/raid1/www/Hosts/bankrupt/TCR_Public/160826.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, August 26, 2016, Vol. 20, No. 239
Headlines
15 JOHN CORP: Voluntary Chapter 11 Case Summary
21ST CENTURY ONCOLOGY: Amends 2014 Annual Report
21ST CENTURY ONCOLOGY: Incurs $127 Million Net Loss in 2015
39 BISHOP JOE: Court Extends Solicitation Period Through Sept. 29
ABBA MEDICAL: Seeks to Hire Kelly Firm as Legal Counsel
ABBA MEDICAL: Seeks to Hire Lawson Rescinio as Accountant
ADAM DEVELOPERS: Case Summary & 20 Largest Unsecured Creditors
AFFINITY GAMING: Moody's Puts B1 CFR on Review for Downgrade
AFFINITY GAMING: S&P Puts 'B+' CCR on CreditWatch Negative
ALLEN BROTHERS: Bankruptcy Administrator Unable to Appoint Panel
APPVION INC: S&P Lowers CCR to 'B-' on Sustained High Leverage
BASIC ENERGY: Fails to Comply With NYSE Listing Standards
BERNARD L. MADOFF: Former Aid Settles Liquidation Suit
BINTANG LLC: Seeks to Hire Lajara Radinson as Legal Counsel
BLANCHETTE ROCKEFELLER: No Creditors' Committee Appointed
BUILDERS FIRSTSOURCE: Closes Offering of $750M Senior Notes
BUMBLE BEE: S&P Affirms 'B' CCR, Outlook Stable
CAESARS ENTERTAINMENT: Judge Weighs Another Suit Reprieve
CALIFORNIA RESOURCES: Moody's Changes PDR to 'Caa2-PD/LD'
CALIFORNIA RESOURCES: S&P Cuts CCR to SD on Completed Tender Offer
CALVIN LARON FORD: Unsecureds to Get 13% Dividend Under Plan
CANNABIS SCIENCE: Default on Notes Raise Going Concern Doubt
COBALT INTERNATIONAL: S&P Affirms 'CCC+' CCR, Outlook Negative
COFFEE REGIONAL: S&P Raises Rating on Revenue Bonds to BB
CORNERSTONE TOWER: Paulsen Inc. Appointed to Committee
DAVIS HOLDING: Case Summary & 7 Unsecured Creditors
DENNIS RAY JOHNSON II: Trustee/Examiner Sought on Lien of Assets
DORIS WALLER: Unsecureds to Recoup 100% Under Plan
EQUIPMENT LEASING: Case Summary & 4 Unsecured Creditors
EYEGATE PHARMACEUTICALS: Needs Capital to Continue as Going Concern
FIRST PHOENIX-WESTON: Heather A. Bruemmer Appointed PCO
FRANK SEVERINO: Unsecureds to Recover 75% Under Plan
FULLCIRCLE REGISTRY: CFO Norman Frohreich Passes Away
FULLCIRCLE REGISTRY: Incurs $58,460 Net Loss in Second Quarter
GARDENS REGIONAL: U.S. Trustee Adds Two Members to Committee
GASTAR EXPLORATION: Dan & Staci Wilks Hold 4.9% Equity Stake
GAWKER MEDIA: Judge Blocks Founder From Listing NY Condo as Rental
GI DYNAMICS: Needs More Capital to Continue as a Going Concern
GOLF TOWN CANADA: DBRS Hikes Long Term Issuer Rating to 'B'
GREIF INC: Moody's Affirms Ba2 Corporate Family Ratings
HOWARD BEND: S&P Lowers Improvement Bonds Rating to BB+
ISLE OF CAPRI CASINOS: S&P Alters Outlook to Pos. & Affirms B+ CCR
JACK ROSS INDUSTRIES: Case Summary & 20 Top Unsecured Creditors
KATOURA INC: Seeks Extension of Plan Filing Date to Dec. 30
KATTOUR INC: Seeks Extension of Plan Filing Date to Dec. 23
KEY ENERGY: Enters Into Plan Support Agreement with Platinum
KEY ENERGY: Expects to File for Bankruptcy
LAND O'LAKES: Moody's Hikes Trust I Preferred Stock Rating to Ba1
LAST CALL GUARANTOR: U.S. Trustee Forms 7-Member Committee
MCELRATH LEGAL: US Trustee Unable to Appoint Creditors' Panel
MIAMI TEES: Needs 120-Day Extension of Exclusivity Period
MILLENIUM SUPER STOP II: U.S. Trustee Unable to Appoint Committee
MLFTL INC: Court Extends Plan Filing Date to Sept. 16
MOSAIC MANAGEMENT: Arias Wants $105K Returned
MOSAIC MANAGEMENT: Gonzalez Wants to Stop Cash Use
MOSAIC MANAGEMENT: Gratacos Group Wants to Prohibit Cash Use
MOSAIC MANAGEMENT: Landau Creditors Want to Stop Cash Use
MYPLAY DIRECT: Case Summary & 20 Largest Unsecured Creditors
MYPLAY DIRECT: Files for Bankruptcy Protection Owing $4.1M in Debt
ONEMAIN HOLDINGS: S&P Revises Outlook to Stable & Affirms 'B' ICR
OPEXA THERAPEUTICS: Liquidity Concerns Raise Going Concern Doubt
PARKLANDS OFFICE: Can Use Cash Collateral on Final Basis
PATRIOT FLOORING: Hires Caler Levin as Accountants
PAYLESS INC: S&P Revises Outlook to Negative & Affirms 'B' CCR
PDC ENERGY: S&P Affirms 'B+' CCR & Revises Outlook to Positive
PERFORMANCE SPORTS: Former Chairman May Bid for Company
PIRTS INC: Wants to Use IRS Cash Collateral
PREMIER WELLNESS: Exclusivity Period Extended to Nov. 1
PRIMORSK SHIPPING: Court Allows Voting on Liquidation Plan
QUEENSBORO 1: Case Summary & 4 Unsecured Creditors
QUEST SOLUTION: Reports Q2 Results; Revenues Increase 39%
QUICKSILVER RESOURCES: Wins Confirmation of Liquidation Plan
RICHARD SABBUN: Confirmation of Amended Ch. 11 Plan Denied
RMS TITANIC: U.S. Trustee Forms 3-Member Committee
S & H AUTO REPAIR: US Trustee Unable to Appoint Creditors' Panel
SA INTER INVEST: Needs Until Nov. 10 to Solicit Plan Acceptances
SANDRIDGE ENERGY: Ad Hoc Panel Seek to Compel Docs Production
SANOMEDICS INC: Involuntary Chapter 11 Case Summary
SEQUENOM INC: Clears Hurdle in Acquisition Deal with LabCorp
SEVEN GENERATIONS: Moody's Hikes Corporate Family Rating to Ba2
SFX ENTERTAINMENT: Files First Amended Plan of Reorganization
SMITHFIELD FOODS: Moody's Hikes Corporate Family Rating to Ba2
SNB DEVELOPMENT: Case Summary & Unsecured Creditor
STERLING DEBARTOLO: Taps Parr Law Group as Legal Counsel
STEVE PAUL GOETTING: Exit Plan to Pay $1K to Unsecured Creditors
STONE ENERGY: Mulls Possible Bankruptcy Filing
STONERIDGE PARKWAY: Can Use Up to $150K in DIP Financing
SUMMERWOOD CORPORATION: Case Summary & 17 Top Unsecured Creditors
SYDELL INC: Seeks Authorization to Use Cash Collateral
SYNARC-BIOCORE HOLDINGS: Moody's Retains B3 Corp. Family Rating
T-REX OIL: BF Borgers CPA Raises Going Concern Doubt due to Losses
TOYS 'R' US: Moody's Upgrades PDR to B3-PD
TRANS ENERGY: Enters Into Forbearance Pact With Morgan Stanley
UNIVERSAL CORP: Fitch Affirms 'BB' Rating on Preferred Stock
UTE LAKE RANCH: U.S. Trustee Unable to Appoint Committee
VALAIRCO INC: Taps Brian W. Hofmeister as Legal Counsel
VALEANT PHARMACEUTICALS: Appoints Paul Herendeen as CFO
VALEANT PHARMACEUTICALS: Inks 13th Amendment to Credit Agreement
VIVA INVESTMENTS: Seeks Extension of Plan Filing Date to Nov. 21
WESTERN INDUSTRIAL: Trustee Taps Roger Lilley as Accountant
WTB 5 ENTERPRISES: Capitis Plan to Pay Unsecured Creditors in Full
ZYNEX INC: Incurs $227,000 Net Loss in Second Quarter
[*] Euson Joins PKF Texas as Tax & Transaction Advisory Director
[*] JND Appoints Michael Hill as VP of Corporate Restructuring
[*] Joseph Tringali Joins Scarinci Hollenbeck's Litigation Group
[] Wells Fargo to Pay Homeowners $3.4M Over Mailing Error
*********
15 JOHN CORP: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: 15 John Corp.
aka Les Halles
aka First Admin Inc.
aka Les Halles
aka First Admin. Inc.
15 John Street
New York, NY 10038
Case No.: 16-12453
Chapter 11 Petition Date: August 25, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Michael E. Wiles
Debtor's Counsel: Leo Fox, Esq.
630 Third Avenue, 18th Floor
New York, NY 10017
Tel: (212) 867-9595
Fax: (212) 949-1847
E-mail: leofox1947@aol.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Philip Lajaunie, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
21ST CENTURY ONCOLOGY: Amends 2014 Annual Report
------------------------------------------------
21st Century Oncology Holdings, Inc. filed with the Securities and
Exchange Commission an amendment to its annual report on Form
10-K/A for the year ended Dec. 31, 2014, initially filed with the
SEC on March 27, 2015, for the purposes of reflecting the
restatement of (i) the Company's consolidated balance sheets at
Dec. 31, 2014, and 2013 and (ii) the Company's consolidated
statements of operations, stockholders' equity (deficit) and cash
flows for the years ended Dec. 31, 2014, 2013 and 2012, and the
notes related thereto.
The Company reported a restated net loss of $353 million on $1.01
billion of total revenues for the year ended Dec. 31, 2014,
compared to a net loss of $343 million on $1.02 billion of total
revenues as previously reported.
As of Dec. 31, 2014, the Company's restated balance sheet showed
$1.15 billion in total assets, $1.25 billion in total liabilities,
$15.3 million in redeemable non-controlling interests, $320 million
in series A convertible redeemable preferred stock and a total
deficit of $438 million.
The Company previously reported $1.14 billion in total assets,
$1.22 billion in total liabilities, $328.92 million in series A
convertible redeemable preferred stock, $49.8 million in redeemable
non-controlling interests, and a total deficit of $457 million.
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/osCKpf
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.
As of Sept. 30, 2015, the Company had $1.09 billion in total
assets, $1.33 billion in total liabilities, $370 million in
series A convertible redeemable preferred stock, $19.9 million in
noncontrolling interests and a total deficit of $623 million.
* * *
As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.
As reported by the TCR on May 20, 2016, S&P Global Ratings lowered
its corporate credit rating on 21st Century to 'CCC' from 'B-' and
placed the rating on CreditWatch with negative implications.
21ST CENTURY ONCOLOGY: Incurs $127 Million Net Loss in 2015
-----------------------------------------------------------
21st Century Oncology Holdings, Inc. filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $127 million on $1.07 billion of total revenues for the
year ended Dec. 31, 2015, compared to a net loss of $353 million on
$1.01 billion of total revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $1.12 billion in total assets,
$1.39 billion in total liabilities, $390 million in series A
convertible redeemable preferred stock, $19.2 million in redeemable
non-controlling interests and a total deficit of $675 million.
Total radiation oncology treatments per day for 2015 increased 4.2%
year over year, reflecting the impact of strategic acquisitions
made earlier in 2015. Same market radiation oncology treatments
per day decreased 1.6% year over year due to the reduction in
treatments per case, particularly breast and lung diagnoses. For
2015, net patient service revenue per radiation oncology treatment
declined 1.9% and same market net patient service revenue per
radiation oncology treatment declined 0.6%, each as compared to
2014, due to the impact of the simulation code change.
Dr. Daniel Dosoretz, founder, president and chief executive
officer, commented, "We finished the fourth quarter and full year
2015 with positive momentum in our business. We are pleased with
our performance against the backdrop of headwinds from simulation
code bundling and a reduction in treatments per day due to advances
in hypo-fractionated external beam radiotherapy and stereotactic
radiosurgery."
For the three months ended Dec. 31, 2015, the Company reported net
income of $7.02 million on $263 million of total revenues compared
to a net loss of $28.3 million on $267 million of total revenues
for the three months ended Dec. 31, 2014.
The Company said there is substantial doubt that it can continue as
a going concern.
"Subject to certain qualifications, the credit agreement governing
our term loan and the indenture governing our notes, each as
currently in effect, require us to receive, subject to certain
important qualifications set forth therein, (1) no later than
September 10, 2016, net cash proceeds from the issuance or sale of
21C's capital stock or from other equity investments in an
aggregate amount of at least $25.0 million (the "First Capital
Event"), (2) no later than November 30, 2016, additional net cash
proceeds from the issuance or sale of 21C's capital stock or from
other equity investments and/or sales of assets (which sale
transactions must be deleveraging transactions on a pro forma
basis) in an aggregate amount of at least $25.0 million (or a
lesser amount such that when combined with the proceeds from the
First Capital Event, the total amount is not less than $50.0
million) (the "Second Capital Event") and (3) no later than March
31, 2017, additional net cash proceeds from the issuance or sale of
21C's capital stock or from other equity investments and/or sales
of assets (which sale transactions must be deleveraging
transactions on a pro forma basis) in an aggregate amount of at
least the lesser of (A) $75.0 million (or a lesser amount such that
when combined with the proceeds from the First Capital Event and
the Second Capital Event, the total amount is not less than $125.0
million), and (B) an amount such that, after giving effect to such
issuance or sale of capital stock or other equity investments
and/or sales of assets, 21C's cash and cash equivalents plus unused
revolving loan commitments equals at least $120.0 million and 21C's
consolidated leverage ratio is not greater than 6.4 to 1.00 (the
"Third Capital Event" and together with the First Capital Event and
the Second Capital Event, the "Capital Events" and each, a "Capital
Event"). We are also required to comply with a minimum liquidity
covenant of an amount not less than $40.0 million after the
completion of the First Capital Event, to be tested monthly prior
to the completion of the Third Capital Event and quarterly
thereafter. Our failure to satisfy such requirements could result
in an event of default under our credit agreement or indenture,
which could result in the debt thereunder being accelerated. As we
do not have firm commitments to obtain the required equity or
dispose of assets in place, and we may not be able to maintain the
required levels of liquidity, there is substantial doubt about the
Company's ability to continue as a going concern.
"In the event we are unable to meet the foregoing requirements, we
will need to identify alternative options, such as a debt
refinancing, a sale of the Company or other strategic transaction,
or a transformative transaction, such as a possible restructuring
or reorganization of the Company's operations. In addition, the
perception that we may not be able to continue as a going concern
may negatively and materially impact our existing and future
business relationships, and others may choose not to deal with us
at all due to concerns about our ability to meet our contractual
obligations.
"Despite current indebtedness levels, we and our subsidiaries may
still be able to incur substantially more debt. This could further
exacerbate the risks associated with our substantial leverage.
"We have the right to incur substantial additional indebtedness in
the future. The terms of our $610 million term loan facility (the
"2015 Term Facility") and our $125 million revolving credit
facility (the "2015 Revolving Credit Facility" and together with
the 2015 Term Facility, the "2015 Credit Facilities") and the
indentures governing our notes restrict, but do not in all
circumstances, prohibit us from doing so. Under the instruments
governing our debt, we are permitted to incur additional
indebtedness under certain circumstances. Any additional debt may
be governed by indentures or other instruments containing covenants
that could place restrictions on the operation of our business and
the execution of our business strategy in addition to the
restrictions on our business already contained in the agreements
governing our existing debt. Because any decision to issue debt
securities or enter into new debt facilities will depend on market
conditions and other factors beyond our control, we cannot predict
or estimate the amount, timing or nature of any future debt
financings and whether we may be required to accept unfavorable
terms for any such financings."
Ernst & Young LLP, in Tampa, Florida, the Company's independent
accounting firm, issued a "going concern" qualification on the 2015
consolidated financial statements citing that the Company has not
complied with certain covenants of loan agreements with banks and
noteholders as it pertains to the timely reporting of annual and
quarterly financial information, the resolution of which is
contingent upon the generation of specific net cash proceeds to be
received within certain time periods. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company's Annual Report on Form 10-K is available from the SEC
website at https://is.gd/eW28Hx
Restatement of Financial Results
On March 24, 2016, the Board of Directors of 21C determined that
the financial statements for all interim periods and years ended
Dec. 31, 2012, 2013 and 2014 as well as the first three periods of
2015, should be restated. The restatement was primarily related to
revenue recognition matters, accounts receivable reconciliation
issues and income and non-income tax matters with respect to
operations in Latin America as well as to give effect to refunds
and payment adjustments that the Company recorded in connection
with electronic health records incentive payments received under
the Health Information Technology for Economic and Clinical Health
Act (HITECH).
Management remains committed to remediating the material weaknesses
identified in its internal controls over financial reporting as
well as other areas of risk that led to the restatement of
financial results. Several specific remediation initiatives have
already been implemented and we believe on-going efforts will
continue to improve the effectiveness of our internal control
environment.
Robert L. Rosner, chairman of the Board of Directors and Chair of
The Executive Committee, said, "While the last nine months have
included some unique challenges for 21C, the Board and management
believe we will emerge from this process a stronger and more
focused organization. After a diligent and comprehensive review,
we have identified areas in our financial and compliance procedures
in need of remediation and have constructed a robust plan to
address those issues. The Company is thoroughly committed to
executing that plan and maintaining the highest levels of
compliance going forward. The importance of these initiatives has
been and will continue to be communicated to every 21C employee."
Debt Agreements
On Aug. 15, 2016, 21C entered into amendment and waiver agreements
with certain creditors. The agreements, among other things, waive
the event of default for failure to file financial statements for
the year ended Dec. 31, 2015, until Sept. 10, 2016, and waive the
event of default for failure to file financial statements for the
quarters ended March 31, and June 30, 2016, until Sept. 30, 2016.
The amendment agreements require 21C to complete three separate
capital events to receive the lessor of, 1) net cash proceeds from
the issuance or sale of 21C's capital stock or from other equity
investments and/or sales of assets for a total aggregate amount of
$125.0 million, or 2) an amount such that following the third
capital event 21C's cash and cash equivalents plus unused revolving
loan commitments equals at least $120.0 million and 21C's
consolidated leverage ratio is not greater than 6.4 to 1.0. The
amendment agreements also require the Company to maintain minimum
liquidity of $40.0 million.
Reimbursement
The United States Congress unanimously passed the Patient Access
and Medicare Protection Act (S. 2425) which freezes radiation
oncology freestanding payment rates for treatment delivery and
image guidance codes in 2017 and 2018 at levels set for 2016. The
bill was signed into law by President Obama on Dec. 28, 2015. In
2019, CMS will transition to a new episodic alternative payment
model. The legislation requires the Secretary of Health and Human
Services to submit to Congress a report on the development of an
episodic alternative payment model for reimbursement under the
Medicare program within 18 months.
Dr. Dosoretz, concluded, "We applaud Congress and President Obama
for their dedication to working together with the industry to
advance payment reform and achieve payment predictability while
ensuring patient access to quality cancer care. This is an
exceptional example of how bipartisan collaboration can deliver a
meaningful benefit to patients in need of the most advanced
technologies available in radiation therapy. We look forward to
working with policymakers over the next few years on developing an
alternative payment model which will provide continued access to
sophisticated radiation therapy treatment for patients for years to
come."
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.
* * *
As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.
As reported by the TCR on May 20, 2016, S&P Global Ratings lowered
its corporate credit rating on 21st Century to 'CCC' from 'B-' and
placed the rating on CreditWatch with negative implications.
39 BISHOP JOE: Court Extends Solicitation Period Through Sept. 29
-----------------------------------------------------------------
Judge Frank J. Bailey of the U.S. Bankruptcy Court for the District
of Massachusetts extends 39 Bishop Joe L. Smith Way, LLC's time
within which it has the exclusive right to solicit approval of a
plan of reorganization through Sept. 29, 2016.
As reported earlier by The Troubled Company Reporter, the Debtor
sought extension from the Court of its acceptance period thru Sept.
29, telling the Court that it is still finalizing an agreement with
a new third party proponent who will complete the project for the
previous third party proponent has indicated that he is no longer
willing to continue with the Plan, a circumstance beyond the
Debtor's control.
Currently, the Debtor has filed a Fourth Amended Disclosure
Statement and Fourth Amended Plan of Reorganization; however, the
Debtor's senior secured creditor, Hingham Institution for Savings
has filed a limited objection and the Debtor and HIS have resolved
the outstanding issues.
The Debtor said it intends on filing a non-adverse modification
agreed upon by the U.S. Trustee and HIS and will then file its
Fifth Amended Plan of Reorganization, which provide for a 100%
payment to all allowed claim holders for which the Debtor believes
that the plan is feasible and confirmable. The Debtor has received
votes from both Class Two and Class Three accepting the Plan.
About 39 Bishop Joe
39 Bishop Joe L. Smith Way, LLC, is the owner of two buildings
located at 39 Bishop Joe L. Smith Way, Dorchester, Massachusetts.
The property contains two vacant buildings, each containing six
units, currently undergoing renovation.
39 Bishop Joe L. Smith Way filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 15-10311) on Jan. 29, 2015, estimating under $1
million in both assets and liabilities. It is represented by John
M. McAuliffe, Esq., at McAuliffe & Associates, P.C.
ABBA MEDICAL: Seeks to Hire Kelly Firm as Legal Counsel
-------------------------------------------------------
ABBA Medical Transportation, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire The Kelly
Firm P.C. as its legal counsel.
Kelly Firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) advise the Debtor with respect to its rights and
obligations;
(b) appear in the bankruptcy court on behalf of the Debtor;
(c) assist the Debtor in formulating, negotiating and
securing confirmation of a plan of reorganization or
liquidation; and
(d) determine the validity of any liens which may be asserted
against assets of the Debtor's estate.
The firm's professionals and their hourly rates are:
Andrew J. Kelly $400
Chryssa Yaccarino $275
Karyn Kennedy Branco $275
Wendy Kelly-Sheridan $100
Marjorie Gifford $100
In a court filing, Mr. Kelly disclosed that the firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Andrew J. Kelly, Esq.
The Kelly Firm P.C.
1011 Highway 71, Suite 200
Spring Lake, NJ 07762
Tel: (732) 449-0525
About ABBA Medical Transportation
ABBA Medical Transportation, LLC, an ambulance transportation
provider, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. N.J. Case No. 16-25389) on Aug. 10, 2016. The case is
assigned to Judge Ferguson.
ABBA MEDICAL: Seeks to Hire Lawson Rescinio as Accountant
---------------------------------------------------------
ABBA Medical Transportation, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Lawson,
Rescinio, Schibell & Associates, P.C. as its accountant.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) prepare and file the Debtor's tax returns;
(b) prepare statements of the Debtor's operations;
(c) advise the Debtor regarding tax procedures adopted by the
Internal Revenue Service and the State of New Jersey;
(d) close out the year-end books and records of the Debtor;
(e) assist the Debtor in any audit; and
(f) assist the Debtor in preparing financial projections and
reports related to reorganization.
The billing rate for Lawson partners is $250 per hour. Meanwhile,
the hourly rates range from $165 to $200 for the firm's
professional staff, and from $65 to $125 for clerical staff.
Robert Matticola, a certified public accountant employed with
Lawson, disclosed in a court filing that the firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Robert Matticola, CPA
Lawson, Rescinio, Schibell & Associates, P.C.
1806 Route 35
Oakhurst, NJ 07755
Phone: (732) 531-8000 x 225
Fax: (732) 531-8080
Email: salschibell@lrscpa.com
About ABBA Medical Transportation
ABBA Medical Transportation, LLC, an ambulance transportation
provider, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. N.J. Case No. 16-25389) on August 10, 2016. The case is
assigned to Judge Ferguson.
ADAM DEVELOPERS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Adam Developers Enterprises, Inc.
249-02 Jericho Turnpike, Suite 205
Floral Park, NY 11001
Case No.: 16-43823
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Carla E. Craig
Debtor's Counsel: Gabriel Del Virginia, Esq.
