE: Voluntary Chapter 11 Case Summary
ENDLESS POSSIBILITIES: Unsecured Creditors to Get 5% Under Plan
ENGILITY HOLDINGS: S&P Rates Proposed $965MM Facility 'BB-'
ENTERPRISE CLOUDWORKS: Can Get $350K DIP Loan on an Interim Basis
EPIQ SYSTEMS: Moody's Puts B1 CFR on Review for Downgrade
FANNIE MAE: Adopts Amended Bylaws
FERGUSON CONVALESCENT: $800K Sale Plan Has 75% for Small Claimants
FRAMINGHAM 300: To Sell 3 Massachusetts Properties Under Plan
GOODRICH PETROLEUM: Fallon Settlement Not Executory, Court Rules
GREGORY DAVID POJANI: Unsecureds to Get 79.89% Recovery Under Plan
HALCON RESOURCES: Case Summary & 30 Largest Unsecured Creditors
HALCON RESOURCES: Files Ch. 11 Petition & Prepackaged Plan
HARVEST OIL: Adams and Reese Says Disclosures Lack Adequate Info
HAYDEL PROPERTIES: Case Summary & 2 Unsecured Creditors
IEG HOLDINGS: Reports $1.24-Mil. Net Loss in Q2 Ended June 30
III EXPLORATION: Wilmington Trust Arranges $4 Million DIP Loan
ILFC E-CAPITAL: Fitch Upgrades Preferred Stock Rating to 'BB-'
INTERNATIONAL BRIDGE: Court OKs Cash Use Until January 8, 2017
JADE WINDS: Disclosures OK'd; Plan Confirmation Hearing on Aug. 11
JADE WINDS: Plan Projects At Least 25% Recovery for Unsecureds
JADECO CONSTRUCTION: Files Disclosure Statement for Ch.11 Plan
JEFFREY E. CARTER: Court Sets Aug. 25 Plan Confirmation Hearing
JENNIFER L. FORTUNE: Unsecureds to Get 100% Recovery Under Plan
JOHN WILLIAMS: Unsecured Creditors to Get 5% Under Plan
LBH NATIONAL: Use of ERA Franchise System Cash Collateral OK
LEHMAN BROTHERS: 2nd Cir. Narrows CalPERS Claims in Securities Suit
LESLIE'S POOLMART: Moody's Affirms B2 Corporate Family Rating
LESLIE'S POOLMART: S&P Affirms 'B' CCR; Outlook Stable
LIFE PARTNERS: Goodman & Nekvasil Represents Arbitration Objectors
LIFE PARTNERS: Outline for Creditors' 3rd Amended Plan Filed
LITE SOLAR: Case Summary & 20 Largest Unsecured Creditors
LIZA HAZAN: Unsecured Claims to Be Paid in Two Years
LSF9 CYPRESS: S&P Raises CCR to 'B+', Outlook Stable
MARILYN BERNARDI: Ch. 11 Trustee Sought Due to Fraud Charges
MAURA E. LYNCH: Must Obtain Plan Approval by Nov. 9
MEDEXPRESS AMBULANCE: Disclosures Get Court's Conditional OK
MILK SPECIALTIES: S&P Raises CCR to 'B+', Outlook Stable
MISSION NEW ENERGY: Ends June 30 Quarter with A$1.4M in Cash
MORGANS HOTEL: Files Third Amended Transaction Statement
MRMS PROPERTY: Wants to Use $11K Cash Collateral Until Sept. 30
NAKED BRAND: Terminates VP of Sales and Merchandising
NATIVE ENVIRONMENTAL: Plan Outline Hearing Set for Aug. 30
NAVIENT CORP: S&P Assigns 'BB-' Rating on $750MM Sr. Unsec. Notes
NET ELEMENT: Opts to Swap $300,000 for 164,603 Common Shares
NEW ENTERPRISE: Extends CFO's Employment Until 2019
NEW LOUISIANA HOLDINGS: Committee-Backed Plan Has Aug. 24 Hearing
NOBLE CORP: S&P Lowers CCR to 'BB+' on Weak Industry Conditions
PAULA LAUER: Revenue Dept Wants to Block Approval of Plan
PETROLEX MANAGEMENT: Voluntary Chapter 11 Case Summary
PICO HOLDINGS: Bloggers Want Director Brownstein Removed From Board
PICO HOLDINGS: Shareholders Sweep Voting Results
POLYCONCEPT INVESTMENTS: S&P Affirms 'B' CCR; Outlook Stable
PORTAGE ELECTRIC: Wants to Use Peoples Bank's Cash Collateral
PRE-PAID LEGAL: S&P Affirms 'B' CCR; Outlook Stable
PROLINE CONCRETE: Wants to Use Bank of Akron's Cash Collateral
PUERTO RICO: Hatch to Lead Congressional Task Force on Growth
PULTEGROUP INC: S&P Assigns BB+ Rating on Proposed Sr. Unsec. Notes
PUPI'S MANAGEMENT: Case Summary & 9 Unsecured Creditors
QUEST SOLUTION: J. Griffith Quits as EVP Strategy & Acquisitions
RABEY ELECTRIC: Case Summary & 14 Unsecured Creditors
RICEBRAN TECHNOLOGIES: Has 2.7 Million Shares Resale Prospectus
RIVER PARK DEVELOPMENT: Pushed to Ch. 7 Bankruptcy by Bank
RMR OPERATING: Can Use Independent Bank Cash Until July 31
ROCKDALE RESOURCES: MaloneBailey Raises Going Concern Doubt
SANDFORD AND SON: Limekiln Pike Property to Be Sold to Fund Plan
SATISH WALIA: Creditors to Be Paid in Installments Under Exit Plan
SHELLY'S FAMILY: Honesdale Objects to Confirmation of Plan
SHERRON WILKINSON-BROWN: Disclosures OK'd; Sept. 27 Plan Hearing
STEINWAY MUSICAL: S&P Affirms 'B' CCR & Revises Outlook to Neg.
STONE PANELS: Meeting to Form Creditors' Panel Set for Aug. 10
TEMPLE BAPTIST: Taps David Kruer & Company as Legal Counsel
THINGS REMEMBERED: Moody's Cuts Corporate Family Rating to Caa3
TOOLING SCIENCE: Court Allows Cash Collateral Use on Final Basis
TOP DRAWER: Unsecureds to Get 0.09% Recovery; Aug. 9 Plan Hearing
TOUGHER SHEET: Hires Goodman Schwartz as Counsel
TOWNRIDGE INC: Hires QB Ease as Bookkeeper
TRADER CORP: Moody's Cuts Corp. Family Rating to B3, Outlook Stable
TRADER CORP: S&P Affirms 'B' Corporate Credit Rating
TRUCK HERO: S&P Assigns 'B' CCR; Outlook Stable
TURNBERRY MGM GRAND: Force Ten to Replace GlassRatner as Advisors
UFC HOLDINGS: Moody's Assigns Caa1 to 2nd Lien Term Loan
UFC HOLDINGS: S&P Assigns 'CCC+' Rating on Proposed $500MM Loan
UNITED MOBILE: Hires Jones & Walden as Counsel
VICTOR ROMERO: Stipulates that Tommy Tran Construction Paid in Full
VIRGIN ISLANDS: S&P Lowers Ratings on Revenue Bonds to 'BB+'
VOWS & VEILS: Case Summary & 7 Unsecured Creditors
WAVE SYSTEMS: Trustee & ESW Plan Offers At Least 66% to Unsecureds
WHITE STAR: S&P Raises CCR to 'CCC+' On Distressed Exchanges
WME ENTERTAINMENT: S&P Assigns 'B' CCR, Outlook Stable
WP MUSTANG: S&P Raises CCR to 'BB-' & Removes from Watch Pos.
YAHOO! INC: S&P Puts 'BB+' CCR on CreditWatch Negative
[^] BOOK REVIEW: Risk, Uncertainty and Profit
*********
06-007 BIGGS BUSINESS: To Seek Plan Confirmation on Sept. 13
------------------------------------------------------------
Judge Laurel E. Davis on July 18, 2016, approved the Disclosure
Statement accompanying 06-007 Biggs Business Trust's Chapter 11
Plan of Reorganization and held that the Disclosure Statement
contains "adequate information" as that term is defined in 11
U.S.C. Sec. 1125(a).
With respect to confirmation of the Plan, Judge Davis ordered
that:
-- A confirmation hearing to consider the Plan will be held on
Sept. 13, 2016 at 9:30 a.m.
-- The deadline for holders of claims to vote on the Plan and to
transmit ballots such that they may be received by the Debtor's
counsel is Aug. 30, 2016 at 5:00 p.m. (PST).
-- The deadline for filing objections to confirmation of the
Plan is August 30, 2016.
-- The deadline to file a ballot tabulation is Sept. 11, 2016.
-- The deadline for filing a reply to objections to confirmation
and a brief in support of confirmation is Sept. 11, 2016.
As reported in the June 17, 2016 edition of the TCR, the Debtor on
June 3, 2016, filed with the Bankruptcy Court in Nevada an amended
disclosure statement for its plan of reorganization. The Debtor
plans to satisfy current tax obligations through the marketing and
sale of the Property. The Property is estimated to be valued at
$2,100,000, with the Debtor's percentage of interest in the
Property valued at $1,419,810. A copy of the Amended Disclosure
Statement is available at
http://bankrupt.com/misc/nvb14-14027-0097.pdf
About 06-007 Biggs Business Trust
06-007 Biggs Business Trust filed its voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
14-14027) on June 6, 2014.
Biggs is a holding company for multiple real estate parcels on
behalf of the owners of partial interest in the Debtor. Biggs is
in the business of managing and marketing the real property for
sale following foreclosure of a secured debt.
The Debtor is represented by Timothy P. Thomas, Esq., at the Law
Office of Timothy P. Thomas, LLC.
22ND CENTURY: Signs Placement Agreement with Chardan Capital
------------------------------------------------------------
22nd Century Group, Inc., entered into a placement agency agreement
with Chardan Capital Markets, LLC relating to the Company's
registered direct offering to select investors. Pursuant to the
Placement Agency Agreement, the Company agreed to pay the Placement
Agent a cash fee of 6.0% of the gross proceeds from the Offering.
The Placement Agent had no commitment to purchase any of the
securities and acted only as an agent in obtaining indications of
interest from investors who would purchase the securities directly
from the Company. The Placement Agency Agreement requires us to
indemnify the Placement Agent and certain of its affiliates against
certain customary liabilities.
In addition, on July 24, 2016, the Company and one existing
institutional investor introduced to the Company by the Placement
Agent entered into a securities purchase agreement relating to the
issuance and sale of units, with each unit consisting of one share
of common stock and a warrant to purchase 1.141 shares of common
stock. The purchase price per unit is $0.81 and the investor is
purchasing $5.0 million of units, consisting of an aggregate of
6,172,840 shares of common stock and warrants to purchase up to
7,043,211 shares of common stock. The warrants will provide for an
exercise price of $1.00 per share and 1,543,210 of the warrants
will be exercisable immediately upon issuance and 5,500,001 of the
warrants will be exercisable six months from the date of issuance.
All of the warrants will have a term of 5.5 years. The exercise
price of the warrants will also be adjusted in the event of stock
splits, reverse stock splits and the like pursuant to their terms.
The holder will not have the right to exercise any portion of the
warrant if the holder, together with its affiliates, would
beneficially own in excess of 4.99% of the number of shares of the
Company's common stock (including securities convertible into
common stock) outstanding immediately after the exercise; provided,
however, that the holder may increase or decrease this limitation
at any time, although any increase shall not be effective until the
61st day following the notice of increase and the holder may not
increase this limitation in excess of 9.99%. The Securities
Purchase Agreement provides that, subject to certain exceptions,
for a period ending on the earlier of (i) 90 days after the closing
of the Offering and (ii) the trading day following the day that the
closing price of the Company's common stock exceeds $1.15 per share
for ten consecutive trading days, neither the Company nor any of
its subsidiaries will issue, enter into any agreement to issue or
announce the issuance or proposed issuance of any shares of common
stock or common stock equivalents.
The Securities Purchase Agreement provides that, subject to certain
exceptions, until the warrants are no longer outstanding, the
Company will be prohibited from effecting or entering into an
agreement to effect any issuance by the Company or any of its
subsidiaries of common stock or common stock equivalents (or a
combination of units thereof) involving a variable rate
transaction, which generally includes any transaction in which the
Company (i) issues or sells any debt or equity securities that are
convertible into, exchangeable or exercisable for, or include the
right to receive additional shares of common stock either (A) at a
conversion price or exchange rate that is based upon and/or varies
with the trading prices of or quotations for the shares of common
stock at any time after the initial issuance of such securities, or
(B) with a conversion, exercise or exchange price that is subject
to being reset at some future date after the initial issuance of
such debt or equity security or upon the occurrence of specified or
contingent events directly or indirectly related to the business of
the Company or the market for the common stock or (ii) enters into
any agreement, whereby the Company may issue securities at a future
determined price.
The net proceeds to the Company from the Offering, after deducting
Placement Agent fees and the Company's estimated offering expenses,
and excluding the proceeds, if any, from the exercise of the
warrants, are expected to be approximately $4.7 million. The
Offering is expected to close on or before July 27, 2016.
About 22nd Century
Clarence, New York-based 22nd Century Group, Inc., through its
wholly-owned subsidiary, 22nd Century Ltd, is a plant
biotechnology company using technology that allows for the level
of nicotine and other nicotinic alkaloids (e.g., nornicotine,
anatabine and anabasine) in tobacco plants to be decreased or
increased through genetic engineering and plant breeding.
22nd Century reported a net loss of $11.03 million on $8.52 million
of revenue for the year ended Dec. 31, 2015, compared to a net loss
of $15.59 million on $528,991 of revenue for the year ended Dec.
31, 2014.
Asof March 31, 2016, the Company had $20.59 million in total
assets, $3.95 million in total liabilities and $16.6 million in
total shareholders' equity.
2301 INVESTORS: Plan Needs Philadelphia's Forgiveness of Balances
-----------------------------------------------------------------
2301 Investors, L.P., filed a bankruptcy-exit plan that
contemplates obtaining legislation from the City of Philadelphia
that would forgive its prepetition arrears.
The Debtor's sole asset is the property at 2301 Hunting Park
Avenue, Philadelphia, PA. It is the former Budd Factory that
manufactured railroad and automobile parts in the early and mid-
twentieth century. Several years ago the factory closed and has
been dormant ever since.
Under the Plan, administrative claims will be paid in full.
As to the City of Philadelphia's secured tax claim of $51,000, the
City's secured claim of $124,158, and the Philadelphia Department
of Water Revenue's claim of $122,000, the Debtor has requested
assistance of its City Councilman, Curtis Jones who will propose an
ordinance in City Council to forgive prepetition R.E. tax and water
rev. arrears that will be presented to the State Legislature for
approval.
The Debtor appears to have no unsecured creditors.
The Debtor's equity interest holders are unimpaired under the
Plan.
The Debtor has sought the input of local and state politicians to
assist in developing the existing property to attract serious
investors to develop the property. The first step in developing
the property is to demolish the existing structures. The Debtor
estimates that the demolition of structures on the 2301 Hunting
Park lot only will cost $5 million. With the assistance of its
State Representative and Senator, the Debtor is seeking state
grants to finance a portion of the demolition. Additionally, the
Debtor is currently in discussions with Signature Partners (NY) and
Alliance HSP to invest the difference between state grants and the
costs for demolition.
The Debtor expects the opportunities and benefits to the City of
Philadelphia will attract State and Local approval of legislation
to forgive its pre-petition arrears. Additionally, the subject
property was previously placed in the Keystone Opportunities Zone
when it was being considered a potential site for a local casino.
An inspection of the property by State and Local politicians was
scheduled for July 22, 2016.
A copy of the Disclosure statement filed July 18, 2016, for the
Debtor's Chapter 11 Plan filed on May 13, 2016, is available for
free at:
http://bankrupt.com/misc/2301_Investors_82_Am_DS.pdf
About 2301 Investors
2301 Investors, L.P., is a partnership created in 2011 for the
purpose of acquiring the property at 2301 Hunting Park Avenue,
Philadelphia, PA. 2301 Investors is a limited partnership between
Dean Ciafiero, DTC Corporation and Hunting Fox GP I.
A scheduled sheriff sale for delinquent real estate taxes and water
bills prompted 2301 Investors' Chapter 11 filing (Bankr. E.D. Pa.
Case No. 15-14255) on June 17, 2015. The Debtor is represented by
Demetrius J. Parrish, Esq., at The Law Offices of Demetrius J.
Parrish.
ADI LIQUIDATION: Files Disclosures for First Amended Plan
---------------------------------------------------------
ADI Liquidation, Inc., et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a disclosure statement relating to the
first amended Chapter 11 plan of liquidation.
Class 3A - General Unsecured Claims in AWI's case total
$187,170,577.62. Allowed Claims in this class are estimated at
$149 million. Cash on the initial, subsequent and final
distribution dates in the amount of the Allowed General Unsecured
Claims multiplied by the initial, subsequent or final distribution
percentage, as applicable, and, if applicable, a catch-up
distribution. Range of recovery is between 7.1% and 17.7%
Class 3B - General Unsecured Claims in WR's case total
$122,934,921.02. Allowed Claims in this class are estimated at
$132 million. Cash on the initial, subsequent and final
distribution dates in the amount of the Allowed General Unsecured
Claims multiplied by the initial, subsequent or final distribution
percentage, as applicable, and, if applicable, a catch-up
distribution. Range of recovery is 5.7% and 18.5%.
The Plan provides that pursuant to Section 1123 of the Bankruptcy
Code and Bankruptcy Rule 9019, the Plan incorporates a compromise
and settlement of numerous inter-Debtor, Debtor-creditor, and
intercreditor issues as well as a resolution of complex disputes
between the Debtors and the Creditors' Committee, on the one hand,
and C&S, on the other hand, concerning, among other things,
ownership of certain assets. The Plan is designed to achieve an
economic settlement of Claims against the Debtors and an efficient
resolution of these Chapter 11 cases. This global settlement
constitutes a settlement of a number of potential litigation
issues, including issues regarding substantive consolidation, the
validity and enforceability of Intercompany Claims and the
allocation of sale proceeds among the Debtors' estates.
The Plan also incorporates the C&S Settlement Agreement, which
resolves issues and disputes. The entry of the Confirmation Order
will constitute the Bankruptcy Court's approval of each of the
following compromises or settlements and all other compromises and
settlements provided for in the Plan, and the Bankruptcy Court's
findings will constitute its determination that compromises and
settlements are in the best interests of the Debtors, their
estates, their creditors, and other parties-in-interest, and are
fair, equitable, and within the range of reasonableness. Each
provision of the global settlement will be deemed non-severable
from each other and from the remaining terms of the Plan. The
global settlement will be implemented as follows:
A. Settlement of Issues Relating to Intercompany Claims
The Plan provides that Intercompany Claims will be
extinguished as of the Effective Date without any further
action by the Debtors or the Debtors' Representative;
B. Settlement of Issues Relating to Allocation of the
Debtors' Assets
The Plan provides that on the Effective Date, the proceeds
from the sale of the Debtors' assets will be allocated to
the AWI, Debtors and the WR Debtors in accordance with the
Distribution Model Methodology;
C. Settlement of Issues Relating to Partial Substantive
Consolidation
The Plan provides that entry of the Confirmation Order
will constitute approval, pursuant to Sections 105 (a) and
1123(a)(5) of the Bankruptcy Code, effective as of the
Effective Date, of (a) the substantive consolidation of
the estates of the AWI Debtors and (b) the substantive
consolidation of the Estates of the WR Debtors. For the
avoidance of doubt, the Plan will serve as a motion by the
Debtors seeking entry of an order approving the foregoing
Partial substantive consolidation.
The Plan further provides that the partial substantive
consolidation called for in the Plan will not (other than
for purposes related to funding Distributions under the
Plan) affect (a) the legal and organizational structure of
the Debtors, (b) executory contracts or unexpired leases
That were entered into during the Chapter 11 Cases or that
have been or will be assumed or rejected;
D. Any agreements entered into by the Debtors' Representative
on or after the Effective Date, and (d) the Debtors'
Representative's or the Debtors' ability to subordinate or
Otherwise challenge Claims on an entity-by-entity basis.
Notwithstanding the partial substantive consolidation
called for, each and every Debtor will remain responsible
for the payment of U.S. Trustee Fees until its particular
case is closed, dismissed, or converted. The Debtors do
not believe that this partial substantive consolidation
has a material adverse economic impact on any creditors;
however, in the event an objection is filed, the Debtors
reserve the right to seek confirmation of the Plan on an
entity-by-entity basis.
The Disclosure Statement is available at:
http://bankrupt.com/misc/deb14-12092-3063.pdf
The Disclosure Statement was filed by the Debtors' counsel:
SAUL EWING LLP
Mark Minuti, Esq.
Monique B. DiSabatino, Esq.
1201 North Market Street, Suite 2300
Wilmington, DE 19801
Tel: (302) 421-6800
Fax: (302) 421-5873
-- and --
Jeffrey C. Hampton, Esq.
Adam H. Isenberg, Esq.
1500 Market Street, 38th Floor
Philadelphia, PA 19102
Tel: (215) 972-7777
Fax: (215) 972-7725
About Associated Wholesalers
Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States. AWI is owned by its 500 retail
members, who in turn operate supermarkets. AWI had 1,459
employees.
White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City. White Rose carries out its operations through three
leased warehouse and distribution centers, two of which area
located in Carteret, New Jersey, and one in Woodbridge, New Jersey.
White Rose has 777 employees.
Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers. The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.
As of the Petition Date, the Debtors owed the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest. The
Debtors estimate trade debt of $72 million. AWI Delaware disclosed
$11,440 in assets and $125,112,386 in liabilities as of the Chapter
11 filing.
Saul Ewing LLP and Rhoads & Sinon LLP serve as legal advisors to
the Debtors, Lazard Middle Market serves as financial advisor, and
Carl Marks Advisors as restructuring advisor to AWI. Carl Marks'
Douglas A. Booth has been tapped as chief restructuring officer.
Epiq Systems serves as the claims agent.
The Official Committee of Unsecured Creditors is represented by
David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper
Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq.,
and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New York.
The Committee also has retained Capstone Advisory Group, LLC,
together with its wholly-owned subsidiary Capstone Valuation
Services, LLC, as its financial advisors.
The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers to sell
substantially all of its assets, including their White Rose grocery
distribution business, to C&S Wholesale Grocers, Inc. The C&S
purchase price consists of the lesser of the amount of the bank
debt, which totals about $18.1 million and $152 million, plus other
liabilities, which amount is valued at $194 million. C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.
Associated Wholesalers, which changed its name to AWI Delaware,
Inc., prior to the approval of the sale. AWI Delaware notified the
Bankruptcy Court on Nov. 12, 2014, that closing occurred in
connection with the sale of their assets to C&S. AWI Delaware then
changed its name to ADI Liquidation, Inc., following the closing of
the sale.
As reported in the Feb. 29 edition of the TCR, ADI Liquidation,
Inc., f/k/a AWI Delaware, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware a Chapter 11 plan of liquidation
and an accompanying disclosure statement.
Under the Plan, holders of general unsecured claims will receive
cash on the initial, subsequent and final distribution dates in the
amount of the Allowed General Unsecured Claim multiplied by the
Initial, Subsequent or Final Distribution Percentage, as
applicable, and, if applicable, a Catch-Up Distribution. General
Unsecured Claims against AWI are estimated to total $30,506,586.
ADM VENDING: Can Use $214K Cash Collateral Until October 31
-----------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire authorized ADM Vending, Inc. to continue
using cash collateral until October 31, 2016.
Judge Harwood allowed the Debtor to use up to $214,126.33 of cash
collateral to pay for the costs and expenses specified in the
approved Budget. The Budget provided for the payment of expenses
such as payroll, insurance, uniforms and fuel, among others. The
Budget also provided for monthly adequate protection payments to
NBT Bank in the amount of $984.37.
The Debtor was directed to grant each Record Lienholder a
replacement lien in, to and on the Debtor's post-petition personal
property of the same kinds and types as the collateral in, to and
on which it held valid, enforceable, and perfected liens on the
Petition Date.
Judge Harwood ordered the Debtor to file a further application for
on-going use of cash collateral on or before October 11, 2016. The
deadline for the submission of objections to the application for
on-going use of cash collateral is set on October 18, 2016. A
hearing on the further motion for permission to use cash collateral
is scheduled on October 25, 2016 at 11:00 a.m.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/7kckbK
About ADM Vending, Inc.
ADM Vending, Inc. filed a chapter 11 petition (Bankr. D. N.H. Case
No. 16-10477) on April 1, 2016. The petition was signed by Daniel
Mendenhall, president. The Debtor is represented by William S.
Gannon, Esq., at William S. Gannon PLLC. The case is assigned to
Judge Bruce A. Harwood. The Debtor disclosed assets of $1.82
million and debts of $599,764 at the time of the filing.
ADVANCED MICRO DEVICES: Posts $69-Mil. Net Income for 2nd Quarter
-----------------------------------------------------------------
Advanced Micro Devices, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $69 million on $1.02 billion of net revenue for the
three months ended June 25, 2016, compared to a net loss of $181
million on $942 million of net revenue for the three months ended
June 27, 2015.
For the six months ended June 25, 2016, Advanced Micro reported a
net loss of $40 million on $1.85 billion of net revenue compared to
a net loss of $361 million on $1.97 billion of net revenue for the
six months ended June 27, 2015.
As of June 25, 2016, the Company had $3.31 billion in total assets,
$3.72 billion in total liabilities, and a $413 million total
stockholders' deficit.
"As of June 25, 2016, our cash and cash equivalents were $957
million compared to $785 million as of December 26, 2015. The
increase during the first six months of 2016 was primarily due to
the $351 million net proceeds from sale of equity interests in the
ATMP JV, the $52 million associated with the licensing agreement
with the China JVs and timing of accounts payable payments,
partially offset by debt interest payments of $73 million and $47
million used for purchases of property, plant and equipment in the
first six months of 2016. The percentage of cash and cash
equivalents held domestically was 88% as of June 25, 2016, flat
compared to December 26, 2015.
"Our debt obligations of $2.2 billion net of unamortized debt
issuance costs as of June 25, 2016 were flat compared to December
26, 2015.
"We believe our cash and cash equivalents balance along with our
Secured Revolving Line of Credit will be sufficient to fund
operations, including capital expenditures, over the next 12
months. We believe that in the event we decide to obtain external
funding, we may be able to access the capital markets on terms and
in amounts adequate to meet our objectives.
"Should we require additional funding, such as to meet payment
obligations of our long-term debt when due, we may need to raise
the required funds through borrowings or public or private sales of
debt or equity securities, which may be issued from time to time
under an effective registration statement, through the issuance of
securities in a transaction exempt from registration under the
Securities Act of 1933, as amended, or a combination of one or more
of the foregoing. Uncertain global economic conditions have in the
past adversely impacted, and may in the future adversely impact,
our business. If market conditions deteriorate, we may be limited
in our ability to access the capital markets to meet liquidity
needs on favorable terms or at all, which could adversely affect
our liquidity and financial condition, including our ability to
refinance maturing liabilities," the Company states in the filing.
A full-text copy of the Form 10-Q is available at:
https://is.gd/MfZstx
About Advanced Micro Devices
Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company. The Company's products include x86
microprocessors and graphics.
Advanced Micro incurred a net loss of $660 million on $3.99 billion
of net revenue for the year ended Dec. 26, 2015, compared to a net
loss of $403 million on $5.50 billion of net revenue for the year
ended Dec. 27, 2014.
* * *
As reported by the TCR on Oct. 22, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Sunnyvale,
Calif.-based Advanced Micro Devices Inc. to 'CCC+' from 'B-'.
"The downgrade reflects our expectation that AMD will experience a
more gradual return to revenue growth, ongoing competitive
challenges to restore operating profitability, and more severe
operating losses and negative free cash flow through 2016 than we
had previously forecast, despite recent improvements to its
liquidity," said Standard & Poor's credit analyst John Moore.
As reported by the TCR on March 16, 2016, Fitch Ratings has
downgraded and withdrawn the ratings for Advanced Micro Devices,
Inc. (AMD) including the Long-term Issuer Default Rating (IDR) to
'CCC' from 'B-'. The downgrade reflects prospects for negative
free cash flow (FCF) over the intermediate term and the consequent
liquidity issues and refinancing risk that could develop as the
2019 and 2020 debt maturities approach.
In July 2015, Moody's Investors Service lowered Advanced Micro
Devices, Inc's ("AMD") corporate family rating to Caa1 from B3, and
the ratings on the senior unsecured notes to Caa2 from Caa1. The
downgrade of the corporate family rating to Caa1 reflects AMD's
prospects for ongoing operating losses over the next year and
negative free cash flow.
AIR MEDICAL: Moody's Rates Proposed Incremental Term Loan B2
------------------------------------------------------------
Moody's Investors Service assigned a B2 (LGD 3) rating to Air
Medical Group Holdings, Inc.'s ("Air Medical") proposed $175
million add-on incremental term loan. Air Medical's B3 Corporate
Family Rating and B3-PD Probability of Default Rating remain
unchanged. Also unchanged are the company's B2 rating on the
company's senior secured bank credit facility and Caa2 rating on
the company's outstanding senior unsecured notes. The rating
outlook is stable.
The proceeds from the add-on term loan, along with balance sheet
cash, will be used to fund the acquisition of California Shock
Trauma Air Rescue (CALSTAR), fund a one-time share repurchase, and
pay transaction fees and expenses. Air Medical will also assume
aircraft capital leases as part of the acquisition. CALSTAR, a
nonprofit public benefit corporation offering emergency air medical
services and inter-facility transportation for high-acuity
patients, operates nine air-bases throughout Northern California
and Nevada, and will strengthen Air Medical's presence in the
region. The transaction is expected to close in the third quarter
of 2016.
The Corporate Family Rating and stable outlook are unchanged, as
Moody's expects the impact on the company's financial leverage and
credit profile to be modest. On a pro forma basis, the company's
adjusted debt to EBITDA will increase to approximately 6.6 times
from 6.3 times. However, Moody's expects Air Medical to reduce that
ratio towards 6 times over the next 12-18 months due to earnings
growth attributable to the continued expansion of bases.
Following is a summary of Moody's rating actions.
Air Medical Group Holdings, Inc.:
Ratings assigned:
$175 million proposed incremental term loan B-1, at B2 (LGD 3)
Ratings unchanged:
Corporate Family Rating, B3
Probability of Default Rating, B3-PD
Senior secured first lien term loan, B2 (LGD 3)
Senior unsecured 6.375% notes, Caa2 (LGD 5)
The rating outlook is stable.
The ratings are subject to review of final documentation.
RATINGS RATIONALE
Moody’s said, "The B3 Corporate Family Rating is constrained by
the company's high financial leverage, small size based on revenue
and earnings, and very high level of bad debt expense, which is
customary in the air medical transportation industry, principally
tied to the self-pay portion of Air Medical's revenues. The rating
also reflects risks associated with the potential for adverse
weather conditions, which have historically stifled operating
performance. Air Medical is also exposed to leveraging event risks
under private equity ownership. We expect internally generated cash
flow to be prioritized towards growth initiatives and acquisitions
to strengthen the company's geographic footprint, instead of
material debt reduction. However, we expect continued earnings
growth over the next several quarters to result in steady
improvement in revenue and EBITDA. Partially offsetting these risk
factors are the company's historically solid EBITDA margins and its
strong market position as the largest independent provider of
community-based air ambulance services in the United States, based
on patient transports.
"The stable outlook reflects our view that the company's credit
metrics will slightly improve over the next 12 to 18 months, and
our expectation that the company will maintain at least an adequate
liquidity profile."
The ratings could be downgraded if the company faces top-line and
earnings pressure such that financial leverage increases, if
operating margins, cash flow, or sources of liquidity deteriorate,
or if the company engages in material debt-financed acquisition or
shareholder distributions.
The ratings could be upgraded if the company exhibits earnings
growth and debt repayment, combined with positive free cash flow,
such that adjusted debt to EBITDA is sustained below 6.0 times, and
free cash flow to debt is sustained above 4%.
Headquartered in Lewisville, Texas, Air Medical is the largest
independent provider of air medical services in the United States
based on patient transport volume. Through its subsidiaries, Air
Medical collaborates with leading hospital systems, medical centers
and EMS agencies to offer access to emergency medical care. As of
March 31, 2016, Air Medical operated a fleet of 301 helicopters and
airplanes and 214 ground ambulances, providing services from 277
operating bases across 34 U.S. states. Air Medical is
privately-owned by affiliates of financial sponsor Kohlberg Kravis
Roberts & Co. L.P. (KKR). For the twelve months ended March 31,
2016, Air Medical generated total net revenue of approximately $919
million.
AIR MEDICAL: S&P Assigns 'B' Rating on Proposed $175MM Term Loan
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating to Lewisville, Texas-based Air Medical Group
Holdings Inc.'s proposed $175 million incremental first-lien term
loan. The company will use proceeds of the new debt and cash on
hand to fund a special dividend and to acquire California Shock
Trauma Air Rescue. The recovery rating on this debt is '4,'
indicating S&P's expectation for average (30%-50%, at the upper
half of the range) recovery in the event of a payment default.
While the transaction raises leverage, S&P's ratings incorporated
an expectation that leverage would remain greater than 5x and that
the financial policy would remain aggressive under financial
sponsor ownership. Despite the increase in debt, S&P continues to
expect the company to generate modest free cash flow. S&P's
ratings also reflect the company's narrow business focus on
emergency air transportation, exposure to reimbursement risk, and
limited size and diversity.
The corporate credit rating on Air Medical is 'B' with a stable
outlook.
RATINGS LIST
Air Medical Group Holdings Inc.
Corporate Credit Rating B/Stable/--
New Rating
Air Medical Group Holdings Inc.
Senior Secured
$175 Mil. First-Lien Term Loan B
Recovery Rating 4H
ALLCORP INC: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Allcorp, Inc.
5701 Kavanaugh Blvd.
Little Rock, AR 72207
Case No.: 16-13943
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Eastern District of Arkansas (Little Rock)
Judge: Hon. Phyllis M. Jones
Debtor's Counsel: Stanley V. Bond, Esq.
BOND LAW OFFICE
P.O. Box 1893
Fayetteville, AR 72702-1893
Tel: (479) 444-0255
Fax: (479) 444-7141
E-mail: attybond@me.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alexander P. Golden, IV, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ALLY FINANCIAL: Reports Second Quarter 2016 Financial Results
-------------------------------------------------------------
Ally Financial Inc. reported net income of $360 million for the
second quarter of 2016, compared to net income of $182 million for
the second quarter of 2015.
Ally Chief Executive Officer Jeffrey Brown commented on the
financial results:
"For the second quarter, Ally posted solid results with improved
profitability, strong credit performance and considerable
year-over-year improvements to both earnings per share and adjusted
EPS. Ally's tangible book value continued to grow, profitability
in our auto finance business improved, and deposits expanded and
reduced our reliance on the capital markets. Simply put, the
quarter demonstrated the fundamentals of the franchises are strong,
and overall Ally is firing on all cylinders."
"Ally also achieved key milestones in the quarter that will help to
shape the future. Notably, the capital plan was approved, and we
now have the ability to return capital to shareholders through an
$0.08 cash dividend on common stock and a $700 million share
repurchase program. These actions provide Ally the tools to better
optimize returns and create meaningful value for shareholders."
"Additionally, we continued to be responsive to our growing number
of digitally-savvy consumers and made progress on our plans to
thoughtfully expand our product offerings with the launch of the
Ally CashBack Credit Card and the completion of the TradeKing
transaction with its digital wealth management and online brokerage
platform. Deepening our customer relationships and delivering
products and services to meet their needs are important steps in
the future success of the company."
The Company had total equity of $13.6 billion at quarter-end,
compared to $13.8 billion at the end of the prior quarter.
Consolidated cash and cash equivalents of $5.7 billion at
quarter-end, up from $5.0 billion at the end of the first quarter.
Included in this quarter's cash balance are $3.3 billion at Ally
Bank and $1.3 billion at the insurance subsidiary.
New term U.S. auto securitizations totaled approximately $0.5
billion for the quarter, comprised of an off-balance sheet
securitization. Year-to-date, Ally has completed approximately
$4.1 billion in auto loan sales, including two off-balance sheet
securitizations totaling $1.6 billion.
Approximately 72% of Ally's total assets and 83% of total consumer
auto originations were funded at Ally Bank in the second quarter.
A full-text copy of the press release is available for free at:
https://is.gd/jFXrDh
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
Ally reported net income of $1.28 billion on $4.86 billion of total
net revenue for the year ended Dec. 31, 2015, compared to net
income of $1.15 billion on $4.65 billion of total net revenue for
the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$158.58 billion in total assets, $145.14 billion in total
liabilities and $13.43 billion in total equity.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable. Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.
AMERICAN HOUSING: Incurs $1.12-Mil. Net Loss in Qtr. Ended Sept. 30
-------------------------------------------------------------------
American Housing Income Trust, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $1.12 million on $133,444 of
total revenues for the three months ended Sept. 30, 2015, compared
with a net loss of $298,122 on $81,883 of total revenues for the
same period in 2014.
For the nine months ended Sept. 30, 2015, the Company recorded a
net loss of $2.29 million on $398,483 of total revenues, compared
to a net loss of $842,016 million on $236,603 of total revenues for
the same period in 2014.
The Company's balance sheet at Sept. 30, 2015, showed $9.72 million
in total assets, $4.37 million in total liabilities, and
stockholders' equity of $5.34 million.
The Company has never paid any dividends and is unlikely to pay
dividends in the immediate or foreseeable future. The continuation
of the Company as a going concern is dependent upon the continued
financial support from its stockholders, the ability of the Company
to obtain necessary equity financing to continue operations, and
the attainment of profitable operations. During the nine months
ended September 30, 2015, the Company incurred a net loss of
$2,366,451, and as at September 30, 2015, the Company has
accumulated losses of $7,594,674 since inception. These factors
raise substantial doubt regarding the Company's ability to continue
as a going concern.
A copy of the Form 10-Q is available at:
https://is.gd/9EW2Pd
American Housing Income Trust, Inc. (AHIT), acquire, renovate,
rehabilitate and, in turn, rent single family residences. AHIT
currently operate through related-party/affiliate entities in
holding title to those single family residences in its portfolio
– American Realty Partners, ARP Borrower, LLC, ARP Borrower II,
and AHIT Valfre, LLP, a Maryland limited liability partnership
(“AHIT Valfre”) commonly referred to as an UPREIT, or operating
umbrella partnership.
APOLLO MEDICAL: Appoints Mihir Shah as Chief Financial Officer
--------------------------------------------------------------
Apollo Medical Holdings, Inc., an integrated population health
management company, announced the appointment of Mihir Shah, CPA as
chief financial officer effective July 21, 2016.