LAW OFFICES OF GABRIEL DEL VIRGINIA
30 Wall Street, 12th Floor
New York, NY 10005
Tel: (212) 371-5478
Fax: (212) 371-0460
E-mail: gabriel.delvirginia@verizon.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Iqbal Ahmad, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb16-43823.pdf
AFFINITY GAMING: Moody's Puts B1 CFR on Review for Downgrade
------------------------------------------------------------
Moody's Investors Service placed the ratings of Affinity Gaming
Corporation on review for downgrade after the company announced it
had entered into an agreement to sell itself to affiliates of Z
Capital Partners, LLC in a transaction that values the company at
$580 million. Z Capital has received a debt financing commitment of
$465 million to fund the purchase. The review for downgrade
reflects an anticipated material weakening of leverage and coverage
metrics depending on the final capital structure. As of June 30,
2016, Moody's adjusted debt/EBITDA (pro-forma for Affinity's recent
refinancing) was approximately 4.8x.
On Review for Downgrade:
Issuer: Affinity Gaming Corporation
-- Probability of Default Rating, Placed on Review for
Downgrade, currently B2-PD
-- Corporate Family Rating, Placed on Review for Downgrade,
currently B1
-- Senior Secured Term Loan, Placed on Review for Downgrade,
currently B1(LGD3)
-- Senior Secured Revolving Credit Facility, Placed on Review
for Downgrade, currently B1(LGD3)
Outlook Actions:
Issuer: Affinity Gaming Corporation
-- Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE
The review for downgrade will focus on the financing structure for
the going private transaction, how quickly Affinity can de-lever,
and its liquidity profile.
Affinity Gaming Corporation owns and operates 11 casinos in Nevada,
Missouri, Iowa and Colorado. Net revenue for the latest 12-month
period ended June 30, 2016 was $385 million.
The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.
AFFINITY GAMING: S&P Puts 'B+' CCR on CreditWatch Negative
----------------------------------------------------------
S&P Global Ratings said it placed its 'B+' corporate credit rating
on Las Vegas-based Affinity Gaming on CreditWatch with negative
implications.
"At the same time, we placed our 'BB-' issue-level rating on the
company's senior secured credit facility, consisting of a $75
million revolving credit facility due 2021 and a $300 million term
loan due 2023, on CreditWatch with negative implications. Affinity
may seek an amendment to its existing credit facility and this debt
may remain in the capital structure, and we would lower the
issue-level rating at least one notch to reflect the lower expected
corporate credit rating. The '2' recovery rating on the facility
is unchanged at this time, but we could revise it unfavorably in
the event Affinity amends its existing facility to incorporate
incremental senior secured debt. In the event Affinity does not
amend its existing facility, the currently contemplated aggregate
debt commitment provided to Z Capital is sufficient to refinance
the company's existing debt. In the event the existing credit
facility is refinanced we would not lower the issue-level rating on
this debt, and would withdraw the rating upon completion of the
refinancing," S&P said.
"The CreditWatch listing reflects the likelihood that the offer
from Z Capital to buyout the approximately 59% remaining equity
stake in Affinity that it does not already own will result in
incremental leverage and a lower rating on the company if the
planned financing is successful," said S&P Global Ratings credit
analyst Stephen Pagano.
Z Capital has announced that it has aggregate commitments for debt
financing of $465 million to complete the transaction. Assuming
the planned financing goes through as currently contemplated,
adjusted debt to EBITDA would deteriorate to around 6x in 2017,
which would be above S&P's current 5x downgrade threshold. This
increase in leverage measures would result in a one-notch lower
rating. Also, upon completion of the transaction, Affinity will be
controlled by a financial sponsor that may extract cash or
otherwise increase leverage over time, providing further support
for a weaker financial risk assessment.
S&P expects to resolve the CreditWatch listing upon completion of
the planned financing and lower the corporate credit rating one
notch to 'B' from 'B+' to reflect incremental leverage.
In addition, Affinity may seek an amendment to its existing credit
facility and this debt may remain in the capital structure, and S&P
would lower the current 'BB-' issue level rating at least one notch
to reflect the lower expected corporate credit rating. The '2'
recovery rating on the facility is unchanged at this time, but S&P
could revise it unfavorably in the event Affinity amends its
existing facility to incorporate incremental senior secured debt.
In the event Affinity does not amend its existing facility, the
currently contemplated aggregate debt commitment provided to Z
Capital is sufficient to refinance the company's existing debt. In
the event the existing credit facility is refinanced S&P would not
lower the issue level rating on this debt, and would withdraw the
rating following the completion of the refinancing.
ALLEN BROTHERS: Bankruptcy Administrator Unable to Appoint Panel
----------------------------------------------------------------
The bankruptcy administrator for the Middle District of North
Carolina announced on August 24 that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Allen Brothers Timber Company, Inc.
Allen Brothers Timber Company, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Case No.
16-10656) on June 28, 2016. The petition was signed by Richard
Clayton Allen, president.
The case is assigned to Judge Lena M. James.
At the time of the filing, the Debtor estimated its assets at
$100,000 to $500,000, and debts at $1 million to $10 million.
APPVION INC: S&P Lowers CCR to 'B-' on Sustained High Leverage
--------------------------------------------------------------
S&P Global Ratings said that it has lowered its corporate credit
rating on Appleton, Wis.-based Appvion Inc. to 'B-' from 'B'. The
outlook is stable.
At the same time, S&P lowered its issue-level rating on the
company's second-lien notes to 'CCC' from 'CCC+'. The '6' recovery
rating remains unchanged, indicating S&P's expectation for
negligible (0%-10%) recovery in the event of a payment default.
Additionally, S&P revised its recovery ratings on Appvion's
first-lien debt to '1' from '2', indicating S&P's expectation for
very high (90%-100%) recovery in the event of a payment default.
S&P's 'B+' issue-level ratings on the debt remain unchanged to
reflect the improvement in their recovery prospects.
"The downgrade reflects that Appvion's credit measures have
weakened materially over the past year, including its adjusted
leverage metric of more than 13x," said S&P Global credit analyst
Chiza Vitta. "While the sustained turnaround we had been
anticipating a year ago appears to be underway, in our view, it
would now require more than a year for the company to improve its
credit profile such that it would be commensurate with a 'B'
rating."
The stable outlook on Appvion reflects S&P's belief that the
company will continue to sustain credit measures that are
appropriate for the current rating over the next year. While S&P
anticipates that the company's adjusted debt leverage will improve,
S&P don't expect that it will meet its triggers for an upgrade in
the next year. Furthermore, S&P do not foresee the company's
liquidity situation improving in that time frame without a change
in its capital structure.
S&P could lower its ratings on Appvion if S&P believes that the
capital structure is unsustainable, or if S&P expects that it will
engage in an exchange offer or debt restructuring. This would most
likely occur if the company's interest coverage declines and is
expected to remain below 1x, which could happen if the volume
growth in its thermal papers segment falters.
S&P could raise its ratings on Appvion if its adjusted debt
leverage falls below 8x, particularly if S&P reassess the company's
liquidity position as adequate. This could occur if the company is
able to sustain the recent improvement in its operating performance
and successfully execute on the various strategic and cost-cutting
initiatives that are underway.
BASIC ENERGY: Fails to Comply With NYSE Listing Standards
---------------------------------------------------------
Basic Energy Services, Inc. announced the receipt on Aug. 19, 2016,
of formal notice of non-compliance with the New York Stock Exchange
market capitalization and share price continued listing standards.
Section 802.01B of the NYSE Listed Company Manual prohibits the
Company's average global market capitalization over a consecutive
thirty trading-day period from being less than $50,000,000 at the
same time its stockholders' equity is less than $50,000,000.
Section 802.01C of the Manual requires the average closing price of
the Company's common shares to be at least $1.00 per share over a
consecutive thirty trading-day period. As noted in the NYSE
Notice, as of Aug. 18, 2016, the average closing price of Basic's
common shares over the preceding 30 trading-day period was $0.98
per share, the average global market capitalization over the
preceding thirty trading-day period was approximately $41.7 million
and the last reported stockholders' deficit was approximately
($62.4) million as of June 30, 2016.
Basic has ten business days from receipt of the NYSE Notice to send
a letter to the NYSE confirming receipt of the NYSE Notice and its
intent to cure the deficiencies. Upon submission of such a letter,
Basic would then submit a business plan within 45 days that
demonstrates compliance with the market capitalization and
stockholders' equity listing standard within eighteen months
following the NYSE Notice. Upon receipt of such plan, the NYSE
would have 45 calendar days to review and determine whether Basic
has made reasonable demonstration of its ability to come into
conformity with the relevant standards within the eighteen-month
period. The NYSE will either accept the plan, at which time Basic
would be subject to ongoing quarterly monitoring for compliance
with the plan, or the NYSE will not accept the plan and Basic would
be subject to suspension and delisting proceedings.
Basic has a period of six months from the date of the NYSE Notice
to regain compliance with the minimum share price criteria by
bringing its share price and thirty trading-day average share price
above $1.00. Basic can regain compliance at any time during the
six-month cure period if Basic's common shares have a closing price
of at least $1.00 per common share on the last trading day of any
calendar month during the cure period and an average closing price
of at least $1.00 per common share over the thirty-trading day
period ending on the last trading day of that month.
Under the NYSE rules, Basic's common shares will continue to be
listed and traded on the NYSE during the cure periods outlined
above, subject to Basic's compliance with other continued listing
requirements. The current noncompliance with the NYSE listing
standards does not affect Basic's ongoing business operations or
its U.S. Securities and Exchange Commission reporting requirements,
nor does it trigger any violation of its material debt or other
obligations. Basic is considering all available options to regain
compliance with the NYSE's continued listing standards. Basic can
provide no assurances that it will be able to satisfy any of the
steps outlined above and maintain the listing of its shares on the
NYSE.
About Basic Energy
Energy Services, Inc. provides a wide range of well site services
in the United States to oil and natural gas drilling and producing
companies, including completion and remedial services, fluid
services, well servicing and contract drilling. These services are
fundamental to establishing and maintaining the flow of oil and
natural gas throughout the productive life of a well. The
Company's broad range of services enables us to meet multiple needs
of its customers at the well site.
Basic Energy reported a net loss of $242 million in 2015
compared to a net loss of $8.34 million in 2014. As of June 30,
2016, Basic Energy had $1.07 billion in total assets, $1.14 billion
in total liabilities, and a $62.4 million total stockholders'
deficit.
"If we are unable to generate sufficient cash flow or are otherwise
unable to obtain the funds required to make principal and interest
payments on our indebtedness, or if we otherwise fail to comply
with the various covenants in instruments governing any existing or
future indebtedness, we could be in default under the terms of such
instruments. In the event of a default, the holders of our
indebtedness could elect to declare all the funds borrowed under
those instruments to be due and payable together with accrued and
unpaid interest, secured lenders could foreclose on any of our
assets securing their loans and we or one or more of our
subsidiaries could be forced into bankruptcy or liquidation. If our
indebtedness is accelerated, or we enter into bankruptcy, we may be
unable to pay all of our indebtedness in full. Any of the
foregoing consequences could restrict our ability to grow our
business and cause the value of our common stock to decline," the
Company warned in its annual report for the year ended Dec. 31,
2015.
* * *
The TCR reported on March 14, 2016, that Moody's Investors Service
downgraded Basic Energy Services, Inc.'s Corporate Family Rating
(CFR) to Caa3 from Caa1, its senior unsecured notes rating to Ca
from Caa2, and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3. The outlook remains negative.
As reported by the TCR on Aug. 17, 2016, S&P Global Ratings lowered
its long-term corporate credit rating on TX-based oilfield services
company Basic Energy Services Inc. to 'CC' from 'CCC-'.
"The downgrade follows Basic's announcement on Aug. 15, 2016, that
it has decided to defer the coupon payment on its senior unsecured
notes maturing 2019," said S&P Global Ratings credit analyst
Christine Besset. "The payment due date was Aug. 15, 2016, and
Basic is using the 30-day grace period provided in the notes'
indenture because the company is in the process of restructuring
its balance sheet," she added.
BERNARD L. MADOFF: Former Aid Settles Liquidation Suit
------------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal Pro
Bankruptcy, reported that Annette Bongiorno, convicted of helping
former boss Bernard Madoff operate the largest Ponzi scheme ever,
will now help track down stolen funds to settle litigation related
to the collapse of Mr. Madoff's investment firm.
According to the report, citing court papers, under a newly reached
litigation settlement, Ms. Bongiorno must help trustee Irving
Picard "with any efforts to recover customer property" in the
liquidation of Mr. Madoff's investment firm, Bernard L. Madoff
Investment Securities LLC.
Ms. Bongiorno, which received a six-year prison sentence following
her conviction of securities fraud and other criminal charges, was
sued by Mr. Picard in 2010, in one of hundreds of lawsuits seeking
to recover false profits and other payments received in connection
with the fraud, the report related.
The settlement provides that as long as Ms. Bongiorno cooperates
with Mr. Picard, he will drop his lawsuit against her, the report
further related. If she doesn't, he will be able to continue the
litigation, court papers say, the report further cited.
"Ms. Bongiorno's cooperation shall include making herself
reasonably available to assist in the trustee's ongoing
investigation of the BLMIS fraud and, among other things, to
provide truthful and complete testimony by declaration, at
deposition, or at trial," lawyers for Mr. Picard say in the filing,
the report added.
In addition to Ms. Bongiorno's pledge of cooperation, the
settlement of Mr. Picard's lawsuit requires payment of $3.9 million
worth of stock from an account in the name of Ms. Bongiorno's
husband.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of New
York granted the application of the Securities Investor Protection
Corporation for a decree adjudicating that the customers of BLMIS
are in need of the protection afforded by the Securities Investor
Protection Act of 1970. The District Court's Protective Order (i)
appointed Irving H. Picard, Esq., as trustee for the liquidation of
BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and
(iii) removed the SIPA Liquidation proceeding to the Bankruptcy
Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr.
Picard has retained AlixPartners LLP as claims agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno,
and Steven Morganstern -- assert US$64 million in claims against
Mr. Madoff based on the balances contained in the last statements
they got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later
transferred to Manhattan. In June 2009, Judge Lifland approved the
consolidation of the Madoff SIPA proceedings and the bankruptcy
case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).
From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims. As of December
2015, the SIPA Trustee has recovered more than $10.91 billion and
has distributed approximately $9.16 billion, including $833 million
in committed advances from the Securities Investor Protection
Corporation (SIPC).
BINTANG LLC: Seeks to Hire Lajara Radinson as Legal Counsel
-----------------------------------------------------------
Bintang LLC seeks approval from the U.S. Bankruptcy Court for the
District of Puerto Rico to hire Lajara Radinson & Alicea, PSC.
Lajara Radinson will serve as the Debtor's legal counsel in
connection with its Chapter 11 case. The firm's professionals and
their hourly rates are:
Diomedes Lajara Radinson $200
Valery Alicea Caceres $200
Paralegals $90
In a court filing, Mr. Radinson disclosed that the members of his
firm are "disinterested persons" as defined in section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Diomedes Lajara Radinson, Esq.
Valery Alicea Caceres, Esq.
1303 Americo Miranda Avenue
Caparra Terrace
San Juan, PR 00921-2109
Tel: (787) 781-6767
Fax: (787) 774-9324
About Bintang LLC
Bintang LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 16-06414) on August 12, 2016.
BLANCHETTE ROCKEFELLER: No Creditors' Committee Appointed
---------------------------------------------------------
The U.S. Trustee informs the U.S. Bankruptcy Court for the Northern
District of West Virginia that a committee of unsecured creditors
has not been appointed in the Chapter 11 case of Blanchette
Rockefeller Neurosciences Institute, Inc., due to insufficient
response to the U.S. Trustee communication/contact for service on
the committee.
About Blanchette Rockefeller
Blanchette Rockefeller Neurosciences Institute, Inc., based in
Morgantown, WV, filed a Chapter 11 petition (Bankr. N.D. W.Va. Case
No. 16-00771) on July 28, 2016. The Hon. Patrick M. Flatley
presides over the case. Rayford K. Adams, III, Esq. , at Spilman
Thomas & Battle, PLLC, as bankruptcy counsel.
At the time of filing, the Debtor estimated $1 million to $10
million in assets and $500,000 to $1 million in liabilities. The
petition was signed by Shana Kay Phares, president and chief
executive officer.
BUILDERS FIRSTSOURCE: Closes Offering of $750M Senior Notes
-----------------------------------------------------------
Builders FirstSource, Inc., has closed its private offering of $750
million aggregate principal amount of 5.625% Senior Secured Notes
due 2024 and repriced its previous $600 million senior secured term
loan facility through an amendment to its term loan credit
agreement providing for a $470 million senior secured term loan
facility and an interest reduction of 1.25%.
Net proceeds from the offering of the Notes were used to redeem all
of the Company's outstanding 7.625% Senior Secured Notes due 2021,
repay approximately $125 million of the Company's borrowings under
its Previous Term Loan Facility and pay related transaction fees
and expenses. The Notes offering enabled the company to reduce the
go forward coupon rate on its senior secured Notes by 2.0% as well
as extending the maturity to 2024.
The Notes were issued and sold in a private transaction exempt from
the registration requirements of the Securities Act of 1933, as
amended to qualified institutional buyers in accordance with Rule
144A under the Securities Act and to non-U.S. persons outside the
United States pursuant to Regulation S under the Securities Act.
Accordingly, the Notes and the related guarantees will not be
registered under the Securities Act and the Notes and the related
guarantees may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act.
Term loans under the $470.0 million New Term Loan Facility bear
interest based on either the eurodollar rate or base rate (a rate
equal to the highest of an agreed benchmark rate commercially
available, the federal funds effective rate plus 0.50% and the
eurodollar rate plus 1.0%) plus, in each case, an applicable
margin, at the Company’s option. The applicable margin in
respect of the loans under the New Term Loan Facility will be (x)
3.75% in the case of Eurodollar rate loans and (y) 2.75% in the
case of base rate loans. This represents a 1.25% reduction from
the Previous Term Loan Facility. Deutsche Bank AG New York Branch
continues to serve as administrative agent and collateral agent
under the New Term Loan Facility. Pro Forma Financial Schedule of
Go Forward Cash Interest and Debt to Follow.
Floyd Sherman, the Company's chief executive officer, commented,
"We are always actively evaluating opportunistic transactions to
lower our interest expense or otherwise address our capital
structure. The $750 million of senior secured notes we issued
provide an extended maturity of 2024 as well as an attractive
5.625% coupon. We used the proceeds from that offering to redeem
all of our outstanding 7.625% notes due 2021 and to repay $125
million of our borrowings under our Previous Term Loan Facility.
Together with the offering of the Notes, the New Term Loan Facility
will lower our go forward annual cash interest expense by over $15
million, as well as meaningfully extend the maturity of our debt
portfolio and transition a larger portion of our debt from variable
to fixed rates."
Chad Crow, the Company's president and chief financial officer,
added, "There are about six years until our first debt maturity on
the New Term Loan Facility. We expect free cash flow generation
will give us the opportunity to significantly reduce debt over the
next several years in advance of this first maturity as our new
debt structure continues to provide the company the flexibility for
debt repayment. We feel confident in our ability to generate cash,
enabled by business growth, cost savings realization, and
relatively low capital expenditures. Additionally, we have over
$600 million of liquidity, consisting of net borrowing availability
under our revolving credit facility and cash on hand."
Additional information is available from the SEC website at:
https://is.gd/EmQRaU
About Builders FirstSource
Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction. The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors. Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.
Builders Firstsource reported a net loss of $22.8 million on $3.56
billion of sales for the year ended Dec. 31, 2015, compared to net
income of $18.2 million on $1.60 billion of sales for the year
ended Dec. 31, 2014.
* * *
As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.
"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger. As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.
In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.
BUMBLE BEE: S&P Affirms 'B' CCR, Outlook Stable
-----------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Bumble Bee Holdings Inc. The outlook is stable.
At the same time, S&P affirmed its 'B' issue-level ratings on the
company's $605 million senior secured notes maturing in December
2017. The recovery ratings remain '3', indicating S&P's
expectations for meaningful (50% to 70%, lower half of the range)
recovery in the event of a payment default.
S&P also affirmed its issue-level rating on the company's
$150 million senior paid-in-kind (PIK) toggle notes maturing in
March 2018 at 'CCC+'. The recovery ratings remain '6', indicating
S&P's expectations for negligible (0% to 10%) recovery in the event
of a payment default.
Adjusted debt for the 12 months ended July 2, 2016, was
$764 million.
"The affirmation reflects our view that leverage will improve
closer to 7.0x by fiscal year end 2016 from over 7.5x for the last
12 months ended July 2, 2016," S&P Global Ratings analyst Amanda
Cusumano said. "Leverage has increased because of weak revenue
performance and higher marketing and legal expenses that have
restrained profitability."
The stable outlook reflects S&P's expectation for operating
performance to improve beyond fiscal 2016, as new product
innovations at higher price points support revenue growth and
EBITDA improves from lower legal expenses and higher margin
products in 2017. S&P estimates this will result in debt to EBITDA
near 7x in 2016 and 6x in 2017, coming down from elevated levels
above 7.5x for the LTM ended July 2, 2016. The stable outlook
incorporates S&P's expectation that the company will refinance its
$225 million ABL facility ahead of its June 2017 maturity.
S&P could consider a downgrade if operating performance
deteriorates further or financial policies become more aggressive
leading to leverage being sustained well over 8x or if S&P no
longer believes the company will be able to refinance its ABL
facility before its maturity in June 2017. A deterioration of
operating performance could occur from an unfavorable ruling from
the Department of Justice investigation, or if the company is not
successful with its new higher margin product innovations or
experiences continued volume declines in its core portfolio with
the inability to take pricing.
S&P could consider an upgrade if improvements in profitability lead
S&P to expect leverage to be sustained below 5x. However, S&P
expects the company to maintain leverage over 5x, given its
financial sponsor ownership and aggressive financial policies. S&P
estimates this could occur if the company improves profitability
through lower commodity costs and higher margin products leading to
gross profit margins sustained above 24%.
CAESARS ENTERTAINMENT: Judge Weighs Another Suit Reprieve
---------------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal Pro
Bankruptcy, reported that the federal judge weighing whether to
grant Caesars Entertainment Corp. another reprieve in an $11
billion legal battle raised the possibility that settlement talks
might make more progress if litigation involving bondholders is
allowed to proceed.
According to the report, as lawyers wrapped up their arguments over
a proposed litigation shield for Caesars, Judge A. Benjamin Goldgar
of the U.S. Bankruptcy Court in Chicago asked if past settlement
talks were "more productive" when such a shield wasn't in place.
The judge then wondered whether the temporary litigation shield he
previously granted has had "exactly the opposite effect" by
discouraging settlement talks, the report related.
Judge Goldgar, who is overseeing the operating unit's chapter 11
case, has previously enjoined, or halted, the litigation, the
report further related. That shield will expire on Aug. 29,
however, unless he renews the injunction, the report said. If he
doesn't, New York and Delaware courts could issue speedy rulings on
the disputed guarantees in a matter of weeks, the report added.
As previously reported by The Troubled Company Reporter, citing
Reuters, the bankrupt operating unit of CEC asked the judge to
extend a lawsuit shield for its parent company, which a financial
advisor said is critical to making progress toward a settlement
with holdout creditors.
According to the report, negotiations are advancing thanks to the
prospect of more cash for creditors following the $4.4 billion
sale
of another Caesars affiliate in July and the possibility of
financial contributions from Caesars' private equity sponsors,
Brendan Hayes, managing director of Millstein & Co said at a
hearing.
But negotiations need to take place without the threat of
judgments
on bondholder litigation currently pending in New York and
Delaware
against the non-bankrupt Caesars parent, Hayes said, the report
related.
Parties in the long and litigious $18 billion bankruptcy met in
U.S. Bankruptcy Court in Chicago as Caesars Entertainment
Operating
Co Inc (CEOC) requested a third halt to $11.4 billion in lawsuits
by noteholders against its parent over bond guarantees, the report
said. A current injunction expires on Aug. 29, the report added.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
* * *
The U.S. Bankruptcy Court for the Northern District of Illinois
approved the adequacy of the disclosure statement explaining the
second amended joint Chapter 11 plan of reorganization of Caesars
Entertainment Operating Company Inc. and its debtor-affiliates.
The Court set Oct. 31, 2016, at 4:00 p.m. (prevailing Central Time)
as last day for any holder of a claim entitle to vote to accept or
reject the Debtors' plan.
A hearing is set for Jan. 17, 2017, at 10:30 a.m. (prevailing
Central Time) in Courtroom No. 642 in the Everett McKinley Dirksen
United States Courthouse, 219 South Dearborn Street, Chicago,
Illinois, to confirm the Debtors' plan. Objections to
confirmation, if any, are due Oct. 31, 2016, at 4:00 p.m.
(prevailing Central Time).
CALIFORNIA RESOURCES: Moody's Changes PDR to 'Caa2-PD/LD'
---------------------------------------------------------
Moody's Investors Service changed California Resources
Corporation's (CRC) Probability of Default Rating to Caa2-PD/LD
following the completion of the company's debt tender offer on
August 17th. The existing debt ratings and Caa2 Corporate Family
Rating (CFR) were affirmed. The Speculative Grade Liquidity Rating
is affirmed at SGL-4 and the outlook is negative.
"CRC's repurchase of senior notes through a tender offer and its
new $1 billion term loan together have reduced balance sheet debt
by approximately 11%," commented James Wilkins, Moody's Vice
President -- Senior Analyst. "However, the company continues to
have elevated debt and its interest burden has increased."
The following summarizes CRC's ratings.
Issuer: California Resources Corp.
Ratings Affirmed:
-- Probability of Default Rating, Caa2-PD/LD (/LD appended)
-- Corporate Family Rating, Caa2
-- Senior Secured Bank Credit Facility, B1 (LGD2)
-- First Lien, Second Out Term Loan due 2021, Caa1 (LGD3)
-- Second lien secured notes due 2022, Caa3 (LGD5) from Caa3
(LGD4)
-- Senior unsecured notes, Ca (LGD6)
-- Speculative Grade Liquidity Rating, SGL-4
Outlook:
-- Outlook, Negative
RATINGS RATIONALE
Moody's considers CRC's repurchase of $1.416 billion principal
amount of three senior unsecured notes issues through a tender
offer at significant discounts to par (weighted average price of
53) as a distressed exchange, which is an event of default under
Moody's definition of default. Moody's has appended the PDR with an
"/LD" designation indicating a limited default, which will be
removed after three business days. The company entered into a new
$1 billion term loan due 2021 and used the proceeds to partially
repay principal under its revolving credit facility and existing
term loan due 2019. The tender offer was funded with borrowings
under CRC's revolving credit facility and resulted in $1.416
billion of senior unsecured notes being repurchased. Balance sheet
debt was reduced by approximately $625 million or 11%, after
accounting for transaction fees.
The August debt transactions reduced the amount of debt maturing in
2019, but the weighted average maturity of CRC's debt was modestly
shortened. The interest rate on the new $1 billion term loan of
LIBOR plus 10.375% is higher than the coupons (5% - 6%) on the
retired notes, resulting in a higher interest burden (over $24
million per year) following the transactions. Under Moody's price
assumptions with WTI oil at $45/bbl in 2017, CRC's interest
coverage will near 1x in 2017.
CRC's Caa2 CFR reflects its high leverage, declining production
rates and modest retained cash flow amid the weak oil and natural
gas price environment. The company has weak cash flow metrics that
have not improved meaningfully despite the company's efforts to
improve the cost structure, significantly reduce capital spending
and transactions to reduce debt. The company has reduced its
balance sheet debt by $1.3 billion since 30 June 2015, without
impacting EBITDA generation, including through the tender offer
competed in August 2016, the December 2015 debt for debt exchange,
debt for equity exchanges in 2016 and modest repayment of debt with
free cash flow.
Moody's expects production levels to continue to decline in the
second half 2016 and 2017. CRC generally has a more moderate
decline rate than shale oil producers, but sharp cuts in capital
expenditures necessitated by lower crude oil prices are resulting
in lower production volumes.
CRC's SGL-4 Speculative Grade Liquidity Rating reflects weak
liquidity and Moody's expectation that, in 2017, the company may
not remain in compliance with its revised leverage and interest
coverage ratios under the credit agreement. CRC's liquidity is
supported by its funds from operations and adequate availability
under its borrowing base revolving credit facility due 2019 so long
as it is able to meet its financial covenants or amend their terms.
The company had $781 million outstanding on its revolving credit
facility as of 30 June 2016, with unused availability of $460
million, before the debt tender.
The negative outlook reflects uncertainty surrounding CRC's ability
to maintain compliance with its financial covenants and maintain
interest coverage metrics supportive of the Caa2 CFR. The ratings
could be downgraded if CRC appears unable to maintain an interest
coverage ratio greater than 1x, its revolver availability
diminishes materially or the company does not improve its leverage
profile. The ratings could be upgraded if Moody's expects CRC to
maintain retained cash flow to debt greater than 5% and interest
coverage above 1.2x on a sustainable basis.
California Resources Corporation, headquartered in Los Angeles, is
an independent exploration and production company with operations
exclusively in California. The company was spun out of Occidental
Petroleum in November 2014.
CALIFORNIA RESOURCES: S&P Cuts CCR to SD on Completed Tender Offer
------------------------------------------------------------------
S&P Global Ratings lowered the corporate credit rating on Los
Angeles-based California Resources Corp. to 'SD' from 'CC'
following the close of its tender offer for its senior unsecured
and second-lien debt.
At the same time, S&P lowered the ratings on its senior unsecured
debt to 'D' from 'CC'. The recovery rating remains '6', reflecting
S&P's expectation of negligible (0%-10%) recovery in the event of a
payment default.
S&P also raised the ratings on the senior secured second-lien notes
to 'CCC+' from 'CC' and revised the recovery rating to '4',
indicating S&P's expectation of average (30%-50%, upper half of
range) recovery in the event of a payment default, from '3'.
The issue-level ratings on the company's first-lien debt, including
the new $1 billion first-lien, second-out term loan, remain 'B'
with a recovery rating of '1', reflecting S&P's expectation of very
high (90% to 100%) recovery in the event of a payment default. S&P
has finalized the ratings on the $1 billion first-lien, second-out
term loan.
"The downgrade follows the close of CRC's tender offer for its
senior unsecured and second-lien notes," said S&P Global Ratings
credit analyst Paul Harvey. "We viewed the tenders on the senior
unsecured notes as a selective default because investors received
less than what was promised on the original securities, about 53%
of par on average," he added
The second-lien notes were not accepted in the tender. Also, S&P
viewed the offer as distressed, rather than purely opportunistic,
given the current challenging operating environment and need for
CRC to reduce its burdensome debt level to be in line with
expectations for longer-term crude oil and natural gas prices.
Additionally, S&P returned the rating on CRC's second-lien notes to
'CCC+', and lowered the recovery rating to '4', indicating S&P's
expectation for average (30%-50%, upper half of range) recovery in
the event of a payment default, from 3. The revision of the issue
level rating reflects that the second-lien notes were not accepted
for the tender, because the senior unsecured notes had priority in
the tender and were oversubscribed. The lower recovery rating
reflects the additional first lien debt following the upsize of the
first-lien, second-out term loan to $1 billion from $700 million.
S&P expects to reassess the corporate credit rating in the
near-term, and at this time expect to raise the rating back to
'CCC+' from 'SD'. S&P also expects to maintain the 'D' ratings on
the notes involved in the tender because S&P expects there could be
further distressed transactions on those notes.
The first-lien senior secured debt, including the second-out term
loan, and second-lien note ratings reflect the expectation that the
corporate credit rating will return to 'CCC+' from 'SD'.
CALVIN LARON FORD: Unsecureds to Get 13% Dividend Under Plan
------------------------------------------------------------
Calvin Laron Ford filed with the U.S. Bankruptcy Court for the
Northern District of Florida a disclosure statement and plan of
reorganization dated Aug. 12, 2016.
The Plan will provide for payment of priority debt immediately upon
confirmation of the Plan; debt secured by personal property will be
paid over a period of five years; and the payment of debt secured
by real property will be paid as agreed by the parties. Unsecured
creditors will receive a dividend of 13%, without interest, over 5
years.
Class VII consists of the undersecured claim of Cadence Bank, Proof
of Claim 1-1. The Claim in Class VII will be paid $6,000 per
quarter for the five years of the Debtor's Plan. This represents a
dividend of approximately 13%. This claim is secured by the
nominal equity in the Debtor's rental properties, both those titled
to him individually and those titled to CL Ford Contracting, Inc.,
as the judgment held by Cadence Bank is against both entities.
Upon completion of the payments set out, Cadence Bank will satisfy
and cancel its lien as to both entities. Each respective creditor
will retain its lien against the Debtor's real property, vehicle or
other equipment until its claim is paid in full.
The Debtor will retain all property of the estate. The funds for
implementing the Plan will come from the ongoing business of the
debtor, through his continued operation of his construction
business and the maintenance of his rental properties. In the
event that this attempt to reorganize under Chapter 11 is
unsuccessful, the case will either be converted to a liquidation
bankruptcy under Chapter 7 or be dismissed. The disbursing agent
for the Debtor will be the Debtor.
A copy of the Plan is available at:
http://bankrupt.com/misc/flnb14-40634-127.pdf
The Plan was filed by:
Allen P. Turnage, Esq.
P.O. Box 15219
Tallahassee FL 32317
Tel: (850) 224-3231
Fax: (850) 224-2535
E-mail: service@turnagelaw.com
Calvin Laron Ford operates Tremont Concrete Construction, Inc., as
his primary source of income. In addition, the Debtor owns rental
properties both in his personal name and in the name of a previous
corporation, CL Ford Contracting, Inc.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No.14-40634) on Nov. 14, 2016. The Debtor disclosed
total assets of $976,000 and total debts of $1.010 million.
CANNABIS SCIENCE: Default on Notes Raise Going Concern Doubt
------------------------------------------------------------
Cannabis Science, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.75 million on $2,862 of revenue for the three months ended
June 30, 2016, compared to a net loss of $6.11 million on $nil of
revenue for the same period in 2015.
The Company's balance sheet at June 30, 2016, showed $2.01 million
in total assets, $5.15 million in total liabilities and total
stockholders' deficit of $3.13 million.
The Company has a working capital deficit of $4,811,535 as of June
30, 2016 compared to a working capital deficit of $4,100,603 as of
December 31, 2015. There are insufficient liquid assets to meet
current liabilities or sustain operations through 2016 and beyond
and the Company must raise additional capital to cover the working
capital deficit. Management is working on plans to raise
additional capital through private placements and lending
facilities. The Company currently is relying on existing cash and
loans from stockholders to meet its obligations and sustain
operations.
The Company has promissory note payment commitments of $1,340,156
due to stockholders and currently is in default. The Company is
negotiating with the debtors to extend the notes payable. There is
substantial doubt as to the Company's ability to continue as a
going concern without a significant infusion of capital. At June
30, 2016, the Company had insufficient operating revenues and cash
flow to meet its financial obligations.
A copy of the Form 10-Q report is available for free at:
https://is.gd/XjrI0x
Cannabis Science, Inc. is at the forefront of medical marijuana
research and development. The Company works with world authorities
on phytocannabinoid science targeting critical illnesses, and
adheres to scientific methodologies to develop, produce, and
commercialize phytocannabinoid-based pharmaceutical products. The
Company is dedicated to the creation of cannabis-based medicines,
both with and without psychoactive properties, to treat disease and
the symptoms of disease, as well as for general health
maintenance.
COBALT INTERNATIONAL: S&P Affirms 'CCC+' CCR, Outlook Negative
--------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' unsolicited corporate credit
rating on Houston-based Cobalt Energy International Inc. (CIE) and
revised the outlook to negative from stable.
At the same time, S&P affirmed its 'CCC-' issue-level rating on the
company's convertible senior notes. The recovery rating on this
debt is '6', indicating S&P's expectation of negligible (0%-10%)
recovery in the event of default.
"We are revising the outlook on CIE to negative based on our view
that the company could face a material liquidity shortfall in late
2017 absent asset sales or a significant reduction in capital
spending," said S&P Global Ratings credit analyst Kevin Kwok. "We
have also revised our assessment of liquidity to less than
adequate," he added.
On Aug. 22, 2016, the purchase and sale agreement between CIE and
the Angolan national oil company, Sonangol, was automatically
terminated on the one-year deadline as the requisite Angolan
government approvals were not received. CIE will be required to
return the initial $250 million payment made by Sonangol in 2015.
CIE and Sonangol jointly agreed that the company would market its
40% working interest in each of Block 20 and 21 to third parties.
Sonangol currently holds a 30% and 60% working interest in Block 20
and 21, respectively. The company has begun marketing its Angolan
assets to interested third parties.
S&P's 'CCC+' corporate rating reflects Cobalt's unsustainable
leverage and its reliance on the success of its exploration and
development program to improve its financial standing. Currently,
the company has limited production, revenues, and proved reserves.
The negative rating outlook on CIE reflects the possibility that
S&P could lower the rating if it believed the company would face a
material liquidity shortfall within the next 12 months. S&P
estimates that cash on hand will be sufficient to cover capital
expenditures, interest expense, and operating costs over the next
year, but that the company will need to execute additional asset
sales, raise other external capital, or significantly reduce
capital spending in 2017 to avoid a material liquidity shortfall.
Cobalt has begun marketing its Angolan assets to interested third
parties.
S&P could lower the rating if liquidity deteriorated such that it
expected a material deficit within 12 months, or if S&P no longer
expected the company to be able to meet its obligations. This
would most likely occur if the company were unable to sell its
Angolan assets to a third party, or if it did not significantly
reduce capital expenditures next year.
S&P could revise the outlook to stable if the company were able to
improve liquidity, which would most likely occur if it were able to
sell its Angolan assets at a price that would fund capital
expenditures over the next two to three years, or if it raised
other external capital. Although cutting capital expenditures
would preserve liquidity near-term, it could ultimately hinder the
company's ability to grow production and reserves.
COFFEE REGIONAL: S&P Raises Rating on Revenue Bonds to BB
---------------------------------------------------------
S&P Global Ratings raised its long-term rating on Coffee County
Hospital Authority, Ga.'s series 2004 tax exempt revenue bonds,
issued for Coffee Regional Medical Center Inc. (CRMC) to 'BB' from
'BB-'. The outlook is positive.
"We assessed CRMC's enterprise profile as adequate characterized by
a dominant market share in a limited service area," said S&P Global
Ratings analyst Aamna Shah. "We also assessed CRMC's financial
profile as adequate based on sustained improvement in most key
metrics since fiscal 2013." More specifically, operating margins
have been quite robust compared with prior years as a result of
operational improvements led by management, including a new chief
financial officer (CFO) who joined the organization in 2015. S&P
anticipates that financial performance will remain in line with
recent results because of the improvements evident in CRMC's
operating performance. Furthermore, CRMC has improved its balance
sheet materially over the past year. S&P thinks these combined
credit factors lead to an indicative assessment of 'bb'. The final
'BB' rating on the Hospital's bonds reflects S&P's holistic view of
the hospital's current market position and positive operational and
financial trend.
The 'BB' rating is based on S&P's view of CRMC Health Care Systems
group credit profile (GCP) and the obligated group's core status.
The positive outlook reflects S&P's view that CRMC is well
positioned to continue to post margins in line with recent history
due to operational improvements implemented by management. The
outlook further reflects S&P's expectation that management will
continue implementation of cost control initiatives which may
result in sustained improvements to operations and the balance
sheet.
S&P could raise the rating during the one-year outlook period in
case of sustained improvements to operations as well as
commensurate growth in unrestricted reserves.
While not anticipated, S&P may consider lowering the rating within
the one-year outlook period in the unlikely event that operations
show no signs of sustained improvement, or if unrestricted reserves
suddenly weaken, resulting in cash falling to less than 65 days.
CRMC currently operates a multi-specialty, general medical and
surgical hospital licensed for 88 acute care beds in Douglas,
Georgia, with a total revenue of $102 million.
CORNERSTONE TOWER: Paulsen Inc. Appointed to Committee
------------------------------------------------------
The Office of the U.S. Trustee on August 24 appointed Paulsen Inc.
to serve on the official committee of unsecured creditors of
Cornerstone Tower Service, Inc.
The bankruptcy watchdog had earlier appointed IRZ Consulting LLC
and Towerkraft Engineering, P.C., court filings show.
Paulsen Inc. can be reached through:
Scott Holbrook
Paulsen Inc.
P.O. Box 17
Cozad, NE 69130
Phone: (308) 325-1344
Email: scotth.paulsen@cozadtel.net
About Cornerstone Tower
Headquartered in Grand Island, Nebraska, Cornerstone Tower Service,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Neb.
Case No. 16-40787) on May 13, 2016, estimating its assets at
between $1 million and $10 million and liabilities at between $1
billion and $10 billion. The petition was signed by James Scheer,
president.
Judge Thomas L. Saladino presides over the case.
John C. Hahn, Esq., at Jeffrey, Hahn, Hemmerling & Zimmerman serves
as the Debtor's bankruptcy counsel.
DAVIS HOLDING: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: Davis Holding Co., LLC
7 East High St., Apt. 301
Lawrenceburg, IN 47025
Case No.: 16-91361
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Southern District of Indiana (New Albany)
Judge: Hon. Basil H. Lorch III
Debtor's Counsel: David M. Cantor, Esq.
SEILLER WATERMAN LLC
462 4th Street Ste 2200
Louisville, KY 40202
Tel: 502-584-7400
E-mail: cantor@derbycitylaw.com
- and -
William P. Harbison, Esq.
SEILLER WATERMAN LLC
Meidinger Tower, 22d Floor
462 South Fourth Street
Louisville, KY 40202
Tel: 502-584-7400
Fax: 502-371-9215
E-mail: harbison@derbycitylaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gregory N. Davis, sole member.
A copy of the Debtor's list of seven unsecured creditors is
available for free at http://bankrupt.com/misc/insb16-91361.pdf
DENNIS RAY JOHNSON II: Trustee/Examiner Sought on Lien of Assets
----------------------------------------------------------------
Peoples Bank asked the U.S. Bankruptcy Court for the Southern
District of West Virginia to enter an order appointing a Chapter 11
Trustee to oversee the administration of the Chapter 11 bankruptcy
case of Dennis Ray Johnson, II, or in the alternative, appoint an
Examiner to investigate the conduct of the Debtor.
The Debtor is owner of a collective enterprise of more than 10
corporate entities that engaged in the mining, cleaning, shipping
and sale of coal. The Bank has a lien on some of the assets of
Debtor and of the other corporate entities.
According to the bank, the Debtor has not been acting in
good-faith, intends to, and has delayed the bankruptcy proceeding
to the detriment and prejudice of its Estate. Even more troubling,
the Bank has recently discovered the Debtor is concealing,
transferring and otherwise disposing of its (and other related
debtors) assets outside of the bankruptcy process.
The bank asserts that cause exists to appoint a Trustee based on
Debtor's concealing, misrepresenting and otherwise transferring
and/or disposing of assets, the threats of intimidation and the
obstruction of justice and to prevent any further loss of assets
from the Estate based on the intracompany transfers, pre-petition
transfers by the Debtor, and post-petition attempts to conceal
collateral in preparation for a sale not approved by the Court.
The bank further asserts that it is the best interest of the
creditors and other interests of the bankruptcy estate to appoint a
Chapter 11 Trustee to oversee the administration of Debtor's
bankruptcy, and should the Court determines that the appointment of
a Chapter 11 Trustee is not necessary, the bank asks for the
appointment of an Examiner to complete an appropriate investigation
into Debtor's conduct as debtor-in-possession.
The bankruptcy case is, IN RE: DENNIS RAY JOHNSON, II,
Debtor-in-Possession, Bankruptcy No. 3:16-bk-30227 (Bankr. S.D.
W.Va.).
DORIS WALLER: Unsecureds to Recoup 100% Under Plan
--------------------------------------------------
Doris Waller filed with the U.S. Bankruptcy Court for the Southern
District of California a proposed individual Chapter 11 combined
plan of reorganization and disclosure statement dated June 14,
2016, which proposes that general unsecured creditors get 100% of
their allowed claims plus 3% interest in monthly payments over five
years.
Under the Plan, creditors will receive payment in 60 equal monthly
installments, due on the 20th day of the month, starting September
2016.
The Combined Plan and Disclosure Statement dated June 14, 2016, is
available at:
http://bankrupt.com/misc/casb15-03748-162.pdf
The Combined Plan and Disclosure Statement was filed by:
Sallie A. Blackman, Esq.
Law Offices of Timothy A. Chandler
110 West C Street, Suite 1300
San Diego, CA 92101
Tel: (619) 645-5245
E-mail: blackmangill@yahoo.com
About Doris Waller
Doris Waller filed a Chapter 11 protection (Bankr. S.D. Cal. Case
No. 15-03748) on June 2, 2015, following the loss of his job as an
engineer. As a result of employment, he fell behind on the
mortgage of his home locate at 6127 Beaumont Avenue, in La Jolla,
California. The mortgage was held by Wells Fargo Bank.
The Debtor is represented by Sallie A. Blackman, Esq., at the Law
Offices of Timothy A. Chandler.
EQUIPMENT LEASING: Case Summary & 4 Unsecured Creditors
-------------------------------------------------------
Debtor: Equipment Leasing of Sidney, LLC
PO Box 946
Sidney, OH 45365
Case No.: 16-32670
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Northern District of Ohio (Toledo)
Judge: Hon. John P. Gustafson
Debtor's Counsel: Eric R. Neuman, Esq.
DILLER AND RICE, LLC
1105-1107 Adams Street
Toledo, OH 43604
Tel: 419-724-9047
E-mail: eric@drlawllc.com
Steven@drlawllc.com;
Kim@drlawllc.com;
Total Assets: $418,070
Total Liabilities: $5.49 million
The petition was signed by Steven Woodruff, manager.
A copy of the Debtor's list of four unsecured creditors is
available for free at http://bankrupt.com/misc/ohnb16-32670.pdf
EYEGATE PHARMACEUTICALS: Needs Capital to Continue as Going Concern
-------------------------------------------------------------------
Eyegate Pharmaceuticals, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $3.82 million on $234,600 of collaboration revenue for
the three months ended June 30, 2016, compared to a net loss of
$1.54 million on $nil of collaboration revenue for the same period
in 2015.
For the six months ended June 30, 2016, the Company listed a net
loss of $6.23 million on $234,600 of collaboration revenue,
compared to a net loss of $4.34 million on $nil of collaboration
revenue for the same period in the prior year.
As of June 30, 2016, the Company had $12.78 million in total
assets, $6.31 million in total liabilities and a total
stockholders' equity of $6.47 million.
At June 30, 2016, EyeGate had Cash and Cash Equivalents of
$8,026,419, and an Accumulated Deficit of $71,521,015. EyeGate has
incurred losses and negative cash flows since inception, and future
losses are anticipated. The Company anticipates having sufficient
cash to fund planned operations for approximately 9 to 12 months,
however, the acceleration or reduction of cash outflows by
management can significantly impact the timing for raising
additional capital to complete development of its products. To
continue development, EyeGate will need to raise additional capital
through equity financing, license agreements, and/or additional
U.S. government grants. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
A full-text copy of the Form 10-Q is available for free at:
http://bit.ly/2bwC1XF
Waltham, Mass.-based Eyegate Pharmaceuticals, Inc. is a
clinical-stage specialty pharmaceutical company. The Company is
focused on developing and commercializing therapeutics and drug
delivery systems for treating diseases of the eye. The Company's
lead product, EGP-437, incorporates a reformulated topically active
corticosteroid, dexamethasone phosphate, which is delivered into
the ocular tissues through its drug delivery system, the EyeGate II
Delivery System. The Company is developing EGP-437 for the
treatment of various inflammatory conditions of the eye, including
uveitis, a debilitating form of intraocular inflammation of the
anterior portion of the uvea, such as the iris and/or ciliary body,
and macular edema, an abnormal thickening of the macula associated
with the accumulation of excess fluids in the extracellular space
of the neurosensory retina. The EyeGate II Delivery System is
designed to deliver optimal quantities of drugs to the anterior or
posterior segments of the eye.
FIRST PHOENIX-WESTON: Heather A. Bruemmer Appointed PCO
-------------------------------------------------------
Patrick S. Layng, the United States Trustee for the Western
District of Wisconsin, appointed Heather A. Bruemmer, the Executive
Director of the Wisconsin Board on Aging & Long Term Care, as the
patient care ombudsman for First Phoenix-Weston, LLC and FPG & LCD,
L.L.C.
The Trustee's Notice of Appointment of Patient Care Ombudsman is
made on August 22, 2016.
Pursuant to Section 333(b) of the Bankruptcy Code, the PCO will:
(1) monitor the quality of patient care provided to patients of the
debtor, to the extent necessary under the circumstances, including
interviewing patients and physicians; (2) not later than 60 days
after the date of appointment, and not less frequently than at 60
day intervals thereafter, report to the court after notice to the
parties in interest, at a hearing or in writing, regarding the
quality of patient care provided to patients of the debtor; and (3)
if the ombudsman determines that the quality of patient care
provided to patients of the debtor is declining significantly or is
otherwise being materially compromised, file with the court a
motion or written report, with notice to the parties in interest
immediately upon making such determination.
The Bankruptcy Code generally provides that the Patient Care
Ombudsman will maintain any information she obtains by virtue of
her appointment in this case that relates to patients (including
information relating to patient records) as confidential
information.
The Trustee further notified that Bruemmer is permitted expressly
to use the staff of Wisconsin Board on Aging & Long Term Care to
assist her in the performance of her duties and responsibilities,
save and except for her reporting obligations.