Mr. Shah is a seasoned healthcare executive with over 10 years of
experience in the healthcare services sector. His expertise
includes leadership in finance roles within the managed care,
post-acute care and hospice/palliative care sector, as well as
operational efficiency and technology implementation initiatives.
He has an established track record of improving financial
reporting, reducing overhead, improving organizational workflow and
implementing automated processes.
He joined ApolloMed as a consultant in March 2016. Prior to
joining ApolloMed, he was CFO of Unitek Information Systems, a
private equity-backed company that offers nursing, allied health
and information technology training programs. At Unitek, he
established a new finance team, implemented a new financial
reporting system and developed a new budgeting process. Prior to
this, from 2013 to 2015, Mr. Shah was vice president and controller
of Health Essentials, LLC, a private equity-backed healthcare
organization that has been providing post-acute care and
hospice/palliative care services to the frail and elderly
population in California since 1996. At HES, he redesigned the
finance departmental infrastructure, including treasury, financial
reporting, audit, payroll, revenue cycle and forecasting.
Prior to this, from 2005 to 2013, he was vice president of Finance
and Analytics at Arcadian Health Plan, a venture-backed Medicare
Advantage HMO with 64,000 members in 15 states and revenue of $640
million. Arcadian was acquired by Humana in August 2011. At
Arcadian, he developed medical cost projections/targets,
implemented operating and performance metrics to drive cost
efficiency, and established a new system to estimate IBNR.
Mr. Shah is a Certified Public Accountant and received a Master of
Commerce-Cost Accounting from Gujarat University in Ahmedabad,
India.
"We are delighted that Mihir has joined our management team,"
stated Warren Hosseinion, M.D., chief executive officer of Apollo
Medical Holdings. "He has a strong background in financial
management, accounting, budget planning and administration, and
also understands the healthcare services industry, including
medical group management, HMO operations, hospice operations and
physician practice management."
"I am very excited about the opportunity to join the talented and
passionate team at ApolloMed," stated Mihir Shah. "I look forward
to working with Warren and the rest of the team in developing and
executing on ApolloMed's corporate strategy, fostering operational
excellence, while concentrating on building long-term value for
shareholders."
A full-text copy of the Employment Agreement is available at:
https://is.gd/rt4bBs
About Apollo Medical
Glendale, Calif.-based Apollo Medical Holdings, Inc., provides
hospitalist services in the Greater Los Angeles, California area.
Hospitalist medicine is organized around the admission and care of
patients in an inpatient facility such as a hospital or skilled
nursing facility and is focused on providing, managing and
coordinating the care of hospitalized patients.
Apollo Medical reported a net loss attributable to the Company of
$9.34 million on $44.04 million of net revenues for the year ended
March 31, 2016, compared to a net loss attributable to the Company
of $1.80 million on $32.98 million of net revenues for the year
ended March 31, 2015.
As of March 31, 2016, Apollo Medical had $19.6 million in total
assets, $11.01 million in total liabilities, $7.07 million in
mezzanine equity, and $1.47 million in total stockholders' equity.
APOSTOLIC FAITH MISSION: Disclosures Must Be Filed by Oct. 5
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
entered a scheduling order telling Apostolic Faith Mission to file
a disclosure statement and plan of reorganization by Oct. 5, 2016.
The Court also ordered the Debtor to:
a. file operating reports by the 20th day of the month after
reporting period;
b. pay all post-petition tax liabilities;
c. maintain insurance that is customary in the industry in
which the Debtor operates, including commercial general
liability insurance and commercial property damage
insurance during the pendency of this case and insure the
U.S. Trustee is a notified party in the event of
cancellation or modification of the coverage;
d. maintain all funds in a Debtor in Possession account at an
authorized depository; and
e. timely pay all fees assessed by the U.S. Trustee.
On or before July 18, 2016, the Debtor will:
a. file the statement of financial affairs and amended
Schedule A/B;
b. provide to the U.S. Trustee a certificate of insurance for
general liability and property damage and proof that the
United States Trustee has been added as a notified party
in the event of cancellation; and
C. provide to the U.S. Trustee proof of closing pre-petition
bank account and copy of signature card for all debtor in
possession accounts.
Apostolic Faith Mission sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-32943) on June 7,
2016, saying it has under $1 million in both assets and
liabilities.
ATLAS RESOURCE: Case Summary & 40 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Atlas Resource Partners, L.P. 16-12149
712 Fifth Avenue, 11th Floor
New York, NY 10019
ARP Barnett Pipeline, LLC 16-12150
ARP Barnett, LLC 16-12151
ARP Eagle Ford, LLC 16-12152
ARP Mountaineer Production, LLC 16-12153
ARP Oklahoma, LLC 16-12154
ARP Production Company, LLC 16-12155
ARP Rangely Production, LLC 16-12156
Atlas Barnett, LLC 16-12157
Atlas Energy Colorado, LLC 16-12158
Atlas Energy Indiana, LLC 16-12159
Atlas Energy Ohio, LLC 16-12160
Atlas Energy Securities, LLC 16-12161
Atlas Energy Tennessee, LLC 16-12162
Atlas Noble, LLC 16-12163
Atlas Pipeline Tennessee, LLC 16-12164
Atlas Resource Finance Corporation 16-12165
Atlas Resource Partners Holdings, LLC 16-12166
Atlas Resources, LLC 16-12167
ATLS Production Company, LLC 16-12168
REI-NY, LLC 16-12169
Resource Energy, LLC 16-12170
Resource Well Services, LLC 16-12171
Viking Resources, LLC 16-12172
Type of Business: Atlas Resource Partners, L.P., a publicly-traded
master-limited partnership, is an independent
oil and natural gas company engaged in the
exploration, development, and production of oil
and natural gas properties with operations in
basins across the United States.
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtors' Counsel: David M. Turetsky, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
David M. Turetsky
Four Times Square
New York, New York 10036-6522
Tel: (212) 735-3000
Fax: (212) 735-2000
E-mail: david.turetsky@skadden.com
-and-
Ron E. Meisler, Esq.
Felicia Gerber Perlman, Esq.
Carl T. Tullson, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
155 N. Wacker Drive
Chicago, Illinois 60606-1720
Tel: (312) 407-0700
Fax: (312) 407-0411
E-mail: ron.meisler@skadden.com
felicia.perlman@skadden.com
carl.tullson@skadden.com
Debtors'
Investment
Banker: PERELLA WEINBERG PARTNERS LP
Debtors'
Claims &
Noticing
Agent: EPIQ BANKRUPTCY SOLUTIONS, LLC
Total Assets: $1.32 billion as of July 20, 2016
Total Debts: $1.53 billion as of July 20, 2016
The petitions were signed by Jeffrey M. Slotterback, chief
financial officer.
Debtors' List of 40 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Archrock Partners LP Trade Debt $158,507
Archrock Partners Operating LLC
Email: donald.wayne@archrock.com
Kinder Morgan Treating LP Trade Debt $129,291
Email: john_mcdonald@kindermorgan.com
Enable Midstream Partners LP Trade Debt $110,807
Email: margaret.brooks@enablemid
stream.com
Spectra Energy Partners LP Trade Debt $109,945
Email: LAMoss@spectraenergy.com
CSI Compressco LP Trade Debt $69,875
Email: contract@csicompressco.com
J-W Power Company Trade Debt $69,703
Email: JTaylor@jwenergy.com
Wright & Company, Inc. Trade Debt $64,700
Email: randy@wrightandcompany.com
Harrison County Treasurer Trade Debt $60,947
Email: vicki.sefsick@yahoo.com
Tarrant County Tax Trade Debt $58,727
Assessor/Coll
Email: tax-sdc@tarrantcounty.com
Hahn Loeser & Parks, LLP Trade Debt $49,754
Email: cwick@hahnlaw.com
Anderson Lubricants Inc. Trade Debt $47,046
Email: crosenfelder@petrochoice.com
Ciganovich Construction Inc. Trade Debt $45,469
Email: ciganovichconst@msn.com
CDW LLC Trade Debt $42,938
Email: credit@cdw.com
Archrock Services LP Trade Debt $40,455
Email: donald.wayne@archrock.com
D&T Well Services LLC Trade Debt $39,032
Email: dtwellservices@gmail.com
Transtex Hunter LLC Trade Debt $38,200
Email: jdavis@eurekamidstream.com
United Excavating and General Trade Debt $37,413
Contracting Inc.
Email: jordan.dant@unitedexcavating.com
Panhandle Oilfield Service Co. Inc. Trade Debt $36,671
Email: desirae.morrison@posci.net
Cross M Ranch LLC Trade Debt $32,935
Jay R Little Trade Debt $30,098
Email: winchester5145@gmail.com
RR Donnelley Trade Debt $29,500
Email: john.gfeller@rrd.com
R L Laughlin & Co Inc. Trade Debt $29,021
Email: jgoff@rllco.com;
davidc@rllco.com
Nick'S Well Plugging LLC Trade Debt $28,540
Email: tammy@nickswellplugging.com
J & P Service Inc. Trade Debt $28,390
Email: JPSI@VERIZON.NET
Rogers Oilfield Inc. Trade Debt $28,287
Pyramid Instrmntn & Electrical Corp. Trade Debt $24,556
Email: CREDIT@PYRAMIDCORPORA TION.COM
Jeffrey L Dwiggins Trade Debt $24,500
Email: JEFF.DWIGGINS@DWIGGINS
CONSULTING.COM
Natural Gas Compression Trade Debt $23,630
Systems Inc.
Email: yuncker@ngcsi.com
Acorn Petroleum Inc. Trade Debt $23,537
Email: glopez@acornpetroleuminc.com
KLN Inc. Trade Debt $21,304
Email: gslade@knlinc.net
USA Compression Partners LP Trade Debt $21,250
Email: gholloway@usacompression.
com
Sullivan Contracting Inc. Trade Debt $21,121
Email: tim.sullivan@sul-con.com
Carter Machinery Company Inc. Trade Debt $20,653
Email: tom_messer@cartermachine
ry.com
Eastern Colorado Well SVC LLC Trade Debt $20,630
Email: kpevler@ecws1.com
Citizens Gas Utility District Trade Debt $20,000
of Scott & Morgan Counties
Email: citgasgb@highlands.net
Lee Hecht Harrison LLC Trade Debt $19,200
Email: invoices@lhh.com
Alamo Services Trade Debt $18,397
Email: alamok@hughes.net
Abrams Technical Services Inc. Trade Debt $18,200
Johnson County Tax A/C Trade Debt $17,840
Email: scottp@johnsoncountytx.org
4T Tillery Inc. Trade Debt $17,735
ATLAS RESOURCE: Files Ch. 11 Petition & Prepackaged Plan
--------------------------------------------------------
BankruptcyData.com reported that Atlas Resource Partners (the
Partnership) and more than 20 affiliated Debtors filed for Chapter
11 protection with the U.S. Bankruptcy Court in the Southern
District of New York, lead case number 16-12149. The Company, which
develops, acquires and manages oil and gas properties, is
represented by David M. Turetsky of Skadden, Arpls, Slate, Meagher
& Flom. Concurrent with the petition, the Company also filed with
the Court a Joint Prepackaged Chapter 11 Plan of Reorganization and
related Disclosure Statement. The Partnership recently announced
its entry into a restructuring support agreement (RSA) with 100% of
its revolving credit facility lenders, 100% of its second lien
lenders and approximately 80% of its senior noteholders. If
completed, the agreement (to be implemented under the Prepackaged
Plan of Reorganization) will immediately reduce the Partnership's
debt by approximately $900 million and interest expense by $80
million per year. That debt reduction would be accomplished via
conversion of $668 million of outstanding senior notes into 90% of
the common equity of the restructured company (upon Plan
consummation and from proceeds of the sale of the Partnership's
natural gas and oil hedge positions to make repayments under its
existing revolving credit facility). Under the RSA, cash interest
expense payable on the second lien term loan will be immediately
reduced to 2%, and second lien term loan holders will also receive
10% of the common equity of the post-emergence company. In
addition, the Partnership's existing common and preferred
unitholders will not be entitled to any of the equity of the
restructured company, and all existing common and preferred units
will be cancelled under the RSA. The Partnership expects to emerge
from bankruptcy as Titan Energy under the leadership of Ed Cohen,
executive chairman; Jonathan Cohen, executive vice chairman; Daniel
Herz, C.E.O.; Mark Schumacher, president; and Jeffrey Slotterback,
C.F.O.
AUGUSTOS CUISINE: Disclosures Okayed; Aug. 16 Plan Hearing Set
--------------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has entered an order conditionally
approving the Disclosure Statement that Augustos Cuisine
Corporation filed on July 8, 2016.
The Court set for Aug. 16, 2016, at 10:00 a.m. the hearing on final
approval of the disclosure statement (if a written objection has
been timely filed) and for the hearing on confirmation of the
Chapter 11 plan.
Three days prior to the hearing is fixed as the last day for filing
written acceptances or rejections to the plan. Three days prior to
the hearing is fixed as the last day for filing and serving written
objections to the disclosure statement and confirmation of the
plan.
Augusto's Cuisine Corporation filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 15-09390) on Nov. 25, 2015.
AZIZ PETROLEUM: Has Until Aug. 5 to File Amended Plan, Disclosures
------------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has given Aziz Petroleum, Inc., until
Aug. 5, 2016, to file an amended Chapter 11 Plan and amended
disclosure statement.
The Court will conduct a hearing to consider approval of the
Amended Disclosure Statement on Aug. 18, 2016, at 2:30 p.m.
The deadline for filing objections to the Amended Disclosure
Statement is Aug. 15, 2016.
As reported by the Troubled Company Reporter on June 14, 2016, the
Plan proposes a distribution of 100% of the allowed claims of
general unsecured creditors.
The Court conducted a hearing on July 7, 2016, pursuant to its June
6, 2016 order setting hearing on approval of Disclosure Statement
and confirmation of Plan, setting various deadlines and describing
Plan Proponent's obligations. At the hearing, the Court also
considered Debtor's expedited motion to continue hearing on
approval of Disclosure Statement and confirmation of Plan.
The Court finds that the motion to continue should be granted, that
a deadline should be set for the Debtor to file an Amended Plan and
Disclosure Statement, and that a further hearing should be
scheduled solely to consider approval of the Amended Disclosure
Statement.
Aziz Petroleum, Inc. (Bankr. S.D. Fla., Case No. 15-30937) filed a
Chapter 11 Petition on Nov. 30, 2015. The Debtor is represented by
Lenard H. Gorman, Esq.
BALTAZAR ANTONIO: Hearing on Disclosure Statement Set for Aug. 24
-----------------------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico has set for Aug. 24, 2016, at 9:00 a.m. the
hearing to approve Baltazar Antonio Negron Soto's Disclosure
Statement explaining his Chapter 11 plan.
Objections to the form and content of the Disclosure Statement
should be in writing and filed with the Court and served upon
parties in interest at their address of record not less than 14
days prior to the hearing.
Baltazar Antonio Negron Soto filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 14-08847) on Oct. 28, 2014.
BENEVENTO TRADING: Seeks to Hire Alla Kachan as Legal Counsel
-------------------------------------------------------------
Benevento Trading Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire the Law Offices
of Alla Kachan, P.C. as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) assist the Debtor in administering its case;
(b) represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate;
(c) take necessary actions to marshal and protect the
estate's assets;
(d) negotiate with creditors in formulating a plan of
reorganization; and
(e) draft and prosecute the confirmation of the Debtor's plan
of reorganization.
The firm's attorneys will be paid $300 per hour for their services
while its clerks and paraprofessionals will be paid $150 per hour.
Alla Kachan, Esq., disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
Tel.: (718) 513-3145
About Benevento Trading
Benevento Trading Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E. D. N.Y. Case No. 16-43162) on July 18,
2016.
BUCHANAN JEFFERSON: Wants to Use Cash Collateral for Trustee Fees
-----------------------------------------------------------------
John C. Buchanan and Buchanan Jefferson Ventures Inc. ask the U.S.
Bankruptcy Court for the Northern District of Georgia for
authorization to use cash collateral to pay for outstanding and
future U.S. Trustee fees.
The Debtors relate that Mountain Valley Community Bank asserts a
security interest in certain building lots owned by the Debtors.
They further relate that Mountain Valley Community Bank also
asserts a security interest in the rents generated from the
Property, which may constitute cash collateral. The Debtors add
that a substantial majority of the amounts held in Debtor Buchanan
Jefferson Ventures's debtor-in-possession bank account consist of
rents generated from the Property.
The Debtors propose to grant Mountain Valley Community Bank a
replacement lien in rents and other income from the Property in the
same order of priority as existed pre-petition to the extent that
its prepetition liens in such collateral are valid, properly
perfected, and enforceable.
A full-text copy of the Debtors' Motion, dated July 25, 2016, is
available at https://is.gd/cxG2k9
Mountain Valley Community Bank can be reached at:
Mountain Valley Community Bank
136 North Main Street
Cleveland, GA 30528-1122
John C. Buchanan and Buchanan Jefferson Ventures, Inc. are
represented by:
John F. Isbell, Esq.
Garrett A. Nail, Esq.
THOMPSON HINE LLP
3560 Lenox Road, Suite 1600
Atlanta, GA 30326
Telephone: (404) 541-2900
Email: john.isbell@thompsonhine.com
garrett.nail@thompsonhine.com
About Buchanan Jefferson Ventures, Inc.
John Buchanan and Buchanan Jefferson Ventures, Inc. filed a chapter
11 petitions (Bankr. N.D. Ga. Case Nos. 13-21009 and 13-21011) on
April 8, 2013. Buchanan Jefferson Ventures, Inc.'s petition was
signed by John C. Buchanan, CEO. The Debtors are represented by
John F. Isbell, Esq., at Thompson Hine LLP. Buchanan Jefferson
Ventures, Inc. estimated assets and liabilities at $100,001 to
$500,000.
CAMERON PARK: Wants to Use Redding Bank Cash Until Aug. 3
---------------------------------------------------------
Cameron Park Plaza, LP asks the U.S. Bankruptcy Court for the
Northern District of California to approve its Stipulation for the
use of cash collateral with Redding Bank of Commerce.
The Debtor owns 85% of real property commonly described as 1614,
1615 & 1620 Continental Street, 1003 & 1005 Yuba Street, and 1002 &
1024 Placer Street, Redding California. Yuba Street Properties,
LLC owns 15% of the Real Property.
Redding Bank of Commerce has a perfected first priority security
interest in the Real Property, including its rents and profits.
The Debtor tells the Court that in the ordinary course of operation
of the Real Property, it will be necessary for the Debtor to use
the rents and profits to pay customary and normal operating
expenses of the Real Property, including on-going payments to
Redding Bank of Commerce on account of its loan secured by the Real
Property, real property taxes, insurance, utilities and
maintenance.
The Stipulation authorizes the Debtor to utilize the rents and
profits of the Real Property, and the proceeds thereof, to pay
customary and normal operating expenses in the ordinary course, and
to pay quarterly fees to the U.S. Trustee. The authorization to
use cash collateral will be from June 1, 2016 through August 31,
2016.
The Stipulation requires the Debtor to tender to Redding Bank of
Commerce all rents and profits of the Real Property, less actual
customary and normal operating expenses of the Real Property, as
adequate protection.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/NJhsGq
About Cameron Park Plaza, LP
Cameron Park Plaza, LP filed a chapter 11 petition (Bankr. N.D.
Cal. Case No. 16-30540) on May 17, 2016. The petition was signed
by David Monetta, general partner.
The Debtor is represented by Michael C. Fallon, Esq., at the Law
Offices of Michael C. Fallon. The case is assigned to Judge Hannah
L. Blumenstiel.
The Debtor disclosed total assets of $8.22 million and total debts
of $4.20 million.
CAMERON PARK: Wants to Use Umpqua Bank Cash Collateral
------------------------------------------------------
Cameron Park Plaza, LP asks the U.S. Bankruptcy Court for the
Northern District of California to approve its Stipulation for Use
of Cash Collateral with Umpqua Bank.
The Debtor is indebted to Umpqua Bank in the amount of $2,924,000.
All rents received by the Debtor after the filing of the Petition
are claimed by Umpqua Bank to be cash collateral. The Debtor
acknowledges that it is prohibited from using the cash collateral
without the consent of Umpqua Bank or authorization of the Court.
The Stipulation authorizes the Debtor to use cash collateral to pay
the regular monthly payment to Umpqua Bank under its Promissory
Note, as well as to pay for the ordinary and necessary costs
required in the operation of the Folsom Park Plaza Complex. The
Stipulation prohibits the Debtor from using cash collateral to
service any other obligation without Umpqua Bank's authorization or
further order of the Court.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/vDK9QV
About Cameron Park Plaza, LP
Cameron Park Plaza, LP filed a chapter 11 petition (Bankr. N.D.
Cal. Case No. 16-30540) on May 17, 2016. The petition was signed
by David Monetta, general partner.
The Debtor is represented by Michael C. Fallon, Esq., at the Law
Offices of Michael C. Fallon. The case is assigned to Judge Hannah
L. Blumenstiel.
The Debtor disclosed total assets of $8.22 million and total debts
of $4.20 million.
CAVIUM INC: S&P Assigns 'BB-' CCR, Outlook Stable
-------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' corporate credit
rating to San Jose, Calif.-based Cavium Inc. The outlook is
stable.
At the same time, S&P assigned its 'BB-' issue-level rating and '3'
recovery rating to the company's proposed $700 million first-lien
term loan due 2023. The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%; upper half of the range)
recovery in the event of payment default. The $50 million bridge
loan is not rated.
"The rating reflects Cavium's limited scale relative to its primary
competitors that have significant financial resources, its
significant customer concentration, and QLogic's slower and
potentially more volatile revenue growth profile because of its
exposure to mature fibre channel technologies," said S&P Global
Ratings credit analyst Tuan Duong.
The company's long-term relationships with its original equipment
manufacturer (OEM) customers and high barriers to entry partially
mitigate those factors.
The stable outlook reflects S&P's expectation that the company will
successfully integrate the acquisition of QLogic Corp. and maintain
consistent operating performance and profitability over the next 12
months.
COGECO COMMUNICATIONS: S&P Assigns 'BB' Rating on $124.6MM Loan
---------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB' issue-level rating and
'2' recovery rating to Cogeco Communications (USA) Inc.'s formerly
known as Acquisitions Cogeco Cable II Inc.; d/b/a Atlantic
Broadband) $124.6 million term loan A-3 due 2019. The term A-3
loan is a newly created tranche that was used to refinance the
initial $145 million term A loan due 2017. Cogeco Communications
(USA) L.P. (formerly known as Acquisitions Cogeco Cable II L.P.)
and Atlantic Broadband (Penn) Holdings Inc. are coborrowers of the
debt.
In addition, the company extended the maturity on its $150 million
revolver to 2019 from 2017. The 'BB' issue-level rating and '2'
recovery rating on the $150 million revolver, the $100 million term
A-2 loan due 2019, and the $420 million term B loan due 2019 are
unchanged.
The '2' recovery rating indicates S&P's expectation for substantial
(70%-90%) recovery in the event of payment default. However, S&P
believes that recovery for senior secured lenders will now be in
the lower half of the range compared with S&P's previous
expectation for the upper half of the range because S&P expects a
larger amount of debt outstanding at default as a result of the
amortization schedule under the new term loan A-3.
S&P's 'BB-' corporate credit rating and stable outlook on Atlantic
Broadband are not affected by the transaction since it will not
have an impact on adjusted leverage, although S&P believes it will
modestly improve the company's liquidity by addressing near-term
debt maturities. S&P expects adjusted leverage to decline to the
mid- to high-4x area by year-end 2016 from the high-5x area in 2015
primarily due to modest EBITDA growth, and modest debt repayment
from excess cash flow.
RATINGS LIST
Cogeco Communications (USA) Inc.
Corporate Credit Rating BB-/Stable/--
New Ratings
Cogeco Communications (USA) L.P.
Atlantic Broadband (Penn) Holdings Inc.
$124.6 mil. term loan A-3 due 2019
Senior Secured BB
Recovery Rating 2L
Rating Affirmed; Recovery Band Revised
Cogeco Communications (USA) L.P.
Atlantic Broadband (Penn) Holdings Inc.
To From
Senior Secured BB BB
Recovery Rating 2L 2H
COMSTOCK MINING: Closes Land Acquisition for $3.2 Million
---------------------------------------------------------
Comstock Mining Inc. announced that it has exercised a purchase
commitment to acquire 98 acres of land and over 257 acre-feet of
senior-priority water rights in Silver Springs, Nevada. The
property was acquired through a wholly-owned subsidiary called
Comstock Industrial LLC. The acquisition and the first six months
of interest was funded from a two-year loan of $3,250,000 to
acquire the property, secured by a deed of trust on the property.
The loan will be repaid through proceeds from sales of the land or
water rights. The Company, along with Comstock Mining LLC and
Comstock Real Estate Inc., also wholly-owned subsidiaries of the
Company, provided guaranties for obligations relating to the
property purchased.
Corrado De Gasperis, president & CEO, commented, "This property is
located in the immediate vicinity of the Reno-Tahoe industrial
Center (TRIC) and the ongoing USA Parkway construction that
connects TRIC right into Silver Springs. We want to thank GF
Capital and its principals for a tremendously collaborative and
successful effort that positions our shareholders for exceptional
returns. The valuation for both the land and excess water rights
already exceeds an estimated $10 million. Consummating these
acquisitions represent a strategically important step in our
previously announced plans to capitalize on these non-mining
assets."
About Comstock Mining
Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district. The Company began acquiring
properties in the Comstock District in 2003. Since then, the
Company has consolidated a substantial portion of the Comstock
district, secured permits, built an infrastructure and brought the
exploration project into test mining production. The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining. The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.
Comstock Mining reported a net loss available to common
shareholders of $15.9 million on $18.5 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss available
to common shareholders of $13.3 million on $25.6 million of total
revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Comstock Mining had $42.63 million in total
assets, $22.8 million in total liabilities and $19.9 million in
total stockholders' equity.
CONSTRUCTION MATERIALS: "Pension Plan" Suit Stayed By Bankruptcy
----------------------------------------------------------------
Judge Donna M. Ryu of the United States District Court for the
Northern District of California issued an order staying the case
captioned PENSION PLAN FOR PENSION TRUST FUND FOR OPERATING
ENGINEERS, et al., Plaintiffs, v. CONSTRUCTION MATERIALS TESTING,
INC., et al., Defendants, Case No. 15-cv-05325-DMR (N.D. Cal.),
until the automatic stay imposed in Construction Material Testing,
Inc.'s chapter 11 case is no longer in effect.
A full-text copy of Judge Ryu's July 18, 2016 order is available at
https://is.gd/HLnJab from Leagle.com.
Pension Plan for Pension Trust Fund for Operating Engineers,
Trustee Richard Piombo, Trustee Russell E. Burns are represented
by:
Shaamini Babu, Esq.
Anne M. Bevington, Esq.
Anjuli Maria Cargain, Esq.
SALTZMAN AND JOHNSON LAW CORPORATION
44 Montgomery Street, Suite 2110
San Francisco, CA 94104
Tel: (415)882-7900
Fax: (415)882-9287
Email: sbabu@sjlawcorp.com
abevington@sjlawcorp.com
acargain@sjlawcorp.com
CRYSTAL LAKE GOLF: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Crystal Lake Golf Club, LLC
940 North Broadway
Haverhill, MA 01832
Case No.: 16-41324
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Judge: Hon. Christopher J. Panos
Debtor's Counsel: Richard A. Mestone, Esq.
MESTONE & ASSOCIATES LLC
65 Flagship Drive, Unit A
North Andover, MA 01845
Tel: (617) 381-6700
Fax: 978-655-4069
E-mail: richard.mestone@mestonehogan.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael J. Maroney, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mab16-41324.pdf
CRYSTAL LAKE OPEN: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Crystal Lake Open Space, Inc.
423 E Broadway
Haverhill, MA 01830
Case No.: 16-41325
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Judge: Hon. Christopher J. Panos
Debtor's Counsel: Herbert Weinberg, Esq.
ROSENBERG & WEINBERG
805 Turnpike St., Suite. 201
North Andover, MA 01845
Tel: (978) 683-2479
Fax: 978-682-3041
E-mail: hweinberg@jrhwlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Maroney, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
CS MINING: Ch. 11 Trustee Sought Amid Members' Impasse
------------------------------------------------------
DXS Capital (U.S.) Limited and PacNet Capital (U.S.) Limited,
members and creditors of CS Mining, LLC, ask the U.S. Bankruptcy
Court for the District of Utah to enter an order appointing a
trustee pursuant to Section 1104(a) of the Bankruptcy Code to
operate and manage the affairs of debtor CS Mining, LLC.
The Debtor is owned by Sky Minerals Partners, LLC, which is in turn
owned by DXS and PacNet, as well as by Clarity Copper, LLC, and
Skye Mineral Investors, LLC (collectively, the "Members").
According to the Movants, the Debtor is unable to respond to the
Involuntary Petition because of a deadlock at its member and
manager levels. In fact, the Debtor was forced to shut down its
operations several months ago because it is insolvent and in need
of capital, and has been unable to procure the capital it needs, or
make any decisions regarding its reorganization, because of the
deadlock.
Skye Mineral Partners' LLC Operating Agreement (the "LLC Operating
Agreement") governs the consent and control rights of the Members
with respect to the Debtor.
The LLC Operating Agreement provides that all decisions related to
"Extraordinary Matters" on behalf of the Debtor require the written
approval of the "Requisite Holders." These Extraordinary Matters
include, among others, (i) raising capital or entering into secured
financing transactions, (ii) responding to a bankruptcy action or
creditor enforcement action, (iii) or approving a plan to maximize
recoveries for all stakeholders.
The Members have not been able to unanimously agree on anything
related to the Debtor's efforts to restructure, including a
business plan and budget for continued operations, and the terms of
much needed debtor-in-possession financing. Rather, the Movants and
the other Members are completely at odds with one another.
In fact, the Debtor has conceded the existence of this impasse in
its Motion for Entry of an Order Modifying the Automatic Stay. As
discussed in the Movants' objection to the Motion for Relief from
Stay, neither the Debtor nor its gap period counsel can circumvent
the Movants' rights under the LLC Operating Agreement -- rights
which were the product of heavy negotiation among the Members --
and the only remedy that the Court can grant is the appointment of
a chapter 11 trustee.
"Cause" exists to appoint a trustee pursuant to Section 1104(a)(1)
of the Bankruptcy Code, Ralph R. Mabey, Esq., at Kirton McConkie
P.C., asserts.
"Here, no one disputes that there is an impasse among the Members.
This stalemate is sufficient "cause" for the appointment of a
trustee because it is paralyzing the Debtor and preventing it from
moving forward with its reorganization. As a result, the Debtor
cannot be depended upon to carry out its fiduciary duties to its
creditors, particularly in light of the discord among the Members.
Appointment of a disinterested trustee is not only appropriate, but
required under these circumstances."
Counsel for PacNet Capital (US) Limited and DXS Capital (US)
Limited:
Ralph R. Mabey, Esq.
Adelaide Maudsley, Esq.
KIRTON MCCONKIE P.C.
50 East South Temple, Suite 400
Salt Lake City, UT 84111
Telephone: 801-328-3600
Facsimile: 801-212-2013
E-mail: rmabey@kmclaw.com
amaudsley@kmclaw.com
- and -
Pedro A. Jimenez, Esq.
Paul C. Huck, Jr., Esq.
JONES DAY
600 Brickell Avenue
Brickell World Plaza, Suite 3300
Miami, FL 33131
Telephone: 305-714-9700
Facsimile: 305-714-9799
E-mail: pjimenez@jonesday.com
phuck@jonesday.com
About CS Mining
CS Mining, LLC, is a mining and processing company headquartered in
Milford, Utah.
Purported creditors R.J. Bayer Professional Geologist, LLC;
Minerals Advisory Group, LLC; Rollins Construction & Trucking, LLC;
Rollins Machine, Inc.; and Oxbow Sulphur, Inc., filed an
involuntary petition to put the Company into Chapter 11 bankruptcy
(Bankr. D. Utah Case No. 16-24818) on June 2, 2016. Brahma Group,
Inc. subsequently joined the petition.
Judge William T. Thurman presides over the case.
The Petitioners are represented by Martin J. Brill, Esq., at
Levene, Neale, Bender, Yoo & Brill L.L.P and George B. Hofmann,
Esq., at Cohne Kinghorn PC.
CS Mining tapped Snell & Wilmer L.L.P. as local counsel, and Pepper
Hamilton LLP as its legal counsel, nunc pro tunc to June 2, 2016.
DINSONS INC: Disclosures Has Conditional OK; Hearing on Aug. 15
---------------------------------------------------------------
The Hon. Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida has entered an order conditionally approving
the Disclosure Statement filed by Dinsons Inc.
Aug. 15, 2016, is fixed as the hearing date on final approval of
the Disclosure Statement and for the hearing on confirmation of the
Chapter 11 Plan. The hearing will be held at 11:30 a.m.
The Debtor filed the Plan and Disclosure Statement on July 6,
2016.
Objections to Disclosure or Plan confirmation must be filed and
served 14 days before the Confirmation Hearing.
Creditors and other parties in interest will file with the Court
their written ballots accepting or rejecting the Plan no later than
14 days before the date of the Confirmation Hearing.
Dinsons Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 16-01329) on April 8, 2016. The
Debtor is represented by Jason A Burgess, Esq., at The Law Offices
of Jason A. Burgess, LLC.
DISCOVERY CHARTER: S&P Affirms 'BB+' Rating on $13.445MM Bonds
--------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'BB+' rating on the Philadelphia Authority for
Industrial Development, Pa.'s $13.445 million project revenue
bonds, series 2012, issued for the Discovery Charter School.
"The outlook revision reflects our view of the school's solid
enrollment and healthy financial metrics despite the ongoing
litigation between the authorizer, the School Reform Commission,
and Discovery Charter School, which we believe is unlikely to be
resolved within the one-year outlook horizon," said S&P Global
Ratings credit analyst Stephanie Wang.
Although the lawsuit remains unresolved, the school continues to
receive timely and full financial support from the state for the
students enrolled above the charter cap, and S&P views the
likelihood of that support going away during the outlook period as
low. However, S&P could take rating action within the outlook
period in the event of an adverse outcome from the lawsuit, or if
there were any negative changes to the funding from the state.
The rating reflects S&P's view of:
-- Steady enrollment and a very strong demand profile;
-- Stable and experienced management;
-- Consistent, timely, and full funding from the state for
students above the enrollment cap;
-- Strong maximum annual debt service (MADS) coverage based on
fiscal 2015 results; and
-- The moderate MADS burden.
DISH NETWORK: Moody's Releases Corrected Press Release
------------------------------------------------------
Moody's Investors Services issued a correction to the text of its
July 21, 2016 ratings release.
The ninth and tenth sentences of the first paragraph were changed
to the following to reflect that SLING TV is part of the DISH DBS
restricted group: "This narrow-bundle pay TV business which is
relatively new operation for Dish Network, was contributed to DISH
DBS, which is the issuer of all the company's debt, in May 2014.
Since there is no recourse to the DISH DBS sister companies that
hold the significant wireless spectrum assets, and there is no
guarantee from the ultimate parent DISH Network Corp., bondholders
are relying only on the Satellite and narrow-bundle streaming pay
TV operation."
The revised release is as follows:
Moody's Investors Service said that Dish Network Corporation's
("DISH" -- Ba3 CFR) largest quarterly subscriber losses at its
satellite pay TV subsidiary, Dish DBS Corporation, reduces
financial flexibility for the company. DISH announced with its
earnings today that it lost 281,000 pay TV subscribers (at Dish
DBS), its biggest quarterly subscriber loss ever. The net
subscriber loss even includes its SLING TV subscribers which
Moody's believes are growing, so in its opinion, the satellite TV
subscriber loss is even greater. Moody's notes that the company
increased subscription rates in the beginning of the year,
increasing ARPU, which most certainly played a role in the
defections and helped to improve financial results for the company.
However, of concern is the company's sub loss trend which is
worsening at the satellite pay TV operation. This is evidenced by
year-over-year Q2 comparison against 81,000 and 44,000 subscriber
losses in Q2 2015 and 2014, respectively, and year-to-date sub loss
count of about 304,000 as compared to the 2015 Q2 year-to-date sub
loss of 46,000 subs. These figures are also worse in the context
of full year losses of 81,000 and 79,000 in 2015 and 2014,
respectively, demonstrating a marked rise in secular pressure.
SLING TV sub additions are included in the company's subscriber
figures. This narrow-bundle pay TV business which is relatively
new operation for Dish Network, was contributed to DISH DBS, which
is the issuer of all the company’s debt, in May 2014. Since
there is no recourse to the DISH DBS sister companies that hold the
significant wireless spectrum assets, and there is no guarantee
from the ultimate parent DISH Network Corp., bondholders are
relying only on the Satellite and narrow-bundle streaming pay TV
operation. Moody's subscriber loss concerns center upon our view
that the ability to raise subscription prices is limited and may
lead to more rapid losses and eventually, losses will result in a
decline in revenue and EBITDA. OTT competition is rising, and we
believe that without another revenue source serving bondholders,
the company now is in a post maturity phase. Further, if the
negative trend and intensity in subscriber losses continues, DISH
DBS's financial flexibility and debt capacity will decline
ratably.
Moody's downward rating trigger has been 5.0x debt-to-EBITDA
(including Moody's standard adjustments). After the recent debt
issue, leverage was around 4.5x pro forma for the Q1 results. With
the slightly better financial results in Q2, leverage will have
dropped slightly from that level. If the subscriber trend, the
leverage capacity for the Ba3 CFR will decline in quarter
increments depending upon the rate of decline in subscribers unless
or until the loss rate declines and eventually stabilizes, if ever.
So, at this point we are lowering our rating downgrade trigger to
4.75x debt-to-EBITDA (with Moody's standard adjustments). As the
company's leverage remains comfortably below this level, the
outlook currently remains stable. Also, if the company issues
additional debt outside of DISH DBS to fund spectrum purchases or
other non-recourse operations, Moody's will likely consider some
portion of those obligations as additional leverage if DISH DBS
cash flow is taxed to service that debt.
EASTERN ILLINOIS UNIVERSITY: S&P Lowers 2005 Bonds' LT Rating to BB
-------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating and underlying
rating (SPUR) three notches, to 'BB' from 'BBB' on Eastern Illinois
University Board of Trustees' auxiliary facilities system (AFS)
revenue bonds, series 2005, issued for Eastern Illinois University
(EIU). In addition, S&P lowered to 'BB' from 'BBB' its SPUR on the
university's outstanding certificates of participation (COPs). S&P
do not rate the series 2009A COPs or the series 2008B AFS revenue
bonds. The outlook is negative.
"The downgrade and negative outlook reflect our view of Illinois'
ongoing severe challenges due to its weak financial position, and
the resultant impact on EIU's financial position," said S&P Global
Ratings credit analyst Ashley Ramchandani.
Throughout fiscal 2016, the state's public universities, including
EIU, received only a small fraction of historical operating
appropriations, placing significant liquidity stress on these
institutions given their revenue dependence on these funds to
support operations. Furthermore, given the length of the fiscal
2016 budget impasse and the absence of a substantial agreement
among elected leaders, it is S&P's opinion that state appropriation
outcomes will remain uncertain through at least fiscal 2017.
"We assessed EIU's enterprise profile as strong, characterized by
reasonable enrollment and demand despite ongoing enrollment
softening. We assessed EIU's financial profile as vulnerable with
susceptible operations given the challenging state funding
environment, coupled with the university's satisfactory financial
resources for the rating category. Combined, we believe these
credit factors lead to an indicative stand-alone profile of 'bb+.'
In our opinion, the 'BB' rating on the university's bonds best
reflects our opinion that management's limited contingency plans
and reliance on additional state funding to meet its financial
commitments put its financial profile at risk. In addition, the
rating reflects our view of the university's anticipated weakened
enrollment and demand flexibility," S&P said.
ELBARDI INT'L PLA: Taps Correa as Legal Counsel
-----------------------------------------------
Elbardi International PLA, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire the Law
Firm of Correa Business Consulting Group, LLC as its legal
counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) advise the Debtor regarding its duties and powers;
(b) advise the Debtor in determining whether a reorganization
is feasible or not;
(c) assist the Debtor in negotiating with creditors to
formulate a plan of reorganization or arrange for an
orderly liquidation of its assets; and
(d) prepare legal papers and appear before the bankruptcy
court.
Luis Correa Gutierrez, Esq., the lawyer who will be providing the
services, will be paid $150 per hour.
In a court filing, Mr. Gutierrez disclosed that the firm does not
represent or hold any interest adverse to the Debtor or its
estate.
The firm can be reached through:
Luis E. Correa Gutierrez, Esq.
Correa Business Consulting Group, LLC
Ext. Roosevelt, 468 Calle Arrigoitía
San Juan, PR 00918
Tel: 787-373-1185
Fax: 787-724-0353
Email: lcorrea@correalawoffice.com
About Elbardi International PLA
Elbardi International PLA, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-03844) on May 13,
2016.
ELK CREEK INTERNATIONAL: Can Use Cash Collateral Until August 10
----------------------------------------------------------------
Judge Laura T. Beyer of the U.S. Bankruptcy Court for the Western
District of North Carolina authorized Elk Creek International, Inc.
to use cash collateral on an interim basis, until August 10, 2016.
Yadkin Bank and Export-Import Bank of the United States assert
perfected security interests in the Debtor's cash collateral.
Judge Beyer granted Yadkin Bank and Export-Import Bank of the
United States replacement liens on all of the Debtor's
post-petition assets, of the same character and type, and to the
same extent and validity as their liens and encumbrances, which
have attached to the Debtor's assets pre-petition. She ordered the
Debtor to maintain accounts receivable in the minimum amount of
$10,000.
Judge Beyer authorized the Debtor to use cash collateral consistent
with the approved Budget and in the ordinary course of business for
necessary post-petition expenses which are critical to the Debtor's
survival. She also authorized the Debtor to pay any quarterly fees
from the cash collateral and ordered that such fees will be
escrowed with the Debtor's counsel on a timely basis. Judge Beyer
prohibited the Debtor from using cash collateral to pay claims
which arose prior to the July 5, 2016 filing date.
The hearing on the Debtor's use of cash collateral is continued to
August 10, 2016 at 9:30 a.m.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/z5pqjq
About Elk Creek International, Inc.
Elk Creek International, Inc., fdba Elk Creek Lumber Inc., fdba Elk
Creek Properties, LLC, sought protection under Chapter 11 (Bankr.
W.D.N.C. Case No. 16-50423) on July 5, 2016. The petition was
signed by David M. Blair, president. The Debtor is represented by
James H. Henderson, Esq., at The Henderson Law Firm. The case is
assigned to Judge Laura T. Beyer. The Debtor estimated assets of
$0 to $50,000 and debts of $1 million to $10 million at the time of
the filing.
EMERY RESOURCE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Emery Resource Holdings LLC
10129 E. Windrose Drive
Scottsdale, AZ 85260
Case No.: 16-26511
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. R. Kimball Mosier
Debtor's Counsel: Andres Diaz, Esq.
DIAZ & LARSEN
307 West 200 South, Suite 2004
Salt Lake City, UT 84101
Tel: (801) 596-1661
Fax: (801) 359-6803
E-mail: courtmail@adexpresslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Craig C. Williams, managing member of
Willsbros
Resource Holdings, LLC, manager.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ENDLESS POSSIBILITIES: Unsecured Creditors to Get 5% Under Plan
---------------------------------------------------------------
Endless Possibilities, LLC, has a proposed reorganization plan that
promises to a 5% recovery for unsecured creditors and lets the
owner retain control of the Debtor.
The Debtor on July 1, 2016, filed a Combined Plan and Disclosure
Statement and on July 18 filed an Amendment. Copies of the
documents are available at:
http://bankrupt.com/misc/Endless_P_74_DS.pdf
http://bankrupt.com/misc/Endless_P_83_Am_DS.pdf
The Plan provides that:
* Priority claims, which are impaired, will be paid over five
years with equal monthly installments of $2,078 beginning Dec. 15,
2016. The Debtor will pay interest at 3%.
* The secured claim of ReadyCap Lending, LLC, which is impaired,
will be paid a monthly principal and interest payment of $1,733
beginning Dec. 15, 2016. The amount of the debt is $219,195 and
will be paid 5% interest with 15-year amortization with the entire
balance due Aug. 1, 2021, which debt is secured by a deed of trust
on the Debtor's real property.
* The Debtor will not pay any secured claims of the Internal
Revenue Service.
* The secured claim of Jackson County, MO, which is impaired,
will be paid over five years with a monthly principal and interest
payment of $423 beginning Dec. 15, 2016. The Debtor will pay
interest at 5%.
* General unsecured claims, which are impaired, will be paid a
total of $7,500 on Oct. 1, 2021 that will be shared pro-rata among
the unsecured creditors. This payment will result in a dividend of
roughly 5% to the unsecured creditors.
* The equity security holder, Wolfgang Shielfs, will retain his
ownership in the Debtor.
The Debtor filed an Amendment solely to provide that it will pay
Jackson County interest at 18%, instead of 5%.
About Endless Possibilities
Since 1998, Endless Possibilities, LLC, has been in the business of
daycare and children's education.
Endless Possibilities, LLC, filed a Chapter 11 petition (Bankr.
W.D. Mo. Case No. 15-42927) on Oct. 6, 2015, and is represented
by:
Robert E. Arnold, III, Esq.
Arnold Law Firm LLC
525 E. Kansas City Road
Olathe, KS 66061
Tel: 913-764-8500
Fax: 913-764-8508
E-mail: rarnold@arnold-lawfirm.com
- and -
Colin N. Gotham, Esq.
Evans & Mullinix, P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Tel: 913-962-8700
Fax: 913-962-8701
E-mail: Cgotham@emlawkc.com
ENGILITY HOLDINGS: S&P Rates Proposed $965MM Facility 'BB-'
-----------------------------------------------------------
S&P Global Ratings said that it has assigned its 'BB-' issue-level
rating and '2' recovery rating to the proposed $965 million
first-lien credit facility issued by Engility Holdings Inc.'s
subsidiary Engility Corp., which is composed of a $165 million
revolving credit facility due 2021, a $200 million term loan B1 due
2020, and a $600 million term loan B2 due 2023. The '2' recovery
rating indicates S&P's expectation for meaningful recovery
(70%-90%; lower end of the range) in a payment default scenario.
S&P also assigned its 'B-' issue-level rating and '6' recovery
rating to Engility Corp.'s proposed $380 million unsecured notes.
The '6' recovery rating indicates S&P's expectation of minimal
(0%-10%) recovery.
At the same time, S&P affirmed its 'B+' corporate credit rating on
Engility Holdings Inc. The outlook is stable.
"The affirmation reflects the slightly positive impact that the
proposed refinancing will have on the company's credit ratios,
which have been weaker than expected in recent quarters," said S&P
Global credit analyst Christopher Denicolo. While the proposed
refinancing should help improve Engility's credit ratios, it will
not have enough of an impact to cause S&P to revise its assessment
of the company's financial risk profile. The refinancing will
reduce the company's interest costs by about $15 million-
$20 million per year due to the high coupons on its existing debt,
freeing up more cash flow for debt repayment. In addition,
Engility's liquidity will improve somewhat due to the increase in
the size of its revolver, which will grow to $165 million from $115
million currently. However, the company's total debt will increase
slightly to pay for the premiums on its existing debt and fees and
expenses related to the refinancing.
The stable outlook on Engility reflects S&P's expectation that the
company's credit ratios, which are currently somewhat weak for the
rating, will improve over the next 12-24 months due to revenue and
earnings growth and some debt repayment. Also, the company's cash
generation should remain good and will benefit from its lower
interest expenses following the proposed refinancing.
S&P could raise its ratings on Engility if the company's
debt-to-EBITDA metric falls below 4.5x and its FFO-to-debt ratio
increases to the high-teens percent area on a sustained basis. S&P
believes that this would most likely be caused by debt reduction
and earnings growth from market share gains or increased EBITDA
margins enabled by management's cost-reduction efforts.
S&P could lower its ratings on Engility if the company's
debt-to-EBITDA metric increases above 6x for a sustained period of
time, which would most likely be caused by greater-than-expected
operating challenges that lead to lower earnings--including the
loss of key contracts from budget reductions--integration-related
problems, increased price competition for new awards, or (though
less likely) increased debt to fund an acquisition or shareholder
rewards.
ENTERPRISE CLOUDWORKS: Can Get $350K DIP Loan on an Interim Basis
-----------------------------------------------------------------
Judge Steven Raslavich of the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania, authorized Enterprise Cloudworks,
Incorporated to obtain postpetition financing and use cash
collateral on an interim basis.
The Debtor had previously sought authorization to obtain up to
$1,000,000 in postpetition financing from R&F International
Holdings, LLC.
The Debtor contended that it did not have sufficient available
sources of working capital and financing to administer the Chapter
11 case. It further contended that the postpetition financing is
in the best interests of the Debtor's estate and creditors because
it is the only means of preserving the Debtor's ability to
restructure. The Debtor told the Court that with the credit
provided by R&F International Holdings, it will be able to obtain
necessary goods and services, thereby permitting it to create funds
with which to pay employees and operate its business for the
benefit of all parties-in-interest while it attempts to formulate a
Chapter 11 plan.
Judge Raslavich authorized the Debtor to obtain postpetition
financing from R&F International Holdings up to an aggregate
principal amount of $350,000, and to use that amount and or any
cash collateral in compliance with their Loan Agreement and the
approved Budget.
Judge Raslavich granted R&F International Holdings replacement
liens on the Debtor's assets which are created, acquired, or arise
after the Petition Date, but limited to only those types and
descriptions of collateral in which R&F International Holdings
holds a pre-petition lien or security interest, to the extent of
any diminution in value of its pre-petition cash collateral.
The Superpriority Lien Claim granted to R&F International Holdings
is subject and subordinate only to the payment of:
(1) the accrued professional fees and disbursements allowed
by order of the Bankruptcy Court for the Debtor’s Counsel in the
amount of $105,000, and the Debtor’s financial advisor in the
amount of $25,000, less retainers held by any such professionals as
of the Petition Date; and
(2) unpaid statutory fees owed to the United States Trustee
and any fees payable to the Clerk of the Bankruptcy Court.
The final hearing on the Debtor's Motions for postpetition
financing and cash collateral use is scheduled on August 17, 2016
at 1:30 p.m.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/qSd0Xr
About Enterprise Cloudworks, Incorporated
Enterprise Cloudworks, Incorporated filed a chapter 11 petition
(Bankr. E.D. Pa. Case No. 16-15198) on July 22, 2016. The petition
was signed by Christopher Gali, CEO & co-founder. The Debtor is
represented by Aris J. Karalis, Esq., at Maschmeyer Karalis, P.C.,
in Philadelphia. The case is assigned to Judge Stephen Raslavich.
The Debtor reported total assets at $329,777 and total liabilities
at $2.46 million, as of July 8, 2016.
EPIQ SYSTEMS: Moody's Puts B1 CFR on Review for Downgrade
---------------------------------------------------------
Moody's Investors Service placed the ratings of Epiq Systems, Inc.
under review for downgrade, including the company's B1 Corporate
Family Rating (CFR) and B2-PD Probability of Default Rating (PDR),
as well as the B1 rating on its senior secured credit facility. The
company's SGL-3 Speculative Grade Liquidity rating is unchanged.
The review was initiated by the announcement on July 27, 2016 that
Epiq has entered into a definitive merger agreement to be acquired
by OMERS Private Equity and funds managed by Harvest Partners LP
for $16.50 per share in cash, representing a purchase price of
about $1.0 billion. Upon completion of the transaction, Epiq will
become a privately held company and will be combined with Document
Technologies, LLC ("DTI"), a global legal process outsourcing
company that provides eDiscovery, litigation support and court
reporting services. Moody's expects the transaction to be completed
within the next 60-90 days, subject to shareholder approval.
Although financing details have not been made clear, Moody's
believes that the proposed transaction, which will be financed with
additional debt, could result in higher financial leverage. The
review for downgrade was also prompted by uncertainties regarding
the new owner's operating strategies, execution risks associated
with integrating two similarly-sized companies, and questions
around management's longer term plan for growing profitably and
sustaining positive free cash flow.
Upon close of the transaction, repayment of the senior secured
credit facility would result in withdrawal of the company's
existing ratings.
Moody's took the following rating actions on Epiq Systems, Inc.:
Ratings placed under review for downgrade:
-- Corporate Family Rating at B1
-- Probability of Default Rating at B2-PD
-- $100 million senior secured revolving credit facility due 2018
at B1 (LGD3)
-- $375 million ($366.3 million outstanding) senior secured term
loan B due 2020 at B1 (LGD3)
Rating not affected:
-- Speculate Grade Liquidity Rating at SGL-3
RATINGS RATIONALE
Moody's review will focus primarily on the financial leverage and
the capital structure that will result from the sale, as well as
ongoing operating trends at Epiq. Moody's will also evaluate
current and projected operating performance for the combined
businesses, as well as the proposed ownership and governance
structure.
Moody’s said, "Epiq's B1 CFR (under review for downgrade)
reflects the company's moderately high debt-to-EBITDA leverage that
is at the high end of our range of expectations for the rating, as
well as a history of low single digit organic growth that Moody's
expects the company will augment with periodic tuck-in acquisitions
using incremental debt. Furthermore, the company's relatively
narrow product offering and limited operating scale in the highly
competitive and labor intensive legal technology services industry
is rating constraint. Supporting the rating is Epiq's leading
position in the fragmented and fast growing eDiscovery market,
which now comprises roughly two-thirds of Epiq's consolidated
revenues. Nonetheless, EBITDA is expected to rise at a slower pace
than revenue because Epiq's eDiscovery segment growth has in recent
years come primarily from labor-intensive, document review
activities, while revenue from the counter cyclical, but higher
margin bankruptcy administration business is expected to remain
weak in the medium term. Moody's believes that the mix shift to
lower-margin revenues, spending to support growth and competitive
pricing pressure on eDiscovery software solutions will constrain
EBITDA margin expansion. Nonetheless, Epiq's profitability margins
compare well with competitors' and will likely remain near 20% of
operating revenues over the next 12 months."
Epiq is a leading provider of technology-enabled solutions for
electronic discovery (eDiscovery), bankruptcy, and class action
administration. Epiq operates two segments - Technology, which
represents about 71% of operating revenue, and Bankruptcy and
Settlement Administration. The company generated nearly $530
million of operating revenues excluding reimbursable expenses for
the twelve months ended March 31, 2016.
FANNIE MAE: Adopts Amended Bylaws
---------------------------------
The Board of Directors of Fannie Mae (formally, the Federal
National Mortgage Association) adopted amendments to the company's
Bylaws, effective on July 21, 2016. The principal changes effected
by the amended Bylaws are summarized below:
* Updates to Sections 1.05, 4.13, 4.14 and 4.15 to reflect the
replacement of corporate governance regulations issued by the
Office of Federal Housing Enterprise Oversight, Fannie Mae's
former safety and soundness regulator, with regulations
issued by the Federal Housing Finance Agency, the Company's
current safety and soundness regulator.
* Updates to Section 4.14 to specify that the Compensation
Committee of the Board of Directors is required by FHFA
regulations to comply with the duties and responsibilities
set forth under the rules issued by the New York Stock
Exchange.
* The addition of the following new provision that requires the
company to have a Risk Committee of the Board of Directors
and specifies requirements with which this Committee must
comply: Section 4.16. Risk Committee. The Board of Directors
shall have a Risk Committee, as required by Section
1239.11(b) of the FHFA Regulation, as the same may be amended
from time to time. The Risk Committee shall comply with the
charter, independence, composition, expertise and other
requirements set forth under the rules issued by the New York
Stock Exchange, as the same may be amended from time to time.
* Additional ministerial changes relating to the above-
referenced amendments, such as updates to section numbers.
A full-text copy of the amended Bylaws is available at:
https://is.gd/7QMIfx
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9 percent of its
common stock, and Treasury has made a commitment under a senior
preferred stock purchase agreement to provide Fannie with funds
under specified conditions to maintain a positive net worth.
Fannie Mae reported net income of $10.95 billion on $109 billion of
total interest income for the year ended Dec. 31, 2015, compared
with net income of $14.2 billion on $114 billion of total interest
income for the year ended Dec. 31, 2014.
As of March 31, 2016, Fannie Mae had $3.22 trillion in total
assets, $3.21 trillion in total liabilities and $2.11 billion in
total equity.
About Freddie Mac
Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets. Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders. Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.
Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.
FERGUSON CONVALESCENT: $800K Sale Plan Has 75% for Small Claimants
------------------------------------------------------------------
Ferguson Convalescent Home, Inc., on July 18, 2016, filed with the
U.S. Bankruptcy Court for the Eastern District of Michigan a
Combined Plan of Liquidation and Disclosure Statement that provides
that holders of allowed unsecured claims will be treated in one of
the following ways:
(a) Unsecured creditors whose claim amount is $2,000 or less,
and any other unsecured creditor who elects to decrease their claim
amount to $2,000, will be paid 75% of the allowed claim (as
reduced, if applicable) on the date that is three months after the
Effective Date.
(b) Other unsecured creditors will receive payment from the
Debtor or the Purchaser of an amount equal to 105% of the face
amount of each invoice for material or services provided by the
claimant to the Debtor during the year immediately following the
Confirmation Date, and an amount equal to 110% of the face amount
of each invoice during the second year following the Confirmation
Date. The 5% or 10% (as applicable) overpayment on each invoice
will be applied toward repayment of the claimant's allowed claim.
The Debtor or Purchaser, as appropriate, will be responsible to pay
the increased amount on each invoice for post-confirmation services
until the first to occur of (i) payment in full of the claimant's
allowed claim, or (ii) the second anniversary of the Confirmation
Date.
Any unsecured creditor who is not an insider and who votes in favor
of the Plan will be released from all claims under Chapter 5 of the
Bankruptcy Code.
The Plan is based upon a sale of the Debtor's assets. The Debtor
executed a Letter of Intent dated June 10, 2016, for the sale of
all of the Debtor's assets on a going concern basis to an entity to
be formed by Nationwide Healthcare Services, LLC.
The sale contemplates a purchase price of $800,000 in cash or the
assumption of indebtedness by Nationwide, which amount will be
subject to adjustment and shall be sufficient to provide for
payment of all obligations under the Plan via assumption or cash
payment.
According to the Liquidation Analysis, in the event the Debtor's
Plan is not accepted by the Creditors or is not otherwise confirmed
by the Bankruptcy Court, the Debtor believes that it will be unable
to continue to operate as a going concern because its Medicaid
receivables will be attached by the IRS leaving it with no
operating capital. If the Debtor ceases operating it will no
longer have any going concern value and there is substantial risk
that it will lose its bed licenses which are its most valuable
assets. Furthermore, an unstructured closure of the Debtor's
facility would result in the emergency relocation of the Debtor's
residents which would be detrimental to their health and safety.
A copy of the Combined Plan and Disclosure Statement is available
for free at:
http://bankrupt.com/misc/Ferguson_71_Plan_DS.pdf
About Ferguson Convalescent Home
Ferguson Convalescent Home, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 16-30397) on Feb. 24, 2016.
The petition was signed by Paul M. Ferguson, vice-president. The
case is pending before the Honorable Daniel S. Opperman. The
Debtor is represented by Martin W. Hable, Esq., in Lapeer, Mich.
This is the second chapter 11 filing for this same Debtor. The
Debtor's first bankruptcy case was filed in 2010 (Case No.
10-31918).
The Debtor is a privately owned and licensed long term skilled
nursing facility located at 239 S. Main St., Lapeer, Mich. It
consists of 87 licensed beds, located within a leased facility.
The Debtor currently has 54 residents and employs nearly 100 full
and part-time employees.
The Debtor estimated assets and liabilities at $1 million to $10
million.
FRAMINGHAM 300: To Sell 3 Massachusetts Properties Under Plan
-------------------------------------------------------------
Framingham 300 Howard, LLC, Forest Street Building 165, LLC, and
East Main Street Building 57, LLC, filed with the U.S. Bankrutpcy
Court for the District of Massachusetts a Second Amended Disclosure
Statement with respect to the Debtors' Second Amended Joint Plan of
Reorganization, contemplating the sale of the Debtors' respective
properties located at 1 Grant Street, Framingham, MA, 57 East Main
Street, Westborough, MA and 165 Forest Street, Marlborough, MA.
Class 3A – 3C General Unsecured Claims consist of the allowed
general unsecured claims against Howard Street, Forest Street and
East Main. In full and complete satisfaction, settlement, release
and discharge, each holder of an Allowed General Unsecured Claim
will receive, commencing upon the later to occur of the Effective
Date or the date the Claim becomes an Allowed Claim, one of the
following: (a) a Pro Rata share of the Plan Fund; or (b) treatment
as agreed between the Debtors or the Reorganized Debtors and the
holder of the Allowed General Unsecured Claim.
The Plan will be funded from the sale of the Debtors' Properties
and from contributions from the acquirers.
From the sale of the entities, the senior secured lender, Santander
Bank, N.A., will receive the net proceeds of all three sales, but
not less than $3,500,000 from the sale of 165 Forest Street and not
less than $4,000,000 from the sale of 1 Grant Street. From the
sale proceeds and funds provided by third parties, money will be
allocated to pay all outstanding sale expenses and administrative
expenses and plan funds will be established to pay allowed general
unsecured claims. A plan fund in the amount of $10,000 will be
established to pay, pro-rata, the allowed general unsecured claims
for the Howard Street Creditors. A plan fund in the amount of
$10,000 will be established to pay, pro-rata, the allowed general
unsecured claims of the East Main Street Creditors. A plan fund in
the amount of $10,000 will be established to pay, pro-rata, the
allowed general unsecured claims of the Forest Street Creditors.
The Disclosure Statement is available at:
http://bankrupt.com/misc/mab15-42221-99.pdf
The Second Amended Joint Plan was filed by the Debtors' counsel:
McAULIFFE & ASSOCIATES
John M. McAuliffe, Esq.
Kathryn Pellegrino, Esq.
430 Lexington Street
Newton, MA 02466
Tel: (617) 558-6889
Fax: (617) 558-6882
E-mail: john@jm-law.net
About Framingham 300
Framingham 300 Howard, LLC, is a Delaware limited liability company
formed in 2007 to own and operate the real property located at 1
Grant Street/290 Howard Street, Framingham, Massachusetts. The
Debtor has always been in the business of operating 1 Grant Street.
Framingham Triangle, LLC, is the Debtor's sole member. Kimberly
Depietri and Louise Depietri
are the members of Framingham Triangle and David Depietri is the
manager of both the Debtor and Framingham Triangle. 1 Grant Street
is the Debtor's primary asset.
The Debtor filed a Chapter 11 petition (Bankr. D. Mass. Case No.
15-42232) on November 19, 2015, and disclosed $0 to $50,000 in
estimated assets and $1 million to $10 million in estimated debts
at the time of filing. A list of the Debtor's six largest
unsecured creditors is available for free at:
http://bankrupt.com/misc/mab15-42232.pdf
About Forest Street
Forest Street Building 165, LLC, owns the commercial real property
located at 165 Forest Street, Marlborough, Massachusetts. This
property consists of approximately 50,600 square feet. The Real
Property has four rental units. South Middlesex Opportunity
Council leases 12,650 square feet, Advanced Math and Science
Academy leases approximately 12,650 square feet and two units are
currently vacant. T-Mobile is also a lessee on the property with
an antenna on the roof.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-42221) on Nov. 18, 2015, estimating its assets at
between $1 million and $10 million and its liabilities at between
$10 million and $50 million. The petition was signed by David P.
Depietri, manager.
Judge Christopher J. Panos presides over the case.
John M. McAuliffe, Esq., at McAuliffe & Associates, P.C., serves as
the Debtor's bankruptcy counsel.
About East Main Street
Headquartered in Marlborough, Massachusetts, East Main Street
Building 57, LLC, owned the commercial real property located at 57
East Main Street, Westborough, Massachusetts. This property
consists of approximately 57,000 square feet.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-42224) on Nov. 18, 2015, estimating its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million. The petition was signed by David
Depietri, manager.
Judge Christopher J. Panos presides over the case.
John M. McAuliffe, Esq., at McAuliffe & Associates, P.C., serves as
the Debtor's bankruptcy counsel.
GOODRICH PETROLEUM: Fallon Settlement Not Executory, Court Rules
----------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas, Houston Division, denied the Fallon
Family, L.P.'s emergency motion to compel assumption or rejection
of the Fallon Settlement Agreement.
The settlement agreement was entered into in connection with the
lawsuit filed by Fallon Family in the 42nd Judicial District Court,
DeSoto Parish, Louisiana against Goodrich and other parties
asserting claims for termination of the mineral lease and for
damages.
Judge Isgur held that the Fallon Settlement Agreement is not
executory and that, additionally, the Fallon Family's state law
dissolution rights are not effective as to the debtor pursuant to
11 U.S.C. section 544.
The case is IN RE: GOODRICH PETROLEUM CORPORATION, et al, GOODRICH
PETROLEUM COMPANY, L.L.C., Debtor(s), CASE NO. 16-31975, CASE NO.
16-31976 Jointly Administered Order (Bankr. S.D. Tex.).
A full-text copy of Judge Isgur's July 26, 2016 memorandum opinion
is available at http://bankrupt.com/misc/txsb16-31975-415.pdf
About Goodrich Petroleum
Goodrich Petroleum Corporation is an independent oil and natural
gas company engaged in the exploration, development and production
of oil and natural gas on properties primarily in (i) Southwest
Mississippi and Southeast Louisiana, which includes the Tuscaloosa
Marine Shale Trend, (ii) Northwest Louisiana and East Texas, which
includes the Haynesville Shale, and (iii) South Texas, which
includes the Eagle Ford Shale Trend.
Goodrich Petroleum and its subsidiary Goodrich Petroleum Company,
L.L.C. filed voluntary petitions on April 15, 2016, in the United
States Bankruptcy Court for Southern District of Texas to pursue a
pre-packaged Chapter 11 plan of reorganization. The Debtors have
filed a motion with the Court seeking joint administration of the
Chapter 11 Cases under the caption In re Goodrich Petroleum
Corporation, et. al (Case No. 16-31975).
Goodrich estimated $50 million to $100 million in assets and $500
million to $1 billion in liabilities. The petition was signed by
Robert C. Turnham, Jr., president and chief operating officer.
Bankruptcy Judge Marvin Isgur presides over the case.
Bradley Roland Foxman, Esq., Garrick Chase Smith, Esq., Harry A.
Perrin, Esq., David S. Meyer, Esq., and Lauren R. Kanzer, Esq., at
Vinson & Elkins LLP, serve as the Debtors' counsel. Lazard Freres
& Co. LLC, serves as the Debtors' investment banker while BMC
Group, Inc., serves as notice, claims and balloting agent.
The Office of the U.S. Trustee on April 27 appointed six creditors
of Goodrich Petroleum Corporation to serve on the official
committee of unsecured creditors. The Committee retained Akin
Gump Strauss Hauer & Feld LLP as counsel.
GREGORY DAVID POJANI: Unsecureds to Get 79.89% Recovery Under Plan
------------------------------------------------------------------
Gregory David Pojani filed with the U.S. Bankruptcy Court for the
District of Arizona his First Amended Disclosure Statement
accompanying the Chapter 11 Plan of Reorganization, which proposes
that general unsecured creditors are classified in Class 2, and
will receive a pro rata portion of $147,000, likely to result in a
79.89% recovery of allowed claims in quarterly payments over five
years from the Effective Date of the Plan.
Class of General Unsecured Claims includes all known non-priority
unsecured creditors, including deficiency claims, and rejection
claims, whether scheduled or based on proofs of claim on file. The
pro-rata share of a fund totaling $147,000 will be created by the
Debtor's $2,450 per month of disposable monthly income for a period
of 60 months.
Payments to general unsecured creditors will be made quarterly
after administrative claims and priority claims are paid in full.
Pro-rata means the entire amount of the fund divided by the entire
amount owed to creditors with allowed claims in this class.
Any general unsecured creditors expected to receive a pro rata
share of less than $50 will not receive a payment unless a request
is made in writing within 90 days of Effective Date to the Debtor's
counsel.
All payments will be completed before 60 months passes from the
Effective Date of the Plan.
The First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/azb15-14725-72.pdf
First Amended Disclosure Statement is filed by the Debtor's
counsel:
Kenneth L. Neeley, Esq.
Chris J. Dutkiewicz, Esq.
NEELEY LAW FIRM, PLC
2250 E. Germann Road, Suite 11
Chandler, AZ 85286
Tel: (480) 802-4647
Fax: (480) 907-1648
E-mail: ECF@neeleylaw.com
Gregory David Pojani filed for Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case No. 15-14725) on Nov. 18, 2015.
HALCON RESOURCES: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Halcon Resources Corporation 16-11724
aka RAM Energy Resources, Inc.
1000 Louisiana Street, Suite 6700
Houston, TX 77002
Halcon Holdings, Inc. 16-11725
HK Resources, LLC 16-11726
The 7711 Corporation 16-11727
Halcon Gulf States, LLC 16-11728
Halcon Louisiana Operating, L.P. 16-11729
Halcon Field Services, LLC 16-11730
Halcon Energy Properties, Inc. 16-11731
Halcon Operating Co., Inc. 16-11732
Halcon Williston I, LLC 16-11733
Halcon Williston II, LLC 16-11734
Halcon Resources Operating, Inc. 16-11735
HRC Energy Louisiana, LLC 16-11736
HRC Energy Resources (WV), Inc. 16-11737
HRC Production Company 16-11738
Halcon Energy Holdings, LLC 16-11739
HRC Energy, LLC 16-11740
HK Energy, LLC 16-11741
HK Louisiana Operating, LLC 16-11742
HK Oil & Gas, LLC 16-11743
HK Energy Operating, LLC 16-11744
HRC Operating, LLC 16-11745
Type of Business: Oil and Natural Gas Production and Exploration
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtors' C Robert S. Brady, Esq.
Co-Counsel: Michael R. Nestor, Esq.
Jaime Luton Chapman, Esq.
Patrick A. Jackson, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Debtors' Gary T. Holtzer, Esq.
Counsel Joseph H. Smolinsky, Esq.
Matthew Goren, Esq.
Dana Kaufman, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Fax: (212) 310-8007
E-mail: matthew.goren@weil.com
Debtors' PJT PARTNERS LP
Investment 280 Park Avenue
Banker: New York, New York 10017
Debtors' ALVAREZ & MARSAL NORTH AMERICA, LLC
Restructuring 700 Louisiana Street
Advisor: Suite 900, Houston, Texas 77002
Debtors' EPIQ BANKRUPTCY SOLUTIONS, LLC
Claims, 777 Third Avenue, Third
Noticing Floor, New York, New York 10017
& Solicitation
Agent:
Total Assets: $2.84 billion as of March 31, 2016
Total Debts: $3.14 billion as of March 31, 2016
The petitions were signed by Stephen W. Herod, president.
Debtors' List of 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Wilmington Savings Fund Indenture Trustee Undetermined
Society, FSB to the 13.0% Third
500 Delaware Avenue Lien Senior Secured
Wilmington, DE 19801 Notes due 2022
Patrick J. Healy
Tel: 302-888-7420
Email: phealy@wsfsbank.com
U.S. Bank National Indenture Trustee $322,029,762
Association, Inc. to the 9.75% Senior
5555 San Felipe, Suite 1150 Note due 2020
Houston, TX 77056
Eric Le
Tel: 704-335-4589
Email: eric.le@usbank.com
U.S. Bank National Indenture $302,761,241
Association, Inc. Trustee to the
5555 San Felipe, Suite 1150 8.875% Senior
Houston, TX 77056 Note due 2021
Eric Le
Tel: 704-335-4589
Email: eric.le@usbank.com
U.S. Bank National Indenture $37,920,316
Association, Inc. Trustee to the
5555 San Felipe, Suite 1150 9.25% Senior
Houston, TX 77056 Notes due 2022
Eric Le
Tel: 704-335-4589
Email: eric.le@usbank.com
Weatherford International Inc. Trade - AP $2,217,271
2000 St James Place
Houston, TX 77056
Judy Duffy
Tel: 713-836-4644
Email: Judy.Duffy@weatherford.com
TEK Industries, LLC Trade - AP $1,232,182
P.O. Box 547
Mandaree, ND 56757
Karla Schank
Tel: 701-483-0086
Email: kschank@mobasin.com
Baker Hughes Trade - AP $965,868
P.O. Box 670968
Houston, TX 77019
Pete Springer
Tel: 713-879-3427
Email: arcccashapplication@
bakerhughes.com
Simpson Thacher & Bartlett LLP Trade - AP $719,163
600 Travis Street, Suite 5400
Houston, TX 77002
Karen D'Antonio
Tel: 713-821-5650
Email: Karen.D'Antonio@stblaw.com
Chief Oilfield Services, LLC Trade - AP $700,836
422 4th St N
New Town, ND 58763
Tony Damian
Tel: 701-334-4911
Email: chiefoilfield@gmail.com
Patterson UTI Drilling Co. Trade - AP $615,158
P.O. BOX 260111
Dallas, TX 75321
David Riley
Tel: 281-765-7160
Email: ar@patenergy.com
Ft Berthold Services Trade - AP $568,390
Trucking, LLC
P.O. Box 516
Killdeer, ND 58640
Bruno Hill
Tel: 701-927-0140 ext 106
Email: s.johnson@sbjcpa.com
BOS Solutions Inc Trade - AP $299,612
742 Scarlet Drive
Grand Junction, CO 81505
Chief Credit Officer
Tel: 303-993-2798
Email: reception@bos-solutions.com
Creek Oilfield Services, LLC Trade - AP $290,280
3250 Rock Island Place,Ste 4
Bismarck, ND 58504
Melissa Berger
Tel: 701-757-5441
Email: melissa@creekoil.com
Halliburton Energy Services Trade - AP $274,407
Inc
2601 Beltline Rd. 1-A-231
Dallas, TX 75006
Chief Credit Officer
Tel: 972-418-3220
Email: fdunarach@halliburton.com
Key Energy Services Trade - AP $271,034
1301 McKinney, Suite 1800
Houston, TX 77010
Chief Credit Officer
Tel: 432-571-7315
Email: arpayments@keyenergy.com
LEAM Drilling Systems LLC Trade - AP $253,805
3114 W Old Spanish Trail
New Iberia, LA 70560-9326
Chief Credit Officer
Tel: 800-426-5349
Email: Leam.ar@Leam.net
CTAP, LLC Trade - AP $249,101
Email: arcorrespondence@ctapllc.com
Flex Leasing Power and Service LLC Trade - AP $201,626
Email: jackerman@flexleasingpower.com
TEK Energy Services Trade - AP $198,958
Email: sue.benson@teknd.com
Diamond Willow Energy LLC Trade - AP $175,899
Email: remittance@ecapital.com
DNOW L.P. Trade - AP $158,029
Email: Linda.Scruggs@dnow.com
BWS Construction, LLC Trade - AP $155,390
Email: manglin_bwsconstruction@hot
mail.com
M I Swaco Trade - AP $150,447
Email: mmcclendon@slb.com
Northern Energy Services LLC Trade - AP $120,568
Email: ofcmgr@nes-nd.com
Power Service Inc Trade - AP $115,185
Email: sales@powerserviceinc.com
Standard & Poor's Trade - AP $115,000
Email: christina_lopez@sandp.com
CDM Resource Management, LLC Trade - AP $111,549
Email: CDMbilling@cdmrm.com
Warberg, et. al. v. Litigation Undetermined
GeoResources, Inc.
O'Melveny & Myers LLP
Email: tschiavoni@omm.com
Jolene Burr, et al. v. XTO Litigation Undetermined
Energy, Inc., et al.
Pringle & Herigstad, PC
Email: rsoderstrom1611@gmail.com
In re Halcon Resources Litigation Undetermined
Corporation Stockholder
Litigation
Friedman Oster & Tejtel PLLC
Email: jfriedman@fotpllc.com
HALCON RESOURCES: Files Ch. 11 Petition & Prepackaged Plan
----------------------------------------------------------
BankruptcyData.com reported that Halcon Resources (f/k/a/ RAM
Energy Resources) and more than 20 affiliated Debtors filed for
Chapter 11 protection with the U.S. Bankruptcy Court in the
District of Delaware, lead case number 16-11724. The Company, which
is focused on the acquisition, production, exploration and
development of onshore liquids-rich oil and natural gas assets, is
represented by Robert S. Brady and Joseph M. Smolinsky of Young
Conaway Stargatt & Taylor and Weil, Gotshal & Manges, respectively.
Concurrent with the petition, Halcon Resources also filed with the
Court a Joint Prepackaged Plan of Reorganization and related
Disclosure Statement. The Company recently announced its entry into
a restructuring support agreement (RSA) with certain of its 13.0%
3rd Lien Notes due 2022, its three tranches of senior unsecured
notes comprised of its 9.75% Senior Notes due 2020, its 8.875%
Senior Notes due 2021 and its 9.25% Senior Notes due 2022, its 8.0%
Convertible Note due 2020 and its 5.75% Series A Perpetual
Convertible Preferred Stock. According to documents filed with the
Court, "The Restructuring will leave the Debtors' business intact
and substantially de-levered, providing for the reduction of
approximately $1.8 billion of the Debtors' existing net debt and
approximately $200.0 million of the Debtors' annual cash interest
expense upon the completion of the Restructuring. This deleveraging
will enhance the Debtors' long-term growth prospects and
competitive position and allow the Debtors to emerge from their
chapter 11 cases . . . as reorganized entities better positioned to
withstand depressed oil and natural gas prices. In addition, the
Restructuring will allow the Debtors' management team to focus on
operational performance and value creation. A
significantly-improved balance sheet will enable the Reorganized
Debtors to pursue value-creating acquisitions in a depressed
commodity price environment. Post-Restructuring, the Debtors
anticipate having access to capital markets that are not available
to them today. Furthermore, by enhancing their capital structure,
the Debtors will have the ability to accelerate drilling activity
if prices recover."