About First Phoenix-Weston
First Phoenix-Weston, LLC and FPG & LCD, L.L.C., were formed in
2010 to organize, develop, and manage an assisted living and
skilled nursing care facility near three major regional hospitals
in Central Wisconsin including St. Clare's Hospital, which is just
a block away. The Facility combines an assisted living facility
together with a skilled nursing facility in a resort-like
atmosphere for its patients. The business is commonly known as the
"Stoney River" assisted living and rehab. The Facility is
comprised of two integrated businesses: a 35-unit skilled nursing
rehabilitation center (commonly referred to as the skilled nursing
facility, or "SNF"), and a 60- unit assisted living facility (the
"ALF").
First Phoenix-Weston, LLC and FPG & LCD, L.L.C., filed Chapter 11
bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and
16-12821) on Aug. 15, 2016. The petitions were signed by Philip
Castleberg, as part-owner. The Debtors estimate assets and
liabilities in the range of $10 million to $50 million. Michael
Best & Friedrich LLP serves as counsel to the Debtors.
FRANK SEVERINO: Unsecureds to Recover 75% Under Plan
----------------------------------------------------
Frank R. Severino filed with the U.S. Bankruptcy Court for the
Southern District of Florida an amended disclosure statement
describing the Debtor's Plan of Reorganization.
Under the Plan, Class 4 - General Unsecured Claims are impaired.
The Debtor will pay $100 per month for 36 months starting in month
37 of the six-year Plan. Payments will be distributed by the
Debtor pro rata to all approved unsecured claims resulting in a
distribution of approximately 75% of the allowed claims.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/flsb15-30637-64.pdf
The Plan was filed by:
David W. Langley, Esq.
DAVID W. LANGLEY, P.A.
8551 W. Sunrise Boulevard, Suite 303
Plantation, FL 33322
Tel: (305) 356-0450
E-mail: dave@flalawyer.com
The Debtor presently is unemployed. His only source of income is a
monthly disability payment he receives from the Veteran's
Administration in the amount of $3,003. He has received no other
income during the course of this proceeding. Based on an
historical review of his last years earnings the Debtor believes he
will be able to make the monthly payments required under his Plan.
About Frank R. Severino
Frank R. Severino filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-30637) on Nov. 24, 2015.
The Debtor was involved in a foreclosure action at the time of
filing of the Chapter 11 proceeding, which is pending in the
Circuit Court of Broward County, Florida. The Debtor proposes to
pay off the mortgage judgment through his Plan.
The Debtor owned a remainder interest in residential real property
located 7507 NW 58th Street, Tamarac, Florida 33321. The Debtor's
mother, Eileen M. Severino, holds a life estate in the Property.
The Debtor's sister, Pamela Rohr, claims a one-half interest in the
Property. The Debtor is residing in the Property.
The total value of the non-exempt personal property of the Debtor
as of the date of filing his Chapter 11 Petition was estimated to
be $15,840.
David W. Langley serves as the Debtor's bankruptcy counsel.
FULLCIRCLE REGISTRY: CFO Norman Frohreich Passes Away
-----------------------------------------------------
FullCircle Registry, Inc.'s president, chief executive officer and
chief financial officer, Norman L. Frohreich, died on Aug. 16,
2016, from heart complications, according to a regulatory filing
with the Securities and Exchange Commission.
In an effort to continue the normal corporate business operations
of the Company, the Board of Directors appointed Matthew T. Long as
acting president, acting chief executive officer and acting chief
financial officer. Mr. Long will serve in this capacity until the
Company identifies and the Board of Directors elects a permanent
candidate to serve in these positions.
The Company intends to continue pursuing all business opportunities
and projects initiated by Mr. Frohreich before his death and to
respect his vision for the Company.
About FullCircle Registry
Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the
acquisition of small profitable businesses. FullCircle Registry,
Inc., has become a holding company with three subsidiaries. They
are FullCircle Entertainment, Inc., FullCircle Insurance Agency,
Inc. and FullCircle Prescription Services, Inc. Target companies
for future acquisition are those in search of exit plans for the
owners and are intended to continue autonomous operations as
current ownership is phased out over a period of 3-5 years.
FullCircle reported a net loss of $696,000 on $1.14 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $653,000 on $1.49 million of revenues for the year ended
Dec. 31, 2014.
As of June 30, 2016, FullCirle Registry had $5.15 million in total
assets, $6.42 million in total liabilities and a total
stockholders' deficit of $1.26 million.
Somerset CPAs, P.C., in Indianapolis, Indiana, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raises substantial doubt about its ability to continue as a
going concern.
FULLCIRCLE REGISTRY: Incurs $58,460 Net Loss in Second Quarter
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FullCircle Registry, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $58,500 on $303,015 of revenues for the three months ended
June 30, 2016, compared to a net loss of $185,000 on $315,000 of
revenues for the three months ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $218,258 million on $559,099 of revenues compared to a net
loss of $399,800 on $630,000 of revenues for the same period during
the prior year.
As of June 30, 2016, FullCirle Registry had $5.15 million in total
assets, $6.42 million in total liabilities and a total
stockholders' deficit of $1.26 million.
The Company had total assets consist of $4,759 in cash, $4,892 in
inventory, $24,256 in accounts receivable, $10,870 in utility
deposits, $5.11 million of net fixed assets in Georgetown 14, which
includes accumulated depreciation of $1.46 million.
Going Concern
"The accompanying Consolidated Financial Statements have been
prepared assuming that the Company will continue as a going
concern, which contemplates the realization of assets and
liquidation of liabilities in the normal course of business. The
Company has suffered recurring losses, negative working capital and
is dependent upon raising capital to continue operations. The
Company has incurred losses resulting in an accumulated deficit of
$10.9 million and $10.6 million as of June 30, 2016 and Dec. 31,
2015, respectively.
The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
It is management's plan to generate additional working capital by
increasing revenue as a result of new sales and marketing
initiatives and by raising additional capital from investors.
Management's plans with regards to these issues are as follows:
* Improving our Georgetown 14 Cinemas investment.
* Expanding revenues by purchasing, or otherwise acquiring,
independent businesses.
* Raising new investment capital, either in the form of equity
or loans, sufficient to meet the Company's operating expenses
until the revenues are sufficient to meet operating expenses
on an ongoing basis.
* Leasing or developing our Georgetown 14 Cinema, or selling or
developing a portion of its parking area.
* Locating and merging with other profitable private companies
where the owners are seeking liquidity and exit plans.
* Maintaining the Company mission of minimal overhead costs
while sourcing services in consulting roles to keep overhead
costs at a minimum.
"The ability of the Company to continue as a going concern is
dependent upon its ability to successfully accomplish the plans
described in the preceding paragraph and eventually attain
profitable operations. The Company's President and Chief Financial
Officer, Norman Frohreich, died on August 16, 2016, and Mr.
Frohreich was our only executive actively involved in pursuing many
of the plans described above. His death may have a material effect
on our ability to continue as a going concern. The accompanying
financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going
concern."
The Company's quarterly report on Form 10-Q is available from the
SEC website at https://is.gd/Kdxkgr
About FullCircle Registry
Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the
acquisition of small profitable businesses. FullCircle Registry,
Inc., has become a holding company with three subsidiaries. They
are FullCircle Entertainment, Inc., FullCircle Insurance Agency,
Inc. and FullCircle Prescription Services, Inc. Target companies
for future acquisition are those in search of exit plans for the
owners and are intended to continue autonomous operations as
current ownership is phased out over a period of 3-5 years.
FullCircle reported a net loss of $696,000 on $1.14 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $653,000 on $1.49 million of revenues for the year ended
Dec. 31, 2014.
Somerset CPAs, P.C., in Indianapolis, Indiana, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raises substantial doubt about its ability to continue as a
going concern.
GARDENS REGIONAL: U.S. Trustee Adds Two Members to Committee
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The Office of the U.S. Trustee on Aug. 23 added Spine Surgical
Implants, Inc., and Gardena Hospital, LP, as members to the
official committee of unsecured creditors of Gardens Regional
Hospital and Medical Center, Inc.
The committee members are:
(1) Rob Speeney
Cardinal Health 200, LLC
7000 Cardinal Place
Dublin, OH 43017
Tel: (614) 533-3125
E-mail: rob.speeney@cardinalhealth.com
(2) Robert Zadek
Lenders Funding, LLC
1001 Bridgeway, No. 721
Sausalito, CA 94965
Tel: (415) 227-3585
E-mail: rzadek@buchalter.com
(3) Andy Navid
Spine Surgical Implants, Inc.
9445 Fairway View Place
Rancho Cucamonga, CA 91730
Tel: (909) 484-2328
E-mail: AndyNavid@yahoo.com
(4) Attn: Kathy Wojno, CEO
Gardena Hospital, LP.
1145 W Redondo Beach Boulevard
Gardens, CA 90247
Tel: (310) 538-6500
E-mail: bwhitman@avantihospitals.com
Spine Surgical is represented by:
Stephen A. Madoni, Esq.
Law Office of Stephen A. Madoni
3700 Newport Blvd., Suite 206
NeWport Beach, CA 92663
Tel: (949) 723-7600
E-mail: Stevemadoni@aol.com
Gardena Hospital is represented by:
Karl E. Block, Esq.
Loeb & Loeb
10100 Santa Monica Boulevard, No. 2200
Los Angeles, CA 90067
Tel: (310) 282-2000
E-mail: Kblock@loeb.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Gardens Regional Hospital and Medical Center, Inc.
Gardens Regional Hospital and Medical Center, Inc., fka Tri-City
Regional Medical Center, leases a 137- bed, acute care hospital
doing business at 21530 South Pioneer Boulevard, Hawaiian Gardens,
Los Angeles, California. The Debtor provides a full range of
inpatient and outpatient services, including, but not limited to,
medical acute care, general surgical services, bariatric surgery
services (for weight loss), spine surgery services, orthopedic and
sports medicine and joint replacement services, wound care and pain
management services, physical therapy, respiratory therapy,
outpatient ambulatory services, diagnostic services, radiology and
inpatient/outpatient imaging services, laboratory and pathology
services, geriatric services, and community wellness and education
programs.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 16-17463) on June 6, 2016, estimating its assets at
between $1 million and $10 million, and liabilities at between $10
million and $50 million. The petition was signed by Brian Walton,
chairman of the Board. Judge Ernest M. Robles presides over the
case. Samuel R Maizel, Esq., and John A Moe, Esq., at Dentons US
LLP serves as the Debtor's bankruptcy counsel.
GASTAR EXPLORATION: Dan & Staci Wilks Hold 4.9% Equity Stake
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In an amended Schedule 13G filed with the Securities and Exchange
Commission, Dan H. Wilks and Staci Wilks disclosed that as of
Aug. 19, 2016, they beneficially owned 6,454,011 shares of common
stock of Gastar Exploration Inc. representing 4.9 percent based on
131,726,085 shares of Common Stock of the Issuer issued and
outstanding as of Aug. 1, 2016, as set forth in the Issuer’s Form
10-Q filed with the SEC on Aug. 4, 2016. A full-text copy of the
regulatory filing is available for free at https://is.gd/KmPPqR
About Gastar Exploration
Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States. Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays. In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale. In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin. For more
information, visit Gastar's Web site at http://www.gastar.com/
Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.
As of June 30, 2016, Gastar had $287 million in total assets, $449
million in total liabilities and a total stockholders' deficit of
$162 million.
* * *
As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'. The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver. The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.
As reported by the TCR on June 2, 2016, Moody's Investors Service
downgraded the Corporate Family Rating of Gastar Exploration Inc to
Caa3 from Caa1, the rating on its senior secured notes due 2018 to
Caa3 from Caa2, and the speculative grade liquidity (SGL) to SGL-4
from SGL-3. The rating outlook was changed to negative from
stable. The downgrade of Gastar's CFR to Caa3 reflects the
company's weakened liquidity and reduced size following the sale of
its Appalachian assets in April 2016.
GAWKER MEDIA: Judge Blocks Founder From Listing NY Condo as Rental
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Lillian Rizzo, writing for The Wall Street Journal Pro Bankruptcy,
reported that former professional wrestler Hulk Hogan wins another
round against Gawker Media LLC founder Nick Denton after the
wrestler, whose real name is Terry G. Bollea, helped to put a stop
to Mr. Denton's bid to lease his downtown Manhattan loft.
According to the report, Mr. Bollea had taken issue with Mr.
Denton's bid to rent the loft for $12,500 a month for at least a
year, saying that wouldn't be enough to cover condominium
expenses.
A bankruptcy judge sided with Mr. Bollea and denied Mr. Denton's
request to lease the condominium, which is valued at $4.25 million,
the report related.
In objecting to the Gawker founder’s request, a lawyer for Mr.
Bollea said in a court filing "it is quite understandable that [Mr.
Denton] does not want to sell his former home," but the Gawker
founder hasn't offered up justification for leasing the property,
the report further related. A monthly rental of $12,500 would
leave Mr. Denton in the red by $97,000 a year, the report said,
citing court papers as saying.
About Gawker Media
Founded in 2002 by Nick Denton, Gawker Media is privately held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.
Gawker sought bankruptcy protection after being ordered to pay
$140.1 million in connection with an invasion of privacy lawsuit
arising from publication of a report and commentary and
accompanying sex video involving Terry Gene Bollea.
New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker
Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. --
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides
over the Debtors' cases.
Affiliates Gawker Media Group, Inc. and Budapest, Hungary-based
Kinja, Kft. filed separate Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 16-11719 and 16-11718) on June 12, 2016. The cases are
jointly administered.
Gregg M. Galardi, Esq., David B. Hennes, Esq. and Michael S.
Winograd, Esq., at Ropes & Gray LLP serve as counsel to the
Debtors. William Holden at Opportune LLP serves as Gawkers' chief
restructuring officer. Houlihan Lokey Capital, Inc. serves as the
Debtors' investment banker. Prime Clerk LLC serves as claims,
balloting and administrative agent.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
The U.S. trustee for Region 2 on June 24 appointed three creditors
of Gawker Media LLC and its affiliates to serve on the official
committee of unsecured creditors. The committee members are Terry
Gene Bollea, popularly known as Hulk Hogan, Shiva Ayyadurai, and
Ashley A. Terrill.
Counsel to US VC Partners LP, as Prepetition Second Lien Lender:
David Heller, Esq.
Latham & Watkins LLP
330 North Wabash Avenue, Suite 2800
Chicago, IL 60611
E-mail: david.heller@lw.com
- and -
Keith A. Simon, Esq.
Latham & Watkins LLP
885 Third Avenue
New York, NY 10022
E-mail: keith.simon@lw.com
Counsel to Cerberus Business Finance, LLC, as DIP Lender:
Adam C. Harris, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022
E-mail: adam.harris@srz.com
GI DYNAMICS: Needs More Capital to Continue as a Going Concern
--------------------------------------------------------------
GI Dynamics, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.89 million on $132,000 of revenue for the three months ended
June 30, 2016, compared to a net loss of $10.23 million on $310,000
of revenue for the three months ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $7.33 million on $341,000 of revenue compared to a net loss
of $20.58 million on $926,000 of revenue for the same period last
year.
As of June 30, 2016, the Company had $13.51 million in total
assets, $2.07 million in total liabilities and a total
shareholder's equity of $11.44 million.
The Company has incurred operating losses since inception and at
June 30, 2016, had an accumulated deficit of approximately $242.4
million. Based on the Company's decision to stop the ENDO Trial,
it continues to evaluate which markets are appropriate to continue
pursuing reimbursement, market awareness and general market
development efforts, and continues to restructure its business and
costs, establish new priorities, continue limited research, and
evaluate strategic options. As a result, the Company expects to
incur significant operating losses for the next several years. At
June 30, 2016, the Company had approximately $12.4 million in cash,
cash equivalents and restricted cash. The Company does not expect
its current cash balances will be sufficient to enable it to
conduct an additional clinical trial for the purpose of seeking
regulatory approval from the FDA and complete development of an
improved EndoBarrier for its current use and potential new
indications. The Company is restructuring its costs and will need
to raise additional funds in order to implement its new business
objectives and to continue to fund its operations in 2017. These
factors raise substantial doubt about the Company's ability to
continue as a going concern. The Company could be required to
cease operations if it is unable to raise capital when needed.
A copy of the Form 10-Q is available at:
http://bit.ly/2bdY5ST
About GI Dynamics, Inc.
Headquartered in Lexington, Mass., GI Dynamics is a medical device
company. The Company designs, develops, manufactures and markets
medical devices for non-surgical approaches to treat type II
diabetes and obesity. The Company's product, EndoBarrier, is an
endoscopically-delivered device therapy, which is approved for the
treatment of obese type II diabetes with body mass index (BMI)
greater than or equal to 30 kilogram/square meter (kg/m2), or obese
patients with BMI greater than or equal to 30 kg/m2 with greater
than or equal to one comorbidities, or obese patients with BMI over
35 kg/m2. EndoBarrier is an incision-free, non-anatomy altering
solution designed to specifically mimic the duodenal-jejunal
exclusion created by gastric bypass surgery.
GOLF TOWN CANADA: DBRS Hikes Long Term Issuer Rating to 'B'
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DBRS Ratings upgraded the long term issuer ratings on debt issued
by Golf Town Canada Inc/Golfsmith International Holdings Inc. to
'B' from 'CCCH' and senior secured debt rating to CCCH from CCCL on
August 17, 2016.
GREIF INC: Moody's Affirms Ba2 Corporate Family Ratings
-------------------------------------------------------
Moody's Investors Service affirmed the Ba2 Corporate Family Rating
of Greif, Inc. and revised the ratings outlook to stable from
negative.
Moody's took the following rating actions:
Greif, Inc.:
-- Affirmed Ba2 Corporate Family Rating
-- Affirmed Ba2-PD Probability of Default Rating
-- Affirmed $250 million 7.75% senior unsecured notes due
August 2019, Ba3/LGD5
-- Affirmed $300 million 6.75% senior unsecured notes due
February 2017, Ba3/LGD5
-- Affirmed Speculative Grade Liquidity Rating SGL-2
Greif Luxembourg Finance SCA:
-- Affirmed €200 million 7.375% backed senior unsecured notes
due July 2021, Ba3/LGD5
The ratings outlook is revised to stable from negative.
RATINGS RATIONALE
The affirmation of the corporate family rating and revision of the
outlook to stable reflects Greif's improvement in operating
performance due to various cost saving initiatives and divestiture
of lower margin businesses and an expectation of further
improvements. "Going forward, Greif is expected to further improve
credit metrics due to completed and ongoing cost saving
initiatives, a reduction in capex to a level in line with
depreciation, and some new business initiatives' said Ed Schmidt,
CFA Moody's Vice President and Senior Analyst. The company is also
expected to dedicate all free cash flow to debt reduction and
maintain good liquidity.
The Ba2 Corporate Family Rating reflects Greif's modest financial
leverage and comfortable interest coverage for the rating category.
The rating also reflects the company's size, market position and
its geographic, customer and end market diversity. Greif's business
operations are closely embedded into customer's operations and
Greif has long term relationships with many of its customers. The
rating also benefits from the company's good liquidity profile.
The company's ratings remain constrained by inherent cyclicality
and weak margins. The rating is also constrained by the
commoditized product line and lengthy pass-throughs for raw
material price increases and lack of pass-throughs for other
costs.
The ratings outlook is revised to stable. The stable outlook
reflects an expectation that the company will successfully execute
on its operating plan, generate positive free cash flow while
maintaining good liquidity and dedicate free cash flow to debt
reduction.
The rating could be downgraded if there is a deterioration in
credit metrics, the operating and competitive environment, and/or
liquidity. Specifically, the rating could be downgraded if funds
from operations to debt declines to below 16.5%, debt to EBITDA
increases to over 4.2 times, and/or EBITDA to interest remains
below 4.8 times.
The rating could be upgraded if the company sustainably improves
credit metrics with the context of a stable operating and
competitive environment. An upgrade would also be contingent upon
less aggressive financial policies. Specifically, the rating could
be upgraded if funds from operations to debt increases to above
20%, debt to EBITDA remains below 3.5 times, and/or EBITDA to
interest improves to over 5.8 times.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.
Greif, Inc., headquartered in Delaware, Ohio, is one of the leading
global industrial packaging products and services companies. Greif
produces steel, plastic, fiber and corrugated and multi-wall
containers for a wide range of industries. Greif also provides
services, such as container lifecycle management and blending,
produces containerboard and manages timber properties in North
America. For the 12 months ended April 30, 2016, the company
generated almost $3.4 billion in revenue.
HOWARD BEND: S&P Lowers Improvement Bonds Rating to BB+
-------------------------------------------------------
S&P Global Ratings lowered its long-term and underlying (SPUR)
rating to 'BB+' from 'BBB+' on Howard Bend Levee District, Mo.'s
series 2013A levee district improvement bonds, 2013B levee district
refunding bonds, and 2005 levee district refunding and improvement
bonds. At the same time, S&P lowered its long-term rating to 'BB'
from 'BBB' on the district's series 2013C levee district
improvement bonds (Creve Coeur Airport subarea bonds) and series
2007 levee district improvement bonds (water/sewer subarea bonds).
S&P has removed all ratings from CreditWatch, where they were
placed with negative implications on April 20, 2016. The outlook
is stable.
S&P had placed the ratings on CreditWatch with negative
implications following the discovery of an error in the application
of S&P's criteria. The error was in relation to not applying
stress tests as required by our special-purpose districts criteria,
published June 14, 2007 on RatingsDirect. At bond issuance and in
subsequent reviews, S&P determined that the inherent flexibilities
in the levy allowed the district to pass certain sensitivity
analyses without performing the stress tests. After further
clarification, S&P determined that levy limitations may result in
the sensitivity analyses' not always being passed.
"The rating action reflects significant weaknesses under the key
sensitivity analyses of our criteria, which center on the
district's highly concentrated tax base and largely undeveloped
nature," said S&P Global Ratings credit analyst Benjamin Gallovic.
The stable outlook reflects S&P's anticipation that the district
will have limited additional debt needs while maintaining good
value-to-lien ratios.
ISLE OF CAPRI CASINOS: S&P Alters Outlook to Pos. & Affirms B+ CCR
------------------------------------------------------------------
S&P Global Ratings said it revised its outlook on St. Louis-based
Isle of Capri Casinos Inc. to positive from stable. At the same
time, S&P affirmed all its ratings on Isle, including S&P's 'B+'
corporate credit rating.
"The positive outlook reflects our expectation for debt and
leverage reduction following completion of the company's agreement
to sell its Lake Charles, Louisiana property for $134.5 million,"
said S&P Global Ratings credit analyst Ariel Silverberg.
The sale represents a 7.8x multiple to fiscal 2016 (ended April)
property-adjusted EBITDA (adjusted to add nonrecurring and noncash
expenses and stock compensation expense). The positive outlook
reflects S&P's forecast that by early fiscal 2018, when the sale is
expected to close, adjusted debt to EBITDA will improve below the
mid-4x threshold S&P has set for considering higher ratings.
The positive outlook reflects S&P's expectation that by early
fiscal 2018, adjusted leverage will improve below the mid-4x area,
the level at which S&P would consider higher ratings.
JACK ROSS INDUSTRIES: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Jack Ross Industries, LLC
dba Big Shot Indoor Range
dba Jack Ross Ammunition
9425 Double R Blvd., Suite C
Reno, NV 89521
Case No.: 16-51053
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
District of Nevada (Reno)
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Alan R Smith, Esq.
THE LAW OFFICES OF ALAN R. SMITH
505 Ridge St
Reno, NV 89501
Tel: (775) 786-4579
E-mail: mail@asmithlaw.com
Total Assets: $168,100
Total Liabilities: $1.06 million
The petition was signed by Christopher Parker, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb16-51053.pdf
KATOURA INC: Seeks Extension of Plan Filing Date to Dec. 30
-----------------------------------------------------------
Katoura, Inc., asks the U.S. Bankruptcy Court for the Southern
District of Florida to enlarge its exclusive period to file a plan
through December 30, 2016.
According to the Debtor, it needs more time to negotiate with
creditors for a consensual plan and disclosure and sale and lease
assumption, and therefore asks the Court to extend by 90 days the
exclusive period for Debtor to file a plan, and the period to
determine to assume or reject leases.
The exclusive period and time to assume or reject leases is Oct. 1,
2016 and the claims bar is on Sept. 27, 2016.
About Katoura Inc.
Katoura Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Fla. Case No. 16-18005) on June 3, 2016. Joel M. Aresty, Esq., at
Joel M. Aresty PA as bankruptcy counsel.
KATTOUR INC: Seeks Extension of Plan Filing Date to Dec. 23
-----------------------------------------------------------
Kattour Inc. asks the U.S. Bankruptcy Court for the Southern
District of Florida to enlarge time by which it has exclusive right
to file a plan and within which to assume or reject lease to
December 23, 2016.
The exclusive period and time to assume or reject leases is on
Sept. 24, 2016.
The Debtor says it needs more time to negotiate with creditors for
a consensual plan and disclosure and sale and lease assumption, and
therefore asks the Court to extend by 90 days the exclusive period
for Debtor to file a plan, and the period to determine to assume or
reject leases.
About Kattour Inc.
Kattour Inc. filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 16-17647) on May 27, 2016. Joel M. Aresty,
Esq., at Joel M. Aresty, P.A., serves as the Debtor's bankrupty
counsel.
KEY ENERGY: Enters Into Plan Support Agreement with Platinum
------------------------------------------------------------
Key Energy Services, Inc., and certain of its subsidiaries have
entered into a plan support agreement ("PSA") with Platinum Equity
and certain other holders of its 6.75% Senior Notes due 2021,
collectively holding more than 89% of its outstanding Senior Notes,
and with certain lenders holding more than 87% of the principal
amount of loans outstanding under Key's Term Loan Credit Agreement
dated June 1, 2015 ("Term Loan").
Platinum Equity, a Los Angeles-based global investment firm with a
unique focus on operations and extensive experience helping
businesses in transition, as holder of a majority of the Company's
Senior Notes, will become Key's largest shareholder upon completion
of the anticipated restructuring.
The PSA contemplates a comprehensive recapitalization of the
Company, and will be implemented pursuant to a prepackaged chapter
11 plan of reorganization (the "Plan"). It is expected that the
Company will commence the prepackaged proceeding in Delaware by
November 8, 2016, following the official solicitation of votes on
the Plan and the expiration of the rights offering described below.
Under the contemplated Plan, the Company's employees, vendors and
trade creditors will be paid in full in the ordinary course of
business. Upon completion of the restructuring, reorganized Key
will remain a publicly traded company.
Robert Drummond, Key's President and Chief Executive Officer,
commented, "By significantly reducing Key's debt from almost $1
billion to $250 million, we believe that Key will be well
positioned to take advantage of opportunities that emerge as the
market recovers. I am pleased with and appreciate the support of
Platinum and the other supporting creditors, as well as our
employees, in working to reach an agreement that we believe is in
the best interest of the Company and all of its stakeholders."
Platinum Equity Partner Jacob Kotzubei said he is excited about the
Key Energy investment and believes the Company will benefit from
Platinum Equity's financial, operational and M&A resources. "Key
Energy is a market leader in North American production services and
will emerge from this process as a stable, well-capitalized
business with all the tools needed to thrive long term," said Mr.
Kotzubei. "The Company is an ideal platform for growth and
consolidation as the oilfield services industry works through
today's challenging market conditions. We look forward to working
with Robert Drummond and his management team to capitalize on
opportunities to grow the business organically and through
potential add-on acquisitions."
The principal components of the Plan include:
-- Concurrently with the official solicitation of votes on the
Plan, the Company will conduct an $85 million rights offering
(subject to increase by $25 million) for reorganized Key's shares
of common stock. The proceeds of the rights offering will be used
to repay principal and interest on the Company's existing Term Loan
to reduce the principal balance to $250 million and provide
reorganized Key with incremental working capital. 95% of the
rights offering will be available to certain qualifying holders of
Senior Notes and 5% will be available to certain qualifying equity
holders. Certain parties to the PSA have agreed to backstop the
full amount of the rights offering. The Company expects that
solicitation of votes on the Plan and the rights offering will
commence by mid-September.
-- Replacing the Company's existing $100 million asset-based
revolving credit facility with a new ABL facility.
-- Reducing the Company's Term Loan obligations to $250
million.
-- Exchanging 100% of the Company's existing Senior Notes for 5
million shares of reorganized Key plus rights to acquire additional
shares of reorganized Key.
-- Cancelling all of the Company's existing common stock in
exchange of 543,927 shares of reorganized Key plus rights and
warrants to acquire additional shares of reorganized Key.
It is anticipated that holders of Senior Notes, including Platinum
Equity as the largest holder, will own approximately 95% of
reorganized Key's common stock and Key's current common equity
holders will own approximately 5%, upon the effectiveness of the
Plan but in each case prior to giving effect to the results of the
rights offering, exercise of the warrants, shares issued to certain
parties to the Plan Support Agreement that also have committed to
backstop the full amount of the rights offering, and potential
further dilution as a result of a new proposed management incentive
plan.
The PSA and other transaction agreements to be executed by the
Company, include certain covenants on the part of the Company to
solicit and seek court approval of, and the other parties to the
agreements to vote in favor of the Plan, support the restructuring
transactions and forbear from exercising remedies against the
Company with respect to certain defaults. The PSA and related
agreements are subject to customary closing conditions and
termination rights upon the occurrence of certain events, including
without limitation the failure of the Company to achieve certain
milestones.
About Key Energy
Key Energy Services, Inc. (NYSE: KEG), a Maryland corporation,
claims to be the largest onshore, rig-based well servicing
contractor based on the number of rigs owned. The Company was
organized in April 1977 and commenced operations in July 1978 under
the name National Environmental Group, Inc. In December 1992, the
Company became Key Energy Group, Inc. and it changed its name to
Key Energy Services, Inc. in December 1998.
Key Energy reported a net loss of $917.70 million on $792.32
million of revenues for the year ended Dec. 31, 2015, compared to a
net loss of $178.62 million on $1.42 billion of revenues for the
year ended Dec. 31, 2014.
As of March 31, 2016, the Company had $1.22 billion in total
assets, $1.16 billion in total liabilities and $58.87 million in
total equity.
* * *
As reported by the TCR on June 20, 2016, S&P Global Ratings lowered
its corporate credit rating on U.S.-based Key Energy Services Inc.
to 'CC' from 'CCC-'. "The downgrade follow's Key's disclosure that
it entered into confidential agreements with certain holders of its
6.75% senior notes due 2021 and certain lenders of the term loans
regarding a financial restructuring," said S&P Global Ratings
credit analyst David Lagasse.
The TCR reported on May 20, 2016, that Moody's Investors Service
downgraded Key Energy Services, Inc.'s Corporate Family Rating
(CFR) to Ca from Caa2, Probability of Default Rating (PDR) to Ca-PD
from Caa2-PD, and senior unsecured rating to Ca from Caa3. The
SGL-4 Speculative Grade Liquidity (SGL) Rating was affirmed.
KEY ENERGY: Expects to File for Bankruptcy
------------------------------------------
Josh Beckerman, writing for The Wall Street Journal Pro Bankruptcy,
reported that oil-field service company Key Energy Services Inc.
intends to file for chapter 11 bankruptcy protection with a plan
that would make private-equity firm Platinum Equity LLC its largest
shareholder.
According to the report, under the plan, holders of senior notes,
including Platinum, would own about 95% of the reorganized
company’s common shares. Current equity holders would have about
a 5% stake, the report said. After a solicitation of votes on the
plan, a bankruptcy filing is expected to take place in Delaware by
Nov. 8, the report related.
About Key Energy
Key Energy Services, Inc. (NYSE: KEG), a Maryland corporation,
claims to be the largest onshore, rig-based well servicing
contractor based on the number of rigs owned. The Company was
organized in April 1977 and commenced operations in July 1978
under
the name National Environmental Group, Inc. In December 1992, the
Company became Key Energy Group, Inc. and it changed its name to
Key Energy Services, Inc. in December 1998.
Key Energy reported a net loss of $917.70 million on $792.32
million of revenues for the year ended Dec. 31, 2015, compared to
a
net loss of $178.62 million on $1.42 billion of revenues for the
year ended Dec. 31, 2014.
As of March 31, 2016, the Company had $1.22 billion in total
assets, $1.16 billion in total liabilities and $58.87 million in
total equity.
* * *
As reported by the TCR on June 20, 2016, S&P Global Ratings
lowered
its corporate credit rating on U.S.-based Key Energy Services Inc.
to 'CC' from 'CCC-'. "The downgrade follow's Key's disclosure
that
it entered into confidential agreements with certain holders of
its
6.75% senior notes due 2021 and certain lenders of the term loans
regarding a financial restructuring," said S&P Global Ratings
credit analyst David Lagasse.
The TCR reported on May 20, 2016, that Moody's Investors Service
downgraded Key Energy Services, Inc.'s Corporate Family Rating
(CFR) to Ca from Caa2, Probability of Default Rating (PDR) to
Ca-PD
from Caa2-PD, and senior unsecured rating to Ca from Caa3. The
SGL-4 Speculative Grade Liquidity (SGL) Rating was affirmed.
LAND O'LAKES: Moody's Hikes Trust I Preferred Stock Rating to Ba1
-----------------------------------------------------------------
Moody's Investors Service upgraded Land O'Lakes senior unsecured
ratings to Baa3 and Land O'Lakes Capital Trust I preferred stock to
Ba1 from Ba2. At the same time Moody's withdrew Land O'Lakes' Ba1
Corporate Family Rating, Ba1-PD Probability of Default Rating, and
SGL-2 Speculative Grade Liquidity Rating. The rating outlook is
stable. These actions conclude the review for upgrade that was
initiated on June 1, 2016.
The upgrade of Land O'Lakes' senior unsecured ratings to Baa3
reflects the improvement in the company's credit profile, its
successful exit from the problematic yet non-strategic layers
businesses, and release of security on the revolving credit
facility, term loan, and private placement notes. The upgrade also
reflects Moody's view that Land O'Lakes will keep its business
strategy focused on increasing value added products and services
among its existing business units. It also reflects Moody's view
that the company will maintain a disciplined financial policy.
Ratings Upgraded:
Land O'Lakes, Inc.
-- Senior unsecured ratings to Baa3 from Ba1
-- Land O'Lakes Capital Trust I
-- $200 million of 8.0% Series A Preferred Stock to Ba1 from
Ba2
Ratings Withdrawn
Land O'Lakes, Inc.
-- Corporate Family Rating at Ba1
-- Probability of Default Rating at Ba1-PD
-- Speculative Grade Liquidity Rating at SGL-2
The outlook on all ratings is stable.
RATINGS RATIONALE
Land O'Lakes' Baa3 senior unsecured debt rating reflects moderate
financial leverage, its large size providing economies of scale,
strong brands and leading market positions for some of its product
categories. It also reflects a diverse portfolio of businesses
including crop related products, dairy products, and animal feed.
Also reflected in the rating is the low margin commodity nature of
the majority of its business, a complex governance structure, and
limited access to capital markets due to its nature as a
cooperative.
The stable outlook incorporates Moody's view that the company will
keep its business strategy focused on increasing value added
products and services among its existing business units and
maintain a disciplined financial policy.
Ratings could be upgraded if the company remains focused on
effectively managing its core businesses, significantly reduces
cash flow volatility, and sustains debt to EBITDA below 2.0 times.
Ratings could be downgraded if operating performance deteriorates,
the company makes large acquisitions that increase risk, or debt to
EBITDA is sustained above 3.0 times.
Land O'Lakes is a large agricultural cooperative that provides an
extensive line of agricultural supplies (seed and crop protection
products) and services to farmers under its Winfield brand. It also
produces a full line of dairy based consumer, foodservice, and food
ingredient products, some of which are marketed under well-known
brand names including "LAND O LAKES". The cooperative also
manufactures animal feed for both the commercial and consumer
markets and markets its animal feed products (other than dog and
cat food) under brand names including Purina. Revenues were $13.0
billion for the 12 months ending June 30, 2016.
LAST CALL GUARANTOR: U.S. Trustee Forms 7-Member Committee
----------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on Aug. 23 appointed
seven creditors of Last Call Guarantor, LLC, et al., to serve on
the official committee of unsecured creditors.
The committee members are:
(1) Gordon Food Service, Inc.
Attn: Sharon Murphy
1300 Gezon Parkway SW
Wyoming, MI 49509
Tel: (800) 905-3012
Fax: (616) 717-6024
(2) Right Place Media, LLC
Attn: Joel Rapp
437 Lewis Hargett Circle, Suite 130
Lexington, KY 40503
Tel: (859) 685-3800
Fax: (859) 685-3801
(3) Ben E. Keith Co., Inc.
Attn: Richard Grasso
P.O. Box 2628
Fort Worth, TX 76113
Tel: (817) 759-6116
Fax: (817) 338-1701
(4) Proof Advertising LLC
Attn: Sparky Witte
114 West 7th Street, Suite 500
Austin, TX 78701
Tel: (512) 427-3149
Fax: (512) 345-6227
(5) Cleveland Menu Printing, Inc.
Attn: Sarah Taylor
1441 East 17th Street
Cleveland, OH 44114
Tel: (216) 241-5256
Fax: (216) 241-5659
(6) GGP Limited Partnership
Attn: Julie Minnick Bowden
110 N. Wacker Drive
Chicago, IL 60606
Tel: (312) 960-2707
Fax: (312) 442-6374
(7) DDR Corp.
Attn: Renee B. Weiss, Esq .
3300 Enterprise Parkway
Beachwood, OH 44122
Tel: (216) 755-5662
Fax: (216) 755-1662
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Last Call Guarantor
Headquartered in Dallas, Texas, and with operations in 25 states,
Last Call Guarantor, LLC, et al., own and operate sports bar and
casual family-dining restaurants under three well-recognized
concepts, namely Fox & Hound, Bailey's Sports Grille, and Champps.
They operate 48 Fox & Hound locations, nine Bailey's locations, and
23 Champps locations. They have franchise agreements with five
franchisees for Champps Restaurants. The Company has more than
4,700 full and part-time employees.
On Aug. 10, 2016, each of Last Call Guarantor, LLC, Last Call
Holding Co. I, Inc., Last Call Operating Co. I, Inc., F&H
Restaurants IP, Inc., KS Last Call Inc., Last Call Holding Co. II,
Inc., Last Call Operating Co. II, Inc., Champps Restaurants IP,
Inc., and MD Last Call Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case Nos. 16-11844 to 16-11852). The petitions
were signed by Roy Messing, the CRO.
Last Call Guarantor estimated assets in the range of $10 million to
$50 million and liabilities of $100 million to $500 million.
Dennis A. Meloro, Esq., Nancy A. Mitchell, Esq., Nancy A.
Peterman,
Esq., Matthew Hinker, Esq., and John D. Elrod, Esq., at Greenberg
Traurig, LLP represent the Debtors as counsel.
Judge Kevin Gross is assigned to the cases.
MCELRATH LEGAL: US Trustee Unable to Appoint Creditors' Panel
-------------------------------------------------------------
The U.S. Trustee informs the U.S. Bankruptcy Court for the Western
District of Pennsylvania that a committee of unsecured creditors
has not been appointed in the Chapter 11 case of McElrath Legal
Holding, LLC, due to insufficient response to the U.S. Trustee
communication/contact for service on the committee.
Headquartered in Pittsburgh, Pennsylvania, McElrath Legal Holding,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa.
Case No. 16-22568) on July 11, 2016, estimating its assets at up to
$50,000 and its liabilities at between $1 million and $10 million.
The petition was signed by Paul McElrath, president.
Judge Carlota M. Bohm presides over the case.
Gary William Short, Esq., who has an office in Pittsburgh,
Pennsylvania, serves as the Debtor's bankruptcy counsel.
MIAMI TEES: Needs 120-Day Extension of Exclusivity Period
---------------------------------------------------------
Miami Tees, Inc., ask the U.S. Bankruptcy Court for the Southern
District of Florida to extend by by 120 days the Debtor's exclusive
period to file a plan and solicit acceptances of that plan.
The Debtor tells the Court that it has been working on various
issues with creditors and the United States Trustee, and the Debtor
has had insufficient time to formulate a Chapter 11 Plan for
filing.
The Debtor says it has substantially improved operations, it has
been building upon existing business relationships, and it has been
making its operations more efficient and right-sizing its employee
base.
Further, the Debtor recently cured substantial issues with its
landlord, and appears in position to be able to file and confirm a
Plan in the very near future, especially given its agreed deadline
with the United States Trustee to either file a Plan or a motion
for a 363 sale on or before Oct. 31, 2016.
About Miami Tees
Miami Tees, Inc., filed a chapter 11 petition (Bankr. S.D. Fla.
Case No. 16-13346) on March 9, 2016. The petition was signed by
Michael J. Chavez, president.
The Debtor is represented by William J. Maguire, Esq., at Maguire
Law Chartered. The case is assigned to Judge Jay A. Cristol.
The Debtor disclosed total assets of $1.86 million and total debt
of $1.42 million.
MILLENIUM SUPER STOP II: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee on August 24 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Millennium Super Stop II, LLC.
Millennium Super Stop II, LLC, based in Kansas City, MO, filed a
Chapter 11 petition (Bankr. W.D. Mo. Case No. 16-41972) on July 26,
2016. The Hon. Dennis R. Dow presides over the case. Nancy S.
Jochens, Esq., at Jochens Law Office, serves as bankruptcy
counsel.
In its petition, the Debtor listed $3.01 million in assets and
$1.90 million in liabilities. The petition was signed by Ray A.
Perrin, member/manager.
MLFTL INC: Court Extends Plan Filing Date to Sept. 16
-----------------------------------------------------
Judge Raymond B. Ray of the U.S. Bankruptcy Court for the Southern
District of Florida extended MLFTL, Inc.'s exclusivity period
through and including September 16, 2016, to coincide with the
order directing the Debtor to file its Disclosure Statement and
Plan.
The Troubled Company Reporter has previously reported that the
Debtor asks the Court to extend for 60 days its exclusive period to
file a disclosure statement and finalize a plan of reorganization
through October 14, 2016, because the Debtor still needs to review
the Internal Revenue Service and Florida Department of Revenue's
Proof of Claims and correct tax returns, determine the current
outstanding tax liabilities, and finalize a Plan of
Reorganization.
About MLFTL Inc
MLFTL, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 16-15475) on April 15, 2016. The
Debtor is represented by Ronald Lewis, Esq., at Lewis & Thomas,
LLP.
MOSAIC MANAGEMENT: Arias Wants $105K Returned
---------------------------------------------
Creditor Jose Arias asks the U.S. Bankruptcy Court for the Southern
District of Florida to prohibit Mosaic Management Group, Inc., from
using cash collateral.
Mr. Arias wants the Court to prohibit the Debtor from using a cash
deposit held by the Debtor in trust for Mr. Arias, for the purpose
of purchasing life settlements in the future. Mr. Arias also wants
the Court to compel the Debtor to segregate his funds and hold same
until further order of the Court, and for the Debtor to abandon the
funds on deposit and turn the funds over to him.
Mr. Arias tells the Court that he invested a total of $415,000 from
his retirement account with the Debtor, for the purpose of
acquiring life insurance settlement policies for the benefit of Mr.
Arias. He further tells the Court that the Debtor purchased life
policies for the sum of $310,000, and retained the sum of $105,000
for future purchases.
Mr. Arias contends that the funds are held in trust for him for the
specific purposes intended between the parties, and are not for the
Debtor's general use. He further contends that as evidenced by the
Debtor’s intent to sell the life policies in which investors such
as Mr. Arias have interests, free and clear of such interests, the
Debtor does not intend to use the
Funds for the purposes intended.
Mr. Arias says that the Court should prohibit the Debtor's use of
the Funds or, in the alternative, determine whether adequate
protection can be afforded to his interests in the Funds.
A full-text copy of Jose Arias' Motion, dated Aug. 22, 2016, is
available at https://is.gd/JY36IP
Jose Arias is represented by:
Victor Gratacos, Esq.
GRATACOS LAW FIRM, P.S.C.
P.O. Box 7571
Caguas, PR 00726
Telephone: (787) 746-4772
E-mail: vgratacos@gratacoslaw.com
- and -
Carlos de Zayas, Esq.
Elias Correa, Esq.
LYDECKER DIAZ
1221 Brickell Ave., 19th Floor
Miami, FL 33131
Telephone: (305) 416-3180
E-mail: cdz@lydeckerdiaz.com
ecorrea@lydeckerdiaz.com
About Mosaic Management Group
Mosaic Management Group, Inc. (S.D. Fla. Case No. 16-20833), Mosaic
Alternative Assets Ltd. (S.D. Fla. Case No. 16-20834), and Paladin
Settlements, Inc. (S.D. Fla. Case No. 16-20835), filed Chapter 11
petitions on August 4, 2016. Judge Erik P. Kimball presides over
the case. Leslie Gern Cloyd, at Berger Singerman LLP, serves as
bankruptcy counsel.
Mosaic Management Group, Inc. estimated under $50,000 in assets and
$50,000 to $100,000 in liabilities.
Mosaic Alternative Assets Ltd. estimated $50 million to $100
million in assets and $1 million to $10 million in liabilities.
The petitions were signed by Charles Thomas Ryals, president and
chief executive officer.
MOSAIC MANAGEMENT: Gonzalez Wants to Stop Cash Use
--------------------------------------------------
Creditor Angelo Diaz Gonzalez asks the U.S. Bankruptcy Court for
the Southern District of Florida to prohibit Mosaic Management
Group, Inc., from using cash collateral.
Mr. Gonzalez wants the Court to prohibit the Debtor from using cash
proportional to his interest in death benefits received by the
Debtor on matured life insurance policies that it had purchased for
the benefit of Mr. Gonzalez.
Mr. Gonzalez tells the Court that he and 157 other investors,
purchased certain fractional interests in life insurance policies
from the Debtor. Mr. Gonzalez further tells the Court that he owns
a fractional interest in the policies in his portfolio or at least
a proportional share of the death benefit payable on each policy.
Mr. Gonzalez contends that the cash received by the Debtor in
respect of death benefits attributable to his irrevocably vested
interest in the matured policies, as well as his Purchase Deposit
Account set up pursuant to his Agency Agreement with the Debtor,
are cash collateral. Mr. Gonzalez further contends that he does
not consent to the Debtor's use of cash collateral and that the
Debtor must segregate his cash collateral and account for the
same.
Mr. Gonzalez says that the Court should prohibit the Debtor's use
of cash collateral or in the alternative, determine whether
adequate protection can be afforded to his interest in his cash
collateral.
A full-text copy of Angelo Diaz Gonzalez's Motion, dated August 22,
2016, is available at https://is.gd/AxmBR3
Angelo Diaz Gonzalez is represented by:
Victor Gratacos, Esq.
GRATACOS LAW FIRM, P.S.C.
P.O. Box 7571
Caguas, PR 00726
Telephone: (787) 746-4772
E-mail: vgratacos@gratacoslaw.com
- and -
Carlos de Zayas, Esq.
Elias Correa, Esq.
LYDECKER DIAZ
1221 Brickell Ave., 19th Floor
Miami, FL 33131
Telephone: (305) 416-3180
E-mail: cdz@lydeckerdiaz.com
ecorrea@lydeckerdiaz.com
About Mosaic Management Group
Mosaic Management Group, Inc. (S.D. Fla. Case No. 16-20833), Mosaic
Alternative Assets Ltd. (S.D. Fla. Case No. 16-20834), and Paladin
Settlements, Inc. (S.D. Fla. Case No. 16-20835), filed Chapter 11
petitions on Aug. 4, 2016. Judge Erik P. Kimball presides over the
case. Leslie Gern Cloyd, at Berger Singerman LLP, serves as
bankruptcy counsel.
Mosaic Management Group, Inc. estimated under $50,000 in assets and
$50,000 to $100,000 in liabilities.
Mosaic Alternative Assets Ltd. estimated $50 million to $100
million in assets and $1 million to $10 million in liabilities.
The petitions were signed by Charles Thomas Ryals, president and
chief executive officer.
MOSAIC MANAGEMENT: Gratacos Group Wants to Prohibit Cash Use
------------------------------------------------------------
Creditors Alex D Hernandez Soto, et. al., also known as the
Gratacos Group, ask the U.S. Bankruptcy Court for the Southern
District of Florida to prohibit Mosaic Management Group, Inc. from
using cash collateral.
The Gratacos Group wants the Court to prohibit the Debtor from
using cash proportional to the Gratacos Group’s interest in
death benefits received by Debtor on matured life insurance
policies it purchased for the benefit of the Gratacos Group.
The Gratacos Group relates that the Debtor is engaged in the
business of soliciting investors to purchase life insurance
policies, and sell and administer portfolios of fractional
interests in such policies. The Gratacos Group further relates
that it, together with 157 other investors, invested with the
Debtor in expectation of earning returns on its investments.
The Gratacos Group contends that the cash received by the Debtor in
respect of death benefits attributable to the Gratacos Group's
irrevocably vested interest in the matured policies, as well as the
Gratacos Group's Purchase Deposit Account, which was set up
pursuant to its Agency Agreement with the Debtor, are cash
collateral. It further contends that it does not consent to the
Debtor's use of cash collateral, and assert that the Debtor must
segregate the Gratacos Group's cash collateral and account for the
same to the Group.
The Gratacos Group requests that the Court hold a hearing to
determine whether adequate protection can be afforded to the
Group's interest in the cash collateral, in the alternative.
A full-text copy of Gratacos Group's Motion, dated Aug. 22, 2016,
is available at https://is.gd/9q3pdx
The Gratacos Group is represented by:
Victor Gratacos, Esq.
GRATACOS LAW FIRM, P.S.C.
P.O. Box 7571
Caguas, PR 00726
Telephone: (787) 746-4772
E-mail: vgratacos@gratacoslaw.com
- and -
Carlos de Zayas, Esq.