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 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.
HARVEST OIL: Adams and Reese Says Disclosures Lack Adequate Info
----------------------------------------------------------------
Administrative creditor Adams and Reese LLP filed with the U.S.
Bankruptcy Court for the Western District of Louisiana a limited
objection to the Disclosure Statement for Joint Chapter 11 Plan of
Reorganization for Harvest Oil & Gas, LLC, et al.
On June 13, 2016, the Debtors filed their Disclosure Statement with
attached Joint Chapter 11 Plan of Reorganization.
Adams and Reese filed an objection to the Disclosure Statement,
claiming that it does not contain adequate information as required
by Section 1125 of the U.S. Bankruptcy Code. Due to the failure of
the Disclosure Statement to provide the adequate information
mandated by Section 1125, creditors cannot make informed decisions
regarding the Plan and its contents, Adams and Reese said.
The Disclosure Statement provides, in pertinent part, that "[t]he
Plan proposes to pay any Professional Administrative Expense Claims
of Adams & Reese LLP from the proceeds of any settlement or
judgment in connection with the Albrecht Claims, and to recognize
Adams & Reese LLP as a secured creditor with a first priority lien
on the proceeds of any settlement or judgment against Albrecht or
in connection with the Albrecht Claims, up to the total amount of
fees and expenses due to Adams & Reese LLP in connection with any
such Professional Administrative Expense Claims."
"However, we understand from Debtors' counsel that the Debtors have
reached a tentative settlement of the Albrecht Claims and that this
language will be deleted from the Disclosure Statement and Plan,
leaving the Adams and Reese Administrative Claim to be paid (or
not) as a Professional Administrative Expense Claim (as defined in
the Plan)," Adams and Reese stated.
According to Adams and Reese, the Disclosure Statement is
objectionable because it does not contain enough information to
determine whether sufficient funds will be available to pay the
Adams and Reese Administrative Expense Claim or any of the other
Professional Administrative Expense Claims or other Administrative
Expense Claims Allowed by the Bankruptcy Court after the Effective
Date.
Adams and Reese said that the Disclosure Statement fails to provide
adequate information as required by 11 U.S.C. Section 1125(a)(1)
because it fails to reasonably apprise Adams and Reese or any other
creditor as to whether sufficient funds will be available to pay
the Adams and Reese Administrative Claim or any other Professional
Administrative Expense Claims or other Administrative Expense
Claims Allowed by the Bankruptcy Court after the Effective Date.
Adams and Reese can be reached at:
ADAMS AND REESE LLP
Robin B. Cheatham, Esq.
Mark R. Beebe, Esq.
Scott R. Cheatham, Esq.
701 Poydras Street, Suite 4500
New Orleans, LA 70139
Tel: (504) 581–3234
Fax: (504) 566–0210
E-mail: robin.cheatham@arlaw.com
mark.beebe@arlaw.com
scott.cheatham@arlaw.com
About Harvest Oil
Headquartered in Covington, Louisiana, Harvest Oil and Gas, LLC --
http://www.harvest-oil.com/-- is engaged on acquisition,
development and exploration of energy resources. The Debtor and
its debtor-affiliates filed for Chapter 11 protection on March 31,
2009 (Bankr. W. D. La. Lead Case No. 09-50397). Robin B.
Cheatham, Esq., at Adams & Reese LLP represents the Debtors in
their restructuring efforts. The Debtors listed estimated assets
of $100 million to $500 million and estimated debts of
$100 million to $500 million.
In December 2009, Judge Robert Summerhays confirmed Harvest Oil's
second amended plan of reorganization. The plan provided for 100%
recovery to general unsecured creditors.
HAYDEL PROPERTIES: Case Summary & 2 Unsecured Creditors
-------------------------------------------------------
Debtor: Haydel Properties, LP
2045 East Pass Road
Gulfport, MS 39507
Case No.: 16-51259
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Southern District of Mississippi
(Gulfport-6 Divisional Office)
Judge: Hon. Katharine M. Samson
Debtor's Counsel: William J. Little, Jr., Esq.
LENTZ & LITTLE, P.A.
2505 14th Street, Suite 100
Gulfport, MS 39501
Tel: 228-867-6050
Fax: 228-867-6077
E-mail: ecf@lentzlittle.com
bill@lentzlittle.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael D. Haydel, manager of general
partner.
A copy of the Debtor's list of two unsecured creditors is available
for free at http://bankrupt.com/misc/mssb16-51259.pdf
IEG HOLDINGS: Reports $1.24-Mil. Net Loss in Q2 Ended June 30
-------------------------------------------------------------
IEG Holdings Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $1.24 million on $545,356 total revenue for the
three-months ended June 30, 2016, compared to a net loss of $1.84
million on $456,726 of total revenue for the same period in 2015.
For the six months ended June 30, 2016, the Company recorded a net
loss of $2.20 million on $1.07 million of total revenue, compared
to a net loss of $2.82 million on $797,062 of total revenue for the
same period in 2014.
The Company's balance sheet at June 30, 2016, showed total assets
of $8.02 million, total liabilities of $162,082 and stockholders'
equity of $7.85 million.
The Company has reported recurring losses and has not generated
positive net cash flows from operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern. The Company is increasing its revenue and management
intends to seek additional capital sufficient to continue
operations. If the Company is not successful in raising sufficient
capital, it may have to delay or reduce expenses, or curtail
operations.
A full-text copy of the Company's Form 10-Q is available at:
https://is.gd/9rEGJL
IEG Holdings Corporation provides unsecured consumer loans under
the consumer brand "Mr. Amazing Loans." The Las Vegas-based
Company originates consumer loans in Alabama, Arizona, California,
Florida, Georgia, Illinois, Kentucky, Louisiana, Missouri, Nevada,
New Jersey, New Mexico, Oregon, Pennsylvania, Texas, Utah and
Virginia.
III EXPLORATION: Wilmington Trust Arranges $4 Million DIP Loan
--------------------------------------------------------------
III Exploration II LP asks the U.S. Bankruptcy Court for the
District of Utah for authorization to use cash collateral and to
obtain post-petition secured financing.
The Debtor relates that prior to the Petition Date, it obtained
financing from certain First Lien Lenders under a senior secured
credit facility, pursuant to a Credit Agreement executed between
the Debtor, as borrower, Wilmington Trust, National Association, as
successor administrative agent to KeyBank National Association, and
the First Lien Lenders. The Debtor further relates that it
obtained secured financing from certain Second Lien Lenders under a
junior secured credit facility, pursuant to a Second Lien Term Loan
Agreement between the Debtor, as borrower and KeyBank, as
administrative agent, and the Second Lien Lenders.
The First Lien Facility is secured by a first-priority lien in
substantially all of the Debtor's assets, and all personal property
of the Debtor's general partner, Petroglyph, which is a
wholly-owned subsidiary of Intermountain Industries, Inc. The
Second Lien Facility is secured by a second-priority lien in
substantially all assets of the Debtor and all personal property of
Petroglyph. The First Lien Lenders and the Second Lien Lenders
have an interest in the Debtor's cash collateral.
The Debtor is also a borrower under an unsecured subordinated
promissory note with Intermountain Industries. As of December 31,
2015, approximately $132 million was outstanding on the
Intermountain Facility.
The Debtor tells the Court that the First Lien Lenders and the
Second Lien Lenders have agreed to allow the Debtor to use cash
collateral in accordance with the proposed Budget. The Debtor has
determined that it likely will need postpetition financing in
addition to the use of cash collateral, and has arranged to obtain
such financing from Wilmington Trust, as administrative agent for
various lenders.
The proposed DIP Facility contains, among others, the following
relevant terms:
(a) Interest Rate: Borrowings under the DIP Facility will bear
interest at the Applicable Rate, which is (i) the LIBO Rate for
such date plus eight percent per annum, or (ii) if the LIBO Rate is
unavailable for any reason as determined by the Administrative
Agent, the Prime Rate for such date plus eight percent per annum.
(b) Maturity: The DIP Facility matures on the earliest to
occur of (i) the date 24 weeks after the Effective Date, (ii)
termination of the Transition Services Agreement (including any
extended period thereunder) and the payment in full of all Costs
and Management Fees required thereunder, (iii) the closing of the
363 Sale, (iv) the effective date of a Chapter 11 plan filed in the
Case that is confirmed pursuant to an order entered by the
Bankruptcy Court, and (v) the date on which all Loans shall become
due and payable in full hereunder, whether by acceleration or
otherwise; provided that, if any such day is not a Business Day,
the Maturity Date shall be the Business Day immediately succeeding
such day.
(c) Borrowing Limits: The DIP Facility provides for borrowings
up to $4,000,000.
(d) Borrowing Conditions: The proceeds of the DIP Facility may
be used only (i) to fund postpetition operating expenses and
working capital needs of the Debtor, (ii) to funds fees and
expenses (including professional fees) incurred in connection with
the DIP Facility and the bankruptcy case; (iii) to pay adequate
protection payments; (iv) to fund the Carve-Out, and (v) to pay
certain other costs and expenses of the case — all as may be
agreed to by the DIP Lenders and the Debtor in accordance with the
Budget.
(e) Swap Agreement: As required by the DIP Facility and after
entry of the Final Order, the Debtor intends to enter into a
secured Swap Agreement with BOKF, NA d/b/a Bank of Oklahoma as a
"costless collar” energy hedge facility to protect against
significant declines in the market price of oil and gas, and the
Final Order would grant liens, superpriority claims, and other
protections to the "Lender Swap Parties” on an equal and ratable
pari passu basis with the superpriority liens securing the DIP
Facility.
The proposed $4,000,000 DIP Facility will be funded by:
Lender Commitment
------ ----------
KeyBank National Association $1,200,000
Citibank, N.A. 1,200,000
OneWestBank, N.A. 581,600
U.S. Bank National Association 509,200
BOKF, NA, dba Bank of Oklahoma 509,200
The proposed DIP Loan Budget covers a period of 24 weeks, beginning
on the week ending July 29, 2016 and ending on the week ending
January 6, 2017. The Budget provides for total operating
disbursements in the amount of $1,779,000.
The DIP Credit agreement requires the Debtor to actively and
diligently work with Tudor Pickering & Holt with regard to a 363
Sale, including timely response to any requests by, and prompt
implementation of any recommendations made by Tudor Pickering &
Holt, and to achieve the following milestones:
(a) August 15, 2016 - Borrower shall have delivered to the
Administrative Agent and Lenders a copy of the draft Confidential
Sales Memorandum which will be disseminated to potential purchasers
- and - Tudor Pickering & Holt shall have commenced actively
marketing of the Borrower's Property to third parties.
(b) August 23, 2016 - The Bankruptcy Court shall have entered
the Sale Procedures Order.
(c) October 24, 2016 - Final bid deadline with respect to the
363 Sale.
(d) November 7, 2016 - The 363 Purchase and Sale Agreement
shall have been executed.
(e) December 13, 2016 - The Bankruptcy Court shall have
entered the Sale Order approving the 363 Sale.
(f) Three business days after the Bankruptcy Court shall have
entered the Sale Order approving the 363 Sale - The 363 Sale shall
close pursuant to the terms of the 363 Purchase and Sale Agreement
of sales pursuant to terms of the Purchase and Sale Agreements.
A full-text copy of the Debtors' Motion, dated July 26, 2016, is
available at https://is.gd/MOzquL
The Administrative Agent can be reached at:
Josh James
Vice President
WILMINGTON TRUST, NATIONAL ASSOCIATION
50 South Sixth Street, Suite 1290
Minneapolis, MN 55402
For payments, the Administrative Agent can be reached at:
Josh James
WILMINGTON TRUST, NATIONAL ASSOCIATION
1100 North Market Street
Wilmington, DE 19801
ABA #031100092
Account No. 117046-000
Account Name: III Exploration II DIP
Reference: ICS
Wilmington Bank, National Association is represented by:
Shad Sumrow, Esq.
THOMPSON & KNIGHT LLP
One Arts Plaza
1722 Routh Street, Suite 1500
Dallas, TX 75201
Telephone: (214) 969-1552
Email: Shad.Sumrow@tklaw.com
III Exploration II LP is represented by:
George Hofmann, Esq.m
Steven C. Strong, Esq.
Adam H. Reiser, Esq.
COHNE KINGHORN, P.C.
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Telephone: (801) 363-4300
Email: ghoffmann@cohnekinghorn.com
sstrong@cohnekinghorn.com
areiser@cohnekinghorn.com
About III Exploration II LP.
III Exploration II LP filed a chapter 11 petition (Bankr. D. Utah
Case No. 16-26471) on July 26, 2016. The Debtor is represented by
George Hofmann, Esq., Steven C. Strong, Esq., and Adam H. Reiser,
Esq., at Cohne Kinghorn, P.C.
The Debtor and its general partner, Petroglyph Energy, Inc., are
headquartered in Boise, Idaho. The Debtor is engaged in the
exploration and production of oil and natural gas deposits,
primarily in the Uinta Basin in Utah. The Debtor also has an
interest in approximately 42,100 undeveloped acres in the Raton
Basin located in Colorado, and participates in joint ventures with
respect to properties in the Williston Basin in North Dakota.
ILFC E-CAPITAL: Fitch Upgrades Preferred Stock Rating to 'BB-'
--------------------------------------------------------------
Fitch Ratings has upgraded the Long-Term Issuer Default Rating
(IDR) and senior unsecured debt ratings of AerCap Holdings N.V.
(AerCap) to 'BBB-' from 'BB+'. The Rating Outlook has been revised
to Stable from Positive.
These actions are being taken in conjunction with a broader
aircraft leasing industry peer review conducted today by Fitch,
which includes five publicly rated firms.
KEY RATING DRIVERS - IDRs
The upgrade reflects AerCap's meaningful deleveraging since the
International Lease Finance Corp. (ILFC) acquisition in May 2014,
continued fleet management execution and notably improved
unencumbered asset coverage.
The ratings continue to be supported by the company's scale and
franchise strength as the world's largest pure play aircraft
lessor, access to multiple sources of capital, good liquidity and
cash flow generation, and a strong management team. Although
leverage remains somewhat elevated on a Fitch-adjusted
debt-to-tangible equity basis (estimated to be 3.8x as of June 30,
2016), this ratio is expected to continue declining to the 3.0x -
3.5x range over the outlook horizon as a result of excess capital
generation, despite two share repurchase programs that were
authorized this year totalling $650 million. The company remains
committed to its 2.7x - 3.0x self-defined debt-to-equity target.
Rating constraints specific to AerCap include an older average
fleet age relative to rated peers, potential financing risk
associated with its large order book, and above-average exposure to
China. Rating constraints applicable to the aircraft leasing
industry more broadly include the monoline and cyclical nature of
the business, potential exposure to residual value risk,
sensitivity to sustained low oil prices, reliance on wholesale
funding sources and increased competition.
Significant Franchise, Fleet Management Execution
AerCap has one of the largest aviation portfolios among aircraft
lessors, with 1,637 owned, managed and on order aircraft as of June
30, 2016. In addition to the diversification benefits that come
with size, Fitch believes that scale provides certain strategic
benefits, such as increased purchasing/negotiating power, an
ability to transact with larger and more highly-rated airlines, and
more available channels to re-lease planes when needed. Conversely,
with broad reach comes increased likelihood of exposure to
challenged airlines and/or geographies during periods of stress.
Since the ILFC transaction, AerCap has sold 109 aircraft including
44 widebody aircraft, which underscores the current liquidity for
AerCap's older fleet, supported by the low interest rate, low fuel
price environment. Most recently, in 1Q2016, the company disposed
of 19 owned aircraft with an average age of 14 years and purchased
6 aircraft in its order book, including 5 Boeing 787-9s and 1
Boeing 737NG.
Despite the aircraft sales completed over the last several years,
AerCap's average fleet age effectively remained flat year-over-year
at 7.7 years as of March 31, 2016 from 7.6 years as of March 31,
2015 given the continued aging of its remaining fleet. The average
age should improve to between 6.4 - 6.7 years next year following
order book deliveries and $2 billion in asset sales this year
(including the sale of 35 mid-life aircraft in 2Q2016). In
addition, Fitch considers the current fleet to be tier 1/2 aircraft
on average. Fitch believes that by 2020 approximately 50% of
AerCap's portfolio on a net book value basis will consist of next
generation aircraft as Airbus A320neo family, Airbus A350, Boeing
737MAX, Boeing 787, and Embraer E190/195-E2 are delivered.
Meaningful Deleveraging
As a result of asset sales and capital retention (no dividends have
been paid since the ILFC transaction), Fitch-calculated adjusted
debt to tangible common equity is estimated to be 3.8x as of June
30, 2016, down from 4.7x as of June 30, 2014. This ratio is
expected to be further reduced to the 3.0x - 3.5x range over the
outlook horizon, driven by excess capital generation and order book
deliveries that should reduce the intangible assets associated with
the legacy ILFC order book, provided the value of AerCap's existing
fleet and order book are not materially impaired.
Fitch-calculated leverage is defined as gross debt adjusted for 50%
equity treatment on the company's subordinated notes and fair value
debt adjustments, divided by equity adjusted for the 50% equity
treatment on the company's subordinated notes, fair value debt
adjustments, the legacy ILFC order book that was valued as an
intangible asset pursuant to purchase accounting, goodwill, other
intangibles and non-controlling interest. If the fair value of the
portion of the order book that has already been placed was included
in the denominator of Fitch's leverage ratio, adjusted debt to
tangible common equity would be 3.1x as of June 30, 2016.
Company-reported debt/equity declined to 2.8x as of March 31, 2016
from 3.7x as of June 30, 2014. Company-reported leverage is defined
as net debt adjusted for 50% equity treatment on the company's
subordinated notes, divided by reported common equity adjusted for
the 50% equity treatment on the company's subordinated notes. The
company expects to generate excess capital in 2016 and therefore
implemented a $400 million share repurchase program on Feb. 23,
2016 and a $250 million share repurchase program on May 31, 2016 to
maintain its 2.7x - 3.0x self-defined leverage target. Fitch views
debt funded share repurchases as a rating constraint at the 'BBB-'
level until such time as Fitch-calculated leverage is below 3.0x.
Consistent Performance
AerCap executed 276 lease agreements during 2015 and 100 lease
agreements including widebody and narrowbody aircraft in 1Q2016. As
a result, the average remaining lease term was extended slightly to
6.1 years as of March 31, 2016 from 5.9 years as of March 31, 2015.
Utilization remains strong at 99.3% as of March 31, 2016. Fitch
believes that a substantial portion of lease revenues from current
fleet and order book is contracted through 2018. This should
improve cash flow predictability over the Outlook horizon.
Favorable commercial aviation traffic trends and the company's
large platform have driven Fitch-defined yield on assets in the 15%
- 16% range over the past several quarters. AerCap's annualized net
spread was 9.8% in 1Q2016, 2015 and 2014, driven by high
utilization rates and long-term leases. Net spreads are defined by
Fitch as net interest margin (basic lease rents less interest
expense, excluding the non-cash charges relating to the
mark-to-market of interest rate caps and swaps) divided by flight
equipment held for operating lease, net investment in finance and
sales-type leases and maintenance rights intangible assets. Strong
underlying fundamentals in the aircraft leasing industry including
rising passenger growth and still moderate jet fuel costs could
continue to support strong asset yields, at least in the near term,
absent exogenous shocks.
Consistent performance comes despite some pressure in certain
emerging markets. AerCap's largest market is China (13.2% of lease
revenues in 2015). However, the slowdown in China's economic growth
has not yet had a material impact on portfolio yields as the
secular drivers of Chinese air travel persist, namely a growing
middle class and airlines' increased use of leasing. While South
America remains under pressure, this has yet to adversely impact
AerCap's portfolio and this region represented less than 5% of
AerCap's lease revenue in 2015. Separately, the recent vote by the
United Kingdom to exit the European Union creates uncertainties
regarding future travel rights in the U.K. and potential pressure
on air traffic from the U.K. to other jurisdictions due to the
weakening of the British Pound. The United Kingdom is one of
AerCap's largest markets, albeit still less than 5% of total lease
revenue.
Strong Access to Capital and Improved Liquidity
The company completed $7.3 billion in financing transactions in
2015, including unsecured notes and secured debt with commercial
banks and insurance companies, and also upsized its corporate
revolver. In May 2016, AerCap Ireland Capital Limited and AerCap
Global Aviation Trust issued $1 billion of 3.95% Senior Notes due
2022 at five year U.S. treasuries plus 270 basis points (bps). This
was a material improvement from the previous notes offering of
4.625% senior notes due 2020 at five year U.S. treasuries plus 327
bps. Overall access to capital continues to remain strong,
supported at least in part by supportive financing markets in the
current low interest rate environment.
The company's liquidity coverage ratio, defined as availability
from the unsecured revolver and other committed borrowing
facilities, unrestricted cash and estimated operating cash flow,
divided by debt maturities and expected cash payments for aircraft
purchases over the next 12 months, was 1.3x at March 31, 2016 pro
forma for the 2022 notes offering and $250 million share
repurchase.
Unencumbered asset coverage of unsecured debt has also improved
meaningfully over the past year as a result of secured debt
repayment and overall leverage reduction. Unencumbered asset
coverage is now viewed as adequate for the 'BBB-' rating.
AER's unsecured debt levels have continued to outpace secured debt
levels, further expanding financial flexibility. Unsecured debt to
total debt was 53.7% (37.2% of total assets) as of March 31, 2016
pro forma for the May unsecured bond offering and $250 million
share repurchase while secured debt to total debt was 41.7% (28.9%
of total assets). The company has articulated a target of secured
debt to total assets not more than 30%.
AeroTurbine Downsizing Neutral
During 4Q2015, AerCap decided to downsize its AeroTurbine business,
as the engine leasing, airframe and engine trading services
provided by this segment are no longer viewed by AerCap as core to
its aircraft leasing platform. After completion of the downsizing,
AeroTurbine may be absorbed into AerCap. This fee generating
business was not a core part of AerCap's credit profile and the
downsizing should have a neutral impact on ratings.
KEY RATING DRIVERS - Senior Unsecured Debt
The equalization of the unsecured debt with AerCap and ILFC's IDRs
reflects material unsecured debt as a portion of total debt, as
well as the availability of sufficient unencumbered assets, which
provide support to unsecured creditors and suggest average recovery
prospects.
KEY RATING DRIVERS - Senior Secured Debt
AerCap's senior secured bank debt and ILFC's senior secured notes
ratings of 'BBB' are one-notch above the Long-Term IDR, and reflect
the aircraft collateral backing these obligations which suggest
very strong recovery prospects.
The 'BBB-' ratings of the senior secured term loans of Flying
Fortress, Inc., Delos Finance SARL, and Temescal Aircraft Inc.,
which are wholly owned subsidiaries of ILFC, are equalized with the
IDR of ILFC. These secured term loans are secured via a pledge of
stock of the subsidiaries and related affiliates and are guaranteed
by ILFC on a senior unsecured basis. The ratings on these secured
term loans are not notched above ILFC's IDR due to the lack of a
perfected first priority claim on aircraft provided to support
repayment of the term loans. Furthermore, there is a risk of
substantive consolidation of Flying Fortress, Inc., Delos Finance
SARL and related affiliates in the event of an ILFC bankruptcy.
KEY RATING DRIVERS - Hybrid Debt
The ILFC preferred stock ratings of 'BB-' incorporate a three-notch
differential between the long-term IDR and preferred stock ratings
reflecting the going-concern loss absorption nature of the
instruments. This is consistent with Fitch's 'Treatment and
Notching of Hybrids in Non-Financial Corporate and REIT Credit
Analysis' criteria published on Feb. 29, 2016.
RATING SENSITIVITIES - IDRs, Senior Unsecured Debt, Senior Secured
Debt and Hybrid Debt
Fitch views further positive rating action as limited until such
time as AerCap is able to achieve a further and sustained reduction
in balance sheet leverage below 3.0x on a Fitch-calculated basis.
Thereafter, positive rating momentum could be driven by reduced
average fleet age towards the long-term targeted level of five to
six years, further improvements in unencumbered asset coverage of
unsecured debt, and maintenance of robust liquidity particularly
with respect to near-term funding obligations.
Negative rating pressure could arise from increased leverage
(company defined leverage of above 3.0x or Fitch-calculated
adjusted debt-to-tangible common equity above 4.0x) as a result of
more aggressive capital returns, aircraft impairments or increased
use of debt, a sustained deterioration in financial performance
and/or operating cash flows, higher than expected repossession
activity, difficulty re-leasing aircraft at economical rates, a
reduction in available liquidity or unencumbered assets, and/or
inability to maintain or improve the fleet profile.
To the extent that oil prices remain low for a sufficiently long
time that it permanently impairs the value of newer, more fuel
efficient planes or provides airlines with sufficiently financial
flexibility that they have materially lower demand for aircraft
leasing (versus outright purchases), these dynamics could have
negative rating implications for the aircraft leasing industry as a
whole.
The ratings of the senior secured debt, senior unsecured debt and
hybrid debt are primarily sensitive to changes in AerCap and ILFC's
IDRs and secondarily to the relative recovery prospects of the
instruments.
Fitch has upgraded the following ratings:
AerCap Holdings N.V.
-- Long-Term IDR to 'BBB-' from 'BB+'; Outlook revised to Stable
from Positive.
AerCap Ireland Capital Limited
AerCap Global Aviation Trust
AerCap Aviation Solutions B.V.
-- Senior unsecured notes to 'BBB-' from 'BB+'.
International Lease Finance Corp.
-- Long-Term IDR to 'BBB-' from 'BB+'; Outlook revised to Stable
from Positive;
-- Senior secured notes to 'BBB' from 'BBB-';
-- Senior unsecured notes to 'BBB-' from 'BB+';
-- Preferred stock to 'BB-' from 'B+'.
Flying Fortress Inc.
Delos Finance SARL
Temescal Aircraft Inc.
-- Senior secured term loans to 'BBB-' from 'BB+'.
ILFC E-Capital Trust I
ILFC E-Capital Trust II
-- Preferred stock to 'BB-' from 'B+'.
AerCap B.V.
AerCap Dutch Aircraft Leasing I B.V.
AerCap Dutch Aircraft Leasing IV B.V.
AerCap Dutch Aircraft Leasing VII B.V.
AerCap Engine Leasing Limited
AerCap Ireland Limited
AerCap Partners 767 Limited
AerCap Partners I Limited
AerFunding 1 Limited
AerVenture Leasing 1 Limited
Bluesky Aircraft Leasing Limited
CelestialFunding Limited
Cielo Funding Limited
Cielo Funding II Limited
Excalibur One 77B LLC
Flotlease MSN 973 Limited
Harmonic Aircraft Leasing Limited
Harmony Funding BV
Limelight Funding Limited
Melodic Aircraft Leasing Limited
Monophonic Aircraft Leasing Limited
NimbusFunding BV
Parilease / Jasmine Aircraft Leasing Limited
Philharmonic Aircraft Leasing Limited
Polyphonic Aircraft Leasing Limited
Quadrant MSN 5869 Limited
Renaissance Aircraft Leasing Limited
Rouge Aircraft Leasing Limited
Sapa Aircraft Leasing 2 BV
Sapa Aircraft Leasing BV
SkyFunding Limited
Skyfunding II Limited
SoraFunding Limited
StratocumulusFunding BV
StratusFunding Limited
Symphonic Aircraft Leasing Limited
Triple Eight Aircraft Leasing Limited
Wahaflot Leasing 3699 (Bermuda) Limited
Westpark 1 Aircraft Leasing Limited
Worldwide Aircraft Leasing Limited
-- Senior secured bank debt to 'BBB' from 'BBB-'.
Fitch has assigned the following ratings:
AerCap Leasing XXX BV
ALS3 Ltd.
Annamite Aircraft Leasing Limited
BlowFish Funding Limited
Burgundy Aircraft Leasing Limited
Camden Aircraft Leasing Trust
Celtago Funding Limited
Constellation Aircraft Leasing Limited
Electra Funding Ireland Limited
FlyFunding Limited
FodiatorFunding B.V.
GlideFunding Limited
Gunung Leasing Limited
ILFC Aircraft 73B-41789 Limited
Jetstream Aircraft Leasing Limited
Moonlight Aircraft Leasing Limited
Northstream Aircraft Leasing Limited
Southstream Aircraft Leasing Limited
Sunflower Aircraft Leasing Limited
Tucana Aircraft Leasing Limited
Whitney Leasing Limited
--Senior secured bank debt 'BBB'.
Fitch has withdrawn the following ratings as the obligations have
been repaid or the aircraft have been sold (i.e., a reorganization
of the rated entity for reasons other than financial distress):
AerLift Leasing Jet Limited
Genesis Portfolio Funding 1 Limited
Sunflower Leasing Co., Ltd.
Tulip Leasing Co., Ltd.
-- Senior secured bank debt 'BBB-'.
INTERNATIONAL BRIDGE: Court OKs Cash Use Until January 8, 2017
--------------------------------------------------------------
Judge Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas, authorized International Bridge Corporation to
use cash collateral until January 8, 2017.
The Debtor had previously requested authority to use cash
collateral generated post-petition, which is comprised of accounts
receivable due from General Pacific Services, LLC and General
Pacific Services Marianas, LLC.
Judge Berger acknowledges that the Debtor, TOA Corporation, Leidos
Constructors, LLC, f/k/a SAIC Constructors, LLC, the Government of
Guam, Department of Revenue and Taxation, and the Internal Revenue
Service, may claim an interest in the cash collateral.
Judge Berger held that the purpose for the use of the cash
collateral is miscellaneous operating costs, the payment of income
to the Debtor’s employees, payment of attorneys’ fees, and for
payment of the United States Trustee’s assessments and other
expenses in the Chapter 11 proceeding. He further held that the
cash collateral will be utilized on an interim, but ongoing basis,
to be reviewed by the Court at Status Conference in January 2017.
The Debtor was directed to grant a continuing and replacement lien
in accounts receivable created post-petition. The Debtor was also
directed to continue making monthly payments to the IRS.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/alkDht
Leidos, Inc. is represented by:
Mark G. Stingley, Esq.
Michelle M. Masoner, Esq.
BRYAN CAVE, LLP
3800 One Kansas City Place
1200 Main Street, Suite 3500
Kansas City, MO 64105
Telephone: (816) 374-3200
Email: mgstingley@bryancave.com
michelle.masoner@bryancave.com
- and -
Christine E. Baurm Esq.
LAW OFFICE OF CHRISTINE E. BAUR
4653 Carmel Mountain Road, Suite 308 #332
San Diego, CA 92130
Telephone: (858) 350-3757
About International Bridge Corporation
International Bridge Corporation, a contractor for government
projects in the South Pacific and Guam, sought Chapter 11
protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on May
7, 2015. Robert Toelkes, the sole shareholder and manager, signed
the petition. The Debtor disclosed total assets of $17.4 million
and total debt of $27.4 million.
The case is assigned to Judge Robert D. Berger. The Debtor tapped
Wesley F. Smith, Esq., at Stevens & Brand, LLP, as its counsel.
Wyatt A. Hoch, Esq., at Foulston Siefkin, LLP, serves as the
Debtor's special litigation counsel. Robert G. Nath, at Robert G.
Nath, PLLC, represents the Debtor as special tax counsel.
JADE WINDS: Disclosures OK'd; Plan Confirmation Hearing on Aug. 11
------------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an order approving the
disclosure statement filed by Jade Winds Association, Inc.
The plan confirmation hearing and hearing on fee applications is
set for Aug. 11, 2016, at 2:30 p.m.
On July 11, 2016, the Debtor filed its Disclosure Statement for
Second Amended Chapter 11 Plan of Reorganization.
The Court finds that the Disclosure Statement contains "adequate
information" regarding the Debtor's Second Amended Plan of
Reorganization.
The deadline for objections to confirmation is Aug. 4, 2016. The
deadline for filing ballots accepting or rejecting plan is Aug. 5,
2016. The proponent's deadline for filing proponent's report and
confirmation affidavit is Aug. 9, 2016.
Headquartered in North Miami Beach, Florida, Jade Winds
Association, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-17570) on April 27, 2015, estimating
its assets at up to $50,000 and liabilities at between $1 million
and $10 million. The petition was signed by Cristina D. Moinelo,
director.
Judge Robert A Mark presides over the case.
Bradley S Shraiberg, Esq., Shraiberg, Ferrara, & Landau P.A.,
serves as the Debtor's bankruptcy counsel.
JADE WINDS: Plan Projects At Least 25% Recovery for Unsecureds
--------------------------------------------------------------
Jade Winds Association, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Florida a Disclosure Statement for its
Second Amended Chapter 11 Plan of Reorganization.
As of the time the Debtor filed the initial Disclosure Statement,
the Debtor estimated that the total potential Class 15 allowed
general unsecured claims may have totaled $4,171,709.91. As of
July 11, 2016, the Debtor has reduced the potential Class 15 Claims
to approximately $1,477,901.55. The Debtor is still in the process
of finalizing its objections to Claims.
Except to the extent that the holder of an Allowed Class 15 Claim
has been paid prior to the Effective Date, or agrees to a different
treatment, in full satisfaction, settlement and release of their
respective Allowed Claims, the holders of Allowed Class 15 Claims
that select Election A shall be paid, by the Plan Administrator out
of monthly Cash received from the Reorganized Debtor, 100% of their
respective Allowed Claims, plus interest at 4.25% per annum, over a
period not to exceed five years from the Effective Date, by
receiving a pro rata monthly payment of the Surplus Cash and the
Plan Special Assessment less Plan payments to holders of Allowed
Administrative Claims and holders of Allowed Claims in Classes 1
through 14.
The payments will commence within 30 days of the Effective Date;
thereafter, any time the Plan Administrator receives Surplus Cash
from the Reorganized Debtor, the Plan Administrator must make a pro
rata disbursement towards satisfaction of Allowed Class 15 Claims
that select Election A within the earlier of 30 days of receipt of
the Cash from the Reorganized Debtor. On the date that is five
years after the Effective Date, the Plan Administrator must satisfy
any remaining amounts due to holders of Allowed Class 15 Claims
that select Election A through the payment of the Reorganized
Debtor's Cash, or in the alternative, through obtaining financing
prior to the Final Distribution Date in an amount equal to the
remaining portion of Allowed Claims the Plan Administrator must pay
on the Final Distribution Date. The Debtor shall make a monthly
distribution in an amount of at least $30,000 to the Plan
Administrator for payment to holders of Allowed General Unsecured
Claims who choose Election A until such time as all such Claims are
satisfied in full.
If the Debtor's anticipated remaining objections are sustained,
this payment may range from $0 to approximately $1,117,457.56 (plus
interest). With minimum payments of $30,000, the higher amount of
$1,117,457.56 would be paid over 38 months. In the event the
Debtor is unsuccessful in all of its remaining anticipated claim
objections, the Debtor estimates this payment may range from $0 to
$1,477,901.55 (plus interest). With minimum payments of $30,000,
the higher amount of $1,477,901.55 would be paid over 50 months.
The Bankruptcy Court will retain jurisdiction to resolve any
default by the Debtor.
Except to the extent that the holder of an Allowed Class 15 Claim
has been paid prior to the Effective Date, or agrees to a different
treatment, in full satisfaction, settlement and release of their
respective Allowed Claims, holders of Allowed Class 15 Claims that
select Election B will receive payment in an amount equal to 25% of
the Allowed Amount of the Claim within the earlier of 60 days of
the Effective Date, or when the Debtor obtains the Confirmation
Fund, to be funded by the Confirmation Fund and paid by the Plan
Administrator. If the Debtor's anticipated remaining objections
are sustained, this payment may range from $0 to approximately
$279,364.39. In the event the Debtor is unsuccessful in all of its
remaining anticipated claim objections, the Debtor estimates this
payment may range from $0 to $369,475.39. The amounts do not
include the portion of the Confirmation Fund in the amount of
$235,000 to fund the payment to Americus pursuant to the terms of
the Americus Stipulation.
In the event the holder of an Allowed Class 15 Claim fails to make
an election on the Ballot and file same Ballot with the Court by
the Ballot Deadline, the Class 15 Claimholder will automatically
receive the Election B treatment so long as the Debtor or
Reorganized Debtor is able to obtain financing from a third party
lender to fund the Confirmation Fund within 60 days of the
Effective Date. In the event the Debtor or Reorganized Debtor is
unable to obtain said financing within 60 days the Effective Date,
all holders of Allowed Class 15 Claims -- including those that
selected Election B -- will receive the Election A treatment.
Funds to be used to make Cash payments under the Plan will derive
from the operation of the Debtor's business in the ordinary course
prior to and after the Effective Date, which is through the
collection of assessments, recoveries from Causes of Action and
Avoidance Actions, and collections on the accounts receivable of
the Reorganized Debtor. The Debtor shall fund the Plan payments by
specially assessing the Unit Owners over the life of the Plan. In
addition, the Debtor will exit obtain financing within 60 days of
the Effective Date in order to fund Americus' Allowed Class 8 Claim
pursuant to the terms of the Americus Stipulation and to fund the
payments to holders of Allowed Claims in Class 15 that select
Election B. Further, any Surplus Cash will be used to fund the
payments to holders of Allowed Class 15 Claims that select Election
A.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flsb15-17570-599.pdf
The Second Amended Plan is filed by the Debtor's counsel:
Bradley S. Shraiberg, Esq.
Lenore M. Rosetto Parr, Esq.
Eric Pendergraft, Esq.
SHRAIBERG, FERRARA, LANDAU & PAGE, P.A.
2385 NW Executive Center Drive, Suite 300
Boca Raton, FL 33431
Tel: (561) 443-0800
Fax: (561) 998-0047
E-mail: bshraiberg@sfl-pa.com
lrosettoparr@sfl-pa.com
ependergraft@sfl-pa.com
Headquartered in North Miami Beach, Florida, Jade Winds
Association, Inc., is a condominium association, a Florida
not-for-profit corporation, organized pursuant to and governed by
Chapters 617 and 718 of the Florida Statutes, and manages the
affairs of nine condominium buildings with a total of 916
condominium units, a ten story recreational facility that can't be
occupied at this time located at 1720 N.E. 191 Street, North Miami
Beach, Florida 33179, and certain amenities located at 1700 NE 191
Street, North Miami Beach, Florida 33179.1 Virtually all of the
Debtor's income is generated through the collection of Assessments
paid from the owners of individual units within the Condominium.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 15-17570) on April 27, 2015, estimating its assets at
up to $50,000 and liabilities at between $1 million and $10
million. The petition was signed by Cristina D. Moinelo,
director.
Judge Robert A Mark presides over the case.
Bradley S Shraiberg, Esq., Shraiberg, Ferrara, & Landau P.A. serves
as the Debtor's bankruptcy counsel.