Elias Correa, Esq.
LYDECKER DIAZ
1221 Brickell Ave., 19th Floor
Miami, FL 33131
Telephone: (305) 416-3180
E-mail: cdz@lydeckerdiaz.com
ecorrea@lydeckerdiaz.com
About Mosaic Management Group
Mosaic Management Group, Inc. (S.D. Fla. Case No. 16-20833), Mosaic
Alternative Assets Ltd. (S.D. Fla. Case No. 16-20834), and Paladin
Settlements, Inc. (S.D. Fla. Case No. 16-20835), filed Chapter 11
petitions on August 4, 2016. Judge Erik P. Kimball presides over
the case. Leslie Gern Cloyd, at Berger Singerman LLP, serves as
bankruptcy counsel.
Mosaic Management Group, Inc. estimated under $50,000 in assets and
$50,000 to $100,000 in liabilities.
Mosaic Alternative Assets Ltd. estimated $50 million to $100
million in assets and $1 million to $10 million in liabilities.
The petitions were signed by Charles Thomas Ryals, president and
chief executive officer.
MOSAIC MANAGEMENT: Landau Creditors Want to Stop Cash Use
---------------------------------------------------------
Creditors Ada De La Vega Haddock, et al., also known as the Landau
Creditors, ask the U.S. Bankruptcy Court for the Southern District
of Florida to prohibit Mosaic Management Group, Inc. from using
cash collateral.
The Landau Creditors want the Court to prohibit the Debtor from
using such portions of the death benefit of $2,000,000 on Lincoln
National Life Insurance Company policy number 7234822 on the life
of Sylvia Landau, to be paid to Debtor, as were irrevocably
conveyed pre-petition to the Landau Creditors. They also want the
Debtor to abandon the Landau Creditors' interests in the Death
Benefit, which the Landau Creditors allege were irrevocably
conveyed pre-petition to them and are not property of the estate,
or are of inconsequential value or benefit to the estate.
The Landau Creditors relate that they, among with others, invested
with the Debtor in expectation of earning returns on their
investments. The Landau Creditors further relate that they
received certificates of irrevocable ownership of a percentage
interest in the Death Benefit to be paid by Lincoln National to the
Debtor upon the death of Sylvia Landau.
The Landau Creditors tell the Court that Sylvia Landau died
pre-petition, and at the time of her death, the Death Benefit
vested proportionately in the Landau Creditors. They further tell
the Court that the Landau Creditors' interests in the Death Benefit
are to be received by the Debtor, who is impressed with a trust to
distribute them proportionately to the Landau Creditors, and are
not for the Debtor’s general use.
The Landau Creditors contend that their interests in the Death
Benefit, pursuant to the Agency Agreement between them and the
Debtor, should be deposited and segregated in the Landau
Creditors’ separate Purchase Deposit Accounts, and disbursed to
them. The Landau Creditors further contend that they have elected
to receive the disbursement of their proportionate interests in the
Death Benefit, and not re-invest them with the Debtor.
The Landau Creditors say that their interests in the Death Benefit
are not property of the Debtor's estate and that the Court should
compel the Debtor to abandon them.
In the alternative, the Landau Creditors want the Court to compel
the Debtor to provide adequate protection of their interests.
A full-text copy of the Landau Creditors' Motion, dated Aug. 22,
2016, is available at https://is.gd/LyqsrR
The Landau Creditors are represented by:
Victor Gratacos, Esq.
GRATACOS LAW FIRM, P.S.C.
P.O. Box 7571
Caguas, PR 00726
Telephone: (787) 746-4772
E-mail: vgratacos@gratacoslaw.com
- and -
Carlos de Zayas, Esq.
Elias Correa, Esq.
LYDECKER DIAZ
1221 Brickell Ave., 19th Floor
Miami, FL 33131
Telephone: (305) 416-3180
E-mail: cdz@lydeckerdiaz.com
ecorrea@lydeckerdiaz.com
About Mosaic Management Group
Mosaic Management Group, Inc. (S.D. Fla. Case No. 16-20833), Mosaic
Alternative Assets Ltd. (S.D. Fla. Case No. 16-20834), and Paladin
Settlements, Inc. (S.D. Fla. Case No. 16-20835), filed Chapter 11
petitions on August 4, 2016. Judge Erik P. Kimball presides over
the case. Leslie Gern Cloyd, at Berger Singerman LLP, serves as
bankruptcy counsel.
Mosaic Management Group, Inc. estimated under $50,000 in assets and
$50,000 to $100,000 in liabilities.
Mosaic Alternative Assets Ltd. estimated $50 million to $100
million in assets and $1 million to $10 million in liabilities.
The petitions were signed by Charles Thomas Ryals, president and
chief executive officer.
MYPLAY DIRECT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: MyPlay Direct, Inc.
33 Irving Place, 3rd Floor
New York, NY 10003
Case No.: 16-12457
Chapter 11 Petition Date: August 25, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtor's Counsel: Alan D. Halperin, Esq.
HALPERIN BATTAGLIA BENZIJA, LLP
40 Wall Street - 37th Floor
New York, NY 10005
Tel: (212) 765-9100
Fax: (212) 765-0964
E-mail: ahalperin@halperinlaw.net
Total Assets: $1.3 million as of Aug. 25, 2016
Total Liabilities: $4.13 million as of Aug. 25, 2016
The petition was signed by Jeremy Bernstein, interim chief
financial officer.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb16-12457.pdf
MYPLAY DIRECT: Files for Bankruptcy Protection Owing $4.1M in Debt
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MyPlay Direct, Inc., which offers music, movies, and other
entertainment products online, sought protection under Chapter 11
of the Bankruptcy Code with the hope of eliminating the financial
drain caused by a burdensome lease obligation and allowing it to
focus on the restructuring of its business.
On Aug. 25, 2016, MyPlay filed a volutary petition in the U.S.
Bankruptcy Court for the Southern District of New York (Bankr.
S.D.N.Y. Case No. 16-12457). Alan D. Halperin, Esq., at Halperin
Battaglia Benzija, LLP, serves as counsel to the Debtor. The
bankruptcy petition lists total assets of $1.3 million and total
liabilities of $4.13 million.
In an affidavit filed with the Court, Jeremy Bernstein, chief
financial officer of MyPlay, detailed the circumstances that led to
MyPlay's decision to file for bankruptcy. According to Mr.
Bernstein, the critical problem that exacerbated MyPlay's financial
and business difficulties and made the filing of a bankruptcy case
a necessity is its lease obligation of more than $97,000 per month
(MyPlay's single largest recurring expense), and the behavior of
MyPlay's landlord with respect to that obligation.
Created in 2009 as a wholly-owned subsidiary of SONY DADC New Media
Solutions Inc., MyPlay began as an internal services unit providing
end-to-end digital marketing and commerce services within Sony
Music Entertainment and in the fall of 2012 forward began servicing
third parties as a direct to consumer e-commerce business with
multiple online stores focusing on media, music and entertainment.
In late 2012, SONY entered into a sub-sublease with The Limited
Stores for executive office and design space at 400 Lafayette
Street in New York City. The SONY sub-sublease, which was dated
Dec. 5, 2012, was assigned to MyPlay on Feb. 10, 2015.
As a result of SONY's sale of its interest in MyPlay (which closed
on Feb. 1, 2016) to MyPlay Acquisition LLC, in which SONY has only
a 10% interest, the Debtor no longer sells SONY's excess inventory.
Mr. Bernstein stated, "In the past six months, the Debtor has taken
steps to decrease its overhead, such as transitioning to a
significantly less expensive e-commerce platform, reducing the
number of employees from over 50 employees to eleven key employees,
and where possible, eliminating costly software solutions. In
addition, MyPlay has allowed many of its license agreements to
expire pursuant to their terms, as the licenses were on terms that
were highly unfavorable to the Debtor. The Debtor's operational
changes have enabled it to move from losses of $500,000 per month
to losses of $100,000 per month, exclusive of the impact of the
MyPlay Lease."
According to Mr. Bernstein, MyPlay engaged a real estate broker to
market the Premises in February 2016, with the goal of identifying
a replacement tenant acceptable to the Limited and Sand
Associates, the prime landlord. However, despite MyPlay's success
in identifying parties interested in subleasing the Premises,
Limited directed MyPlay's real estate broker to stop the marketing
process.
Mr. Bernstein related that in June and July, 2016, Limited sent
notices of default to MyPlay and alleged that: (i) the assignment
of the Lease from SONY to MyPlay had been rendered invalid by
SONY's sale of MyPlay; (ii) SONY was in violation of the use clause
and had abandoned the Premises; and (iii) rent and additional rent
were due for April through June. MyPlay responded noting that
there were no payment defaults under the Lease and made it clear
that the Premises had not been abandoned.
Through the Chapter 11 process, MyPlay intends to move to assume
and assign the Lease immediately after the Petition Date in order
to focus its attention and energy on the longer term issue of
determining the best course for its business.
Myplay intends to complete a restructuring and negotiate a plan of
reorganization with creditors. To that end, the Debtor is already
in discussions with potential sources of debtor-in-possession
financing, and exit financing, as disclosed in the bankruptcy
filing.
At present, MyPlay's business is predominantly the sale of
remaining inventory and the marketing and sale of vinyl records.
MyPlay said it has some outstanding obligations and unpaid bills in
connection with its licenses and products, and certain highly
unfavorable license agreements, which it hopes to address in this
Chapter 11 case.
The Debtor said it has no secured debt, but for the claim of its
warehouser.
A full-text copy of Jeremy Bernstein's declaration is available for
free at http://bankrupt.com/misc/2_MYPLAY_Affidavit.pdf
ONEMAIN HOLDINGS: S&P Revises Outlook to Stable & Affirms 'B' ICR
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S&P Global Ratings said it revised its outlook on OneMain Holdings
Inc. and its subsidiaries to stable from negative. At the same
time, S&P affirmed its 'B' long-term issuer credit rating on
OneMain and its rated subsidiaries.
"The outlook revision reflects OneMain's declining leverage over
the past six months," said S&P Global Ratings credit analyst Gaurav
Parikh. Debt to adjusted total equity decreased to 11.9x as of
June 30, 2016, from 21.9x as of Dec. 31, 2015. S&P believes
OneMain's leverage will continue to decline as core earnings are
added to equity. The management team is targeting a leverage of
7.0x by the second half of 2018.
The stable outlook reflects S&P's expectations that over the next
12 months, OneMain will maintain its competitive position in
nonprime consumer lending and continue to gradually reduce its
leverage to below 10x. The outlook also incorporates S&P's
expectation that leverage will decline toward the company's
long-term target of 7x over the next two years and that net
charge-offs will remain below 10% on a consistent basis.
S&P could lower the rating over the next 12 months, if
debt-to-adjusted total equity were to rise substantially above
12.0x with no cogent plan of reducing it. S&P could also lower the
rating if net charge-offs rose above 10% on a constant basis. S&P
could also lower the rating if credit cards, credit unions, or
peer-to-peer lenders encroach on the market share of the subprime
installment lending industry and negatively affect OneMain's
earning capacity.
S&P sees limited upside in the ratings over the next 12 months.
Over time, S&P could raise the rating if OneMain maintains leverage
comfortably below 6.5x.
OPEXA THERAPEUTICS: Liquidity Concerns Raise Going Concern Doubt
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Opexa Therapeutics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $2.10 million on $726,291 of option revenue for the
three months ended June 30, 2016, compared to a net loss of $3.50
million on $726,292 of option revenue for the same period in 2015.
For the six months ended June 30, 2016, the Company listed a net
loss of $4.26 million on $1.45 million of option revenue, compared
to a net loss of $6.85 million on $1.10 million of option revenue
for the same period in the prior year.
The Company's balance sheet at June 30, 2016, showed $9.43 million
in total assets, $3.52 million in total liabilities and total
stockholders' equity of $5.91 million.
As of June 30, 2016, the Company had cash and cash equivalents of
$7.8 million. While the Company recognizes revenue related to the
$5 million and $3 million payments from Merck received in February
2013 and March 2015 in connection with the Option and License
Agreement and the Amendment over the exclusive option period based
on the expected completion term of the Company's ongoing Phase IIb
clinical trial ("Abili-T") of Tcelna in patients with Secondary
Progressive MS ("SPMS"), the Company does not currently generate
any commercial revenues resulting in cash receipts, nor does it
expect to generate revenues during the remainder of 2016 resulting
in cash receipts. The Company's burn rate during the six months
ended June 30, 2016 was approximately $763,000 per month, thereby
creating substantial doubt about the Company's ability to continue
as a going concern. Additionally, costs associated with completing
the ongoing Abili-T trial may result in an increase in the monthly
operating cash burn during the remainder of 2016.
A copy of the Form 10-Q report is available for free at:
https://is.gd/baEmb0
Opexa Therapeutics, Inc., is a biopharmaceutical company. The
Company is engaged in the development of a personalized
immunotherapy with the potential to treat various illnesses,
including multiple sclerosis (MS), as well as other autoimmune
diseases, such as neuromyelitis optica (NMO). These therapies are
based on its T-cell technology. The Company's product candidates
include Tcelna and OPX-212. Tcelna is an autologous T-cell
immunotherapy that is being developed for the treatment of
secondary progressive MS (SPMS) and is tailored to each patient's
immune response profile to myelin. Tcelna is designed to reduce the
number and/or functional activity of specific subsets of
myelin-reactive T-cells (MRTCs) known to attack myelin. Tcelna is
manufactured using its method for the production of an autologous
T-cell product.
PARKLANDS OFFICE: Can Use Cash Collateral on Final Basis
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Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut authorized Parklands Office Park, LLC to use cash
collateral on a final basis.
The Debtor was authorized to use the cash collateral of Wells Fargo
Bank, N.A., as Trustee for the Registered Holders of Credit Suisse
First Boston Mortgage Securities Corp. Pass-Through Certificates
2005-C6, the Debtor’s pre-petition secured lender and the
predecessor-in-interest to 110 Parklands LLC.
As of the Petition Date, the Debtor is liable for payment of its
prepetition debt in an amount not less than $11,930,921.
Judge Nevins acknowledged that the Debtor has an immediate and
critical need to use cash collateral through the Termination Date,
in order to minimize disruption to and avoid the diminution in
value of its properties and business.
The Termination Date will be the earliest to occur of the
following:
(i) the occurrence of an Event of Default;
(ii) the closing date of the sale of substantially all of the
assets of the Debtor; and
(iii) March 1, 2017.
Wells Fargo was granted replacement liens on any and all
prepetition collateral and the proceeds of any causes of action to
avoid or recover the prepetition collateral, subject to Carveout.
The Carve-Out consists of:
(i) all fees required to be paid to the clerk of the Court and
to the Office of the United States Trustee, plus interest;
(ii) all accrued but unpaid expenses set forth in the Budget
through the date of delivery of the Default Notice; and
(iii) all reasonable fees and expenses incurred by a trustee.
The approved Budgets for the months of August 2016 and September
2016, provide for total expenses in the amount of $95,338 and
$64,960, respectively.
A full-text copy of the Final Order, dated Aug. 22, 2016, is
available at https://is.gd/FBEVnF
About Parklands Office Park
Parklands Office Park, LLC, a single asset real estate company,
sought Chapter 11 protection (Bankr. D. Conn. Case No. 16-50425) on
March 29, 2016. The case is assigned to Judge Ann M. Nevins. The
Debtor tapped James Berman, Esq., at Zeisler & Zeisler P.C., as
counsel. The Debtor estimated assets and debt at $10 million to
$50 million.
PATRIOT FLOORING: Hires Caler Levin as Accountants
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Patriot Flooring Supplies, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Caler, Levin, Cohen, Porter & Viel, PA as accountant, nunc pro tunc
to July 28, 2016.
The professional services that the Firm will render are limited to
preparing all necessary tax returns and ensuring compliance with
all request from the Internal Revenue Service.
The Debtor will compensate the Firm at a flat rate of $4,025.
James F. Mullen IV, shareholder with the accounting firm of Caler,
Levin, Cohen, Porter & Viel, PA, 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 estates.
The Firm may be reached at:
James F. Mullen IV, CPA
Caler, Levin, Cohen, Porter & Viel, PA
505 South Flagler Drive
West Palm Beach, FL 33401
Tel: 561-832-9292
Fax: 561-832-9455
E-mail: info@cdlcpa.com
About Patriot Flooring
Patriot Flooring Supplies, Inc. and Ponypic, LLC filed Chapter
11 petitions (Bankr. S.D. Fla. Case Nos. 16-18984 and 16-18986) on
June 24, 2016. The petitions were signed by Steven
Hart,
president. The Debtors are represented by Eric A. Rosen,
Esq., at Fowler White Burnett, P.A. The cases are assigned to
Judge Erik P. Kimball. Patriot Flooring estimated total assets
at $3.61 million and total debts at $4.03 million.
PAYLESS INC: S&P Revises Outlook to Negative & Affirms 'B' CCR
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S&P Global Ratings revised its rating outlook on Kansas-based
Payless Inc. to negative from stable. At the same time, S&P
affirmed its 'B' corporate credit rating on the company.
S&P also is affirming the 'B' issue-level rating on the company's
first-lien term loan and revising the recovery rating to '4' from
'3'. The '4' recovery rating reflects S&P's expectations for
average recovery in the event of default at the low end of the 30%
to 50% range. S&P affirmed the 'CCC+' issue-level rating on the
second-lien term loan and the recovery rating remains '6',
reflecting our expectation for negligible (0% to 10%) recovery.
"The outlook revision reflects the company's meaningful
underperformance over the past 12 months, and our expectation that
operating performance will continue to be soft over the next 12
months as the company continues to struggle to drive traffic into
its stores," said credit analyst Andrew Bove. "Merchandising and
inventory management at Payless have been largely ineffective,
which has resulted in increased promotional activity and decreased
customer traffic. In addition, the value shoe category has become
increasingly competitive in recent years, and we believe that
off-price competitors like TJX and DSW have taken some market share
from Payless over that time period. We expect adequate
availability under the company's revolving credit facility to fund
seasonal working capital needs. However, company profitability has
historically been volatile, and further underperformance below our
base-case forecast could result limited access to the revolver and
a tightened liquidity position."
The negative outlook on Payless reflects S&P's belief that despite
its expectation for some moderation in recent negative trends,
operating performance will continue to be soft over the next 12
months. S&P expects that profitability and cash flow will be
pressured over that time period as the company recovers from the
inventory and merchandising issues experienced over the past year,
but still faces difficult store traffic because of increased
competition. S&P is forecasting debt-to-EBITDA in the mid-4.0x for
year-end January 2017 but liquidity to remain adequate over the
next 12 months.
S&P could lower the ratings if comparable-store sales remain
negative over the next 12 months, and the company is unable to
improve profitability over that time period. Under this scenario,
same-store sales would decrease in the low- to mid-single digits
and margins would contract 75 bps, resulting in meaningfully
negative free operating cash flow. This decline in performance
would result in EBITDA continuing to contract, leading to leverage
approaching 5.0x and fixed-charge coverage in the low-1.0x area.
This would also result in further tightening of availability under
the revolving credit facility, potentially limiting the company's
liquidity position.
Although unlikely in the next 12 months, S&P could revise the
outlook back to stable if the company demonstrates improved and
consistent performance with same-store sales gains in the low- to
mid-single digits, along with meaningful margin expansion of about
100 bps. This could happen if management can execute a more
focused merchandise strategy that resonates well with consumers,
and can manage its inventory effectively to meet demand and limit
promotional activity. Under this scenario, EBITDA would grow
around 15%, resulting in leverage in the low-4.0x area and
fixed-charge coverage in the mid-1.0x range.
PDC ENERGY: S&P Affirms 'B+' CCR & Revises Outlook to Positive
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S&P Global Ratings affirmed its 'B+' corporate credit rating on
U.S.-based PDC Energy Inc., and revised the outlook to positive
from stable.
At the same time, S&P placed the senior unsecured debt and
issue-level ratings on CreditWatch with negative implications,
reflecting the potential for increased unsecured and secured debt
without an offsetting increase in PV-10 value at S&P Global's
assumptions.
PDC Energy Inc. announced the acquisition of approximately 57,000
acres in the Delaware Basin from privately held companies managed
by Kimmeridge Energy Management for approximately $1.5 billion. The
transaction will give PDC presence in the Permian Basin a second
core operating base and improve the company's scale, scope, and
diversity relative to B-category peers.
As a result S&P has revised PDC's business risk assessment to weak
from vulnerable based on the company's increased scale, scope, and
diversity.
"The positive rating outlook on PDC Energy Inc. reflects the
potential to upgrade the company over the next 12 months if it can
successfully integrate the Permian assets and growth reserves and
its proved developed reserve life to levels consistent with the
BB-category," said S&P Global Ratings credit analyst David Lagasse.
"In addition, an upgrade would require PDC to maintain a modest
financial policy such that FFO to debt remained above 20%," he
added.
S&P could revise the outlook to stable if the company is unable to
increase production and reserves in line with S&P's expectations,
likely as a result of operational mishaps or lower-than-expected
commodity prices. Additionally, S&P could return the outlook to
stable if the company uses more debt than expected to finance its
acquisition, or generates significant negative free cash flow and
related debt as it develops its properties.
PERFORMANCE SPORTS: Former Chairman May Bid for Company
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The American Bankruptcy Institute, citing John Tilak and Jessica
Dinapoli of Reuters, reported that the former chairman of
Performance Sports Group Ltd., Graeme Roustan, has hired investment
banks Jefferies Group LLC and Canaccord Genuity to explore a
possible bid for the troubled maker of hockey gear.
According to the report, Mr. Roustan disclosed his plans a day
after Reuters reported that the sporting equipment maker has hired
investment bank Centerview Partners Holdings LLC to help it
negotiate with lenders to avoid defaulting on its loans.
Mr. Roustan said he believes he can turn around the money-losing
company, which is under investigation by securities regulators in
the United States and Canada, the report related. The company is
conducting an internal investigation into its accounting practices,
which has delayed the release of its annual report, the report
further related.
The Troubled Company Reporter, citing Reuters, reported that
Performance Sports, the maker of Bauer Hockey gear and Easton
Sports baseball bats, has turned to an investment bank for advice
on how to cope with its debt pile, according to people familiar
with the matter.
According to the report, the move underscores the challenges North
American sporting goods manufacturers face in their highly
competitive market.
Performance Sports has sought the help of investment bank
Centerview Partners Holdings LLC on its negotiations with its
lenders, the people said, asking not to be identified, because the
matter is not public, the report related.
The report said Performance Sports lost more than half of its
market value last week after it said it may default on its loans
due to a delay in filing its annual report, the report said. It
now has a market capitalization of C$116.2 million ($90 million),
the report added.
* * *
S&P Global Ratings lowered its corporate rating on Exeter,
N.H.-based Performance Sports Group Ltd. to 'CCC' from 'CCC+'. The
outlook is negative.
Moody's Investors Service downgraded Performance Sports Group Ltd's
Corporate Family Rating to Caa2 from B3 due to its weak operating
performance combined with its announcement that it will not file
its audited financial statements on time. The rating outlook
remains negative.
PIRTS INC: Wants to Use IRS Cash Collateral
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PIRTS, Inc., asks the U.S. Bankruptcy Court for the Southern
District of Florida for authorization to use cash collateral.
The Debtor's assets include inventory and income generated from a
nightclub located at 12001 NW 27th Avenue, Miami, Florida.
The Debtor relates the Internal Revenue Service holds a lien which
purportedly provides for a lien on all property and rights to
property belonging to the Debtor. The Debtor further relates that
it is in the process of communicating with the IRS in order to
resolve the matter of its cash collateral use without hearing.
The Debtor tells the Court that it needs to use the cash collateral
to pay for operating expenses, as well as administrative expenses,
in order for it to continue maintaining its business and generate
revenue.
A full-text copy of the Debtor's Motion, dated August 22, 2016, is
available at https://is.gd/gvV3Qd
About PIRTS, Inc.
PIRTS, Inc. filed a chapter 11 petition (Bankr. S.D. Fla. Case No.
16-20919) on Aug. 5, 2016. The petition was signed by Caryle
Anthony DeCruise, director. The Debtor is represented by Richard
R. Robles, Esq., at the Law Offices of Richard R. Robles, P.A. The
case is assigned to Judge Laurel M. Isicoff. The Debtor estimated
assets at $100,000 to $500,000 and liabilities at $10 million to
$50 million at the time of the filing.
PREMIER WELLNESS: Exclusivity Period Extended to Nov. 1
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Judge Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida extended Premier Wellness Centers
LCC's exclusivity period up to November 1, 2016.
The Debtor had previously sought the extension of its exclusive
period to file a plan and disclosure statement, which expired on
July 4, 2016.
The Debtor related that it was in negotiations with secured
creditors, that it otherwise complied with all Chapter 11 reporting
requirements, and that no other creditor or interested party would
be prejudiced by the delay.