JADECO CONSTRUCTION: Files Disclosure Statement for Ch.11 Plan
--------------------------------------------------------------
Jadeco Construction Corp. filed with the U.S. Bankruptcy Court for
the Eastern District of New York a Disclosure Statement in
connection with the proposed Liquidating Chapter 11 Plan of
Reorganization.
To the extent that any funds are available from net sale proceeds,
the Smithtown Litigation Fund, and cash on hand after full payment
of all statutory fees, allowed administrative claims, the allowed
claims in Class 1 and Class 2, each holder of the Class 3 –
General Unsecured Claims will be paid, in full satisfaction,
release and discharge of their general unsecured claims, a pro rata
cash distribution of any remaining amounts on the earlier of: (i)
the initial distribution date or (ii) three business days after the
claim becomes an allowed claim, not to exceed payment in full plus
interest at the legal rate.
All payments required to be made under the Plan will be made by the
disbursing agent in accordance with the terms of the Plan from the
net sale proceeds, Smithtown Litigation Fund, and any cash on hand
with the receiver or the Debtor.
The Disclosure Statement is available at:
http://bankrupt.com/misc/nyeb16-71508-35.pdf
The Plan was filed by the Debtor's counsel:
SHAFFERMAN & FELDMAN LLP
Joel M. Shafferman, Esq.
137 Fifth Avenue, 9th Floor
New York, New York 10010
Tel: (212) 509-1802
E-mail: joel@shafeldlaw.com
About Jadeco Construction
Jadeco Construction Corp. is a New York corporation which has been
engaged in the business of providing labor, material and services
for asphalt and concrete paving for roadwork, curbs and sidewalks.
Its customers have generally been municipalities, including the
town of Smithtown. It has worked under contracts with Smithtown
since it was founded in 1994.
Jadeco sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D.N.Y. Case No. 16-71508) on April 6, 2016, as a result
of Smithtown's failure to pay the Debtor. The petition was signed
by Jacinto Dealmeida, president. The case is assigned to Judge
Robert E. Grossman.
The Debtor is represented by Joel M. Shafferman, Esq., at the
Shafferman & Feldman LLP.
The Debtor estimated assets of $0 to $50,000 and debt of $1 million
to $10 million.
Since the filing of its petition, the Debtor has continued in the
management and control of its business and property as
debtor-in-possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code. No trustee or examiner has been appointed in the
Debtor's case. No creditors' committee has been appointed.
JEFFREY E. CARTER: Court Sets Aug. 25 Plan Confirmation Hearing
---------------------------------------------------------------
Upon filing of a Small Business Plan and Small Business Disclosure
Statement dated July 14, 2016, by debtor Jeffrey E. Carter, Judge
Andrew B. Altenburg, Jr., on July 18, 2016, ordered that:
-- The Disclosure Statement dated July 14, 2016, is
conditionally approved.
-- Aug. 18, 2016 is fixed as the last day for filing and serving
written objections to the Disclosure Statement and confirmation of
the Plan.
-- Aug. 18, 2016, is fixed as the last day for filing written
acceptances or rejections of the Plan under D.N.J. LBR 3018-2.
-- A hearing will be held on Aug. 25, 2016, at 10:00 a.m. for
final approval of the Disclosure Statement (if a written objection
has been timely filed) and for confirmation of the Plan before the
Honorable Andrew Atlenburg, United States Bankruptcy Court,
District of New Jersey.
The Chapter 11 case is in re Jeffrey E. Carter (Bankr. D.N.J. Case
No. 14-28314).
JENNIFER L. FORTUNE: Unsecureds to Get 100% Recovery Under Plan
---------------------------------------------------------------
Small business debtor Jennifer L. Fortune, DVM, PA, and individual
debtor Jennifer L. Fortune-Nalovic filed with the U.S. Bankruptcy
Court for the Northern District of Florida their Disclosure
Statement accompanying the Chapter 11 Plan, which proposes that
general unsecured, non-priority creditors will receive
distributions totaling 100% of their allowed claims with interest
over a period of time.
General unsecured, non-priority creditors are classified in Classes
8, 11, 12, 13 and 14 based upon the size and nature of their
claim.
Ms. Fortune will continue to be responsible for the operation of
the businesses. Her salary from Fortune PA will initially remain
at $10,000 per month. In addition she will receive distributions
from Fortune PA in an amount sufficient to enable her to make
payments pursuant to this Plan as well as pay federal income taxes.
Fortune PA will pay its creditors from its net operating income.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flnb15-30973-59.pdf
The Disclosure Statement was filed by the Debtor's counsel:
John E. Venn, Esq.
John E. Venn, Jr., P.A.
220 W. Garden St., Suite 603
Pensacola, FL 32502
Tel: 850-438-0005
Fax: 850-438-1881
E-mail: johnevennjrpa@aol.com
About Jennifer Fortune
Jennifer Fortune graduated from the University of Florida with 3
majors, Mathematics, Zoology and Chemistry. After graduation in
1977 she moved to Birmingham, Alabama and worked for 2 years as lab
director of a neonatal Intensive care facility. While there she
developed a test to test the maturity of newborn's lungs that has
had widespread acceptance and continues to be used to this day.
She then returned to the University of Florida to attend Veterinary
School, graduating in 1985.
After graduation from Veterinary School she went to work for a
local vet. After 3 years she purchased his practice and formed
what is now Jennifer L. Fortune, DVM, P.A. She has continued to
serve the Niceville area as a veterinarian from that date to
present.
Jennifer L. Fortune, DVM, PA sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N. D. Fla. Case No. 15-30973) on
September 22, 2015. The petition was signed by Jennifer L.
Fortune-Nalovic, president.
The case is assigned to Judge Jerry C. Oldshue Jr.
At the time of the filing, the Debtor estimated its assets at
$500,000 to $1 million and debts at $1 million to $10 million.
JOHN WILLIAMS: Unsecured Creditors to Get 5% Under Plan
-------------------------------------------------------
Debtors John Williams and Beverly Williams have proposed a
reorganization plan that contemplates making 12 quarterly
installments to non-priority general unsecured creditors in the
amount of $525 each. It is estimated that the class will receive a
dividend of 5% of their duly allowed claims.
The Debtors are property owners who develop and rent out properties
to families and individuals for residential purposes. The Debtors
believe the proceeds from management of the property will provide a
fair distribution to the creditors. The Debtors' projections
assume that the Debtors can achieve 100% occupancy, and the market
for residential rental properties in Detroit has bottomed out and
will gradually improve.
Copies of the Second Combined Plan and Disclosure Statement and the
Third Combined Plan and Disclosure Statement are available at:
http://bankrupt.com/misc/J_Williams_92_2nd_DS.pdf
http://bankrupt.com/misc/J_Williams_94_3rd_DS.pdf
About John and Beverly Williams
John Williams and Beverly Williams commenced a Chapter 11 case
(Bankr. E.D. Mich. Case No. 15-53521) in 2015. The Debtors are a
married couple who own and manage multiple residential properties
in the City of Detroit. They are reorganizing and continuing their
business.
LBH NATIONAL: Use of ERA Franchise System Cash Collateral OK
------------------------------------------------------------
Judge Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado, authorized LBH National Corporation to use
cash collateral until July 29, 2016.
The Debtor's use of cash collateral was with the consent of secured
creditor, ERA Franchise Systems LLC. ERA Franchise Systems
contended that the Debtor was indebted to it in an amount in excess
of $6,000,000.
Judge Romero acknowledged that the need exists for the Debtor to
utilize funds which constitute ERA Franchise System's cash
collateral in order to avoid immediate harm to the Debtor's
estate.
Judge Romero granted ERA Franchise Systems partial adequate
protection in the form of replacement liens and security interests
in all post-petition leases, rents, issues, profits and proceeds,
arising fro the ERA Collateral and in all the cash collateral
arising from the ERA Collateral on and after the Petition Date, to
the same extent and priority it would have received had the
property been acquired pre-petition.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/2qZxyn
ERA Franchise Systems LLC is represented by:
Daniel M. Eliades, Esq.
LECLAIRRYAN, P.C.
1037 Raymond Boulevard, 16th Floor
Newark, NJ 07102
Email: daniel.eliades@leclairryan.com
About LBH National Corporation
LBH National Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 16-16247) on June 23,
2016. The petition was signed by Roger Herman, president and CEO.
The case is assigned to Judge Michael E. Romero. The Debtor is
represented by Lee M. Kutner, Esq., and Jeffrey S. Brinen, Esq., at
Kutner Brinen, P.C., in Denver. At the time of the filing, the
Debtor estimated its assets and liabilities at $1 million to $10
million.
LEHMAN BROTHERS: 2nd Cir. Narrows CalPERS Claims in Securities Suit
-------------------------------------------------------------------
The United States Court of Appeals for the Second Circuit affirmed
the orders of the United States District Court for the Southern
District of New York, which dismissed certain of the California
Public Employees' Retirement System's claims as time-barred by the
three-year statute of repose contained in section 13 of the
Securities Act of 1933.
The case is IN RE LEHMAN BROTHERS SECURITIES AND ERISA LITIGATION,
No. 15-1879 (2nd Cir.).
A full-text copy of the Second Circuit's July 8, 2016 summary order
is available at https://is.gd/N0Npbo from Leagle.com.
Appellant is represented by:
Thomas C. Goldstein, Esq.
GOLDSTEIN & RUSSELL, P.C.
7475 Wisconsin Avenue, Suite 850
Bethesda, MD 20814
Tel: (202)362-0636
Email: tgoldstein@goldsteinrussell.com
-- and --
Joseph D. Daley, Esq.
ROBBINS GELLER RUDMAN & DOWD LLP
655 West Broadway, Suite 1900
San Diego, CA 92101
Tel: (619)231-1058
Fax: (619)231-7423
Email: joed@rgrdlaw.com
-- and --
Amanda M. Frame, Esq.
ROBBINS GELLER RUDMAN & DOWD LLP
Post Montgomery Center
One Montgomery Street, Suite 1800
San Francisco, CA 94104
Tel: (415)288-4545
Fax: (415)288-4534
Email: aframe@rgrdlaw.com
Appellee is represented by:
Victor L. Hou, Esq.
Mitchell A. Lowenthal, Esq.
Roger A. Cooper, Esq.
Jared Gerber, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, NY 10006
Tel: (212)225-2000
Email: vhou@cgsh.com
mlowenthal@cgsh.com
racooper@cgsh.com
jgerber@cgsh.com
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.
LESLIE'S POOLMART: Moody's Affirms B2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed Leslie's Poolmart, Inc.'s B2
Corporate Family Rating ("CFR") and B2-PD Probability of Default
Rating, following the company's announcement that it plans to fund
an approximately $225 million dividend distribution to its equity
sponsors. Moody's also assigned a B1 rating to the proposed $780
million senior secured term loan due 2023. The rating outlook is
stable.
The proposed term loan, together with $420 million proposed senior
unsecured notes (unrated by Moody's) and $35 million balance sheet
cash will be used to fund the dividend distribution and refinance
all existing indebtedness. The B1 rating on the existing $609
million senior secured term loan will be withdrawn at close.
The dividend is an aggressive credit negative use of debt that will
increase lease-adjusted debt/EBITDA by approximately 1 time.
However, Moody's affirmed Leslie's ratings because the company's
projected credit metrics, good liquidity, recovery in operating
performance in the first three quarters of the fiscal year ending
October 2016 and increased earnings base from recent acquisitions
remain supportive of the B2 CFR. Based on management estimates,
revenue increased by about 11% and EBITDA by approximately 31%
year-to-date 3Q 2016, including the partial-year impact of the
Nationwide Pool Supply and In the Swim acquisitions. Pro-forma for
the transaction and including the estimated full-year impact of
acquisitions, Moody's estimates LTM June 2016 debt/EBITDA to be in
the high-6 times range (Moody's adjusted, based on preliminary Q3
2016 results) and EBIT/interest expense in the mid-1 times. The
increase in leverage weakly positions the rating within the B2
category, but the rating affirmation reflects Moody's view that
debt/EBITDA will decline to the mid-6 times range in fiscal 2017.
Moody's took the following rating actions on Leslie's Poolmart,
Inc.:
-- Corporate Family Rating, affirmed at B2
-- Probability of Default Rating, affirmed at B2-PD
-- Proposed $780 million first lien senior secured term loan due
2023, assigned at B1 (LGD3)
-- Stable outlook
The ratings are subject to the completion of the transaction and
Moody's review of final documentation.
RATINGS RATIONALE
The B2 CFR reflects Leslie's small scale, narrow product focus, and
high vulnerability to weather patterns. As a result of the increase
in debt levels following the proposed dividend recapitalization,
the rating will be weakly positioned in the B2 category, however
Moody's projects modest deleveraging towards mid-6 times
debt/EBITDA by FYE October 2017 driven mainly by low-single-digit
earnings growth. Moody's anticipates that the company will continue
to adapt to e-commerce competition by leveraging its differentiated
service, brand name and recent acquisitions, but expects future
earnings growth to be muted due to increased price transparency and
mix shift to e-commerce. The rating is supported by the
recession-resistant nature of demand for pool supplies, the
company's track record of consistent revenue and earnings
performance (outside weather-related volatility), and solid EBIT
margins. Leslie's good liquidity despite highly seasonal operations
provides key support to the rating, including a track record of
positive free cash flow generation, sufficient availability under
the asset-based revolver and a covenant-lite capital structure.
The stable rating outlook reflects the expectation for
low-single-digit earnings growth from new store openings, as well
as expansion in the commercial and e-commerce businesses. The
outlook also reflects Moody's view that the company will maintain
good liquidity, including positive free cash flow generation, but
will continue to prioritize the use of cash towards bolt-on
acquisitions and new store openings rather than debt reduction.
The ratings could be downgraded if the company's operating
performance deteriorates in a way that causes higher financial
leverage or weakened liquidity. Quantitatively, the ratings could
be downgraded if debt/EBITDA is sustained above 6.5 times or
EBIT/interest expense approaches 1.25 times.
An upgrade would require profitable growth and a commitment to more
conservative financial policies, including the use of free cash
flow for debt repayment. Quantitatively, the ratings could be
upgraded if debt/EBITDA is sustained below 5 times and
EBIT/interest expense is sustained above 2 times.
Leslie's Poolmart, Inc. is a specialty pool supplies retailer that
operated 893 stores and commercial centers as of June 2016.
Leslie's is jointly owned by CVC Capital Partners (majority
ownership) and Leonard Green & Partners. Revenues for the twelve
months ended June 2016 were approximately $766 million.
LESLIE'S POOLMART: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Leslie's Poolmart Inc. The outlook is stable.
At the same time, S&P assigned a 'B' issue-level rating to the
company's new $780 million term loan B. The recovery rating
assigned to the term loan is '4', indicating S&P's expectation for
average recovery in the event of a default toward the high end of
the 30% to 50% range.
"The affirmation following the announced transaction highlights our
belief that the company will be able to meaningfully deleverage
over the next 12 months, primarily driven by profit growth," said
credit analyst Andrew Bove. "The company has a history of
relatively consistent and stable operating performance, and has
also shown its ability to improve credit metrics following a
debt-funded dividend. Leslie's is a leading operator in a very
stable pool supply industry that continues to show modestly
positive growth in number of households with pools. We view many
of the pool maintenance products that the company sells as
non-discretionary, as they are essential for the upkeep of these
pools. We believe these industry dynamics, combined with the
company's in-depth knowledge of the pool supply industry, will
result in continued stable operating performance and profit growth
over the next 12 to 24 months."
The stable outlook on Leslie's reflects S&P's expectation that the
company will continue to open new stores and increase profits over
the next 12 months. Although leverage will weaken to the high-6.0x
immediately following this transaction, S&P expects to see
consistent improvement over the next 12 months driven primarily by
profit growth. S&P forecasts that leverage will improve to the
mid-6.0x area at fiscal year-end 2016, and to the high-5.0x at
fiscal year-end 2017.
S&P could lower its ratings if the company is unable to improve
credit metrics through profit growth over the next 12 months,
leading to pro-forma debt to EBITDA remaining in the mid- to
high-6.0x area. This could happen if the company's biggest markets
in the South and West regions experience unexpectedly cold and wet
conditions throughout the remainder of the 2016 summer season, as
well as in the 2017 spring season. Performance would also be
negatively affected by unsuccessful recent and future acquisitions.
Under this scenario, gross margin would remain relatively flat
compared with fiscal 2015, and sales would grow only in the mid- to
high-single digits (compared with S&P's forecast of low-double
digits).
Although unlikely in the next year, S&P could raise the ratings if
the company improves credit metrics meaningfully faster than S&P's
base-case forecast. This would happen through a combination of
strong operating performance, and considerable debt repayment such
that debt leverage would remain below the 5.0x area on a sustained
basis. This scenario would require a meaningful change in the
company's financial policy, which has historically been geared
toward reinvesting excess cash flow into growing the business, and
periodically issuing debt-funded dividends to grow the company's
capital structure with its profit base.
LIFE PARTNERS: Goodman & Nekvasil Represents Arbitration Objectors
------------------------------------------------------------------
Goodman & Nekvasil, P.A., filed with the U.S. Bankruptcy Court for
the Northern District Of Texas a Verified Statement under Federal
Rule of Bankruptcy Procedure 2019, stating that G&N represents
arbitration objectors.
G&N represents these persons in this bankruptcy matter: Songul
Atay, Individually and as Trustee of the Songul Atay Living Trust
Dated Aug. 31, 2007, Stanley Dennis, Individually and as Custodian
for D. D. UGMA/UTMA and A. D. UGMA/UTMA, Alford R. DeShields and
Jenny L. DeShields, David Bryn George and his mother Martha K.
George n/k/a Martha Anderson, James J. Kramer, Individually and as
the Trustee of the James J. Kramer Revocable Living Trust Dated May
9, 2007, Ronald L. Lipham and Faye D. Lipham, Robert E. Little,
Richard T. McEvers and Mary R. McEvers, Patricia J. Miers, James
K.
Newton, Bob J. Nick and Frances A. Nick, Timothy Parker, Paul G.
Ringmacher and Sylvia Ringmacher, and Aaron M. Scott and Cie Ann
Scott.
To its knowledge, G&N did not have a disclosable economic interest
in relation to the Debtors as of the dates G&N was employed by the
Arbitration Objectors.
The Arbitration Objectors purchased securities offered by Life
Partners and are parties in interest in this bankruptcy proceeding.
On behalf of the Arbitration Objectors, G&N filed arbitration
claims before FINRA Dispute Resolution against the Arbitration
Objectors' broker-dealers-and in some instances also against their
individual brokers-who recommended and sold the Life Partners
securities to them. G&N'S representation of the Arbitration
Objectors when appropriate includes related court litigation, like
the bankruptcy matters that are proceeding in the Court.
The Arbitration Objectors can be reached at:
Songul Atay
328 16th Street
Seal Beach, CA 90740
Stanley Dennis
1490 Bent Creek Drive
Southlake, TX 76092
Alford and Jenny DeShields
4801 Williamsburg Place
Amarillo, TX 79119
David Bryn George
Martha K. George, nka Martha Anderson
601 Winding Creek Court
Southlake, TX 76092
James J. Kramer
190 Regency Drive
Bartlett, IL 60103
Ronald and Faye Lipham
11100 Windjammer Drive
Frisco, TX 75034
Robert E. Little
8545 Jernigan Road
Pensacola, FL 32514
Richard and Mary McEvers
1234 East 1oth Street
Okmulgee, OK 74447
Patricia J. Miers
503 W. 4th Street
Keene, TX 76059
James K. Newton
312 Goldeneye Lane
Fort Worth, TX 76120
Bob J. Nick and Frances A. Nick
1606 Country Club Drive
Okmuigee, OK 74447
Timothy Parker
205 East Highway 329
Citra, FL 32113
Paul G. and Sylvia Ringmacher
955 Riverforest Drive
New Braunfels, TX 78132
Dr. Aaron Scott
Cie Ann Scott
11811 North Tatum Boulevard, Suite 3031
Phoenix, AZ 85028
G&N represents the Arbitration Objectors individually in the
underlying arbitrations and in the Court. The Arbitration
Objectors are not "acting in concert to advance their common
interests" in the sense that they have coordinated their decisions,
as contemplated by Rule 2019. The Arbitration Objectors could have
filed their objections separately, but these objections were filed
together as a matter of convenience for the parties and the Court.
Nevertheless, to forestall any objections, the Arbitration
Objectors are filing this statement to comply with Rule 2019.
The Arbitration Objectors have agreed to representation by G&N. To
avoid any improper or unnecessary disclosure of attorney-client
privileged or confidential communications, G&N is willing to
provide to this Court for in camera review copies of written
agreements by the Arbitration Objectors that they are represented
by G&N, if the Court deems the review necessary.
G&N can be reached at:
Goodman & Nekvasil, P.A.
Stephen Krosschell, Esq.
Kalju Nekvasil, Esq.
14020 Roosevelt Boulevard, Suite 808
P.O. Box 17709
Clearwater, FL 33762
Tel: (727) 5248486
Fax: (727) 524-8786
E-mail: gnmain@gnfirm.com
About Life Partners Holdings
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.
LIFE PARTNERS: Outline for Creditors' 3rd Amended Plan Filed
------------------------------------------------------------
Creditor Transparency Alliance LLC filed with the U.S. Bankruptcy
Court for the Northern District of Texas a Disclosure Statement for
the Creditors' Third Amended Plan of Reorganization of Life
Partners Holdings, Inc., et al.
In full and final satisfaction, settlement, release, and discharge
of and in exchange for each allowed claim in Class B4 - General
Unsecured Claims Against LPI, each holder of a Class B4 Claim will
receive, up to the allowed amount of its allowed claim, a
Creditors' Trust Interest. Estimated recovery under the Plan is
unknown. Holders will be paid from the proceeds recovered by the
Creditors' Trust in connection with the prosecution of the causes
of action assigned to the Creditors' Trust. While the Plan
Proponents believe that the prosecution of such actions will result
in a distribution to beneficiaries of the Creditors' Trust, the
contingent and inherently risky nature of litigation precludes an
estimate of the amount of distribution to beneficiaries of the
Creditors' Trust.
In the event that the litigation initiated as a result of the
causes of action does not result in at least $10 million in
additional aggregate proceeds (over and above the $2 million in
initial expenses provided on the Effective Date), then prior to the
termination of the Creditors' Trust, the Policy Recovery Trust will
pay to the Creditors' Trust the lesser of: (i) $10 million, or (ii)
an amount necessary to pay in full all allowed claims against the
Creditors' Trust. The Recovery for the Holders who make the
Rescission Election will depend, in part, on total amount of
Allowed Claims asserted against the Creditors' Trust.
Each holder of C2 - General Unsecured Claims against LPIFS will
receive, up to the allowed amount of its allowed claim, a
Creditors' Trust Interest. Estimated recovery is unknown. Holders
will be paid from the proceeds recovered by the Creditors' Trust in
connection with the prosecution of the causes of action assigned to
the Creditors' Trust. While the Plan Proponents believe that the
prosecution of the actions will result in a distribution to
beneficiaries of the Creditors' Trust, the contingent and
inherently risky nature of litigation precludes an estimate of the
amount of distribution to beneficiaries of the Creditors' Trust.
In the event that the litigation initiated as a result of the
causes of action does not result in at least $10 million in
additional aggregate proceeds (over and above the $2 million in
initial expenses provided on the Effective Date), then prior to the
termination of the Creditors' Trust, the Policy Recovery Trust
shall pay to the Creditors' Trust the lesser of: (i) $10 million,
or (ii) an amount necessary to pay in full all allowed claims
against the Creditors' Trust. The recovery for the holders who
make the rescission election will depend, in part, on total amount
of Allowed Claims asserted against the Creditors' Trust.
The Plan provides for the creation of the Policy Recovery Trust
pursuant to the Policy Recovery Trust Agreement on the Effective
Date. The purpose of the Policy Recovery Trust will be to
liquidate the Policy Recovery Trust Assets as may be further set
forth in the Policy Recovery Trust Agreement. In accordance with
Treasury Regulation Section 301.7701-4(b) and Treasury Regulation
Section 301.7701-3(a), the Policy Recovery Trust will elect to be
treated as a partnership for federal income tax purposes.
On the Effective Date, all of the Policy Recovery Trust Assets will
be transferred, assigned and contributed, or issued, to and vested
in the Policy Recovery Trust, and the Policy Recovery Trust will be
in possession of, and have title to, all the Policy Recovery Trust
Assets. The conveyances and vesting of all of the Policy Recovery
Trust Assets will be accomplished pursuant to the Plan, the Policy
Recovery Trust Agreement, the Plan Documents providing for the
Reorganization Transactions and the Confirmation Order. The
Reorganized Debtors will convey, transfer, assign and deliver the
Policy Recovery Trust Assets free and clear of all liens. The
Policy Recovery Trustee may present such orders to the Bankruptcy
Court as may be necessary to require third parties to accept and
acknowledge conveyances of vested title to the Policy Recovery
Trust. Court orders may be presented without further notice other
than as has been given in the Plan.
Following payment of the expenses of the Creditors' Trust, and in
the event that all allowed claims exchanged for Creditors' Trust
Interests are paid in full (except as provided otherwise in the
Creditors' Trust Agreement), the Policy Recovery Trust will be the
residual beneficiary of the Creditors' Trust. Pre-Effective
Maturity Proceeds and Escrowed Premiums will continue to be
attributable to the relevant Fractional Interests. CSV will
continue to be attributable to the relevant Policy.
On and after the Effective Date, the Policy Recovery Trust will
distribute the Position Holder Trust Assets to the Position Holder
Trust as provided in the Plan. Once so distributed, the Position
Holder Trust Assets will be vested in the Position Holder Trust,
and the Position Holder Trust will be in possession of, and have
title to, all the Position Holder Trust Assets.
The Plan provides for the creation of the Policy Recovery Trust
pursuant to the Policy Recovery Trust Agreement on the Effective
Date. The purpose of the Policy Recovery Trust will be to
liquidate the Policy Recovery Trust Assets as may be further set
forth in the Policy Recovery Trust Agreement. In accordance with
Treasury Regulation Section 301.7701-4(b) and Treasury Regulation
Section 301.7701-3(a), the Policy Recovery Trust will elect to be
treated as a partnership for federal income tax purposes.
On the Effective Date, all of the Policy Recovery Trust Assets will
be transferred, assigned and contributed, or issued, to and vested
in the Policy Recovery Trust, and the Policy Recovery Trust will be
in possession of, and have title to, all the Policy Recovery Trust
Assets. The conveyances and vesting of all of the Policy Recovery
Trust Assets will be accomplished pursuant to the Plan, the Policy
Recovery Trust Agreement, the Plan Documents providing for the
Reorganization Transactions and the Confirmation Order. The
Reorganized Debtors will convey, transfer, assign and deliver the
Policy Recovery Trust Assets free and clear of all Liens. The
Policy Recovery Trustee may present such orders to the Bankruptcy
Court as may be necessary to require third parties to accept and
acknowledge such conveyances of vested title to the Policy Recovery
Trust. Court orders may be presented without further notice other
than as has been given in the Plan.
Following payment of the expenses of the Creditors' Trust, and in
the event that all allowed claims exchanged for Creditors' Trust
Interests are paid in full (except as provided otherwise in the
Creditors' Trust Agreement), the Policy Recovery Trust will be the
residual beneficiary of the Creditors' Trust. Pre-Effective
Maturity Proceeds and Escrowed Premiums will continue to be
attributable to the relevant Fractional Interests. CSV will
continue to be attributable to the relevant Policy.
General Unsecured Claims include claims from:
a. Former Investors
Former Investors have filed Proofs of Claim against the Debtors.
The Chapter 11 Trustee has stated that these claims total over $20
million, which amount does not include any claims filed as
unliquidated or contingent (whether in full or in part). Neither
the Chapter 11 Trustee nor the Plan Proponents have yet to
undertake a thorough review of these Proofs of Claim, and thus the
Allowed amount of these claims could be greater or smaller.
b. Security and Exchange Commission
The SEC filed proofs of claim against LPHI in the amount of the SEC
Judgment ($38.7 million). The Plan Proponents hope to work with
the SEC toward a mutual resolution of the SEC's claim against LPHI
whereby the SEC would essentially permit redistribution of amounts
due to it on account of its Allowed Claim to Investors.
c. Seller Claims
The Chapter 11 Trustee has stated that certain individuals filed
Proofs of Claim for policies LPI evaluated but did not purchase,
for which no claim is believed to exist, and that certain other
individuals sold one or more life insurance policy insuring his or
her life to LPI prior to the bankruptcy proceeding and have filed
Proofs of Claim asserting the right to take the policy back,
typically without return of the amount LPI paid to purchase the
policy. Other claims lack sufficient supporting documentation, and
in some cases no supporting documentation, and therefore require
further analysis. In total, these claims, according to the Chapter
11 Trustee, amount to approximately $51 million. The Chapter 11
Trustee has stated that the Debtors dispute the validity of these
claims, and, in any event, claims would be subject to setoff. The
Plan Proponents agree with this. To the extent any such claims are
ultimately Allowed Claims, they would likely be treated as General
Unsecured Claims against LPI pursuant to Section 3.07(f) of the
Plan.
d. Other Non-Investor Claims
The Chapter 11 Trustee has stated that there are relatively few
general unsecured claims that were not made by Investors. Other
than the tax, litigation, SEC, and claims of sellers described
above, and excluding shareholder and intercompany claims, these
Chapter 11 Trustee has said that the claims generally break down
into claims asserted by licensees,58 banks,59 trade and legal
service providers,60 Persons claiming refunds due, employees,62
contract counter-parties,63 and miscellaneous.64 Claims of
non-investors (excluding tax, litigation, SEC, shareholders and
intercompany claims) total approximately $4 million. This number,
according to the Chapter 11 Trustee, does not include any
non-Investor general unsecured claims filed (in full or in part) as
contingent or unliquidated. While the Chapter 11 Trustee has stated
that he has not undertaken a detailed analysis of each of these
claims, the Plan Proponents assert that the Debtors may have
defenses to these claims, including the right to setoff and/or
equitable subordination.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txnb15-40289-2672.pdf
Attorneys for Transparency Alliance LLC:
Locke Lord LLP
600 Congress Ave., Suite 2200
Austin, TX 78701
Tel: (512) 305-4700
Fax: (512) 305-4800
About Life Partners Holdings
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.
LITE SOLAR: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Lite Solar Corp.
3553 Atlantic Avenue, #1183
Long Beach, CA 90807
Case No.: 16-19896
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Leslie A Cohen, Esq.
LESLIE COHEN LAW PC
506 Santa Monica Bl Ste 200
Santa Monica, CA 90401
Tel: 310-394-5900
Fax: 310-394-9280
E-mail: leslie@lesliecohenlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ranbir S. Sahni, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb16-19896.pdf
LIZA HAZAN: Unsecured Claims to Be Paid in Two Years
----------------------------------------------------
Liza Hazan filed with the U.S. Bankruptcy Court for the Southern
District of Florida a Disclosure Statement which describes the
Debtor's Chapter 11 plan, which proposes that allowed undisputed
unsecured claims be paid within two years of petition date -- Jan.
11, 2018 -- payments beginning month 6 after confirmation and every
6 months.
The Debtor works as a business consultant specializing in
identifying locations for high-end restaurants and retailers around
the world. She has always earned at least $350,000 a year.
The Debtor's primary asset is her homestead residence located at
6913 Valencia Drive, Fisher Island, Florida, valued at $12 million.
Additionally debtor has scheduled household furniture, dishes and
china, household electronics and clothing, shoes and accessories
and jewelry, fixtures and art valued at $327,500.
The Debtor has the ability to rent her Fisher Island property for
short periods at very high rental rates adding up to $300,000 per
year. Additionally the equity in Fisher Island would support a
refinancing, which could also be used support funding a plan if
necessary.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flsb16-10389-103.pdf
The Plan was filed by the Debtor's counsel:
Joel M. Aresty, Esq.
Joel M Aresty PA
13499 Biscayne Boulevard, Suite 3
North Miami, FL 33181
Tel: (305) 904-1903
E-mail: aresty@icloud.com
Liza Hazan filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-10389) on Jan. 11, 2016.
LSF9 CYPRESS: S&P Raises CCR to 'B+', Outlook Stable
----------------------------------------------------
S&P Global Ratings said it raised its long-term corporate credit
rating on LSF9 Cypress Holdings LLC by one notch to 'B+' from 'B'.
The outlook is stable.
At the same time, S&P assigned a 'B+' issue-level rating to FBM's
proposed $575 million of senior secured notes due 2021. The
recovery rating on the notes is '3', indicating that investors can
expect to achieve 50%-70% (at the lower end of the range) recovery
in the event of a default.
"We expect FBM to continue to pursue both organic and acquisitive
growth over the next 12 months," said S&P Global credit analyst
Thomas O'Toole. "Although we forecast EBITDA will continue to grow
as the company integrates recent acquisitions, we expect that FBM's
financial risk profile will remain highly leveraged based on
private equity ownership and our belief it will remain acquisitive,
keeping leverage in excess of 5x," he said.
S&P could lower the rating if the company's leverage increased
above 8x, perhaps due to continued merger and acquisition activity,
a debt-financed special dividend to its private equity owners, or a
cyclical slowdown in the national housing market.
S&P views an additional upgrade as unlikely in the next 12 months.
Long term, S&P could upgrade the company if management is able to
successfully integrate the operations of Winroc and maintain
leverage below 5x for a sustained period of time and private equity
owner Lone Star relinquished its stake in the business.
MARILYN BERNARDI: Ch. 11 Trustee Sought Due to Fraud Charges
------------------------------------------------------------
The Acting United States Trustee for Region 3 on July 25, 2016,
filed a motion asking the U.S. Bankruptcy Court for the District of
New Jersey to order the appointment of a Chapter 11 trustee in the
bankruptcy case of Marilyn I. Bernardi and Richard W. Bernardi.
Andrew R. Vara, the Acting U.S. Trustee, points out that:
* Marilyn Bernardi owns debtor Strategic Environmental Partners,
LLC. However, the Bernardis failed to disclose their ownership
interest in SEP on Schedule A/B, despite filing Schedule A/B 13
days after the petition was filed.
* Prior to the Debtors filing their petition, a state grand jury
in Morris County, New Jersey indicted SEP and Mr. Bernardi, on six
counts: one count of false representations for a government
contract, two counts of theft by deception, one count of financial
facilitation of criminal activity, one count of theft of services,
and one count misconduct by a corporate official. The indictment
was unsealed on Feb. 2, 2016. Count 1 of the indictment states
that SEP and Mr. Bernardi knowingly made false, material
misrepresentations in connection with the negotiation or award of
the contract in which SEP purchased and was licensed to operate the
Fenimore Landfill in Roxbury, New Jersey.
* On April 20, 2016, the New Jersey Department of Environmental
Protection filed a verified complaint against SEP and Richard and
Marilyn Bernardi individually. The verified complaint contains,
inter alia, an allegation that bank statements obtained via
subpoena "reveal a pattern and practice of moving deposits from one
account to another, and into personal checking and savings accounts
of Marilyn Bernardi, . . . and her children." This includes
transfers into "payable upon death" savings accounts with the
Bernardi children as beneficiaries and transfers into trust bank
accounts with Bernardi children as beneficiaries.
* The Debtors' schedule D discloses secured debt of
approximately $3.7 million. The Debtors' schedule E/F discloses
unsecured debt of approximately $7,000.
* Schedule I states that despite being employed, the Bernardis
do not have any income of any kind. See id. Similarly, the Debtors'
statement of financial affairs states the Debtors have not had any
income for the past 2 years.
"The indictment of SEP and Mr. Bernardi is cause to appoint a
chapter 11 trustee pursuant to 11 U.S.C. Sec. 1104(a)(1) because
the underlying charges involve allegations of fraud, dishonesty,
and gross financial mismanagement," Benjamin Teich, Esq., Trial
Attorney for the U.S. Trustee, asserts.
"Concerns raised by the indictment are significantly intensified by
the allegations in the New Jersey Department of Environmental
Protection's verified complaint – that the assets of SEP have
been improperly transferred to the personal bank accounts of
Marilyn and Richard Bernardi and accounts benefiting the Bernardi
children."
"This is further compounded by the Debtors having signed, under
penalty of perjury, a petition, set of bankruptcy schedules, and a
SOFA (collectively the "Bankruptcy Package") that: (i) is
internally inconsistent, (ii) depicts implausible financial
conditions, and (iii) is inconsistent with the allegations of the
New Jersey Department of Environmental Protection's verified
complaint."
A hearing on the Motion is scheduled for Aug. 23, 2016, at 2:00
p.m.
About Marilyn Bernardi
On June 23, 2016, Marilyn I. Bernardi and Richard W. Bernardi,
filed a voluntary chapter 11 petition for relief under the
Bankruptcy Code (Bankr. D.N.J. Case No. 16-22153). The Honorable
Christine M. Gravelle is the case judge.
The Debtors have remained in possession of their assets and in
control of their financial affairs pursuant to sections 1107 and
1108 of the Bankruptcy Code. See Docket Entry 1. See also
Certification of Michael W. Aponte ("Aponte Certification"), ¶2.
Marilyn Bernardi owns Strategic Environmental Partners, LLC, which
filed a voluntary chapter 11 petition (Case No. 16-22151) on the
same day as the Bernardis.
MAURA E. LYNCH: Must Obtain Plan Approval by Nov. 9
---------------------------------------------------
In the Chapter 11 case of Maura E. Lynch, the U.S. Bankruptcy Court
for the Eastern District of New York conducted a status conference
on July 13, 2015. On the record of the status conference, the
Court set a deadline for Sept. 14, 2016, for the Debtor to obtain
approval of a disclosure statement and Nov. 9, 2016, to obtain
confirmation of a plan of reorganization; in the event the Debtor
failed to comply with either deadline, the Court stated that it
would convert the Debtor's case to one under Chapter 7 or dismiss
the case if the Debtor demonstrated that dismissal would be better
for creditors and the estate.
About Maura E. Lynch
Maura E. Lynch filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 15-74795) on
Nov. 9, 2015. Since that time, the Debtor has operated as a debtor
in possession pursuant to sections 1107(a) and 1108 of the
Bankruptcy Code. No examiner or trustee has been appointed in the
case.
MEDEXPRESS AMBULANCE: Disclosures Get Court's Conditional OK
------------------------------------------------------------
The Hon. John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana has entered an order conditionally approving
the disclosure statement filed by MedExpress Ambulance Service,
Inc., on July 5, 2016 with respect to a Chapter 11 plan.
The Court has set the hearing for final approval of the Disclosure
Statement and Confirmation of the Plan for Sept. 14, 2016, 9:30
a.m.
Sept. 7, 2016, is fixed as the last day for filing written
acceptances or rejections of the Plan. Sept. 7, 2016, is also
fixed as the last day for filing and serving written objections to
the Disclosure Statement and Confirmation of the Plan.
Headquartered in Alexandria, Louisiana, MedExpress Ambulance
Service, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
W.D. La. Case No. 16-80026) on Jan. 8, 2016, listing $1.80 million
in total assets and $3.07 million in total liabilities. The
petition was signed by Mark Majors, president.
Judge John W. Kolwe presides over the case.
Bradley L. Drell, Esq., at Gold, Weems, Bruser, Sues & Rundell,
serves as the Debtor's bankruptcy counsel.
MILK SPECIALTIES: S&P Raises CCR to 'B+', Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its ratings on Eden Prairie, Minn.-based
Milk Specialties Co., including the corporate credit rating to 'B+'
from 'B'. The outlook is stable.
At the same time, S&P assigned a 'B+' issue-level rating to the
company's new senior secured debt with a '3' recovery rating,
indicating S&P's expectation for average (50%-70%, lower half of
the range) recovery in the event of a payment default.
S&P is also raising the existing issue-level ratings to 'BB' from
'BB-'. The recovery rating on this debt remains '1', indicating
expectations for very high (90%-100%) recovery in the event of a
payment default. S&P will withdraw these ratings when the
transaction closes.
"The upgrade primarily reflects our assessment that the company
will sustain its improved operating execution, based on our view it
will maintain healthy ingredient margins over the next year," said
S&P Global Ratings credit analyst Jessica Paige. S&P believes this
should permit the company to continue to generate good free cash
flow of at least $30 million annually, resulting in projected
adjusted debt to EBITDA of about 4x by mid-2018. In addition, S&P
believes the company's new financial sponsor, American Securities
LLC, will allow Milk Specialties to operate with less aggressive
leverage than other financial sponsor-owned entities. As a result,
S&P don't expect the company to increase leverage beyond 5x over
the rating horizon. The sponsor's large equity contribution (45%
of capitalization), long-time horizon (25-year private equity
fund), and conservative leverage strategies further strengthens
this view. In addition, the company's credit agreement features a
restricted dividend payment basket and the company has historically
grown through capital outlays to increase plant capacity rather
than through acquisitions.
The stable outlook reflects S&P's opinion that the company will
sustain EBITDA margins closer to 15%, allowing it to generate
annual free cash flow of more than $30 million and steadily reduce
leverage, including reaching debt to EBITDA of less than 4.5x over
the next year. Furthermore, S&P assumes its financial policies, as
dictated by its financial sponsor owner, will continue to support
leverage below 5x over the ratings horizon and that Milk
Specialties will maintain adequate liquidity at all times.
S&P could lower the rating if the company's operating performance
deteriorates particularly from manufacturing disruptions or
ingredient margin contraction, or if its financial sponsor elects
to raise more debt either for shareholder returns or a large
acquisition, resulting in debt to EBITDA climbing over 5x.
Moreover, S&P could consider lowering the rating if liquidity
weakens materially.
S&P could raise the rating if the sponsor reduces its ownership
below 40% while the company sustains debt to EBITDA well below 3x.
MISSION NEW ENERGY: Ends June 30 Quarter with A$1.4M in Cash
------------------------------------------------------------
Mission New Energy Limited filed with the U.S. Securities and
Exchange Commission its quarterly report (For entities admitted On
the basis of commitments) for the period ended June 30, 2016.
At the beginning of the quarter, the Company had A$1.68 million in
cash. The Company reported a net decrease in cash of A$282,000.
As a result, Mission New Energy had A$1.40 million in cash at
June 30, 2016.
For the quarter, the Company spent A$205,000 for wages.
A full-txct copy of the Quarterly Report is available at:
https://is.gd/d2YXEi
About Mission NewEnergy
Based in Subiaco, Western Australia, Mission NewEnergy Limited is
a producer of biodiesel that integrates sustainable biodiesel
feedstock cultivation, biodiesel production and wholesale
biodiesel distribution focused on the government mandated markets
of the United States and Europe.
The Company is not operating its biodiesel refining segment. The
refineries are being held in care and maintenance either awaiting
a return to positive operating conditions or the sale of assets.
The Company has materially diminished its Jatropha contract
farming operation and the company is now focused on divesting the
remaining Indian assets. The Company intends to cease all Indian
operations.
Mission NewEnergy reported profit of $28.4 million on $7.27 million
of total revenue for the year ended June 30, 2015, compared to a
loss of $1.09 million on $9.68 million of total revenue for the
year ended June 30, 2014.
As of Dec. 31, 2015, Mission New Energy had $7.20 million in total
assets, $1.60 million in total liabilities and $5.60 million in
total equity.
"Although we incurred an operating profit for the year ended June
30, 2015 of A$28.3 million (2014: A$1.1 million loss), we have a
history of net losses and there is a substantial doubt about our
ability to continue as a going concern," the Company stated in its
annual report for the year ended June 30, 2015.
MORGANS HOTEL: Files Third Amended Transaction Statement
--------------------------------------------------------
An amendment No. 3 to the Rule 13E-3 Transaction Statement was
filed with the Securities and Exchange Commission pursuant to
Section 13(e) of the Securities Exchange Act of 1934, as amended,
jointly by (i) Morgans Hotel Group Co., a Delaware corporation,
(ii) Trousdale Acquisition Sub, Inc., a Delaware corporation, (iii)
SBEEG Holdings, LLC, a Delaware limited liability company and (iv)
Yucaipa Hospitality Investments, LLC, a Delaware limited liability
company.
On July 18, 2016, the Company filed with the SEC a preliminary
proxy statement on Schedule 14A and, together with the other Filing
Persons, an Amendment No. 2 to the Rule 13E-3 Transaction
Statement, regarding, among other things, a proposal to adopt that
certain Merger Agreement by and among the Company, SBE and Merger
Sub, dated as of May 9, 2016.
Concurrently with the filing of the Amendment No. 3, the Company
filed with the SEC certain additional Soliciting Material under
Section 14a-12 of the Exchange Act on Schedule 14A which contain
certain amendments to the Proxy Statement.
This Amendment is being filed (i) to amend and supplement Items 4,
5, 7 and 8, (ii) to amend and restate subsection (c) under Item 15
and (iii) to amend and supplement Item 16.
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.
Morgans Hotel reported 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 March 31, 2016, Morgans Hotel had $518 million in total
assets, $737 million in total liabilities and a total deficit of
$219 million.
MRMS PROPERTY: Wants to Use $11K Cash Collateral Until Sept. 30
---------------------------------------------------------------
MRMS Property Management, LLC asks the U.S. Bankruptcy Court for
the District of New Hampshire for authorization to use cash
collateral until September 30, 2016.
The Debtor is a landlord a single piece of commercial property
located on the Hudson/Litchfield line. It wants to use rental
payments collected from its tenant, Hudson Medical Associates,
PLLC, to pay the costs and expenses provided for in its proposed
Budget.
The Debtor's Budget covers the months of August and September 2016.
It provides for expenses such as taxes, insurance and
administration fees, among others, totalling $11,161.86.
The Debtor tells the Court that its real property is subject to the
liens of Bayview Loan Servicing, LLC and Bonnie & Clyde, LLC. The
Debtor proposes to grant Bayview Loan Servicing and Bonnie & Clyde
with replacement liens on the Debtor's post-petition cash
collateral.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/AlawjA
A full-text copy of the Debtor's proposed Budget, dated July 26,
2016, is available at https://is.gd/lV9m4e
Bayview Loan Servicing is represented by:
Charles Gallagher, Esq.
HAUGHEY, PHILPOT & LAURENT, P.A.
816 N Main Street
Laconia, NH 03246
Telephone: (603) 524-4101
Email: charles.gallagher@hpllaw.com
Bonnie & Clyde, LLC can be reached at:
BONNIE & CLYDE, LLC
PO Box 547
Auburn, NH 03032
About MRMS Property Management, LLC.
MRMS Property Management, LLC, based in Hudson, NH, filed a Chapter
11 petition (Bankr. D.N.H. Case No. 16-10880) on June 14, 2016. The
Hon. Bruce A. Harwood presides over the case. Peter N. Tamposi, at
The Tamposi Law Group, P.C., serves as bankruptcy counsel.
The Debtor disclosed $450,000 in assets and $1.09 million in
liabilities. The petition was signed by Elisha Badeau, manager.
NAKED BRAND: Terminates VP of Sales and Merchandising
-----------------------------------------------------
Naked Brand Group Inc. notified Mr. Carlos Serra that he was
terminated from his position as Naked's vice president of sales and
merchandising, effective as of July 31, 2016. A severance package
has been offered to Mr. Serra but remains subject to acceptance, as
disclosed in a regulatory filing with the Securities and Exchange
Commission.
About Naked Brand
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
Naked Brand reported a net loss of US$19.06 million on US$1.38
million of net sales for the year ended Jan. 31, 2016, compared to
a net loss of US$21.07 million on US$557,000 of net sales for the
year ended Jan. 31, 2015.
As of April 30, 2016, Naked Brand had $5.04 million in total
assets, $1.85 million in total liabilities, and $3.19 million in
total stockholders' equity.
BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2016, noting that the Company incurred a net loss of
$19,063,399 for the year ended January 31, 2016 and the Company
expects to incur further losses in the development of its business.
This condition raises substantial doubt about the Company's
ability to continue as a going concern.
NATIVE ENVIRONMENTAL: Plan Outline Hearing Set for Aug. 30
----------------------------------------------------------
The Hon. Daniel P. Collins of the U.S. Bankruptcy Court for the
District of Arizona has set the hearing to consider approval of the
disclosure statement for Aug. 30, 2016, at 11:00 a.m.
As reported by the Troubled Company Reporter on July 26, 2016, the
Debtor filed with the Court its First Disclosure Statement for its
Plan of Reorganization dated July 8, 2016. Under the Plan, Class
3-A - General Unsecured Claims creditors will be paid a pro-rata
share from the Debtor's excess cash flow, on a semi-annual basis --
with payments to be sent out for the prior half-year by Feb. 15 and
Aug. 15 -- after all senior allowed claims (including Class 3-B)
have been paid in accordance with the terms of the Plan, until the
allowed unsecured claim have been paid in full.
Native Environmental, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-02378) on March
10, 2016. The Debtor is represented by D. Lamar Hawkins, Esq., at
Aiken Schenk Hawkins & Ricciardi, PC.
Native Environmental, LLC, was organized on Oct. 25, 2000. It is
owned by Jon Riggs and Dusty Ellington, the managers of the
Debtor.
The Debtor specializes in industrial cleaning for commercial and
residential projects, featuring home asbestos remediation with
removal of asbestos from all ceilings and walls, mold remediation,
microbial decontamination and containment, hydro-blasting to remove
hardened layers of hazardous and non-hazardous floor coatings,
stripping of lead-based paint from roadways, proper clean-up of all
project debris via trucks and waste disposal containers, among
others.
NAVIENT CORP: S&P Assigns 'BB-' Rating on $750MM Sr. Unsec. Notes
-----------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' senior unsecured debt
rating on Navient Corp.'s (BB/Negative/B) $750 million senior
unsecured notes due in 2021. The debt rating is one notch below
the counterparty credit rating because Navient's tangible
unencumbered assets are less than its outstanding unsecured debt.
S&P excludes from unencumbered assets the company's
overcollateralization balances associated with its asset-backed
securities trusts. S&P expects Navient will use proceeds from the
issuance to repay senior unsecured debt with nearer-term
maturities.
Although S&P's ratings and outlook on Navient are unchanged at this
time, S&P views the demonstrated access to the unsecured debt
markets and expected use of proceeds favorably. S&P expects
Navient's portfolio of student loans will produce substantial and
stable cash flows; however, the majority of its loan portfolio is
encumbered by secured borrowings. The negative outlook reflects
that Navient's funding and liquidity profile may weaken, in S&P's
view, because of timing differences between the residual cash flows
from assets encumbered by secured borrowings and the maturities of
Navient's unsecured debt.
RATINGS LIST
Navient Corp.
Issuer credit rating BB/Negative/B
New Rating
Navient Corp.
Senior unsecured
Notes due in 2021 BB-
NET ELEMENT: Opts to Swap $300,000 for 164,603 Common Shares
------------------------------------------------------------
Net Element, Inc., opted to exchange a tranche in the aggregate
amount of $300,000 for 164,603 shares of the Company common stock
based on the "exchange price" of $1.8226 per share for this tranche
pursuant to the Master Exchange Agreement, with Crede CG III, Ltd.
The Agreement and its terms were disclosed in the Company's Current
Report on Form 8-K filed on May 3, 2016. Those shares of common
stock of the Company were issued to Crede under an exemption from
the registration requirements of the Securities Act of 1933, as
amended, in reliance upon Section 3(a)(9) of the Securities Act.
About Net Element
Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites in
the film, auto racing and emerging music talent markets.
Net Element reported a net loss of $13.3 million on $40.2 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $10.21 million on $21.4 million of total revenues for
the year ended Dec. 31, 2014.
As of March 31, 2016, Net Element had $21.61 million in total
assets, $14.05 million in total liabilities and $7.55 million in
total stockholders' equity.
Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.
NEW ENTERPRISE: Extends CFO's Employment Until 2019
---------------------------------------------------
New Enterprise Stone & Lime Co., Inc., entered into an amendment of
the employment agreement with Albert L. Stone, the Company's
executive vice president and chief financial officer. The
amendment extends all terms of the employment agreement by one year
to May 31, 2019.
About New Enterprise
New Enterprise Stone & Lime, Co., Inc., is a privately held,
vertically integrated construction materials supplier and
heavy/highway construction contractor in Pennsylvania and western
New York and a national traffic safety services and equipment
provider.
New Enterprise reported a net loss of $21.1 million for the year
ended Feb. 29, 2016, following a net loss of $62.5 million for the
year ended Feb. 28, 2015.
As of May 31, 2016, New Enterprise had $656 million in total
assets, $851 million in total liabilities and a total deficit of
$196 million.
NEW LOUISIANA HOLDINGS: Committee-Backed Plan Has Aug. 24 Hearing
-----------------------------------------------------------------
New Louisiana Holdings, LLC, et al., and their Official Committee
of Unsecured Creditors on Aug. 24, 2016, will seek confirmation of
a Joint Plan of Liquidation that is based on a settlement that lets
unsecured creditors -- owed about $34.5 million to $49.9 million --
split at least $1.5 million, instead of just receiving "pennies on
the dollar."
On July 19, 2016, the Bankruptcy Court conducted a hearing on the
adequacy of the Disclosure Statement and subsequently entered an
order pursuant to Sec. 1125 of the Bankruptcy Code approving the
Disclosure Statement. Ballots accepting or rejecting the Plan must
be submitted so that that it will be received by the balloting
agent, Neligan Foley LLP, 325 N. St. Paul, Suite 3600, Dallas,
Texas 75201, no later than 5:00 p.m. Central Time on August 15,
2016.
The Court has scheduled a confirmation hearing to consider
confirmation of the Plan commencing on Aug. 24, 2016, at 10:00 a.m.
Central Time. Objections, if any, to confirmation of the Plan be
filed and served on or before August 15, 2016 at 5:00 p.m.
On July 19, 2016, the Court conditionally approved the substantive
consolidation of the Debtors' Chapter 11 cases for distribution and
voting purposes. Accordingly, the Plan is being proposed as a
joint plan of the debtors for distribution and voting purposes.
The Chapter 11 Plan
The Debtors' Plan provides that:
* Non-tax priority claims totaling $319,022, secured tax claims
of $21,864, and miscellaneous secured claims of $491,313 are
unimpaired.
* General unsecured claims estimated at $34,514,068 to
$49,875,632 will receive distributions from the Unsecured Claimants
Trust provided that higher ranked claims are paid in full.
* Personal injury claimants estimated at $44,354,710 will
receive distributions from the Tort Claimants Trust.
* TCR personal injury claims estimated at $500 million will be
cancelled and eliminated in partial consideration for the releases
provided to the released parties.
* Each holder of interests in the Debtors will continue to hold
such interest but will not receive any distribution.
* The face value of the proofs of claim filed by personal injury
claimants (several billion dollars) dwarfed the amount of other
general unsecured claims filed in the Debtors' bankruptcy cases. In
addition to the potential liability associated with the underlying
personal injury claims, the Debtors' faced millions of dollars of
potential administrative expenses associated with the legal fees
that, absent a settlement, would have to be incurred to defend
those actions and liquidate those claims. As a result, the Debtors
and the Committee recognized a compromise of all, or substantially
all, of the Debtors' tort claims would preserve a substantial
portion of the Debtors' assets for the benefit of other general
unsecured creditors.
Absent the settlement, the asserted value of these tort claims
would have dwarfed all other general unsecured claims filed against
the Debtors and threatened to substantially reduce recoveries for
all creditors. The Plan also resolves potential claims against the
Debtors' officers, managers, owners and other insiders and/or
related parties, pursuant to which tens of millions of dollars in
prepetition claims held by insiders and other parties will be
either subordinated or extinguished. The Plan further eliminates
millions of dollars of potential administrative claims that, but
for the proposed Settlement, threatened to reduce the estimated
recovery for general unsecured creditors to a few pennies on the
dollar. The Plan also provides for a contribution of an additional
$2.5 million from certain parties receiving releases under the
Plan, which will enable the Debtors to consummate settlements with
the remaining tort claimants and provide approximately $1.5 million
in additional funds for general unsecured creditors.
On the Plan's Effective Date, $1.05 million will be transferred to
the Tort Claimants Trust to resolve the remaining tort claims and
all of the remaining assets of the Debtors will be transferred to
the Unsecured Claimants Trust.
A copy of the Disclosure Statement for the First Amendment Joint
Plan of Liquidation proposed by the Debtors and the Creditors
Committee, filed Aug. 18, 2016, is available at:
http://bankrupt.com/misc/New_Louisiana_1230_DS_Am_Plan.pdf
About New Louisiana Holdings
New Louisiana Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756) on June 25,
2014. Other affiliates sought bankruptcy protection.
The Debtors are comprised of 59 entities that either directly or
indirectly owned the operations of 47 skilled nursing facilities in
7 states, or provided services thereto. The Debtors are part of a
group of related entities affiliated with CHG Legacy Group, LLC
f/k/a Cypress Health Group, LLC ("CHG") and commonly known as
Cypress Health Group ("Cypress"), that were formed for the purpose
of acquiring the operations of various skilled nursing facilities
and operating those facilities.
The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays
of the United States Bankruptcy Court for the Western District of
Louisiana (Lafayette).
The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker
Donelson Bearman Caldwell & Berkowitz, P.C. serves as local
counsel.
The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three
creditors of New Louisiana Holdings, LLC, to serve on the official
committee of unsecured creditors. Pepper Hamilton LLP and
McGlinchey Stafford PLLC serve as counsel to the Committee.
NOBLE CORP: S&P Lowers CCR to 'BB+' on Weak Industry Conditions
---------------------------------------------------------------
S&P Global Ratings lowered the corporate credit rating on Noble
Corp. to 'BB+' from 'BBB'. The outlook remains negative.
At the same time, S&P lowered the issue-level rating on the
company's senior unsecured debt to 'BB+' from 'BBB'. The recovery
rating on the debt is '3', indicating S&P's expectations for
meaningful (50% to 70%, high end of range) recovery in the event of
a payment default.
Additionally, S&P lowered the company's short-term and CP ratings
to 'B' from 'A-2', and subsequently withdrew the ratings at the
company's request.
"The downgrade reflects our expectation that Noble -- and the
offshore contract drilling industry as a whole -- will face very
challenging market conditions into 2018," said S&P Global Ratings
credit analyst Paul Harvey.
The ratings on Noble reflect S&P's assessment of the company's
business risk profile as strong, financial risk profile as
aggressive, and liquidity as strong. The ratings also incorporate
S&P's outlook for continued weak market conditions through 2018, as
well as the company's good contract coverage over the next 18
months.
The negative outlook reflects the potential for a downgrade over
the next 12 months as financial measures continue to weaken as
Noble and the industry in general face very challenging market
conditions that S&P do not expect to materially improve until 2018.
Current ratings include our expectation that Noble will generate
free cash flow that it could use to repay debt or hold as cash.
Further support comes from Noble's good contract position in 2017
of about $1 billion.
S&P could lower ratings if it expects Noble to sustain FFO/debt
below 12% without improvement over the 12 to 18 months. This would
most likely occur if S&P expects market conditions to remain weak
through 2018 and Noble is unable to recontract rigs at sufficient
margins to maintain expected FFO to debt above 12%. Additionally,
S&P could lower ratings if it revises its business risk assessment
lower, likely in conjunction with a reassessment of long term
industry conditions for offshore contract drilling.
S&P could revise the outlook to stable if it expects FFO to debt to
exhibit a sustained improvement comfortably above 12%. This likely
would occur if market conditions improve, and Noble is able to
recontract rigs at sufficient day rates to support financial
measures.
PAULA LAUER: Revenue Dept Wants to Block Approval of Plan
---------------------------------------------------------
The Commonwealth of Pennsylvania, Pennsylvania Department of
Revenue, filed with the U.S. Bankruptcy Court for the Western
District of Pennsylvania an objection to the confirmation of its
Chapter 11 Plan dated June 30, 2016.
PA DOR is a party in interest having asserted a secured claim for
unpaid taxes in the amount of $9,940.85.
Although the Plan represents that Revenue's priority claim will be
paid by the funds generated from the sale of the Debtor's
residence, the Plan acknowledges that there may not be sufficient
sales proceeds to pay the claim in full, PA DOR stated.
According to PA DOR, the failure to pay priority taxes in full
makes the Plan non-confirmable. The Plan provides that all claims
against the Debtor of any nature whatsoever will be discharged upon
the completion of the Plan payments. The priority tax claims of
the PA DOR are non-dischargeable as a matter of law.
PA DOR's counsel can be reached at:
Robert C. Edmundson
Senior Deputy Attorney General
Office of Attorney General
Manor Complex
564 Forbes Avenue
Pittsburgh, PA 15219
Tel: (412) 565-2575
Paula J. Lauer filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Penn. Case No. 15-24745) on Dec. 31, 2015.
PETROLEX MANAGEMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Petrolex Management, LLC
80 Chelmsford Road
North Billerica, MA 01862
Case No.: 16-41322
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Judge: Hon. Christopher J. Panos
Debtor's Counsel: Gary M. Hogan, Esq.
BAKER, BRAVEMAN & BARBADORO, P.C.
300 Crown Colony Drive, Suite 500
Quincy, MA 02169
Tel: 781-848-9610
Fax: 508-520-2217
E-mail: garyh@bbb-lawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Samer Biloune/ Imad Massabni, managers.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
PICO HOLDINGS: Bloggers Want Director Brownstein Removed From Board
-------------------------------------------------------------------
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 $664 million in assets and $434 million
in shareholder equity. Central Square Management LLC and River Road
Asset Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.
The bloggers make their desire clear: "The voting results from
PICO's 2016 Annual Meeting indicate that Howard Brownstein received
more 'Not For' votes than 'For' votes. Mr. Brownstein should tender
his resignation or the PICO Holdings Corporate Governance and
Nominating Committee should require Mr. Brownstein to tender his
resignation."
The bloggers relate, "We were fans of Howie at first. We wrote
complementary of Mr. Brownstein between his appointment and June 7,
2016. We noted his sterling academic pedigree, his potential to
handle the criminal Hart Compensation Scheme and his positive
reputation in the corporate restructuring community.
Our opinion turned 180-degrees after observing Howie's derelict
management of PICOGate, which revealed that John "The Juicer" Hart
and lame duck PICO Director Kenneth "The Slug" Slepicka, failed to
disclose a material conflict of interest -- for 6 years Mr.
Brownstein is the Audit Committee Chair of PICO; he is responsible
for Related Transactions, i.e. PICOGate."
The bloggers asked Mr. Brownstein to expeditiously discover the
truth and communicate that truth to the owners of the business.
However, "Mr. Brownstein fell far short of that ideal. Mr.
Brownstein opened PICO's Board Minutes from 2010 and asked Mr. Hart
some questions. We feel this Ace Ventura-style inquiry amounts to a
betrayal of shareholder interests. We sense a coverup of PICOGate.
We sense cronyism in the PICO Boardroom. We perceive Mr. Brownstein
as a Hart lackey. We sense shareholder betrayal in the extreme. We
ask the same question we have been asking for almost 2 months: What
is wrong with expeditiously seeking the truth and reporting that
truth to the owners of the business?"
The bloggers review the voting results. "The formal 2016 voting
results for Howie are:
"For" Votes: 11,391,887
"Not For" Votes: 9,998,790
But there is a catch. Under the Central Square Agreement, Mr.
Cardwell was required to vote all 1,407,498 of his PICO shares in
accordance with the Board's recommendation. The Board recommended
that shareholders vote 'For' Mr. Brownstein, which meant that Mr.
Cardwell involuntarily voted 'For' Mr. Brownstein. As a result, the
number of 'For' votes for Howie is artificially inflated.
If Mr. Cardwell was permitted to vote as he wished, the vote tally
would be:
"For" Votes: 9,984,389
"Not For" Votes: 11,406,288
We have been told that in a meeting with Mr. Brownstein, Mr. Marino
and other PICO Board members, Mr. Cardwell was asked the following
hypothetical: 'If you could have voted your shares freely, how
would you have voted in relation to Mr. Brownstein?' We have been
told Mr. Cardwell responded, 'Against.'"
The bloggers cite Mr. Brownstein's membership in the National
Association of Corporate Directors. "According to the NACD
document, "Key Agreed Principles -- to Strengthen Corporate
Governance For U.S. Publicly Traded Companies," a director in
Howie's predicament must tender their resignation. Section IX,
"Shareholder Input in Director Selection," at Page 13 says that in
an uncontested election, a candidate who fails to win a majority of
the votes cast should be required to tender his or her
resignation."
PICO HOLDINGS: Shareholders Sweep Voting Results
------------------------------------------------
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 $664 million in assets and $434 million
in shareholder equity. Central Square Management LLC and River Road
Asset Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.
The bloggers gloat in their victory. "Realization of the voting
results was surely painful for:
-- John "The Juicer" Hart,
-- Michael "The Desperado" Machado,
-- Kenneth "The Slug" Slepicka,
-- Carlos "The NACD-Decorated Horse Thief" Campbell, and
-- Hapless Howie Brownstein.
The Legacy Directors put forth a 7-proposal slate that was mostly
oriented towards entrenchment, greater legal protection and
shareholder abuse. But PICO shareholders were not fooled; we voted
a pro-shareholder card and all proposals that mattered to the
Legacy Directors were defeated."
Recounting the results is a pleasant experience for the bloggers:
"The Legacy Directors had a lot riding on this year's voting. The
defeat was stinging in all respects. Hapless Howie received more
'Not For' votes than 'For' votes. These results are under scrutiny
and will be reviewed (more on this later -- stay tuned). The Slug
received more 'Not For' votes than 'For' votes. Let us be the first
to say: 'Goodbye Slug.' Say on pay was laughed away. Delaware
Reincorporation was Californicated (for the second year in a row).
Declassification staggered to passage. Adjournment was subject to
interment.
Ratification of Deloitte as auditor and the shoe-in
Declassification were the only Board-endorsed proposals that
passed. This Board got beaten like it stole shareholders' lunch
money."
The bloggers note the exceptionally high participation rate of PICO
shareholders. "The participation rate was stunning. Of 23,037,587
shares, 21,390,677 voted -- a 93% participation rate. Fellow
shareholders -- this is off the charts! A typical participation
rate is 70%, with 80% considered respectable. We congratulate our
shareholders for their participation in this democratic process.
Here are the voting results, as reported in PICO's 8-K:
For Not For
Brownstein 11,391,887 9,998,790
Slepicka 7,200,878 14,189,799
Say on Pay 7,053,946 14,336,731
Deloitte 21,093,488 297,189
Reincorporation 9,493,710 11,896,967
Declassification 18,663,771 2,756,906
Adjournment required approval of a majority of voting shares, or
10,695,339 votes "For." Apparently, the Adjournment proposal fell
short and was therefore DOA. Results for this proposal were not
publicized."
The bloggers are emboldened and issue a warning to the incumbent
board. "This Board would be wise to consider the voting results
carefully. Shareholders have indicated dissatisfaction with the
glacial pace of progress at PICO and the complete lack of tangible
results. As we have repeated many times, it was 7 months ago that
PICO announced its Revision to Business Plan. And in 7 months, not
one single dollar of shareholder value has been created.
Investors will not tolerate this much longer. Look at the high
participation rate, look at the clean sweep in the voting results,
look at the lack of shareholder value creation, look at the intense
shareholder frustration. And look at the power of a
shareholder-oriented blog to inform and motivate our community. If
these Directors do not create value soon, someone will come in and
create value for them.
When you are in the jungle where the weak are killed and eaten, you
better be moving fast and looking over your shoulder. Pretending to
be poised and confident, where the law of the jungle prevails, gets
you killed. Shareholders have numerous options at their disposal to
speed progress at PICO. They are emboldened by the voting results.
These Directors would be wise to acknowledge the reality they live
in.
We suggest the Board fire Juicer 'For Cause' and start selling
assets."
POLYCONCEPT INVESTMENTS: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on New
Kensington, Pa.-based Polyconcept Investments B.V. Additionally,
S&P assigned a 'B' corporate credit rating to the new parent
company, CB Poly Investments LLC. The issuer of the company's debt
is New Kensington, Pa.-based Polyconcept North America Holdings
Inc. For purposes of the ratings, S&P views CB Poly Investments
LLC and its operating subsidiaries as a group. The outlook is
stable.
"At the same time, we assigned a 'BB-' issue-level rating to the
company's proposed $88 million ABL due 2021 and '1' recovery
rating, indicating our expectation for very high recovery
(90%-100%) in the event of a payment default. We assigned a 'B'
issue-level rating to the company's proposed $435 million senior
secured first-lien term loan due 2023 and '3' recovery rating,
indicating our expectation for meaningful recovery (50%-70%, upper
end of the range). We assigned a 'CCC+' issue-level rating to the
company's proposed $175 million senior secured second-lien term
loan due in 7.5 years and a '6' recovery rating, indicating our
expectation for negligible recovery (0%-10%) in the event of a
payment default," S&P said.
"The ratings affirmation on Polyconcept reflects our view that,
despite the increase in funded debt to $610 million from $390
million, overall credit protection measures will improve because
the company will no longer have over $640 million preferred stock
in its capital structure, which we had previously treated as 100%
debt," said S&P Global Ratings credit analyst Bea Chiem.
"The ratings on Polyconcept further reflect our view of the
company's narrow business focus in the highly competitive and
fragmented promotional products industry, its vulnerability to
reduced discretionary spending on promotional products in an
economic downturn, and its substantial debt obligations," Ms. Chiem
added.
The stable outlook reflects S&P's expectation that Polyconcept will
continue to generate good cash flow.
PORTAGE ELECTRIC: Wants to Use Peoples Bank's Cash Collateral
-------------------------------------------------------------
Portage Electric Supply Corporation asks the U.S. Bankruptcy Court
for the Northern District of Indiana for authorization to use cash
collateral.
The Debtor is indebted to Peoples Bank in the total amount of
$463,866.09. The indebtedness is secured by a mortgage on the
Debtor's property, located in 6487 Melton Road, Portage, Indiana,
as well as all of the Debtor's assets, including all accounts,
inventory, equipment, general intangibles, documents, investment
property, instruments, chattel paper and account receivables.
The Debtor is also indebted to Yellowstone Capital, LLC in the
amount of $41,099.36, and Max Advance, LLC in the amount of
$168,553. Yellowstone Capital has a security interest the
following collateral: all of the Debtor's accounts, chattel paper,
inventory, equipment, instruments and their proceeds and products.
Max Advance has a security interest in all of the Debtor's future
credit card receivables.
The Debtor says that Yellowstone Capital and Max Advance are both
subordinate to Peoples Bank's lien, which is in the approximate
amount of $467,805.83.
The Debtor contends that it has an immediate need for the use of
cash collateral in connection with the purchase of supplies, and
the payment of wages to employees. The Debtor further contends
that without the use of the cash collateral, it will not be able to
operate its business, causing irreparable harm to the Debtor's
estate.
The Debtor proposes to grant Peoples Bank with an allowed claim for
the amount of any diminution in the value of their interest in the
Pre-petition Collateral, having priority over any and all
administrative expenses, as well as valid binding, enforceable and
perfected security interests in and liens on the Post-petition
Collateral.
A full-text copy of the Debtor's Motion, dated July 25, 2016, is
available at https://is.gd/2XS7DB
Peoples Bank can be reached at:
Peoples Bank
9204 Columbia Avenue
Munster, IN 46321
Yellowstone Capital, LLC can be reached at:
Yellowstone Capital, LLC
1 Evertrust Plaza, 14th Floor
Jersey City, NJ 07302
Max Advance, LLC can be reached at:
Max Advance, LLC
4208 18th Avenue
Brooklyn, NY 11218
About Portage Electric Supply Corporation
Portage Electric Supply, Corporation filed a chapter 11 petition
(Bankr. N.D. Ind. Case No. 16-31658) on July 22, 2016. The
petition was signed by Bridget L. Farkas, president.
The Debtor is represented by Gordon E. Gouveia, Esq., at Gordon E.
Gouveia, LLC. The case is assigned to Judge Harry C. Dees, Jr.
The Debtor disclosed total assets at $902,451 and total liabilities
at $1.77 million.
PRE-PAID LEGAL: S&P Affirms 'B' CCR; Outlook Stable
---------------------------------------------------
S&P Global Ratings said that it affirmed the 'B' corporate credit
rating on Pre-Paid Legal Services Inc. (d/b/a Legalsheild). The
outlook is stable.
S&P is raising its issue-level rating on the company's first-lien
credit facility to 'BB-' from 'B+', which consists of a $380
million (with $275 million outstanding at June 30, 2016) term loan
due in 2019 and a $30 million revolving credit facility due 2018.
S&P is revising the recovery rating to '1' from '2', indicating its
expectation of very high (90% - 100%) recovery in the event of a
payment default. S&P also affirmed its 'B-' issue-level rating on
the company's $175 million second-lien term loan due 2020. The
recovery rating remains '5', indicating S&P's expectation of modest
(10% - 30%, lower end of the range) recovery in the event of a
payment default.
As of June 30, 2016, S&P estimates the company had $460 million on
adjusted debt outstanding.
"The ratings on Pre-Paid Legal Services Inc. reflect our view that
the company will maintain stable credit protection measures,
despite our expectation for a contraction in EBITDA margins during
the next few years as the company increases its sales commissions
in order to grow market share," said S&P Global Ratings credit
analyst Suyun Qu.
S&P expects EBITDA margins to contract to slightly below 20% in
2016 and 2017, compared with over 20% in prior years, as its
greater reinvestment in first-year commissions are realized. The
company's commission plan is structured to pay selling associates a
significant portion of first-year membership fees, with membership
renewal commission rates declining sharply starting in the second
year. As such, S&P is projecting revenues to grow at a faster
rate, closer to the mid-single digits and cash flows and credit
measures to in-line with 2015 levels, with debt to EBITDA in the
mid-5x area. After years of membership decline, 2015 marks the
first year the company has expanded its membership base with the
introduction of individual plans and web-based sales channels.
This, coupled with the greater reinvestment, should support
continued growth momentum during the next 12 to 24 months.
The stable outlook reflects S&P's expectation for the company to
continue to invest in the growth of the business and maintain
EBITDA margin close to 20%, such that debt-to-EBTIDA will be in the
low- to mid-5x range in the next 12 months. S&P continues to
expect the company to generate free cash flow from operations
around $30 million.
PROLINE CONCRETE: Wants to Use Bank of Akron's Cash Collateral
--------------------------------------------------------------
Proline Concrete of WNY, Inc. asks the U.S. Bankruptcy Court for
the Western District of New York, for authorization to use cash
collateral.
The Debtor is indebted to the Bank of Akron in the amount of
$419,000, as of the Petition Date. The Bank of Akron holds a valid
and perfected first lien against all of the Debtor's personal
property, except certain equipment that are the subject of
equipment loans/leases with Caterpillar Financial Services Corp.
and Sandvic Customer Finance LLC, in which Caterpillar Financial
Services and Sandvic Customer Finance assert a purchase money
security interest, as the case may be, having priority over Bank of
Akron's prepetition lien.
The Debtor relates that neither Caterpillar Financial Services or
Sandvic Customer Finance have a security interest in the Debtor's
property consisting of cash collateral.
The Debtor wants to use Bank of Akron's cash collateral in order to
meet basic operating costs and payroll obligations of the Debtor
during its Chapter 11 case.
The Debtor's proposed Budget provides for operating expenses in the
amount of:
(a) $78,362.50 for July 25, 2016 to August 1, 2016;
(b) $156,725 for August 2, 2016 to August 15, 2016; and
(c) $1,101,540.82 for August 16, 2016 to November 15, 2016
The Debtor proposes to grant adequate protection to Bank of Akron
in the form of roll-over or replacement liens granting security to
the same extent and with respect to the same assets as served as
collateral for the Prepetition Bank Indebtedness, to the extent the
Cash Collateral is actually used, without the need of any further
recordation to perfect such liens or security interests.
The Debtor also proposes to provide Bank of Akron with further
adequate protection in the form of monthly cash payments in the
amount of $6,000 per month, beginning on August 17, 2016.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/ni9O6S
A full-text copy of the Debtor's proposed Budget, dated July 26,
2016, is available at https://is.gd/UrLEo5
Bank of Akron is represented by:
Donald G. Powell, Esq.
SCHOP POWELL & ASSOCIATES
5900 Main Street
Williamsville, NY 14221-5714
Telephone: (716) 633-1444
Email: dpowell@spa-legal.com
Sandvik Customer Finance LLC is represented by:
Robert A. Lippman, Esq.
LEMERY GREISLER LLC
60 Railroad Place, Suite 502
Saratoga Springs, NY 12866
Telephone: (518) 581-8800
Email: rlippman@lemerygreisler.com
About Proline Concrete of WNY, Inc.
Proline Concrete of WNY, Inc. filed a chapter 11 petition (Bankr.
W.D.N.Y. Case No. 16-11455) on July 25, 2016. The petition was
signed by James R. Sickau, president. The Debtor is represented by
Arthur G. Baumeister, Jr., Esq., at Amigone, Sanchez & Mattrey LLP.
The case is assigned to Judge Carl L. Bucki. At the time of the
filing, the Debtor estimated assets and debts at $1 million to $10
million.
PUERTO RICO: Hatch to Lead Congressional Task Force on Growth
-------------------------------------------------------------
Michelle Kaske, writing for Bloomberg News, reported that U.S.
Senator Orrin Hatch, the chamber's most senior Republican, will
serve as chairman of an eight-member panel of Congressional members
that will review federal laws and programs to improve Puerto
Rico’s economy.
According to the report, the Congressional Task Force on Economic
Growth in Puerto Rico is part of legislation enacted on June 30 to
deal with the commonwealth's $70 billion debt crisis. House
Speaker Paul Ryan appointed Hatch as chairman of the committee, the
report said, citing a U.S. House website. Hatch, 82, serves as
chairman of the Senate Finance Committee and was elected to the
Utah seat in 1976, the report related.