About Premier Wellness Centers
Headquartered in Port Saint Lucie, Florida, Premier Wellness
Centers LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-10191) on Jan. 6, 2016, listing $384,433 in total
assets and $2.56 million in total liabilities. The petition was
signed by William Jensen, managing member. Judge Paul G. Hyman,
Jr., presides over the case. Malinda L Hayes, Esq., at Markarian
Frank White-Boyd & Hayes serves as the Debtor's bankruptcy counsel.
PRIMORSK SHIPPING: Court Allows Voting on Liquidation Plan
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Patrick Fitzgerald, writing for The Wall Street Journal Pro
Bankruptcy, reported that a bankruptcy judge said Primorsk
International Shipping Ltd.'s creditors can vote on the oil
shipper's liquidation plan, which divvies up the proceeds from the
sale of its fleet.
According to the report, Judge Martin Glenn of the U.S. Bankruptcy
Court in Manhattan signed off on Primorsk's plan disclosure
document, describing how much creditors will be paid, at a hearing
earlier this week.
As previously reported by The Troubled Company Reporter, under the
Plan, General Unsecured Creditors in Class 4 are out of the money.
Each Holder of an allowed claim under the Debtors' senior secured
term loan facility (Senior Loan Claim) in Class 3A will be paid in
full in Cash in accordance with the order approving the sale of the
Debtors' assets.
Each Holder of an allowed claim under the Debtors' junior
revolving
credit facility (Junior Loan Claim) in Class 3B will receive (i)
its Pro Rata share of remaining Encumbered Cash, following the
provision of a reserve for line items in the Wind-Down Budget and
the distributions made to the Holders of Senior Loan Claims, and
(ii) its Pro Rata share of the Liquidating Trust Distributable
Cash, in each of cases (i) and (ii) until such time as such Holder
has received Cash distributions equal to the Allowed amount of
such
Allowed Junior Loan Claim. Class 3B claims total $51,625,000 and
are projected to recoup 35% under the Plan.
Each Holder of an allowed claim under the Debtors' third ranking
term loan facility, which was taken to refinance certain swap
liabilities, (Swap Claim) in Class 3C will get nothing under the
Plan. Swap Claims total $16,400,988.
Equity Interests in Class 5 also get nothing.
The WSJ recalled that when the company filed for chapter 11
protection in January, it initially sought court approval for a
restructuring plan that would have set aside nearly half of the
company for its two owners and senior executives. But the initial
plan was quickly torpedoed by the senior lenders, who eventually
succeeded in steering the case toward a sale, the report said.
Primorsk initially defended the restructuring plan as "110%
confirmable" by the court but bowed to Nordea after the bank sought
to block the proposal, alleging it had been engineered to benefit
the company's insiders and affiliates, the report added.
About Primorsk International
Headquartered in Nicosia, Cyprus, Primorsk International Shipping
Limited (Prisco) aka PISL operates a fleet of ice-class oil tankers
in the Arctic. It was founded in 2004 and is owned by Apington
Investments, a British Virgin Islands holding company, which is
controlled by Russian native Alexander Kirilichev.
Primorsk sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y.
Case No. 16-10073) in New York, in the U.S., on Jan. 15, 2016.
Affiliates Boussol Shipping Limited, Malthus Navigati on Limited,
Jixandra Shipping Limited, Levaser Navigation Limited, Hermine
Shipping Limited, Laperouse Shipping Limited (Bankr. S.D.N.Y. Case
No. 16-10079), Prylotina Shipping Limited, Baikal Shipping Ltd, and
Vostok Navigation Ltd. also filed separate Chapter 11 bankruptcy
petitions. The bankruptcy petitions were signed by Holly Felder
Etlin, chief restructuring officer. Judge Martin Glenn presides
over the cases.
The Debtor disclosed total assets of $6,018,821 and total
liabilities of $351,352,076 as of the Chapter 11 filing.
Andrew G. Dietderich, Esq., at Sullivan & Cromwell LLP serves as
the Debtors' bankruptcy counsel. AlixPartners, LLP, is the
Debtors' financial and restructuring advisor.
QUEENSBORO 1: Case Summary & 4 Unsecured Creditors
--------------------------------------------------
Debtor: Queensboro 1, LLC
5805 Calais Lane North
Saint Petersburg, FL 33714
Case No.: 16-07289
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: David W Steen, Esq.
DAVID W STEEN, P.A.
2901 W. Busch Boulevard, Suite 311
Tampa, FL 33618
Tel: (813) 251-3000
E-mail: dwsteen@dsteenpa.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Larry J. Newsome, president of managing
member.
A copy of the Debtor's list of four unsecured creditors is
available for free at http://bankrupt.com/misc/flmb16-07289.pdf
QUEST SOLUTION: Reports Q2 Results; Revenues Increase 39%
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Quest Solution, Inc, announced financial results for the three and
six months ended June 30, 2016.
For the three months ending June 30, 2016, the Company reported a
net loss of $4.31 million on $18.9 million of total revenues
compared to a net loss of $285,000 on $13.6 million of total
revenues for the same period during the prior year.
For the six months ended June 30, 2016, the Company reported a net
loss of $5.82 million on $37.29 million of total revenues compared
to a net loss of $708,000 on $24.2 million of total revenues for
the six months ending June 30, 2015.
As of June 30, 2016, Quest Solution had $46.7 million in total
assets, $50.5 million in total liabilities, and a total
stockholders' deficit of $1.82 million.
"We continue to grow our customer base and deepen our market
penetration, as revenues increased by 39%," stated Gilles
Gaudreault, chief executive officer of Quest Solution, Inc. We
remain focused on driving sales and realizing cost efficiencies
across the enterprise, and I am encouraged with our progress so far
this year.
"In the second quarter, the Company took significant action to
reduce executive overhead and implemented further cost
rationalization initiatives by initiating the transfer of the
Montreal ribbon production facility to Ajax, Ontario. In effect,
the Montreal facility will become a distribution center for the
northeast market and this decision will result in eventual savings
of $0.3 million on an annualized basis. This move will be
completed in the later part of the third quarter. In addition, the
Company will further reduce its headcount to right-size the
Company's cost structure, reduce its rental expenses, and eliminate
certain redundancies caused by the multiple past business
acquisitions. The cost savings from the headcount reduction is
$0.6 million on an annualized basis. As a result, the Company
recorded a restructuring charge of $0.6 million in the second
quarter to realize the streamlining initiatives. The streamlining
efforts will continue for the second half of the year as well. In
addition, for the period ended June 30, 2016, the goodwill in
relation to the Company’s investments in ViascanQdata was
impaired by $2.3 million. The impairment charge is non cash and
was driven by certain economic factors related to the operations of
ViascanQdata. The Company expects to retain the services of an
independent valuation firm to determine the fair value of these
identifiable intangible assets acquired as part of the business
acquisition.
"We also took proactive steps to improve our balance sheet and
capital structure," added Mr. Gaudreault. "The conversion of $4.5
million in debt into a new Series C Preferred Stock and the
forbearance of $0.6 million in notes helped to reduce the debt load
and improve the debt to equity ratio of the Company. The debt
reduction efforts were completed in the latter part of June, so we
expect to report reductions in our interest expense in the second
half of the year. With an increasingly solid balance sheet, a
streamlined capital structure and strong sales and delivery
organizations, we are well-positioned to grow our business
profitably."
A full-text copy of the press release is available for free at:
https://is.gd/otdYCO
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.
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.
QUICKSILVER RESOURCES: Wins Confirmation of Liquidation Plan
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on August
16, 2016, entered an order confirming the First Amended Joint
Chapter 11 Plan of Liquidation for Quicksilver Resources Inc. and
its Affiliated Debtors.
A copy of the Confirmation Order is available at
https://is.gd/QKBsRQ
A copy of the Plan of Liquidation is available at
https://is.gd/FJPeb6
The Plan of Liquidation, as confirmed by the Bankruptcy Court,
provides for the appointment of a liquidation trustee and for the
transfer of substantially all of the Debtors' remaining assets to a
liquidating trust. The Liquidation Trustee will administer the
Plan of Liquidation and the Liquidating Trust. The Liquidation
Trustee will also serve as a representative of the Debtors' estates
for the purpose of liquidating causes of action belonging to the
estates. Among other things, the Liquidation Trustee will (i)
liquidate and dissolve the Debtors that remain in existence on and
after the effective date of the Plan of Liquidation, (ii) resolve
all disputed claims, (iii) make distributions to holders of allowed
claims in accordance with the terms of the Plan of Liquidation, and
(iv) otherwise implement the Plan of Liquidation.
The Plan of Liquidation generally provides that:
* each holder of an Allowed Other Priority Claim and Allowed
First Lien Claim will receive payment in full in cash;
* each holder of an Allowed Other Secured Claim, will receive,
as determined at the option of the Debtors or the Liquidation
Trustee, as applicable, (i) payment in full in cash, including
interest, to the extent applicable, (ii) delivery of the Collateral
securing such Allowed Other Secured Claim to the holder of such
Claim, or (iii) such other treatment as may be agreed to by the
holder of such Claim and the Debtors or the Liquidation Trustee, as
applicable;
* each holder of an Allowed Second Lien Secured Claim will
receive its pro rata share of the Second Lien Plan Consideration;
* each holder of an Allowed General Unsecured Claim will
receive its pro rata share of the Unsecured Plan Consideration;
* each holder of an Allowed Subordinated Notes Claim will
receive its pro rata share of the Unsecured Plan Consideration,
provided that the distributions otherwise intended for holders of
Allowed Subordinated Notes Claims will be distributed on a pro rata
basis to those holders of Allowed Claims entitled to the benefit of
subordination under the Subordinated Notes Indenture until such
Allowed Claims entitled to the benefit of subordination have been
satisfied in full;
* each holder of a 510 Claim will not receive any
distributions on account of such Claim;
* all Intercompany Interests will be cancelled and will not
receive any distributions; and
* all Non-Intercompany Interests will be cancelled and will
not receive any distributions.
The effective date of the Plan of Liquidation will be a date
specified by the Debtors in a notice filed with the Bankruptcy
Court as the date on which the Plan of Liquidation will take
effect, which date will be the earlier of:
(i) the first business day on which all of the applicable
conditions set forth in the Plan of Liquidation have been satisfied
or waived and no stay of the Confirmation Order is in effect and
(ii) to the extent any outstanding conditions precedent to
consummating the Plan of Liquidation have been waived by the
Debtors and the Consultation Parties in accordance with the Plan of
Liquidation, 14 days after the Confirmation Date.
In accordance with the terms of the Plan of Liquidation, except for
the purpose of evidencing a right to distribution under the Plan of
Liquidation and except as otherwise set forth in the Plan of
Liquidation, on the Effective Date, all notes, stock, agreements,
instruments, certificates, and other documents evidencing any Claim
against or Interest in the Debtors will be cancelled and the
obligations of the Debtors thereunder or in any way related thereto
will be fully released.
Cautionary Note Regarding
Company's Common Stock
As of August 19, 2016, the Company had 182,530,032 shares of common
stock outstanding.
Under the Plan of Liquidation confirmed by the Bankruptcy Court,
the holders of the Company's common stock will not receive a
distribution on account of their equity interests and the Company's
common stock will be cancelled on the Effective Date. Even though
the Company's common stock continues to be quoted on the OTC Pink
Marketplace, under the Plan of Liquidation it has no underlying
asset value and the Company's stockholders should not view the
trading activity of the common stock on the OTC Pink Marketplace or
any other market or trading platform as being indicative of the
value the Company's stockholders will receive in connection with
the liquidation of the Company.
No shares of the Company's common stock are being reserved for
future issuance in respect of claims and interests filed and
allowed under the Plan of Liquidation.
Assets and Liabilities
In the Company's most recent monthly operating report filed with
the Bankruptcy Court on July 20, 2016 and furnished as Exhibit 99.1
to the Company's Current Report on Form 8-K filed with the SEC on
July 22, 2016, the Company reported total assets of $228,924,000
and total liabilities of $1,859,666,000 as of June 30, 2016.
Material Modification
to Rights of Security Holders
As provided in the Plan of Liquidation, all notes, stock,
agreements, instruments, certificates, and other documents
evidencing any Claim against or Interest in the Debtors will be
cancelled on the Effective Date and the obligations of the Debtors
thereunder or in any way related thereto will be fully released.
The registered securities to be cancelled on the Effective Date
include all of the Company's common stock as well as the Company's
7.125% Senior Subordinated Notes due 2016, 9.125% Senior Notes due
2019, and 11.000% Senior Notes due 2021.
Management
The Plan of Liquidation provides that the Company's board of
directors will be dissolved and its officers will be discharged on
the Effective Date. As provided in the Plan of Liquidation, each of
the Company's directors, W. Yandell Rogers, III, Glenn Darden, Anne
Self, W. Byron Dunn, Michael Y. McGovern, Steven M. Morris, Scott
M. Pinsonnault, and Mark J. Warner, and the Company's remaining
executive officers, Glenn Darden, President and Chief Executive
Officer, Vanessa Gomez LaGatta, Senior Vice President - Chief
Financial Officer and Treasurer, Romy Massey, Vice President -
Chief Accounting Officer, and Anne Self, Vice President - Human
Resources, will cease to be directors and officers of the Company
on the Effective Date.
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code in Delaware. Quicksilver's Canadian
subsidiaries were not included in the Chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger, P.A., is legal co-counsel in the Chapter 11 cases.
Houlihan Lokey Capital, Inc., is serving as financial advisor.
Garden City Group Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and a
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
* * *
The Debtors won approval to sell substantially all assets to
BlueStone Natural Resources II, LLC. BlueStone offered $240
million to acquire Quicksilver's oil and gas assets located in the
Barnett Shale in the Fort Worth basin of North Texas, and $5
million for those assets located in the Delaware basin in West
Texas.
RICHARD SABBUN: Confirmation of Amended Ch. 11 Plan Denied
----------------------------------------------------------
Judge Mary P. Gorman of the United States Bankruptcy Court for the
Central District of Illinois denied the confirmation of Richard M.
Sabbbun's First Amended Chapter 11 Plan, after finding that the
debtor failed to obtain the affirmative vote of a single impaired
class of creditors, and thus failed to establish a threshold
requirement for confirmation.
The Amended Plan proposes to pay the secured home mortgage and auto
loan claims in full pursuant to their original contractual terms
and designates those claimants as unimpaired. The secured portions
of the Internal Revenue Service and Illinois Department of Revenue
claims are to be paid in full with 3% interest in twenty quarterly
payments of $7,020 and $2,697 each. This secured class of claims
is designated as impaired.
The Amended Plan proposes to pay a 30% dividend to general
unsecured creditors without interest in 20 quarterly payments of
$22,103.20 each. The unsecured class is designated to include the
IRS's unsecured claim, the $75 debt to A/R Concepts, and debts in
unknown amounts owed to Glenview State Bank, Heartland, and
Vascik's Bookkeeping. Neither the Amended Plan nor the Amended
Disclosure Statement refer to the unsecured portion of the IDOR
claim. The Debtor subsequently filed his written Stipulation with
the IRS that provides for an increase in the distribution to
unsecured creditors from 30% to 44% and for the IRS to withdraw its
objection to confirmation.
A full-text copy of Judge Gorman's August 22, 2016 opinion is
available at http://bankrupt.com/misc/ilcb14-72106-208.pdf
About Richard M. Sabbun
Richard M. Sabbun, an emergency room physician in Bloomington,
Illinois, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Ill.
Case No. 14-72106) on December 2, 2014.
RMS TITANIC: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------
Guy Gebhardt, acting U.S. trustee for Region 21, on August 24
appointed three creditors to serve on the official committee of
unsecured creditors of RMS Titanic, Inc., and its affiliates.
The committee members are:
(1) TSX Operating Co., LLC
c/o James Sanna
70 W. 40th St.
New York, NY 10018
Phone: (646) 619-8605
Fax: (212) 819-0781
Email: James@runningsubway.com
(2) Dallian Hoffen Biotechnique Co., Ltd.
c/o Ezra B. Jones
305 Crosstree Lane
Atlanta, GA 30328
Phone: 678-576-8253
Fax: 678-669-1874
Email: ejones@ezrajoneslaw.com
(3) B.E. Capital Management
c/o Thomas Branziel
205 East 42nd Street, 14th Floor
New York, NY 10017
Phone: (646) 604-9635
Email: Thomas@becapitalmanagement.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About RMS Titanic
RMS Titanic, Inc., a wholly owned subsidiary of Premier
Exhibitions, Inc., is the only company permitted by law to recover
objects from the wreck of Titanic. The Company was granted
Salvor-In-Possession rights to the wreck of Titanic by the United
States District Court for the Eastern District of Virginia, Norfolk
Division in 1994 and has conducted eight research and recovery
expeditions to Titanic recovering approximately 5,000 artifacts.
In the summer of 2010, RMS Titanic, Inc. conducted a
ground-breaking expedition to Titanic 25 years after its discovery,
to undertake innovative 3D video recording, data gathering and
other technical measures so as to virtually raise Titanic,
preserving the legacy of the ship for all time.
About Premier Exhibitions
Premier Exhibitions, Inc. (Nasdaq: PRXI), located in Atlanta,
Georgia, is a foremost presenter of museum quality exhibitions
throughout the world. Premier is a recognized leader in developing
and displaying unique exhibitions for education and entertainment
including Titanic: The Artifact Exhibition, BODIES...The
Exhibition, Tutankhamun: The Golden King and the Great Pharaohs,
Pompeii The Exhibition, Extreme Dinosaurs and Real Pirates in
partnership with National Geographic. The success of Premier
Exhibitions, Inc. lies in its ability to produce, manage, and
market exhibitions. Additional information about Premier
Exhibitions, Inc. is available at the Company's Web site
http://www.PremierExhibitions.com/
RMS Titanic and seven of its subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the Middle District of Florida (Bankr.
M.D. Fla. Proposed Lead Case No. 16-02230) on June 14, 2016.
Former Chief Financial Officer and Chief Operating Officer Michael
J. Little signed the petitions.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Chapter 11 cases are assigned to Judge Paul M. Glenn.
S & H AUTO REPAIR: US Trustee Unable to Appoint Creditors' Panel
----------------------------------------------------------------
The U.S. Trustee informs the U.S. Bankruptcy Court for the Middle
District of Maryland that a committee of unsecured creditors has
not been appointed in the Chapter 11 case of S & H Auto Repair Inc
due to insufficient response to the U.S. Trustee
communication/contact for service on the committee.
S & H Auto Repair Inc filed for Chapter 11 bankruptcy protection
(Bankr. D. Md. Case No. 16-19613) on July 18, 2016, and estimated
its assets at between $500,001 and $1 million and its liabilities
at between $100,001 and $500,000 at the time of filing. George Z.
Petros, Esq., at The Law Office of George Petros serves as the
Debtor's counsel.
SA INTER INVEST: Needs Until Nov. 10 to Solicit Plan Acceptances
----------------------------------------------------------------
SA Inter Invest 1, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida for a 60-day extension of its
exclusive period to solicit acceptances of its plan to Nov. 10,
2016.
A Plan and Disclosure Statement were filed within the original
exclusive period but the solicitation period for acceptances
expired June 13, 2016, which would not have given the Debtor
sufficient time even if the disclosure statement had been approved
May 26, 2016.
According to the Debtor, it had been negotiating with counsel K
Kevin L Hing on behalf of Creditor JPMorgan Chase Bank, National
Association, since February 2016 about adequate protection and plan
treatment, and counsel was continuously advised that negotiations
would be forthcoming.
Then on July 27, 2016, the Debtor's counsel was contacted by Andrew
Zaron Leon Cosgrove, LLC, who advised that he had just been
retained by Chase, and at that point the Debtor's counsel uploaded
the mediation order, and mediation is now being set for early
September.
As such, the Debtor requires some more time to negotiate with JP
Morgan Chase Bank NA for a consensual plan and disclosure and
thereafter to set and notice a confirmation hearing.
About SA Inter Invest
Headquartered in Miami Beach, Florida, SA Inter Invest 1, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
No. 15-31770) on Dec. 16, 2015, estimating its assets and
liabilities at between $1 million and $10 million each. The
petition was signed by Laurent Benzaquen, manager. Judge Jay A.
Cristol presides over the case. Joel M. Aresty, Esq., at Joel M.
Aresty P.A. serves as the Debtor's bankruptcy counsel.
SANDRIDGE ENERGY: Ad Hoc Panel Seek to Compel Docs Production
-------------------------------------------------------------
BankruptcyData.com reported that the Ad Hoc Committee of
Shareholders filed with the U.S. Bankruptcy Court an emergency
motion to compel debtors to produce documents in connection with
notice of 2004 examination. The motion explains, "The Debtors'
represented that their electronic data room, for which counsel for
the Ad Hoc Committee would be given access on or about August 6,
2016, would contain all relevant documents. The court ordered
deadline to file our expert's report was August 19, 2016. However,
in the two weeks since we filed our Ad Hoc Committee's Rule 2004
Exams, the Debtors made piecemeal disclosures up to and until
August 19, 2016. As this motion will document and describe, during
this process, the Debtors made clearly inconsistent statements,
engaged in unjustified delay, and were often non-responsive to our
inquiries for further clarification. Because significant portions
of our August 5th Ad Hoc Committee's Rule 2004 Exams have only been
disclosed on August 19, 2016, and because the Debtors have only
recently summarily refused to disclose other outstanding items we
have requested over two weeks ago, the Ad Hoc Committee regretfully
asks the court to compel the Debtors to produce the remaining
documents. These circumstances also caused the Ad Hoc Committee to
ask the court to extend time to file our expert's report and to
file our objection, if any, to the confirmation of the Plan. After
the Ad Hoc Committee's repeated requests for the disclosure of
certain geophysical reports and seismic data reports, the Debtors
either made vague or no responses to our requests. After further
attempts to clarify on August 17, 2016, the Debtors, for the first
time, asserted confidentiality in these reports and data, even
though all the parties who have access to the electronic data room
are strictly bound by pre-existing confidentiality agreements.
Moreover, our expert requires access to the requested geophysical
reports and seismic data reports in order to properly appraise the
value of the Debtors' oil and gas properties and leases, if they
were marketed for sale and/or liquidation. Quite simply, these
reports would give potential buyers greater insight, and
potentially assign greater value, as to the potential of
identifying future drilling sites and exploiting future reserves on
the Debtors' properties and leases."
About SandRidge Energy
SandRidge Energy, Inc. (OTC PINK: SDOC) --
http://www.sandridgeenergy.com/-- is an oil and natural gas
exploration and production company headquartered in Oklahoma City,
Oklahoma, with its principal focus on developing high-return,
growth-oriented projects in the U.S. Mid-Continent and Niobrara
Shale.
SandRidge Energy, Inc. and 24 of its subsidiaries each filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 16-32488) on May 16, 2016. The petitions
were signed by Julian M. Bott as chief financial officer.
The Debtors have hired Kirkland & Ellis LLP as general bankruptcy
counsel, Zack A. Clement PLLC as local counsel, Houlihan Lokey
Capital, Inc. as financial advisor, Alvarez & Marsal Holdings, LLC
as restructuring advisor and Prime Clerk LLC as claims and
noticing agent.
The cases are assigned to Judge David R Jones.
The Office of the U.S. Trustee has appointed five creditors of
SandRidge Energy, Inc., to serve on the official committee of
unsecured creditors.
SANOMEDICS INC: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor: Sanomedics, Inc.
444 Brickell Avenue, Suite 415
Miami, FL 33131
Case Number: 16-21659
Involuntary Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Judge: Hon. Robert A Mark
Petitioners' Counsel: Robert A. Stok, Esq.
18851 NE 29 Ave # 1005
Aventura, FL 33180
Tel: 305-935-4440
Fax: 305.935.4470
E-mail: service@stoklaw.com
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Redwood Management, LLC Unpaid Promissory $277,295
16850 Collins Ave. Notes
#112-341
Sunny Isles, FL 33160
Redwood Fund II, LLC Unpaid Promissory $261,290
16850 Collins Ave. Notes
Suite 112-341
Sunny Isles, FL 33160
SCS, LLC Unpaid Service $11,500
980 N. Federal Highway Invoices
Suite 304
Boca Raton, FL 33432
CLSS Holdings LLC Unpaid Promissory $412,795
19501 W. Country Club Drive Notes
Aventura, FL 33180
SEQUENOM INC: Clears Hurdle in Acquisition Deal with LabCorp
------------------------------------------------------------
Laboratory Corporation of America Holdings announced that the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, or HSR Act, applicable to its acquisition of Sequenom,
Inc., has expired.
As previously announced, LabCorp and Savoy Acquisition Corp., its
direct wholly owned subsidiary, commenced a tender offer on
Aug. 9, 2016, for all of the outstanding shares of common stock of
Sequenom, including the associated preferred stock purchase rights,
for $2.40 net to the seller in cash, without interest thereon and
subject to applicable withholding taxes. The expiration of the
waiting period under the HSR Act satisfies one of the conditions
necessary for the consummation of the pending acquisition. The
tender offer and any withdrawal rights are scheduled to expire at
12:01 a.m., Eastern Time, on Wednesday, Sept. 7, 2016, unless the
tender offer is extended.