The panel will draft a report by the end of this year that details
any current federal laws that hamper growth on the island and
suggest changes to Washington programs to help turnaround an
economy that's failed to grow in the last decade, the report
further related.
House and Senate majority and minority leaders appointed the
committee members, which include Rep. Tom MacArthur of New Jersey;
Rep. Sean Duffy of Wisconsin; Rep. Nydia Velazquez of New York;
Pedro Pierluisi, Puerto Rico's congressional member; and Senators
Marco Rubio of Florida; Bob Menendez of New Jersey and Bill Nelson
of Florida, the report said.
PULTEGROUP INC: S&P Assigns BB+ Rating on Proposed Sr. Unsec. Notes
-------------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB+' issue-level rating
(same as the corporate credit rating) to Atlanta-based homebuilder
PulteGroup Inc.'s proposed senior unsecured notes. The recovery
rating is '3', indicating S&P's expectation of meaningful (50% to
70%) recovery in the event of default. S&P's recovery expectations
are in the higher half of the 50% to 70% range. The company will
use the proceeds for general corporate purposes, which may include
share repurchases, repayment of other indebtedness (including
borrowings under its revolving credit facility and term loan
facility), and acquisition and development of land.
The 'BB+' corporate credit rating and stable outlook on PulteGroup
Inc. are unchanged and reflect S&P's view of the company's
satisfactory business risk profile and intermediate financial risk
profile. S&P's business risk assessment reflects its view that
profitability, while average relative to most other large
homebuilders (projected EBITDA margins in the 15% to 16% range),
will be less volatile than in the past. This is owing to the
ongoing recovery in the housing market, in general, and
PulteGroup's above-average scale and footprint, more specifically.
Pulte's intermediate financial risk profile is based on S&P's
expectations for debt to EBITDA at about 2.9x for 2016, near the
upper end of the 2x to 3x range S&P typically associates with an
intermediate financial risk profile. S&P expects leverage to fall
below 2.5x in 2017 on expectations for a continued housing recovery
and growth at PulteGroup.
Ratings List
PulteGroup Inc.
Corporate Credit Rating BB+/Stable
New Ratings
PulteGroup Inc.
Senior unsecured notes BB+
Recovery Rating 3H
PUPI'S MANAGEMENT: Case Summary & 9 Unsecured Creditors
-------------------------------------------------------
Debtor: Pupi's Management, LLC
dba BelArco Resort
dba Bel Arco Resorts
2 Crestline Road
Bull Shoals, AR 72619
Case No.: 16-71739
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Western District of Arkansas (Harrison)
Judge: Hon. Ben T Barry
Debtor's Counsel: Stanley V Bond, Esq.
BOND LAW OFFICE
P.O. Box 1893
Fayetteville, AR 72701-1893
Tel: (479) 444-0255
Fax: (479) 235-2827
E-mail: attybond@me.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Doreen Koehl, managing member.
A copy of the Debtor's list of nine unsecured creditors is
available for free at http://bankrupt.com/misc/arwb16-71739.pdf
QUEST SOLUTION: J. Griffith Quits as EVP Strategy & Acquisitions
----------------------------------------------------------------
Jason Griffith resigned from his position as executive
vice-president of strategy and acquisitions of Quest Solution,
Inc., on July 20, 2016. Mr. Griffith will be pursuing other
business opportunities. In connection with Mr. Griffith's
resignation, the Company entered into a Separation Agreement and
General Release with Mr. Griffith.
The terms of the Separation Agreement provide that Mr. Griffith
will resign from his position as executive vice-president of
Strategy and Acquisitions and from any other managerial positions
Mr. Griffith may have with the Company and all of its subsidiaries
or affiliates. Mr. Griffith will retain his ownership interest in
the Company in both preferred stock and common stock, as well as a
promissory note with the Company and pending assignment of his life
insurance policy.
Pursuant to the Separation Agreement, the Company will pay Mr.
Griffith a severance amount equal to one year's salary at his
current rate of pay, for a total severance payment of $180,000,
payable in approximately 26 equal installments of $6,923.08 per
payment (less any applicable taxes and customary withholding) over
twelve months in accordance with the Company's normal payroll
cycles. The Separation Agreement provides for the acceleration of
the Severance Payment in certain circumstances upon default. The
Separation Agreement also provides that the Company will pay Mr.
Griffith $436.80 per month, representing a portion of the cost of
health insurance previously paid by the Company, until the earlier
of 18 months following his resignation or the date Mr. Griffith
first becomes eligible for coverage under a subsequent employer
health plan. The terms of the Separation Agreement supersede any
salary, benefits, severance or other obligations owed to Mr.
Griffith following his resignation pursuant to that certain
Employment Agreement, dated Nov. 20, 2014, as amended on May 1,
2015, the initial term of which had greater than three years
remaining.
Under the Separation Agreement, Mr. Griffith has agreed to provide
assistance and cooperation to the Company upon reasonable request
without charge for six months following his resignation not to
exceed eight hours per month. Mr. Griffith also agreed to work on
identifiable projects assigned by the Company for compensation of
$750 plus reasonable expenses for four hours or less of services,
or $1,500 plus reasonable expenses for services exceeding four
hours in a calendar day.
The Separation Agreement also contains confidentiality and
non-disparagement provisions and a general release of the Company
and Mr. Griffith.
About Quest Solution
Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions. The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services. The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references. Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.
Quest Solution reported a net loss of $1.71 million on $63.9
million of total revenues for the year ended Dec. 31, 2015,
compared to net income of $301,649 on $37.3 million of total
revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Quest Solution had $53.4 million in total
assets, $55.8 million in total liabilities and a total
stockholders' deficit of $2.34 million.
The Company's auditors RBSM LLP, in Leawood, Kansas, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has a working capital deficiency and significant
subordinated debt resulting from acquisitions. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
RABEY ELECTRIC: Case Summary & 14 Unsecured Creditors
-----------------------------------------------------
Debtor: Rabey Electric Company, Inc.
P.O. Box 23978
Savannah, GA 31403
Case No.: 16-41136
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Southern District of Georgia (Savannah)
Judge: Hon. Edward J. Coleman III
Debtor's Counsel: James L Drake, Jr., Esq.
JAMES L. DRAKE, JR. P.C.
P.O. Box 9945
Savannah, GA 31412
Tel: 912-790-1533
E-mail: jdrake7@bellsouth.net
jdrake@drakefirmpc.com
Total Assets: $2.37 million
Total Liabilities: $3.85 million
The petition was signed by Patrick D. McCarthy, CEO/President.
A copy of the Debtor's list of 14 unsecured creditors is available
for free at http://bankrupt.com/misc/gasb16-41136.pdf
RICEBRAN TECHNOLOGIES: Has 2.7 Million Shares Resale Prospectus
---------------------------------------------------------------
RiceBran Technologies filed with the Securities and Exchange
Commission a Form S-3 registration statement covering the sale or
other disposition from time to time of up to 2,760,000 shares of
the Company's common stock, 2,660,000 of which is issuable upon
exercise of warrants and 100,000 of which was issued as common
stock, by Sabby Healthcare Master Fund, Ltd., Sabby Volatility
Warrant Master Fund, Ltd. and Pepper Hamilton LLP.
The selling stockholders may, from time to time, sell, transfer, or
otherwise dispose of any or all of their shares of common stock or
interests in shares of common stock on any stock exchange, market,
or trading facility on which the shares are traded or in private
transactions. These dispositions may be at fixed prices, at
prevailing market prices at the time of sale, at prices related to
the prevailing market price, at varying prices determined at the
time of sale, or at negotiated prices.
The Company is not offering any shares of our common stock for sale
under this prospectus. The Company will receive none of the
proceeds from the sale or other disposition of the shares of our
common stock by the selling stockholders, other than any proceeds
from the cash exercise of warrants to purchase shares of its common
stock.
The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "RIBT". On July 15, 2016, the last reported sale
price of the Company's common stock was $1.55 per share.
A full-text copy of the Form S-3 prospectus is available at:
https://is.gd/r4W4zs
About RiceBran
Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.
RiceBran reported a net loss of $10.6 million on $39.9 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $26.6 million on $40.10 million of revenues for the year ended
Dec. 31, 2014.
As of March 31, 2016, RiceBran had $34.9 million in total assets,
$26.9 million in total liabilities and $7.66 million in total
equity attributable to the Company's shareholders.
The Company's auditors Marcum LLP, in New York, NY, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations resulting in an accumulated
deficit of $251 million at December 31, 2015. This factor among
other things, raises substantial doubt about its ability to
continue as a going concern.
RIVER PARK DEVELOPMENT: Pushed to Ch. 7 Bankruptcy by Bank
----------------------------------------------------------
The American Bankruptcy Institute, citing Alexandria Burris of
Great Baton Rogue Business Report, reported that a New Orleans bank
is trying to force the firm behind the 36-acre River Park
development, long planned along Baton Rouge's riverfront downtown,
into Chapter 7 bankruptcy.
According to the report, First NBC Bank filed documents in the U.S.
Bankruptcy Court of the Middle District of Louisiana on July 11
instituting involuntary bankruptcy proceedings against River Park
Development LLC.
According to the original petition, the bank has a claim of at
least $50,001 against the limited liability company and alleges
that debts are not being paid as they become due, the report
related.
Originally slated to break ground seven years ago, the project was
supposed to open the door for a potential $600 million in economic
development for downtown Baton Rouge, Downtown Development District
Executive Director Davis Rhorer told Daily Report in 2009, the
report further related.
Hotels, live music venues, restaurants and residences were supposed
to be located on the land, situated just north of Hollywood Casino,
but the project never got off the ground, the report noted.
RMR OPERATING: Can Use Independent Bank Cash Until July 31
----------------------------------------------------------
Judge Barbara J. Houser of the U.S. Bankruptcy Court for the
Northern District of Texas, authorized RMR Operating, LLC and its
affiliated Debtors to use cash collateral on an interim basis,
until July 31, 2016.
Secured creditor Independent Bank consented to the Debtor's use of
its cash collateral. The Debtor owes Independent Bank the amount
of $2,183,732.96, as of the Petition Date.
Independent Bank's cash collateral consists of all rents, income,
revenues, profits, property receipts, and insurance proceeds
generated by or related to the Debtors’ property and business
operations and all cash, negotiable instruments, deposit accounts
or other cash equivalents related thereto, whether existing on or
received by the Debtors subsequent to the Petition Date, except the
Red Mountain Resources DACA Account, but only to the extent that
Independent Bank has a valid and perfected security interest in
such collateral under the Loan Documents.
The approved Budget covers the period from July 1, 2016 to July 31,
2016. The Budget provides for expenses such as office expenses in
the total amount of $6,000; office rent in the total amount of
$6,000; and hourly payroll for preapproved work in the amount of
$28,000, among others.
Judge Houser granted Independent Bank replacement liens and
security interests in and upon all of the properties and assets of
the Debtors.
An interim hearing on the Debtor's Cash Collateral Motion is
scheduled on August 1, 2016 at 9:00 a.m.
A full-text copy of the Order, dated July 26, 2016, is available at
https://is.gd/5D7G9f
Independent Bank is represented by:
J. Mark Chevallier, Esq.
James G. Rea, Esq.
MCGUIRE, CRADDOCK & STROTHER, P.C.
2501 North Harwood, Suite 1800
Dallas, TX 75201
Telephone: (214) 954-6800
Email: Mchavallier@mcslaw.com
Jrea@mcslaw.com
Black Shale Minerals, LLC is represented by:
Erik Weiting Hsu, Esq.
WINSTEAD PC
500 Winstead Building
2728 North Harwood Street
Dallas, TX 75201
Telephone: (214) 745-5400
Email: Ehsu@winstead.com
About RMR Operating LLC.
RMR Operating, LLC filed a chapter 11 petition (Bankr. N.D. Tex.
Case No. 16-30988) on March 8, 2016. The petition was signed by
Alan W. Barksdale, president. The Debtor is represented by Howard
Marc Spector, Esq., at Spector & Johnson, PLLC. At the time of the
filing, the Debtor estimated assets and liabilities at $0 to
$50,000.
ROCKDALE RESOURCES: MaloneBailey Raises Going Concern Doubt
------------------------------------------------------------
Rockdale Resources Corporation filed its amended annual report on
Form 10-K/A, reporting a net loss of $1.86 million on $187,976 of
sales for the fiscal year ended Dec. 31, 2015, compared with a net
loss of $1.67 million on $683,536 of sales in 2014.
MaloneBailey, LLP, states that the Company has incurred losses from
operation since inception. This factor raises substantial doubt
about the Company's ability to continue as a going concern.
The Company has incurred cumulative net losses of $6,091,841 since
its inception and requires capital for its contemplated operational
and marketing activities to take place. The Company's ability to
raise additional capital through the future issuances of common
stock is unknown. The obtainment of additional financing, the
successful development of the Company's contemplated plan of
operations, and its transition, ultimately, to the attainment of
profitable operations are necessary for the Company to continue
operations.
The Company's balance sheet at Dec. 31, 2015, showed $4.19 million
in total assets, $1.11 million in total liabilities, and
stockholders' equity of $3.08 million.
A copy of the Form 10-K/A is available at:
https://is.gd/nULEbp
Austin, Texas-based Rockdale Resources Corporation (formerly Art
Design, Inc.) was incorporated in the State of Colorado on
Jan. 16, 2002. In April 2012 the Company discontinued its prior
operations and became involved in the exploration and development
of oil and gas. On May 4, 2012, the Company amended its articles
of incorporation to change its name to Rockdale Resources
Corporation. The company holds 100% working interest in the
Minerva-Rockdale Field located in Austin, Texas; 10% working
interest in the Slick Unit Dutcher Sands oilfield located in Creek
County, Oklahoma; and 15% working interest in the Twin Lakes San
Andres Unit consisting an area of approximately 4,864 acres located
in Chavez County, New Mexico.
SANDFORD AND SON: Limekiln Pike Property to Be Sold to Fund Plan
----------------------------------------------------------------
Debtors Sandford and Son -- a Pennsylvania general partnership --
and Jay Sandford -- an individual -- have proposed a Chapter 11
plan that says the Debtors intend to pay the allowed claims against
the estates using a combination of the monthly budget surplus of at
least $1,097 and the sale of property.
Individual debtor Jay Sandford began buying investment properties
in Philadelphia in the 1970s with his late father, Walter Sandford
(former jointly administered debtor in this case), which they
rented out to tenants. Most of the tenants are residential, but
some are commercial. The pair operated their general partnership,
Sandford and Son, for several decades with Walter taking primary
responsibility for the financial aspects of the business including
investments and making sure the bills were paid. Jay primarily
maintained the properties and collected the rent.
The estate of Debtor Sandford and Son consists primarily of the 26
rental properties.
Debtor Jay Sandford owns real property located at 3054 Limekiln
Pike, Glenside, PA 19038, valued at $195,000, which has been his
primary residence. Jay intends to move out of that property and
into Walter Sandford's former residence at 3900 Ford Rd., Unit 4A,
Philadelphia, PA 19131, and Jay intends to sell the Limekiln
property and use the proceeds to fund the Chapter 11 Plan.
Debtor Jay Sandford's intention is to complete all Plan payments
and continue to operate his business post-bankruptcy.
According to the Liquidation Analysis, the Debtors estimate the
unsecured creditors would receive less distribution in the event of
liquidation. The total property of the estates is valued by
Debtors at $1,975,900, and total secured claims made against the
estates to date are $2,281,023. Because the current "as is" market
value of the property of the estate is probably insufficient to pay
the secured claims, its liquidation would bring no return to the
unsecured creditors, and Jay Sandford's interest would be
extinguished. Moreover, at a foreclosure sale, the selling price
may be less than the current value of the property. Consequently,
the Debtors believe the Plan is in the best interest of all
creditors.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/Sandford_and_Son_170_DS.pdf
About the Debtors
Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014. Jay Sandford also sought Chapter
11 protection (Case No. 14-18364).
The Hon. Jean K. FitzSimon presides over the cases.
The Debtors tapped the Law Office of John M. Keating as counsel.
Sandford and Son estimated assets and liabilities of $1 million to
$10 million.
SATISH WALIA: Creditors to Be Paid in Installments Under Exit Plan
------------------------------------------------------------------
Satish and Kamlesh Walia filed a Chapter 11 plan that proposes to
pay general unsecured creditors, priority unsecured creditors and
the deficiency amount of secured creditors a prorated portion of
$35,316.
The Debtor will pay to the pool of creditors a minimum of $490.50
per month for a period not to exceed 72 months. If funds are
available, the Debtors will pay additional funds each month to be
applied to the overall balance.
In the event, the Debtors sell the real estate located 606
Whippoorwill Lane, Marion, IL, the Debtors will pay the net
proceeds minus $30,000 from Debtors' homestead exemption plus an
additional $2,434 total, whether paid in installments with a payout
if the property is sold or paid in one installment, in full
satisfaction of the plan obligations. Monthly payments will
beginning the first full month after the plan is confirmed.
On Jan. 29, 2016, the Debtors began operating and owning a
restaurant, India Delight. The Debtors have continued operating
India Delight. India Delight is doing well, continually growing in
popularity and sales each month and is the only Indian food
restaurant in the market. India Delight is earning a profit and is
creating enough income to permit Debtors to pay unsecured
creditors.
The Debtors do not have an operating loan and their primary secured
creditor consist Green Tree Servicing LLC, who hold collateral
owned by the Debtor, consisting of their residence located at 606
Whippoorwill Lane, Marion, IL. In addition, Banterra Bank and
Heritage Petroleum, LLC, holds collateral owned by the Debtors
consisting of commercial real estate located at 12124 Lake of Egypt
Road, Marion, Illinois 62959 and 502 S. Maple Street, Cambria, IL
62915.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/S_Walia_126_DS.pdf
About Satish and Kamlesh Walia
Satish and Kamlesh Walia filed for Chapter 13 protection (Bankr.
S.D. Ill. Case No. 15-40173) on Feb. 26, 2015, in an attempt to
confirm a plan of reorganization. Once the claims were filed, the
unsecured claims exceeded the maximum amount permitted to qualify
for Chapter 13 protection. On Oct. 26, 2015, the Court granted the
Debtor's motion to convert the Chapter 13 to a Chapter 11
bankruptcy.
At the time of filing, the Debtors were represented by the Law
Office of Bradley P. Olson and pursuant to a Court Order, the firm
continues to represent the Debtors.
The Chapter 11 first meeting of creditors was held on Dec. 2, 2015,
in Benton, Illinois.
The Debtors are individuals that, at the time they filed for
Chapter 13 protection, were operating the Lake of Egypt
Supermarket, a convenience store and gas station located at 12124
Lake Of Egypt Rd, Marion, IL. The Debtors also operated a
convenience store known as the Cambria Mini Mart located at 502 S.
Maple, Cambria, Illinois. The Cambria store was closed prior to
filing for bankruptcy protection. Both convenience stores were
owned by AKS, LLC which the Debtors were the 100% sole shareholder.
In September 2015, the Debtors ceased operating the Lake of Egypt
Supermarket and closed the store. At the time of closing the
store, the Debtors turned over the keys and possession to Banterra
Bank.
SHELLY'S FAMILY: Honesdale Objects to Confirmation of Plan
----------------------------------------------------------
The Honesdale National Bank filed with the U.S. Bankruptcy Court
for the Middle District of Pennsylvania an objection to Shelly's
Family Restaurant, Inc.'s Amended Disclosure Statement.
The Bank contends that the Debtor proposes to impermissibly modify
the secured claim(s) of the Bank. The Bank claims that the Third
Amended Disclosure Statement fails to set forth a factual basis to
substantiate the Debtor's proposed modification of the secured
claims of the Bank.
The Bank requests that the Court sustain its objection to the
Debtor's Third Amended Disclosure Statement and for other and
further relief as the Court deems just and proper.
The Bank's counsel can be reached at:
John J. Martin, Esq.
1022 Court Street
Honesdale, PA 18431
Tel: (570) 253-6899
E-mail: jmartin@martin-law.net
Shelly's Family Restaurant, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Pa. Case No. 13-02366) on May 3, 2013.
Brian E Manning, Esq., serves as the Debtor's counsel.
SHERRON WILKINSON-BROWN: Disclosures OK'd; Sept. 27 Plan Hearing
----------------------------------------------------------------
The Hon. John K. Olson of the U.S. Bankruptcy Court for the
Southern District of Florida has approved Sherron Wilkinson-Brown's
disclosure statement.
The plan confirmation hearing and hearing on fee applications is
set for Sept. 27, 2016, at 10:30 a.m.
As reported by the Troubled Company Reporter on July 15, 2016, the
Debtor on July 9 filed a Chapter 11 plan of reorganization, which
proposes approximately 2.82% recovery to general unsecured
creditors. Under the proposed plan, general unsecured creditors,
who assert a total of $532,081 in claims, will share pro rata in a
distribution in the amount of $15,000. Based upon this amount,
general unsecured creditors will receive a distribution of 2.8191%.
The proponent's deadline for serving the court order, Disclosure
Statement, Plan, and ballot is Aug. 18, 2016.
The deadline for objections to claims is Aug. 18, 2016.
The deadline for fee applications is Sept. 6, 2016. The
proponent's deadline for serving notice of fee applications is
Sept. 13, 2016. The deadline for objections to confirmation is
Sept. 13, 2016.
The deadline for filing ballots accepting or rejecting Plan is
Sept. 13, 2016. The proponent's deadline for filing proponent's
report and confirmation affidavit is Sept. 22, 2016. The deadline
for the Debtor to file certificate for confirmation regarding
payment of domestic support obligations and filing of required tax
returns is Sept. 22, 2016.
About Sherron Wilkinson-Brown
Sherron Wilkinson-Brown sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Fla. Case No. 14-12452) on January
31, 2014. Zach B. Shelomith, Esq., at Leiderman Shelomith
Alexander + Somodevilla, PLLC, serves as the Debtor's counsel.
STEINWAY MUSICAL: S&P Affirms 'B' CCR & Revises Outlook to Neg.
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on New
York City-based Steinway Musical Instruments Inc. and revised the
outlook to negative from stable.
At the same time, S&P affirmed its 'B' issue-level rating on the
company's existing $305 million first-lien term loan due 2019. The
recovery rating on this debt is '3', indicating S&P's expectation
for meaningful recovery (50%-70%, at the low end of the range) in
the event of a payment default. Debt outstanding as of March 31,
2016, was $332 million.
"The outlook revision reflects the risk that we could lower the
rating if performance does not improve resulting in covenant
cushion of at least 10% by fiscal year-end 2016," said S&P Global
Ratings credit analyst Stephanie Harter. "We estimate that
adjusted EBITDA margin has declined about 180 basis points as sales
of Boston and Essex were stronger relative to higher-margin
Steinway pianos, in addition to additional selling, general, and
administrative (SG&A) spending to build its retail footprint and
support the launch of Spirio, its high-resolution player piano
line, which were in limited release in 2015. The back half of the
calendar year represents stronger seasonal cash flows associated
with the higher sales in the band business in the fiscal third
quarter and piano sales in the fiscal fourth quarter. However,
with lower-than-expected cash flows and two upcoming step-downs on
its most restrictive total net leverage covenant, we believe that
less debt prepayment is possible and that single digit covenant
cushion may continue through the end of the fiscal year".
The outlook on Steinway Musical Instruments Inc. is negative,
reflecting the company's currently tight covenant cushion on its
total net leverage covenant and S&P's expectation that it may
remain below 10% amid future step-downs in the covenant test ratio.
S&P could lower the ratings if it believes covenant cushion will
not rebound in the next few quarters to 10% or better, or if S&P
believes a covenant breach is likely without a credible plan in
place with its lending group to provide adequate relief. S&P could
also lower the ratings if operating performance weakens such that
leverage remains near 8x, if S&P believes covenant cushion will not
rebound in the next few quarters to 10% or better, or if S&P
believes a covenant breach is likely without a credible plan in
place with its lending group.
S&P could revise the outlook to stable if the company is able to
improve and sustain its covenant cushion above 15%. S&P believes
this could occur if the company generates greater-than-expected
sales in its key selling quarters in the back half of the calendar
year and using excess cash flow to lower debt balances. S&P
estimates that the company would need to reduce debt by about
$50 million from S&P's projected fiscal 2016 debt balance to have
cushion of about 15%.
STONE PANELS: Meeting to Form Creditors' Panel Set for Aug. 10
--------------------------------------------------------------
William T. Neary, Acting United States Trustee for Region 6, will
hold an organizational meeting on Aug. 10, 2016, at 1:00 p.m. in
the bankruptcy cases of Stone Panels, Inc., Stone Panels Holding
Corporation.
The meeting will be held at:
Office of the U. S. Trustee
Earl Cabell Federal Building
1100 Commerce Street, Room 524
Dallas, Texas 75242
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization. The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.
TEMPLE BAPTIST: Taps David Kruer & Company as Legal Counsel
-----------------------------------------------------------
Temple Baptist Church seeks approval from the U.S. Bankruptcy Court
for the Southern District of Ohio to hire David Kruer & Company,
LLC as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) prepare legal papers and provide advice with respect to
general matters;
(b) provide legal advice with respect to the Debtor's powers
and duties;
(c) assist the Debtor in the reorganization of its debts;
and
(d) represent the Debtor in litigation and other contested
matters.
The firm's attorneys will be paid $275 per hour for their services
while legal assistants will be paid $110 per hour.
David Kruer, Esq., disclosed in a court filing that his firm does
not have any interest adverse to the Debtor or to its estate.
The firm can be reached through:
David A. Kruer, Esq.
David Kruer & Company, LLC
118 West Fifth Street, Suite E
Covington, KY 41011
Phone: (859) 291-7213
Fax: (859) 291-6513
About Temple Baptist Church
Temple Baptist Church, which is part of Temple Church International
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S. D. Ohio Case No. 16-12515) on July 6, 2016.
At the time of the filing, Temple Baptist listed assets of slightly
more than $1 million and liabilities totaling more than $2.5
million. Church Elder Bertha Colbert signed the documents.
THINGS REMEMBERED: Moody's Cuts Corporate Family Rating to Caa3
---------------------------------------------------------------
Moody's Investors Service downgraded Things Remembered, Inc.'s
Corporate Family Rating ("CFR") to Caa3 from Caa1 and Probability
of Default Rating ("PDR") to Caa3-PD from Caa2-PD. Moody's also
downgraded the company's senior secured credit facilities to Caa2
from B3. The outlook remains negative.
Today's rating actions are listed below:
Issuer: Things Remembered, Inc.
-- Corporate Family Rating, Downgraded to Caa3 from Caa1 (to be
withdrawn)
-- Probability of Default Rating, Downgraded to Caa3-PD from
Caa2-PD (to be withdrawn)
-- $30 Million Senior Secured Revolving Credit Facility due 2017,
Downgraded to Caa2 (LGD3) from B3 (LGD2) (to be withdrawn)
-- $148 Million Senior Secured Term Loan due 2018 ($127 million
outstanding), Downgraded to Caa2 (LGD3) from B3 (LGD2) (to be
withdrawn)
-- Outlook, Remains Negative (to be withdrawn)
RATINGS RATIONALE
The downgrade reflects Moody's expectation that the capital
structure is unsustainable and as a result the company has a
heightened risk of default.
Subsequent to the aforementioned rating actions, Moody's intends to
withdraw all ratings on Things Remembered because of inadequate
information to monitor the rating, due to the issuer's decision to
cease participation in the rating process.
TOOLING SCIENCE: Court Allows Cash Collateral Use on Final Basis
----------------------------------------------------------------
Judge William J. Fisher of the U.S. Bankruptcy Court for the
District of Minnesota, authorized Tooling Science, Inc. to use cash
collateral on a final basis.
Judge Fisher authorized the Debtor to grant any creditor having an
interest in cash collateral a replacement lien in the Debtor’s
post-petition assets of the same type and nature as subject to the
pre-petition liens. The replacement liens will have the same
priority and effect as the liens that the creditors held on the
pre-petition property of the Debtor, and are granted only to the
extent of the diminution in value of such creditors’ interest in
pre-petition collateral.
Judge Fisher authorized the Debtor to make monthly adequate
protection payments to MidwestOne Bank in an amount equal to the
accrued interest on its loan to the Debtor.
A full-text copy of the Final Order, dated July 26, 2016, is
available at https://is.gd/2M1yiz
About Tooling Science, Inc.
Tooling Science, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 16-41999) on June 30,
2016. The petition was signed by Brian Burley, president. The
Debtor is represented by Thomas J. Flynn, Esq., at Larkin Hoffman
Daly & Lindgren Ltd. The case is assigned to Judge William J.
Fisher. At the time of the filing, the Debtor estimated its assets
at $0 to $50,000 and liabilities at $1 million to $10 million.
TOP DRAWER: Unsecureds to Get 0.09% Recovery; Aug. 9 Plan Hearing
-----------------------------------------------------------------
Top Drawer LLC filed with the U.S. Bankruptcy Court for the
District of Nevada a Second Disclosure Statement describing the
Chapter 11 plan, which proposes that holders of Class 3 - general
unsecured claims get 0.09% recovery under the Plan.
Class 3 - General Unsecured Allowed Claims total $110,000.
A hearing to consider the adequacy of the Second Disclosure
Statement is set for Aug. 9, 2016, at 9:30 a.m.
On the Effective Date, payments to the creditors in Classes 1
through 3 will be funded from the Debtor's rental income and the
equity contribution.
The Second Disclosure Statement is available at:
http://bankrupt.com/misc/nvb16-10782-108.pdf
The Plan was filed by the Debtor's counsel:
Steven L. Yarmy, Esq.
7464 W Sahara Avenue, Suite 8
Las Vegas, NV 89117
Tel: (702) 586-3513
Fax: (702) 586-3690
E-mail: sly@stevenyarmylaw.com
admin@yarmylaw.com
Headquartered in Burlingame, California, Top Drawer LLC's current
property portfolio consists of one property and all improvements
thereto located at 980 Empire Mesa Way, Las Vegas, Nevada 89015.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 16-10782) on Feb. 23, 2016, listing $350,000 in total
assets and $1.98 million in total liabilities. The petition was
signed by Susan M. Davila, managing member.
Judge Laurel E. Davis presides over the case.
Steven L. Yarmy, Esq., at Steven L. Yarmy Attorney At Law serves as
the Debtor's bankruptcy counsel.
TOUGHER SHEET: Hires Goodman Schwartz as Counsel
------------------------------------------------
Tougher Sheet & Steel, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Goodman Schwartz & Shaw LLC as counsel to the Debtor.
Tougher Sheet requires Goodman Schwartz to:
a. give the Debtor legal advice with respect to its duties and
powers in the instant Chapter 11 proceeding;
b. prepare on behalf of the Debtor necessary applications,
motions, answers, reports and other legal documents requied
to be filed in the instant proceeding;
c. provide the Debtor with legal advice and assistance in
connection with the formulation of a Plan of
Reorganization, negotiations with creditor groups over its
terms, and prosecution of the Plan before the bankruptcy
court for confirmation;
d. provide the Debtor with legal advice and assistance in
connection with the use of cash collateral, post-petition
financing, assumption or rejection of executory contracts,
labor negotiations, and other matters relating to its
ongoing operations as a debtor in possession under Chapter
11; and
e. perform other legal services as may be required and be
in the best interests of the Debtor and its estate.
Goodman Schwartz will be paid at these hourly rates:
Attorneys $300
Goodman Schwartz will be paid in the amount of $12,000 as a general
advance retainer, $2,000 of which was applied to pre-petition
planning and consultation in the ordinary course and the remainder
of which is being held in escrow.
Goodman Schwartz will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Andrew J. Shaw and David B. Schwartz, members of the law firm
Goodman Schwartz & Shaw LLC, 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 Debtor and its estate.
Goodman Schwartz can be reached at:
Andrew J. Shaw, Esq.
David B. Schwartz, Esq.
GOODMAN SCHWARTZ & SHAW LLC
44 E. Broad Street, Suite 15
Bethlehem, PA 18018
E-mail: ashaw@goodmanshaw.com
About Tougher Sheet
Tougher Sheet & Steel, Inc. filed a chapter 11 bankruptcy petition
(Bankr. E.D. Pa. Case No. 16-15024) on July 15, 2016.
TOWNRIDGE INC: Hires QB Ease as Bookkeeper
------------------------------------------
Townridge, Inc., seeks authority from the U.S. Bankruptcy Court for
the District of Oregon to employ QB Ease, LLC as bookkeeper to the
Debtor, as of June 26, 2016.
Townridge, Inc. requires QB Ease to provide services for accounting
and tax services on behalf of the Debtor with regard to the filing
accurate monthly operating reports in the chapter 11 case. The
accounting services include general ledger assistance, consulting,
and coordination with Debtor and attorney in the administration of
the chapter 11 case.
QB Ease will be paid at these hourly rates:
Brandy Rimkus $50
QB Ease will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Brandy Rimkus, of QB Ease, LLC, 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.
QB Ease can be reached at:
Brandy Rimkus
QB EASE, LLC
1022 E. McKinley Street
Boise, ID 83712
Tel: (208) 869-8364
E-mail: Brandy@qbease.com
About Townridge, Inc.
Townridge, Inc., sought chapter 11 protection (Bankr. D. Ore. Case
No. 16-32482) on June 25, 2016. The petition was signed by Carl
Town, owner and president. The Debtor is represented by D. Blair
Clark, Esq., at Law Offices of D. Blair Clark PC. The case is
assigned to Judge Trish M. Brown. The Debtor estimated assets of $1
million to $10 million and debts of $1 million to $10 million at
the time of the filing.
TRADER CORP: Moody's Cuts Corp. Family Rating to B3, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service downgraded Trader Corporation's corporate
family rating (CFR) to B3 from B2, probability of default rating to
B3-PD from B2-PD, and assigned B2 and Caa2 ratings respectively to
the proposed first lien credit facilities and second lien term
loan. Moody's also withdrew the SGL rating. The ratings on Trader's
existing revolving credit facility and secured notes were affirmed,
and will be withdrawn when the refinance transaction closes. The
ratings outlook is stable.
Net proceeds from a new C$510 million (US$ equivalent) first lien
term loan and a new C$200 million (US$ equivalent) second lien term
loan, together with C$914 million of equity contributed by Trader's
financial sponsor, Thoma Bravo and the company's management will be
used to fund the C$1.6 billion purchase of the company from Apax
Partners. The new C$50 million revolver is expected to be undrawn
at close.
"The ratings downgrade reflects Trader's increased leverage
(adjusted Debt/EBITDA to 8x from 4.4x) post-closing of the
acquisition by Thoma Bravo" said Peter Adu, a Moody's AVP.
Ratings Downgraded:
Corporate Family Rating, to B3 from B2
Probability of Default Rating, to B3-PD from B2-PD
Ratings Assigned:
C$50 million revolving credit facility due 2021, B2 (LGD3)
C$510 million (US$ equivalent) first lien term loan due 2023, B2
(LGD3)
C$200 million (US$ equivalent) second lien term loan due 2024,
Caa2 (LGD5)
Ratings Affirmed:
C$30 million Senior Secured Bank Credit Facility, Ba2 (LGD1); to
be withdrawn at close
US$290 million Senior Secured Notes, B1 (LGD3); to be withdrawn at
close
Ratings Withdrawn
SGL-2 Speculative Grade Liquidity Rating
Outlook:
Remains Stable
RATINGS RATIONALE
Trader's B3 CFR primarily reflects high leverage (pro forma
adjusted Debt/EBITDA of 8x), risk of new entrants to the online
marketplace for the purchase and sale of used automobiles,
competitive pressures from existing peers, and small scale. These
factors are offset by the company's successful transition to
digital from print, strong position in the Canadian used automobile
advertising market, well recognized brand, good subscription-based
recurring revenue, and strong EBITA margins. The rating presumes
that EBITDA growth will enable leverage to decline to 7x by the end
of 2017.
Trader has very good liquidity, supported by pro forma cash of C$15
million when the transaction closes, Moody's expectation for annual
free cash flow around C$30 million, and an undrawn C$50 million
revolving credit facility due in 2021. These sources are more than
sufficient to fund annual term loan amortization of C$5 million.
Trader will be subject to a springing net leverage covenant if
revolver drawings exceed 30% of the commitment and Moody's does not
expect this covenant to be restrictive for the foreseeable future.
The company's ability to generate liquidity from asset sale
proceeds is limited as its assets secure the revolver and term
loans.
The outlook is stable to reflect Moody's expectation that the
company will continue to grow its revenue in the mid-single digits
and that modest EBITDA improvement will enable leverage to fall to
7x by the end of 2017.
An upgrade would be considered if Trader sustained adjusted
Debt/EBITDA towards 5.5x and EBITA/Interest above 3x. Trader's
rating would be downgraded if liquidity weakens, possibly from
negative free cash flow generation or if competitive pressures
cause a deterioration in its earnings such that adjusted
Debt/EBITDA was sustained above 8x and EBITA/Interest below 1x.
Trader Corporation, headquartered in Toronto, Canada is a provider
of advertising and digital marketing services for Canadian
automotive dealers. Revenue for the last twelve months ended March
31, 2016 was C$205 million.
TRADER CORP: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------
S&P Global Ratings said it affirmed its 'B' long-term corporate
credit rating on Trader Corp., after incorporating higher debt for
the proposed acquisition by Thoma Bravo. S&P expects that ongoing
revenue and earnings growth should support credit metrics that are
commensurate with the rating, including EBITDA interest coverage of
about 1.7x.
At the same time, S&P Global Ratings assigned its 'B' issue-level
rating and '3' recovery rating to the company's proposed
U.S.-dollar-equivalent C$50 million revolver and
U.S.-dollar-equivalent C$510 million senior secured first-lien term
loan. A '3' recovery rating represents meaningful (50%-70%; lower
half of the range) recovery in a default scenario. S&P Global
Ratings also assigned its 'CCC+' issue-level rating and '6'
recovery rating to Trader's proposed C$200 million secured
second-lien debt. A '6' recovery rating represents negligible
(0%-10%) recovery in a default scenario. S&P expects the proceeds
from the new issuance to replace the existing rated debt in the
capital structure.
"Notwithstanding the higher debt for the proposed acquisition by
Thoma Bravo, we expect that ongoing revenue and earnings growth
should support credit metrics that are commensurate with the
rating," said S&P Global Ratings credit analyst Nayeem Islam.
The ratings on Trader reflect S&P Global Ratings' view of the
company's leading position in the Canadian used-car listings market
supported by a solid digital platform, as well as a heavy debt load
and ownership by a succession of private equity sponsors.
"Our weak business risk assessment reflects Trader's participation
in highly competitive online advertising, small scale, limited
diversity, and exposure to cyclical automotive advertising
spending. We believe Trader has limited end-market diversity as
automotive classifieds and related ancillary services represent the
bulk of the company's earnings, and auto dealers form the company's
core customer base. Although customer concentration is minimal,
Trader is exposed to some supplier concentration given its reliance
on a single vendor -- Dealer.com -- for certain components of
Trader's Dealer Smart Solutions offerings. The long-term licensing
agreement gives Trader the exclusive use of Dealer.com's
proprietary technology in Canada. Although unlikely, this reliance
introduces some earnings risk from increased prices charged by
Dealer.com. In addition, such licensing fees, reduce Trader's
operating margins when compared with auto classifieds in other
markets," S&P said.
S&P views Trader's financial risk profile as highly leveraged
reflecting the company's aggressive financial policy, weak credit
protection measures, and high debt burden.
The stable outlook on Trader reflects S&P Global Ratings' view that
the LBO will decrease EBITDA interest coverage to about 1.7x over
the next year. That said, ongoing EBITDA growth from new products
and pricing initiatives should support free cash flow generation
and improved credit metrics from modest debt repayment.
S&P could lower the ratings if Trader's EBITDA interest coverage
declines below 1.5x, which S&P believes could occur with flat
revenues or more than 500 basis points of margin pressure. S&P'
believes such a scenario could indicate lower listings potentially
from weaker demand or an emerging competitor in the Canadian used
car listing market.
S&P is unlikely to raise the ratings on Trader given its high
leverage and financial sponsor ownership. However, S&P could
consider an upgrade if the company improves its credit measures,
including sustaining adjusted debt-to-EBITDA below 5x, along with
reduced ownership and influence from financial sponsors.
TRUCK HERO: S&P Assigns 'B' CCR; Outlook Stable
-----------------------------------------------
S&P Global Ratings said that it has assigned its 'B' corporate
credit rating to Ann Arbor, Mich.-based auto supplier Truck Hero
Inc. The outlook is stable.
At the same time, S&P assigned its 'B' issue-level ratings and '3'
recovery ratings to the company's proposed $525 million term loan
due 2023 and $50 million revolver due 2021. The '3' recovery
ratings indicate S&P's expectation that debtholders would realize
meaningful (50%-70%; lower half of the range) recovery in the event
of a payment default. The borrower under the term loan and
revolver is Tectum Holdings Inc., which is a wholly owned
subsidiary of Truck Hero Inc.
"The ratings on THI reflect our belief that the company -- a
leading provider of truck bed covers for pickup trucks -- is a
relatively niche participant in the broader auto supplier market,"
said S&P Global credit analyst David Binns. "Moreover, because the
company sells products that we view as discretionary, it must
successfully adapt to changes in consumer preferences to stay
competitive." THI also faces some integration risk given the
aggressive pace of its acquisitions".
The stable outlook on THI reflects S&P's expectation that the
current penetration of the company's products in the North American
pickup truck market will support a FOCF–to-debt ratio of at least
5%.
S&P could lower its ratings on THI if the company's covenant
headroom falls below 15% on a sustained basis or if its
FOCF-to-debt ratio falls below 5% on a sustained basis, thereby
pressuring its liquidity and weakening its ability to make the
investments it needs to stay competitive. This could be caused by
weaker-than-expected consumer demand for its products due to a
weaker economic environment or a sharp increase in gas prices,
which could limit the growth of discretionary purchases. This
could also be caused by increasing pressure on the company's
margins from higher-than-expected acquisition-integration costs or
rising commodity prices.
S&P could raise its ratings on THI during the next 12 months if S&P
came to believe that the company was successfully executing its
business plan and effectively integrating its acquisitions,
improving the company's scale and scope and helping it sustain
above-average EBITDA margins even during a modest downturn. S&P
could also consider raising its ratings if the company displayed a
sustainable track record of debt reduction.
TURNBERRY MGM GRAND: Force Ten to Replace GlassRatner as Advisors
-----------------------------------------------------------------
Turnberry/MGM Grand Towers, LLC, et al., seek authority from the
U.S. Bankruptcy Court for the District of Nevada to employ Force
Ten Partners, LLC as financial advisor to the Debtors.
The Debtors seek to substitute Force Ten in place of GlassRatner
Advisory & Capital Group, LLC, which was previously employed by the
Debtors and approved by the Court to provide substantively
identical services because the key professionals at GlassRatner
providing services to the Debtors have left GlassRatner and formed
Force Ten.
Turnberry/MGM Grand requires Force Ten to provide the Debtors
advisory and litigation consulting services related to the Debtors'
bankruptcy cases jointly administered under Case No. 15-13707-abl.
Force Ten will be paid at these hourly rates:
Nicholas Rubin $500
Adam Meislik $500
Staff/Professionals $500
Force Ten will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Nicholas Rubin, of Force Ten Partners, LLC, 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.
Force Ten can be reached at:
Nicholas Rubin
FORCE TEN PARTNERS, LLC
20341 SW Birch Suite 220
Newport Beach, CA 92660
Tel: (949) 357-2364
E-mail: nrubin@force10partners.com
About Turnberry/MGM Grand
Based in Las Vegas, Nevada, Turnberry/MGM Grand Towers LLC and two
of its affiliates filed for bankruptcy protection under Chapter 11
on June 26, 2015 (Bankr. D. Nev. Lead Case No. 15-13706). Judge
August B. Landis presides over the Debtors' cases. Gregory E.
Garman, Esq., at Garman Turner Gordon LLP, represents the Debtors
in their cases. The Debtors estimated both assets and liabilities
between $1 million and $10 million.
UFC HOLDINGS: Moody's Assigns Caa1 to 2nd Lien Term Loan
--------------------------------------------------------
Moody's Investors Service assigned VGD Merger Sub, LLC's (aka UFC
Holdings, LLC (UFC)) proposed 2nd lien term loan a Caa1 rating. The
B2 corporate family rating (CFR) and B1 rating for the proposed
$150 million revolver and $1,300 million 1st lien term loan were
both affirmed. The outlook remains stable.
Moody’s said, "The use of proceeds is to help fund the
acquisition of Zuffa, LLC (UFC Holdings, LLC will be the rated
entity following the close of the transaction) by WME Entertainment
Parent, LLC (WME Parent) in partnership with Silver Lake Partners
and Kohlberg Kravis Roberts & Co. We expect the transaction will be
funded with $1,420 million in new equity, $325 million in rollover
equity from management and existing investors, $400 million of
preferred equity, $1,300 million in new 1st lien term loans and
$500 million of 2nd lien term loans."
The existing ratings at Zuffa, LLC including the Ba3 CFR and the
Ba3 rated senior secured credit facility that is on review for
downgrade will be withdrawn upon repayment of the outstanding
debt.
Initially the rating is expected to be assigned to VGD Merger Sub,
LLC and then to UFC Holdings, LLC upon closing.
The following is a summary of the rating actions:
Issuer: initially VGD Merger Sub, LLC and then UFC Holdings, LLC
-- $500 million senior secured 2nd lien term loan due 2024,
Assigned Caa1 (LGD5)
-- $150 million senior secured revolving credit facility due
2021, Affirmed B1 (LGD3)
-- $1,300 million senior secured 1st lien term loan due 2023,
Affirmed B1 (LGD3)
Corporate Family Rating, Affirmed B2
Probability of Default Rating, Affirmed B2-PD
Outlook, Stable
RATINGS RATIONALE
UFC's B2 CFR reflects the very high leverage of 8.5x (including
Moody's standard adjustments) pro-forma for the transaction which
weakly positions the company at the existing ratings. Leverage will
decline from good EBITDA growth over the projection period, but
Moody's expects leverage levels will remain high which increases
vulnerability to operational underperformance. Also reflected in
the rating, is the $400 million in PIK preferred equity which will
increase the potential for cash flow or additional debt to be used
to repay the preferred equity over time. The rating receives
strength from its position as the largest mixed martial arts (MMA)
promotion company. This strong competitive position is protected by
high barriers to entry, which include UFC's first mover advantage
in structuring and organizing the sport, growing fan interest and
loyalty with respect to UFC, brand strength in MMA, and its large
contractually bound pool of fighters with superior opportunities
for exposure and profit. Above average operating margins reflect
the company's ability to leverage its existing premium MMA brands
and supports free cash flow generation. Contractual media rights
revenue increases over the next several years should contribute
meaningfully to EBITDA growth and we anticipate UFC will benefit
from higher media rights contracts after the existing agreements
end in 2018. Growth is also expected from its digital subscription
offering as well as the recent legalization of professional MMA in
the state of New York. The company's results in 2014 were heavily
impacted by a slew of big name fighter injuries prior to the events
which caused pay per view revenues to decline significantly below
historical years. "Results have dramatically improved since then
and we anticipate new strategies to help mitigate the impact of
injuries or last minute changes to the scheduled fight card. We
also expect UFC to benefit from WME IMG, LLC's vast relationships
and capabilities which is expected to lead to cost savings,
additional revenue opportunities, and increase international
expansion over the investment horizon. However, UFC is expected to
pay $25 million in annual management fees to WME parent's
subsidiary, WME IMG, LLC's (B2 CFR) restricted group," Moody's
said.
Moody's added, "We anticipate that UFC will maintain a good
liquidity profile over the next twelve months with an expected cash
balance of about $30 million following the close of the transaction
and an undrawn $150 million revolving credit facility due 2021.
Despite the high leverage, UFC is expected to generate good free
cash flow given the limited capex requirement after the company's
new headquarters is completed in the first half of 2017. The term
loan is expected to be covenant lite and the revolver will contain
a maximum first lien leverage ratio when more than 30% of the
revolver is drawn. We project the company will make modest partner
tax distributions over the investment horizon. WME Parent is
subject to a $175 million contingent acquisition payment upon the
achievement of $275 million in EBITDA (but not earlier than June
30, 2017) and $75 million payable upon achieving $350 million of
LTM EBITDA (but not earlier than December 31, 2018).
"The stable outlook reflects our expectation that UFC's EBITDA will
continue to improve following a strong year in 2015 driven by PPV
revenues, increased digital revenues, and contractual domestic and
international television rights fees. While leverage is very high,
we expect it to decline below 7x by the end of 2018."
Given the high leverage level which weakly positions the existing
rating, an upgrade in the near term is not likely. However an
upgrade could occur if leverage declines below 5x with continued
positive revenue and EBITDA growth as well as a good liquidity
profile. In addition, confidence would be needed that there were
not any equity friendly or leveraging transactions expected.
Failure to reduce Moody's adjusted leverage below 7x by the end of
2018 could lead to a downgrade. A financial policy that leads to
free cash flow being used for returns to equity holders instead of
debt repayment would also increase negative rating pressure. A weak
liquidity position, elevated concern about the ability to service
its debt or further leveraging transactions would also lead to a
downgrade.
UFC Holdings, LLC (aka Zuffa, LLC) is the world's leading promoter
of mixed martial arts (MMA) sports competition events. MMA is an
individual combat sport with international appeal, which combines
techniques from various combat sports and martial arts, including
boxing, karate, judo, jiu-jitsu, kickboxing, and wresting and is
governed by the "Unified Rules of MMA". Revenues for 2015 were over
$600 million.
UFC HOLDINGS: S&P Assigns 'CCC+' Rating on Proposed $500MM Loan
---------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '6'
recovery rating to UFC Holdings LLC's proposed $500 million
second-lien senior secured term loan due 2024. The '6' recovery
rating indicates S&P's expectation for negligible recovery (0%-10%)
of principal for lenders in a simulated payment default. The
'CCC+' rating is two notches below S&P's 'B' corporate credit
rating on UFC.
The proceeds from the second-lien term loan and the proposed
$1.3 billion first-lien term loan, plus $400 million in planned
preferred equity to be issued at UFC's intermediate parent company
(which S&P views as a debt-like obligation) and about $1.75 billion
in equity contributions, will be used to fund the acquisition of
UFC. UFC and its UFC-branded and related business operations are
being acquired for $4 billion by a consortium of investors led by
U.S. sports, media, and entertainment company WME IMG.
S&P's 'B' corporate credit rating and negative rating outlook on
UFC are unchanged. On July 22, 2016, S&P assigned its 'B+'
issue-level rating and '2' recovery rating to the company's $1.45
billion credit facility, which consists of a $150 million revolver
due 2021 and a $1.3 billion term loan B due 2023. The '2' recovery
rating reflects S&P's expectation for substantial recovery
(70%-90%; upper half of the range) for lenders in the event of a
payment default.
RATINGS LIST
UFC Holdings LLC
Corporate Credit Rating B/Negative/--
New Ratings
UFC Holdings LLC
Senior Secured
$500 million second-lien credit facility due 2024 CCC+
Recovery Rating 6
UNITED MOBILE: Hires Jones & Walden as Counsel
----------------------------------------------
United Mobile Solutions, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Georgia to employ Jones &
Walden, LLC as counsel to the Debtor.
United Mobile requires Jones & Walden to:
(a) prepare pleadings and applications;
(b) conduct of examination;
(c) advise the Debtor of its rights, duties and obligations as a
debtor-in-possession;
(d) consult with the Debtor and represent the Debtor with
respect to a Chapter 11 plan;
(e) perform those legal services incidental and necessary
to the day-to-day operations of the Debtor's business,
including, but not limited to, institution and prosecution
of necessary legal proceedings, and general business legal
advice and assistance;
(f) take any and all other action incident to the proper
preservation and administration of the Debtor's estate
and business.
Jones & Walden will be paid at these hourly rates:
Attorneys $200-$350
Legal Assistants $90
Jones & Walden will be paid a retainer in the amount of $34,030
inclusive of the bankruptcy filing fee.
Jones & Walden will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Cameron M. McCord, partner in the law firm of Jones & Walden, LLC,
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.
Jones & Walden can be reached at:
Cameron m. McCord, Esq.
JONES & WALDEN, LLC
21 Eighth Street, NE
Atlanta, GA 30309
Tel: (404) 564-9300
E-mail: cmccord@joneswalden.com
About United Mobile
United Mobile Solutions, LLC, filed a chapter 11 petition (Bankr.
N.D. Ga. Case No. 16-62537) on July 20, 2016. The Debtor is a
carrier master dealer that operates and manages approximately 20
retail cellular phone stores. The Debtor's corporate offices are
located in Norcross, Georgia. The Debtor is represented by Cameron
M. McCord, Esq., at Jones & Walden, LLC. The Debtor estimated its
assets at less than $50,000 and its liabilities at more than $1
million at the time of the filing.
VICTOR ROMERO: Stipulates that Tommy Tran Construction Paid in Full
-------------------------------------------------------------------
Victor Romero Corporation asks the U.S. Bankruptcy Court for the
Eastern District of California to approve a Cash Collateral
Stipulation that it had executed with Tommy Tran Construction.
The Debtor tells the Court that subsequent to the filing of the
bankruptcy case, Tommy Tran Construction had already received,
through the Debtor, acting as agent for the owners, payment for all
work performed prior to February 5, 2016. The Debtor and Tommy
Tran Construction stipulate that if any petition date cash
collateral existed, as of July 25, 2016, none exists any longer,
and that there has not been any mishandling of payments to Tommy
Tran Construction after the February 5, 2016 petition date.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/XTfdLH
About Victor Romero Corporation
Victor Romero Corporation filed a chapter 11 petition (Bankr. E.D.
Cal. Case No. 16-20652) on February 5, 2016. The petition was
signed by Victor M. Romero, Chief Executive Officer. The Debtor is
represented by Richard L. Jare, Esq. At the time of the filing,
the Debtor estimated assets and liabilities at $100,001 to
$500,000.
VIRGIN ISLANDS: S&P Lowers Ratings on Revenue Bonds to 'BB+'
------------------------------------------------------------
S&P Global Ratings has lowered its ratings on Virgin Islands Water
and Power Authority's (WAPA) electric system revenue bonds, with
the senior-lien debt dropping to 'BB+' from 'BBB-', and the rating
on the authority's subordinate-lien debt falling two notches to
'BB-' from 'BB+'. The outlook is negative
"The downgrade reflects weakened debt service coverage and
liquidity, due in part to delayed payments on government-related
accounts," said S&P Global Ratings credit analyst Peter Murphy.
"We believe WAPA's finances are somewhat vulnerable. Accounts
receivable remain a credit risk, although some progress has been
made in past few months, cutting the balance roughly in half as of
fiscal year-end 2016 (June 30). Accounts receivable as of June 30,
2015, were high, in our opinion, at $45.2 million or 17% of
operating revenues. We view the authority's unrestricted cash and
investments at fiscal year-end 2015 as low, at about 16 days'
operating expenses; including amounts available under bank lines of
credit, liquidity is only adequate. Available bank lines of
credit, however, enhance liquidity somewhat, and have recently been
extended to June, 2017. WAPA has a low cash position, which has
improved due to recent collections on amounts owed from the USVI
government," S&P said.
The authority has $127 million of senior-lien and $104 million of
subordinate-lien bonds. Net electric system revenues secure the
bonds. Applying S&P's criteria, "Assigning Issue Credit Ratings Of
Operating Entities" and given the significant amount of
subordinate-lien debt, S&P believes a two-notch differential
between the senior and subordinated bonds is warranted.
The negative outlook reflects the electric system's weak liquidity
position and low debt service coverage of all debt obligations.
S&P might lower the rating in the next one-to-two years if the
electric system's liquidity does not improve. Also, S&P could
downgrade the bonds if the system's structural budget imbalance
worsens, or there is a significant increase in customer
receivables, including from government-owned customers.
S&P could revise the outlook to stable if the conversion of WAPA's
generation fleet to propane produces operating cost savings that
improve the authority's rate competitiveness, and the system to
increase margins and reserves while improving its rate
affordability.
VOWS & VEILS: Case Summary & 7 Unsecured Creditors
--------------------------------------------------
Debtor: Vows & Veils Inc.
dba White Garden Design Group
3095 Presidential Drive
Atlanta, GA 30340
Case No.: 16-62919
Chapter 11 Petition Date: July 27, 2016
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Cameron M. McCord, Esq.
JONES & WALDEN, LLC
21 Eighth Street, NE
Atlanta, GA 30309
Tel: (404) 564-9300
Fax: (404) 564-9301
E-mail: cmccord@joneswalden.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yukie Suzuki, manager.
A copy of the Debtor's list of seven unsecured creditors is
available for free at http://bankrupt.com/misc/ganb16-62919.pdf
WAVE SYSTEMS: Trustee & ESW Plan Offers At Least 66% to Unsecureds
------------------------------------------------------------------
The chapter 11 trustee of Wave Systems Corp. and plan sponsor ESW
Capital, LLC have proposed a reorganization plan that proposes to
provide general unsecured creditors owed at least $2.5 million with
a recovery of 66% to 100% without any postpetition interest.
David W. Carickhoff, the Chapter 11 trustee, says the Plan provides
for the reorganization of the Debtor by retiring, cancelling,
extinguishing and/or discharging the Debtor's existing Equity
Interests and issuing New Equity in the Reorganized Debtor to ESW,
as the Plan Sponsor and, to the extent it exercises the
subscription option, to ESW, as the Postpetition Lender.
ESW is an entity unaffiliated with the Debtor. ESW Capital, LLC,
has provided the Debtor with up to $3.0 million in financing.
In exchange, ESW, as the Plan Sponsor, has agreed to provide Cash
Consideration in the amount of $6.875 million which, along with
certain litigation recoveries (if any) will ultimately be
distributed holders of allowed claims and, potentially, equity
interests in accordance with the priority scheme established by the
Bankruptcy Code. It is anticipated that holders of allowed
administrative and priority claims will be paid in full under the
Plan. Depending on the final reconciled pool of unsecured claims,
it is currently anticipated that holders of allowed general
unsecured claims and intercompany claims (if any) will receive a
distribution of between 66% and 100% of their allowed claims.
Finally, depending on the final reconciled pool of unsecured
claims, holders of equity interests in the Debtor may receive a
recovery under the Plan.
Secured claims, which are unimpaired, are estimated at $0 to
$110,000. Priority unsecured claims, which are unimpaired, are
estimated to total $491,000 to $800,000. General unsecured claims,
which are impaired, are estimated to total at least $2.5 million.
Intercompany claims, which like general unsecured claims are in
line for a 66% to 100% recovery, are estimated to total $0 to $7
million.
Counsel to the Chapter 11 Trustee:
Alan M. Root
ARCHER & GREINER, P.C.
300 Delaware Avenue, Suite 1100
Wilmington, DE 19801
Telephone (302) 777-4350
E-mail: aroot@archerlaw.com
- and -
Stephen M. Packman
ARCHER & GREINER, P.C
1650 Market Street , 32nd Floor
Philadelphia, PA 19103-7393
Telephone: (215) 963-3300
E-mail: spackman@archerlaw.com
A copy of the Disclosure Statement filed July 18, 2016, is
available at:
http://bankrupt.com/misc/Wave_Systems_245_DS.pdf
A red-lined copy of the Disclosure Statement filed July 18, 2016,
is available at:
http://bankrupt.com/misc/Wave_Systems_246_DS_RL.pdf
About Wave Systems
Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products for
hardware-based digital security, including security applications
and services that are complementary to and work with the
specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.
Wave Systems filed a Chapter 7 bankruptcy petition (Bankr. D. Del.
Case No. 16-10284) on Feb. 1, 2016. On May 16, 2016, the case was
converted to a Chapter 11 proceeding. The case is assigned to
Judge Kevin J. Carey.
David W. Carickhoff, was appointed as Chapter 11 trustee. Mr.
Carickhoff tapped Archer & Greiner P.C. as counsel. The Trustee
also tapped Miller & Company, LLC as accountants and financial
advisors, and UpShot Services LLC as the claims agent and
administrative agent.
* * *
Pursuant to an order entered on July 1, 2016, the deadline
established by the Bankruptcy Court for creditors to file proofs of
claim against the Debtor and/or its estate is Aug. 4, 2016.
WHITE STAR: S&P Raises CCR to 'CCC+' On Distressed Exchanges
------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on
Oklahoma-City-based oil and gas exploration and production company
White Star Petroleum LLC (formerly American Energy - Woodford LLC)
to 'CCC+' from 'SD'.
At the same time, S&P withdrew its 'D' issue-level and '5' recovery
rating on the company's 12% second-lien notes due 2020 and S&P's
'CC' issue-level and '6' recovery rating on its senior unsecured
notes due 2022 at the issuer's request.
"The upgrade follows White Star's exchange of essentially all of
its second-lien debt at below par," said S&P Global Ratings credit
analyst Carin Dehne-Kiley. "White Star has also recently completed
the acquisition of producing properties from Devon Energy Corp. for
about $200 million," she added.
The acquisition more than doubled White Star's current production
and added more than 40% to its year-end 2015 proven-reserve base.
The company has also entered into a new credit facility with a
borrowing base of $210 million. Despite the debt reduction and
material improvement in leverage, S&P believes liquidity remains
tight and that the company could face a liquidity shortfall next
year.
The rating on White Star reflects S&P's view of the company's
vulnerable business risk profile, highly leveraged financial risk
profile, and less-than-adequate liquidity. The negative outlook
reflects S&P's view that liquidity could deteriorate next year
unless the company raises external capital or reduces capital
spending.
S&P could lower the rating if it believed the company would face a
liquidity crisis within the next 12 months, which would most likely
occur if it were unable to raise external capital, such as through
additional equity contributions or asset sales.
S&P could revise the outlook to stable if it believed the company's
liquidity would be adequate through 2017, which would most likely
occur if it can successfully integrated and grow production on the
recently acquired assets, raise additional equity or complete
noncore asset sales, or increase commitments on its credit
facility.
WME ENTERTAINMENT: S&P Assigns 'B' CCR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to WME
Entertainment Parent LLC (WME). This is the same as the corporate
credit rating on subsidiary operating company WME IMG Holdings LLC.
The outlook is stable.
The 'B' senior secured first-lien issue-level rating on subsidiary
borrowers William Morris Endeavor Entertainment LLC and IMG
Worldwide Holdings LLC's recently upsized $2.25 billion credit
facility (consisting of a $100 million revolver due 2019 and a
$2.15 billion term loan [$2.117 billion outstanding] due 2021) and
the 'B-' senior secured second-lien issue-level rating on the
$450 million second lien facility are unchanged. WME IMG upsized
the first-lien facility in June 2016 to pre-fund its parent's
equity contribution to the UFC acquisition. For S&P's recovery
analysis on the first- and second-lien issue-level ratings on WME
IMG, see "WME IMG Holdings LLC Senior Secured Rating Remains 'B' On
Planned Upsizing Of Term Loan to $2.117B (Recovery Rating: 3),"
June 6, 2016.
The 'B' corporate credit rating reflects S&P's expectation that
although pro forma leverage will be about 7x temporarily, S&P
expects it to improve to the low-6x area by 2017. S&P has
consolidated the credit profile of UFC Holdings LLC into that of
WME given that the company will acquire effective control of UFC
following the close of the planned acquisition. WME, along with a
consortium of equity investors that include Silver Lake and KKR,
will pay approximately $4 billion for UFC. WME will contribute
$600 million in equity to the transaction, which was pre-funded
partly by operating subsidiary WME IMG through an upsized
first-lien term loan facility in June 2016 and partly by cash
balances from prior equity investments at WME. WME IMG has also
guaranteed earn-out payments to UFC's current owners based upon UFC
achieving
EBITDA growth milestones, though these are outside of S&P's current
base-case forecast horizon.
S&P expects that WME, the parent company of operating entity WME
IMG, will effectively control UFC through a combination of its
equity investment in, and operational control of, a separate
subsidiary: UFC Holdings LLC. UFC Holdings LLC will not guarantee
WME IMG's existing first-lien and second-lien facilities, and the
recovery and issue-level ratings analyses on the two entities are
separate from each other. In addition, WME IMG has entered into a
management agreement with UFC and will receive a management fee of
$25 million annually. There are other significant minority equity
investors, including Silver Lake and KKR, which do not have a
controlling position. S&P believes that UFC is strategically
important to WME and that WME and other minority investors could
offer some level of modest temporary support to UFC in the event
the entity is unexpectedly in need of liquidity. Primarily as a
result of its effective control, S&P consolidated the leverage
profile of UFC into the credit profile of WME.
The 'B' rating also incorporates the planned incremental leverage
to complete the UFC acquisition, and S&P has fully consolidated its
operating performance expectations for UFC into S&P's base case
credit measures for WME. S&P's assessment of the company's
financial risk profile reflects total consolidated lease-adjusted
debt to EBITDA of about 7x in 2016, improving to the low-6x area in
2017 due to EBITDA growth at WME IMG and UFC and the anticipated
debt repayment at UFC. These high leverage measures are partly
offset by S&P's expectation that consolidated EBITDA coverage of
interest expense will be in the low-2x area in 2017, which is good
for the current financial risk assessment.
However, S&P does not believe that UFC is integral to WME IMG's
identity and future strategy in a manner that would warrant a
strong, long-term commitment of support from WME IMG if UFC were to
encounter structural financial difficulty. As a result of this and
the separate financing structures at WME IMG and at UFC, S&P will
also presents its forecast for credit measures at WME IMG on a
stand-alone basis.
The "highly leveraged" financial risk assessment also incorporates
the still-significant stake in WME owned by the company's financial
sponsor Silver Lake. S&P believes that even if the company were to
de-lever, management could utilize any excess leverage capacity to
fund acquisitions or return capital to owners.
The rating also incorporates high periodic revenue and EBITDA
volatility at UFC into S&P's assessment of WME's business risk
profile, given UFC's primarily event-driven business model and the
resulting significant potential impact from an event cancellation
or injuries to marquee fighters. However, S&P believes this
volatility might be partially mitigated in future periods. This is
because UFC has adopted a strategy of marketing multiple fights at
events and planning back-up matches and fighters in the event of
injuries, among other remedial training and safety actions to
lessen the frequency and severity of injuries when they occur.
While UFC benefits from a strong fan base, S&P believes it needs to
continue to develop fighters who appeal to its 18- to 34-year-old
target demographic and preserve the current regulatory acceptance
of the sport to sustain this advantage. Event risks--such as a
fatal injury, changes to the rules and regulations governing the
sport, and changes to UFC's legal status in some
jurisdictions--could have a meaningful impact on the company's
financial performance and long-term viability.
S&P believes WME's business risk will benefit from UFC's continued
growth, dominant market position in its sport, and well-recognized
UFC brand, aided by multiyear multimedia rights agreements with Fox
Sports in the U.S. and Globo Media in Brazil. Over the longer
term, S&P believes increasing fees from broadcast agreements in the
U.S. and abroad will drive TV broadcasting revenue to become a
larger source of revenue and EBITDA. These long-term television
contracts are a more stable revenue stream than pay-per-view event
revenues, and S&P views the shift toward these more stable sources
as a long-term positive credit factor.
"Our assessment of WME's business risk profile is also based on the
company's good market position and competencies in supporting most
pieces of the value chain in the packaging of television and film
projects as well as the operation and management of professional
sporting events. WME's entertainment packaging revenue, recurring
events, established relationships with corporate sponsors,
sanctioned sporting events, and broadcasting firms provide some
future revenue stability. WME operates in a highly competitive
business, but the scope of its relationships creates a meaningful
network effect within each of its WME and IMG divisions that
competitors would find hard to replicate. The company benefits
from an expansive client base and a good level of revenue
diversification, in which no client accounts for more than 2% of
total revenue. In addition, there is potential volatility in
operating performance at the IMG segment, given its underlying
reliance on corporate marketing spending and sponsorship contract
renewals, which are sensitive to changes in the economic cycle. WME
also faces a significant level of integration risk over the next
few years given the significant level of recent acquisitions," S&P
said.
The company's WME segment is a talent agency that also packages TV
and movie content for distribution. The IMG segment focuses on
sporting event ownership and management, sports marketing and
sponsorship sales, media production and distribution of sports
programming, and the acquisition and sale of media rights for
sporting events. IMG also manages and markets media, sponsorship,
and licensing rights for a large network of colleges.
S&P's base case forecast assumptions are:
-- U.S. real GDP increases 2.0% in 2016 and 2.4% in 2017.
-- U.S. real consumer spending increases 2.8% in 2016 and 2.6%
in 2017.
-- The clients segment increases revenue and EBITDA at a mid-
single-digit rate as a result of continued growth and strong
performance in traditional talent agency representation and
TV content packaging businesses. S&P's preliminary estimate
for 2017 is revenue and EBITDA growth in the mid-single
digits.
-- The events and entertainment segment increases revenue in
the mid-single digits and EBITDA in the low single-digit
area in 2016 from anticipated operating improvement in owned
events and new media properties. S&P's preliminary estimate
for 2017 is revenue and EBITDA grow in the low-to-mid-single
digits.
-- The college segment experiences low-single-digit revenue and
EBITDA growth in 2016 as the company pursues contract
renewals and extensions. S&P's preliminary estimate for
2017 is revenue and EBITDA grow in the low-single digits.
-- The services segment increases revenue and EBITDA in the low
single digits in 2016 due to good growth in performance,
consulting and licensing segments, and growth in various
consolidated investments. S&P's preliminary estimate for
2017 is revenue and EBITDA grow in the low-to-mid-single
digits.
-- UFC's total revenue increases around 10% in 2016 and in the
high-single digits in 2017. This reflects continued
recovery in pay-per-view buys, ticket sales, and pricing
after the disrupted events in 2014. In addition, the
company benefits from contractual, annual step-ups in
domestic and international media rights revenue. S&P also
believes the introduction of the MMA sport in New York will
support growth in live events and sponsorship revenue
starting in late 2016. WME IMG's network of relationships
should support content and sponsorship revenue growth as
well.
-- UFC's EBITDA grows about 20% annually through 2017 as a
result of revenue growth and planned cost synergies. This
incorporates a $25 million management fee paid to WME IMG,
which will be eliminated in the consolidation.
-- S&P has preliminarily assumed these same drivers cause
revenue to grow in the high-single digits and EBITDA to grow
in the mid-teens in 2018.
-- All discretionary cash flow at UFC is used for voluntary
debt repayment.
-- Although it is outside S&P's current base-case forecast time
horizon, it has assumed UFC is successful renegotiating its
domestic media rights contract (which is currently with Fox)
by 2019, which results in a substantial increase in media
rights revenue in 2019.
-- S&P has assumed a 10x EBITDA multiple for small to medium-
sized acquisitions at WME IMG, which S&P expects the company
to pursue using free cash flow in 2017.
-- As a result, consolidated total revenue and EBITDA in 2016
increase significantly because of the UFC consolidation, and
consolidated total revenue grows in the mid-single digits
and consolidated EBITDA grows in the low-teens percentage
area in 2017.
Based on these assumptions, S&P arrives at these credit measures on
a consolidated basis at WME Entertainment Parent LLC and at
operating company WME IMG:
-- Consolidated debt to EBITDA at 7x in 2016, improving to the
low-6x area in 2017.
-- Consolidated EBITDA coverage of interest expense in the low-
2x area through 2017.
-- WME IMG debt to EBITDA in the high-5x area in 2016,
improving to the low-5x area in 2017.
-- WME IMG EBITDA coverage of interest expense above 3x through
2017.
The stable outlook reflects S&P's expectations that operating
conditions will be stable and that WME will be able to sustain
total adjusted debt to EBITDA below 7x through 2017.
S&P could lower the rating in the event of significant
underperformance compared with operating expectations, if WME fails
to successfully integrate recently announced and planned
acquisitions, or if the company and Silver Lake pursue a policy of
increased leverage in a manner that causes total adjusted debt to
EBITDA to remain above 7x.
S&P could raise the rating one notch once it is confident WME
management has successfully integrated recent and planned
acquisitions, and can maintain adjusted debt to EBITDA below 5.5x.
This is provided we are confident management and Silver Lake will
not use potential future debt capacity to add leverage for further
acquisitions or distributions.
WP MUSTANG: S&P Raises CCR to 'BB-' & Removes from Watch Pos.
-------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on Nashville, Tenn.-based WP Mustang Holdings LLC to 'BB-' from 'B'
and removed the ratings on the company from CreditWatch, where S&P
had placed them with positive implications on Oct. 20, 2015. The
rating outlook is negative.
At the same time, S&P withdrew its issue-level ratings on the
company's debt. S&P subsequently withdrew its corporate credit
rating on WP Mustang.
"The rating actions follow the completion of WP Mustang's merger
with WEX Inc. on July 1, 2016," said S&P Global Ratings credit
analyst John Moore. "We withdrew the issue-level ratings because
the outstanding debt under WP Mustang has been retired."
YAHOO! INC: S&P Puts 'BB+' CCR on CreditWatch Negative
------------------------------------------------------
S&P Global Ratings said that it placed its unsolicited ratings on
Yahoo! Inc., including the 'BB+' corporate credit rating, on
CreditWatch with negative implications.
"The CreditWatch placement follows Yahoo's announcement that it has
entered into a definitive agreement to sell its operating business
to Verizon Communications Inc. for $4.83 billion in cash," said S&P
Global Ratings credit analyst Elton Cerda. The operating business
sale doesn't include Yahoo's cash, its shares in Alibaba Group
Holdings Ltd., its shares in Yahoo! Japan Corp., certain minority
investments, and Yahoo's noncore patents. Yahoo will continue to
hold these assets, and it will change its name at closing and
become a registered, publicly traded investment company. S&P
believes Yahoo will return substantially all of its net cash to
shareholder over time. The transaction is subject to customary
closing conditions, approval by Yahoo's shareholders, and
regulatory approval. S&P expects the transaction to close in the
first quarter of 2017.
The status of the convertible notes when the operating assets sale
is completed will be a key determinant on how S&P resolve the
CreditWatch listing. If the asset sale constitutes a fundamental
change and if Yahoo repurchases the vast majority of the
convertibles notes upon closing, S&P would withdraw our ratings on
the company, including the corporate credit rating. Other the
other hand, if S&P believes that a meaningful portion of the
convertible notes will remain outstanding after the asset sale
closes, S&P could lower the corporate credit rating, depending on
Yahoo providing additional disclosure on its plans and strategy,
and our assessment of the company's remaining portfolio assets by
the first quarter of 2017.
[^] BOOK REVIEW: Risk, Uncertainty and Profit
---------------------------------------------
Author: Frank H. Knight
Publisher: Beard Books
Softcover: 381 pages
List Price: $34.95
Review by Gail Owens Hoelscher
Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/1587981262/internetbankrupt
The tenets Frank H. Knight sets out in this, his first book,
have become an integral part of modern economic theory. Still
readable today, it was included as a classic in the 1998 Forbes
reading list. The book grew out of Knight's 1917 Cornell
University doctoral thesis, which took second prize in an essay
contest that year sponsored by Hart, Schaffner and Marx. In it,
he examined the relationship between knowledge on the part of
entrepreneurs and changes in the economy. He, quite famously,
distinguished between two types of change, risk and uncertainty,
defining risk as randomness with knowable probabilities and
uncertainty as randomness with unknowable probabilities. Risk,
he said, arises from repeated changes for which probabilities
can be calculated and insured against, such as the risk of fire.
Uncertainty arises from unpredictable changes in an economy,
such as resources, preferences, and knowledge, changes that
cannot be insured against. Uncertainty, he said "is one of the
fundamental facts of life."
One of the larger issues of Knight's time was how the
entrepreneur, the central figure in a free enterprise system,
earns profits in the face of competition. It was thought that
competition would reduce profits to zero across a sector because
any profits would attract more entrepreneurs into the sector and
increase supply, which would drive prices down, resulting in
competitive equilibrium and zero profit.
Knight argued that uncertainty itself may allow some entrepreneurs
to earn profits despite this equilibrium. Entrepreneurs, he said,
are forced to guess at their expected total receipts. They cannot
foresee the number of products they will sell because of the
unpredictability of consumer preferences. Still, they must
purchase product inputs, so they base these purchases on the
number of products they guess they will sell. Finally, they have
to guess the price at which their products will sell. These
factors are all uncertain and impossible to know. Profits are
earned when uncertainty yields higher total receipts than
forecasted total receipts. Thus, Knight postulated, profits are
merely due to luck. Such entrepreneurs who "get lucky" will try to
reproduce their success, but will be unable to because their luck
will eventually turn.
At the time, some theorists were saying that when this luck runs
out, entrepreneurs will then rely on and substitute improved
decision making and management for their original
entrepreneurship, and the profits will return. Knight saw
entrepreneurs as poor managers, however, who will in time fail
against new and lucky entrepreneurs. He concluded that economic
change is a result of this constant interplay between new
entrepreneurial action and existing businesses hedging against
uncertainty by improving their internal organization.
Frank H. Knight has been called "among the most broad-ranging
and influential economists of the twentieth century" and "one of
the most eclectic economists and perhaps the deepest thinker and
scholar American economics has produced." He stands among the
giants of American economists that include Schumpeter and Viner.
His students included Nobel Laureates Milton Friedman, George
Stigler and James Buchanan, as well as Paul Samuelson. At the
University of Chicago, Knight specialized in the history of
economic thought. He revolutionized the economics department
there, becoming one the leaders of what has become known as the
Chicago School of Economics. Under his tutelage and guidance,
the University of Chicago became the bulwark against the more
interventionist and anti-market approaches followed elsewhere in
American economic thought. He died in 1972.
*********
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 ***