Consummation of the tender offer remains subject to other customary
closing conditions, including satisfaction of the minimum tender
condition under the agreement and plan of merger entered into by
LabCorp, Purchaser and Sequenom on July 26, 2016.
About Sequenom
Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions. Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets. The company was founded in 1994 and is
headquartered in San Diego, California.
Sequenom reported a net loss of $16.3 million on $128 million of
total revenues for the year ended Dec. 31, 2015, compared to net
income of $1.01 million on $152 million of total revenues for the
year ended Dec. 31, 2014.
As of June 30, 2016, Sequenom had $97.3 million in total assets,
$152 million in total liabilities and a $54.5 million total
stockholders' deficit.
SEVEN GENERATIONS: Moody's Hikes Corporate Family Rating to Ba2
---------------------------------------------------------------
Moody's Investors Service upgraded Seven Generations Energy Ltd.'s
(7G) Corporate Family Rating (CFR) to Ba2 from Ba3, Probability of
Default Rating to Ba2-PD from Ba3-PD, and senior unsecured notes
rating to Ba3 from B1. Moody's also upgraded the assumed Paramount
US$450 million notes maturing 2023 to Ba3 from Caa3. The rating
outlook is stable and the Speculative Grade Liquidity Rating
remains SGL-1. This action resolves the review for upgrade that was
initiated on July 8, 2016.
"The upgrade to Ba2 reflects the benefit of the added size in
production and reserves from the acquisition of the Montney assets
from Paramount while only modestly increasing its leverage,"
commented Paresh Chari, Moody's AVP-Analyst.
Moody's took the following rating actions:
Upgrades:
Issuer: Paramount Resources Ltd.
-- Senior Unsecured Upgraded to Ba3- LGD4 from Caa3- LGD5
Issuer: Seven Generations Energy Ltd.
-- Probability of Default Rating, Upgraded to Ba2-PD from Ba3-
PD
-- Corporate Family Rating, Upgraded to Ba2 from Ba3
-- Senior Unsecured Upgraded to Ba3- LGD4 from B1- LGD4
Outlook Actions:
Issuer: Seven Generations Energy Ltd.
-- Outlook, Changed To Stable From Rating Under Review
Affirmations:
Issuer: Seven Generations Energy Ltd.
-- Speculative Grade Liquidity Rating, Affirmed SGL-1
RATINGS RATIONALE
7G's Ba2 CFR primarily reflects robust leverage (2017 debt/EBITDA
around 2x; retained cash flow/debt around 45%), strong coverage
(2017 EBITDA/interest near 7x) and very good liquidity. Moody's
said, "We expect 7G's production to be about 150,000 boe/d in 2017,
a significant increase from the 125,000 boe/d previously expected
prior to the acquisition of Paramount's Montney assets. 7G is
concentrated in a single field and a single formation, with high
decline rates (about 35%) that require a significant capex program
just to maintain production. An incremental growth capex program is
expected to increase production and develop its large proved
undeveloped reserve base. We believe 7G still has good visibility
around the development of their reserves. The acquired Paramount
assets are directly adjacent to its current properties, which
reduces some of its execution risk."
The SGL-1 Speculative Grade Liquidity Rating reflects 7G's very
good liquidity. At June 30, 2016, pro forma the acquisition and the
C$748 million equity proceeds, 7G had C$690 million of cash and
C$1,063 million of availability under its C$1.1 billion borrowing
base revolving credit facility (May 2019 maturity), after covering
C$37 million in letters of credit. Moody's expects negative free
cash flow of about C$500 million for the 15 month period from June
30, 2016 to September 30, 2017 to be funded with cash. There are no
debt maturities until 2020. Alternate liquidity is limited given
that substantially all of the company's assets are pledged.
In accordance with Moody's Loss Given Default (LGD) methodology,
the US$700 million, US$425 million, and US$450 million senior
unsecured notes are rated Ba3, one notch below the Ba2 CFR because
of the existence of the priority ranking C$1.1 billion secured
revolver.
The stable outlook reflects our view that 7G's leverage and
interest coverage will remain robust and that the company will have
very good liquidity over the next few years.
The rating could be upgraded if production can be sustained above
175,000 boe/d while maintaining retained cash flow to debt above
40% and one-year LFCR above 1x, while increasing the proved
developed reserve life to around 5 years.
The rating could be downgraded if retained cash flow to debt falls
towards 25% or if production and reserves decline.
Seven Generations Energy Ltd. is a Calgary, Alberta-based
exploration and production company with approximately 113 million
and 503 million barrels of equivalent oil (boe) of net proved
developed and total proved reserves, respectively, and average
daily production of 130,000 boe/d (net of royalties) primarily from
the Montney.
SFX ENTERTAINMENT: Files First Amended Plan of Reorganization
-------------------------------------------------------------
BankruptcyData.com reported that SFX Entertainment filed with U.S.
Bankruptcy Court a First Amended Joint Plan of Reorganization. A
related Disclosure Statement was not filed. According to the
documents filed with the Court, "On the Effective Date, each Holder
of a Tranche B DIP Facility Claim (other than an Incremental
Tranche B DIP Loan Claim), together with the Holders of Allowed
Original Foreign Loan Claims as set forth in Section 3.02(c), shall
receive, in full and complete settlement, release, and discharge of
such Claim, such Holder's pro rata share (calculated based on the
percentage such Holder's Allowed Tranche B DIP Facility Claim,
exclusive of any Incremental Tranche B DIP Loan Claim) represents
of the total of Allowed Tranche B DIP Facility Claims (exclusive of
the Incremental Tranche B DIP Loan Claims and Allowed Original
Foreign Loan Claims) of (1) 100% of the New Series A Preferred
Stock, and (2) 100% of the Reorganized SFXE Common Stock, subject
to dilution by the New Second Lien Facility Equity and by any
common stock that may be issued upon exercise of the New Warrants,
if any. On the Effective Date, each Holder of an Incremental
Tranche B DIP Loan Claim, if any, shall receive, in full and
complete settlement, release, and discharge of such Claim, a loan
under the New Second Lien Facility equal to the Allowed Incremental
Tranche B DIP Loan Claim after conversion of the Incremental
Tranche B DIP Loan Claims into the New Second Lien Facility. If on
the Effective Date, the Reorganized Debtors determine that the
issuance of the New Warrants, in lieu of the allocation of the
CVRs, or the issuance of Reorganized SFXE Common Stock upon
exercise of any of the New Warrants will not subject the
Reorganized."
About SFX Entertainment
SFX Entertainment, Inc., and 43 of its affiliates, a global
producer of live events and digital entertainment content focused
exclusively on the electronic music culture and other world-class
festivals, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Case Nos. 16-10238 to 16-10281) on Feb. 1, 2016. The petitions
were signed by Michael Katzenstein as chief restructuring officer.
The Debtors disclosed total assets of $662 million and total debt
of $490 million.
Judge Mary F. Walrath is assigned to the case.
Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent. The Debtor hired FTI Consulting Inc. to provide crisis and
turnaround management services.
An Official Committee of Unsecured Creditors has retained
Pachulski Stang Ziehl & Jones LLP as counsel, and Conway Mackenzie,
Inc., as financial advisor.
SMITHFIELD FOODS: Moody's Hikes Corporate Family Rating to Ba2
--------------------------------------------------------------
Moody's Investors Service upgraded ratings of Smithfield Foods,
Inc. and its subsidiaries (together "Smithfield"). Upgrades include
the Corporate Family Rating (CFR) to Ba2 from Ba3, Probability of
Default Rating to Ba2-PD from Ba3-PD, and senior unsecured debt
ratings to Ba3 from B1. Moody's affirmed the company's Speculative
Grade Liquidity rating at SGL-1. The rating outlook is stable.
The upgrades reflect Moody's expectation that Smithfield will
maintain solid credit metrics and relatively stable operating
performance. "Stronger earnings and modest debt levels over the
past year have resulted in declining financial leverage, including
debt/EBITDA that is likely to fall below 2.5 times within six to
nine months," commented Moody's Senior Credit Officer, Brian
Weddington. Moody's forecast includes the effect of $400 million of
dividends expected to be distributed in fiscal 2016.
Since the 2013 leveraged merger with Hong Kong based WH Group,
Smithfield has repaid $900 million of debt and doubled operating
profit to over $850 million. Earnings improvement has largely come
through market share gains and increased volumes in US packaged
meats and increased exports to China.
While both domestic and export demand for US pork should remain in
balance with supply at least over the next year, the potential for
over-expansion of US hog supply remains a key concern. Low feed
prices and expanding slaughter capacity driven by rising US pork
exports are pushing hog production to record levels this year. This
has depressed US hog prices over the past 18 months and resulted in
heavy operating losses for US hog producers, including Smithfield.
In the first half of 2016, its hog production segment recorded a
loss of $68.3 million. Based on Moody's expectation for continued
overall growth in U.S. hog supplies in anticipation of future
processing capacity expansion, the rating agency expects that
losses in Smithfield's hog production segment will continue for the
foreseeable future.
In recent years, however, losses in Smithfield's hog production
segment have been fully offset by earnings in its expanding fresh
pork business, which includes its growing pork exports. In
addition, the lower hog values have translated into lower input
costs for its highest margin packaged meats segment that is
generating record sales and over 70% of total operating profits.
Thus, as long as the hog production and fresh pork segments are at
least break-even on a combined basis, Smithfield should be able to
grow earnings and cash flow. This should help Smithfield maintain
financial leverage within the bounds Moody's feels is appropriate
for a Ba2 rating.
Moody's has taken the following rating actions:
Smithfield Foods Inc. and its subsidiaries:
Ratings upgraded:
-- Corporate Family Rating to Ba2 from Ba3;
-- Probability of Default Rating to Ba2-PD from Ba3-PD;
-- $446.8 million 7.75% senior unsecured notes due 2017 to Ba3
(LGD 4) from B1 (LGD4);
-- $446.4 million 5.250% senior unsecured notes due 2018 to Ba3
(LGD 4 from B1 (LGD 4);
-- $349.3 million 5.875% senior unsecured notes due 2021 to Ba3
(LGD 4) from B1 (LGD 4);
-- $900.2 million 6.625% senior unsecured notes due 2022 to Ba3
(LGD 4) from B1 (LGD 4).
Ratings affirmed:
-- Speculative Grade Liquidity Rating at SGL-1.
The rating outlook is stable.
RATINGS RATIONALE
The Ba2 Corporate Family Rating reflects Smithfield's modest
financial leverage and its relatively stable operating performance
considering its high exposure to highly volatile input prices. The
company's single-protein concentration and high exposure to
commodity-like product sales are balanced against Smithfield's
large scale and its global leadership in hog production, fresh
pork, and value-added packaged pork products.
The SGL-1 rating reflects Smithfield's very good liquidity,
including strong internal cash flows and ample back-up lines.
Covenant cushions under the company's $1 billion inventory-backed
credit facility are comfortable with $763 million of EBITDA cushion
or 70% and $1.2 billion of indebtedness cushion or 56%.
The senior unsecured ratings are one notch below the CFR primarily
due to the higher priority rank of a $1.025 billion asset-backed
liquidity facility.
A rating upgrade could occur if Moody's expects that Smithfield is
likely sustain debt/EBITDA below 2.0x. In addition, the company
would need to establish a track record of overall earnings
stability before an upgrade would be considered. The ratings could
be downgraded if debt/EBITDA is sustained above 3.0x. Other events
that could trigger a downgrade are partly out of the company's
control, including trade disruptions in key export markets, a
disease outbreak or a major oversupply condition.
The principal methodology used in these ratings was that for the
Global Protein and Agriculture Industry published in May 2013.
Smithfield Foods, Inc., headquartered in Smithfield, Virginia, is
the world's largest pork producer and processor. Revenue for fiscal
year 2015 was approximately $14 billion. Hong Kong-based parent
company, WH Group (formerly, Shuanghui International Holdings Ltd),
is an investment holding company that controls the largest poultry
producer in China (Henan Shuanghui Investment & Development Co.,
Ltd).
SNB DEVELOPMENT: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: SNB Development Holdings, LLC
1875 Olympic Blvd Suite 215
Walnut Creek, CA 94597
Case No.: 16-42384
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Northern District of California (Oakland)
Judge: Hon. William J. Lafferty
Debtor's Counsel: Darya Sara Druch, Esq.
LAW OFFICES OF DARYA SARA DRUCH
1 Kaiser Plaza #1010
Oakland, CA 94612
Tel: (510) 465-1788
E-mail: ecf@daryalaw.com
darya@daryalaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tom Johansen, managing member.
The Debtor listed Citimortgage Inc. as its unsecured creditor
holding a claim of $1.16 million.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/canb16-42384.pdf
STERLING DEBARTOLO: Taps Parr Law Group as Legal Counsel
--------------------------------------------------------
Sterling Debartolo Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to hire the Parr Law
Group as its legal counsel.
The firm will provide legal services in connection with the
Debtor's Chapter 11 case, which include advising the Debtor of its
rights and duties, overseeing the preparation of necessary reports,
and conducting investigation.
The firm's professionals and their hourly rates are:
Attorney $400
Associate Attorneys $225 - $300
Paralegals $145
Shawn Parr, Esq., at Parr Law Group, 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:
Shawn R. Parr, Esq.
Parr Law Group
1625 The Alameda, Suite 900
San Jose, CA 95126
Tel: (408) 267-4500
Fax: (408) 267-4535
About Sterling Debartolo
Sterling Debartolo Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Calif. Case No. 16-30887) on August
11, 2016. The case is assigned to Judge Dennis Montali.
STEVE PAUL GOETTING: Exit Plan to Pay $1K to Unsecured Creditors
----------------------------------------------------------------
General unsecured creditors will receive a total payment of at
least $1,000 under the Chapter 11 plan of reorganization of Steve
Paul and Barbara Goetting.
The plan filed with the U.S. Bankruptcy Court for the District of
Arizona proposes to make quarterly distributions to Class 13
general unsecured creditors on a pro-rata basis.
General unsecured creditors will begin receiving distributions only
in the final months of the restructuring plan, according to the
disclosure statement explaining the plan.
A copy of the disclosure statement is available for free at
https://is.gd/W53xfC
The Debtors are represented by:
Pernell W. McGuire, Esq.
M. Preston Gardner, Esq.
Davis Miles McGuire Gardner, PLLC
40 E. Rio Salado Parkway Suite 425
Tempe Arizona, 85281
Phone: (480) 733-6800
Fax: (480) 733-3748
Email: efile.dockets@davismiles.com
About The Goettings
Steve Paul and Barbara Goetting sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-00392) on
January 15, 2016.
STONE ENERGY: Mulls Possible Bankruptcy Filing
----------------------------------------------
Stone Energy Corporation previously disclosed on April 11 and April
15, 2016, that it entered into confidentiality agreements and
commenced discussions with legal and financial advisors for a group
of holders of the Company's 1 3⁄4% Senior Convertible Notes due
2017 and 7.5% Senior Notes due 2022 regarding the possibility of a
potential financing, recapitalization, material asset or equity
sale outside of the ordinary course of business, reorganization
and/or restructuring transaction for the Company. Subsequent to the
dates of the execution of the confidentiality agreements and
through mid-August, the Noteholder Advisors (i) conducted due
diligence on the Company and (ii) engaged in discussions with the
Company and its advisors.
The Company previously entered into confidentiality agreements with
a group of Noteholders in May 2016 to discuss a potential
transaction. The Company and the Original Ad Hoc Group did not
reach an agreement and, on June 3, 2016, the Previous NDAs were
terminated.
On Aug. 8, 2016, a group of Noteholders, including members of the
Original Ad Hoc Group, entered into new confidentiality agreements
with the Company. Pursuant to the Current NDAs, a public
disclosure of all material non-public information provided to the
Current Ad Hoc Group is required prior to 8:00 a.m. New York City
time on Aug. 23, 2016.
Following entry into the Current NDAs, the Company and the Current
Ad Hoc Group engaged in negotiations with respect to a potential
recapitalization and restructuring transaction with respect to the
Existing Notes. On Aug. 5, 2016, the board of directors of the
Company authorized the Company to work with the Current Ad Hoc
Group to implement a consensual de-leveraging transaction, and on
Aug. 8, 2016, the Company provided the Current Ad Hoc Group with a
proposal regarding the Transaction. The Initial Proposal included
certain projections and forecasts of the Company. Subsequent to
the Initial Proposal, the Company and the Current Ad Hoc Group
(excluding one member of the Current Ad Hoc Group) each made
additional proposals regarding the Transaction. On Aug. 22, 2016,
the Company received an extension to the Current NDAs from all but
one member of the Current Ad Hoc Group. As a result, one of the
Current NDAs has terminated without the Company and such member of
the Current Ad Hoc Group reaching an agreement on the material
terms of a proposed Transaction. The latest proposal by the
Company dated Aug. 21, 2016, was in response to a proposal from the
Current Ad Hoc Group (excluding such member with whom a Current NDA
has terminated) dated Aug. 19, 2016. Negotiations with the
remaining members of the Current Ad Hoc Group remain ongoing with
respect to a potential Transaction, although there can be no
assurance that those negotiations will result in a Transaction.
The Company continues to analyze various strategic alternatives to
address its liquidity and capital structure, including strategic
and refinancing alternatives, asset sales and a Chapter 11
bankruptcy proceeding. For example, the Company has commenced
negotiations to sell its Appalachian assets to a third party
unrelated to any member of the Current Ad Hoc Group, although there
can be no assurance that the Company's negotiations will result in
a sale. If a sale is concluded, the Company may use a portion of
received sales proceeds in a potential Transaction.
The Proposals, which constitute the Cleansing Materials, are
available for free at:
https://is.gd/WNOJUQ
https://is.gd/Ln8sYm
"The information in the Cleansing Materials is dependent upon
assumptions with respect to commodity prices, production,
development capital, exploration capital, operating expenses,
availability and cost of capital and performance as set forth in
the Cleansing Materials. Any financial projections or forecasts
included in the Cleansing Materials were not prepared with a view
toward public disclosure or compliance with the published
guidelines of the Securities and Exchange Commission or the
guidelines established by the American Institute of Certified
Public Accountants regarding projections or forecasts. The
projections do not purport to present the Company's financial
condition in accordance with accounting principles generally
accepted in the United States. The Company's independent
accountants have not examined, compiled or otherwise applied
procedures to the projections and, accordingly, do not express an
opinion or any other form of assurance with respect to the
projections. The inclusion of the projections should not be
regarded as an indication that the Company or its representatives
consider the projections to be a reliable prediction of future
events, and the projections should not be relied upon as such.
Neither the Company nor any of its representatives has made or
makes any representation to any person regarding the ultimate
outcome of the Company's proposed restructuring compared to the
projections, and none of them undertakes any obligation to publicly
update the projections to reflect circumstances existing after the
date when the projections were made or to reflect the occurrence of
future events, even in the event that any or all of the assumptions
underlying the projections are shown to be in error."
About Stone Energy
Stone Energy is an independent oil and natural gas exploration and
production company headquartered in Lafayette, Louisiana with
additional offices in New Orleans, Houston and Morgantown, West
Virginia. Stone is engaged in the acquisition, exploration,
development and production of properties in the Gulf of Mexico and
Appalachian basins. For additional information, contact Kenneth H.
Beer, Chief Financial Officer, at 337-521-2210 phone, 337-521-9880
fax or via e-mail at CFO@StoneEnergy.com
As of June 30, 2016, Stone Energy had $1.31 billion in total
assets, $1.74 billion in total liabilities, and a total
stockholders' deficit of $429 million.
* * *
The Troubled Company Reporter, on June 17, 2016, reported that S&P
Global Ratings said it raised its corporate credit rating on oil
and gas exploration and production company Stone Energy Corp. to
'CCC-' from 'D'. The outlook is negative.
S&P also raised the issue-level rating on the company's senior
unsecured debt to 'CCC-' from 'D'. The recovery rating is '3',
indicating S&P's expectation of meaningful (high end of the 50% to
70% range) recovery if a payment default occurs.
The 'CCC-' corporate credit rating reflects the risk that Stone
could elect to file for Chapter 11 and/or restructure its debt
within the next six months. S&P expects the borrowing base for
the company's reserve-based lending facility to decrease in the
fall, further pressuring liquidity on top of lower cash flows from
operations. S&P also notes that the company has an upcoming
$300 million maturity in March 2017, and S&P believes the company
would have trouble accessing capital markets to refinance it given
current market conditions.
STONERIDGE PARKWAY: Can Use Up to $150K in DIP Financing
--------------------------------------------------------
Judge Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada authorized Stoneridge Parkway, LLC to obtain
debtor-in-possession financing from Aveitas Capital, LLC on an
interim basis.
The Debtor was authorized to use the Approved DIP Financing to pay
the expenses up to a cumulative amount of $150,045.74, for the
months of July 2016 and August 2016.
Judge Beesley held that all credit extensions and other payment
assurances given by the DIP Lender for the benefit of the Debtor
will be secured by security interests and liens in favor of the DIP
Lender with respect to the Debtor's property.
A full-text copy of the Interim Order, dated August 22, 2016, is
available at https://is.gd/5GpJev
About Stoneridge Parkway
Stoneridge Parkway, LLC sought protection under Chapter 11 (Bankr.
C.D. Cal. Case No. 15-14111) on December 18, 2015. The petition was
signed by Danny Modab, managing member.
The venue was later transferred to the U.S. Bankruptcy Court for
the District of Nevada (Case No. 16-11627).
The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million. The Debtor is represented by Matthew
Abbasi, Esq., at Abbasi Law Corporation.
SUMMERWOOD CORPORATION: Case Summary & 17 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Summerwood Corporation
39360 3rd Street East, #307
Palmdale, CA 93550
Case No.: 16-21313
Chapter 11 Petition Date: August 24, 2016
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Julia W. Brand
Debtor's Counsel: Michael Avanesian, Esq.
AVANESIAN LAW FIRM
801 N. Brand Blvd., Suite #1130
Glendale, CA 91203
Tel: 818-276-2477
Fax: 818-208-4550
Email: michael@avanesianlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Vahe Khachooni, vice-president.
A copy of the Debtor's list of 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb16-21313.pdf
SYDELL INC: Seeks Authorization to Use Cash Collateral
------------------------------------------------------
Sydell, Inc., doing business as Spa Sydell, asks the U.S.
Bankruptcy Court for the Northern District of Georgia for
authorization to use cash collateral.
The Debtor is indebted to Branch Bank & Trust in the approximate
amount of $399,008.
The Debtor relates that subsequent to the closing of its prior
Chapter 11 case, the Debtor granted security interests in various
collateral to American Express Bank, FSB, and to Merchant Capital
Source, LLC. The Debtor further relates that the Internal Revenue
Service has filed several Notices of Federal Tax Lien against Spa
Sydell-Management, which was merged into the Debtor in 1996, and
Sydell Skin Care - Cosmetics.
The Debtor says that the State of Georgia Department of Labor has
filed several Notices of Administrative Assessment, and that the
City of Atlanta, Fulton County and DeKalb County have filed Writs
of Fieri Facias. The Debtor also says that certain of its
creditors may also assert judgment liens against the Debtor,
including Bell Sembler I, LLC and CPT Peachtree Forum I, LLC.
The Debtor tells the Court that its accounts receivable, cash and
proceeds thereof may constitute cash collateral. It further tells
the Court that unless it is authorized to use cash collateral in
the ordinary course of business, the Debtor's operations will be
impaired and the Debtor's ability to reorganize will be
jeopardized.
As adequate protection for any interest lenders with valid security
interests may have in cash collateral, the Debtor proposes:
(a) each such lender be granted a security interest in and
lien upon Debtor's post-petition accounts receivable and proceeds
to the same extent and priority as its prepetition lien and
interest in its prepetition collateral;
(b) Continuation of the lien and security interest held by
such lender in its prepetition Collateral; and
(c) Provision of Debtor's monthly operating reports required
by the United States
Trustee and filed with the Court.
A full-text copy of the Debtor's Motion, dated Aug. 22, 2016, is
available at https://is.gd/Dyoq4E
About Sydell, Inc. d/b/a Spa Sydell
Sydell Inc. d/b/a Spa Sydell filed a chapter 11 petition (Bankr.
N.D. Ga. Case No. 09-83407) on September 3, 2009. The petition was
signed by Reina Bermudez, authorized individual. The Debtor is
represented by David G. Bisbee, Esq., at the Law Office of David G.
Bisbee. The Debtor estimated assets and liabilities at $1,000,001
to $10,000,000 at the time of the filing.
SYNARC-BIOCORE HOLDINGS: Moody's Retains B3 Corp. Family Rating
---------------------------------------------------------------
Moody's commented that the approximately $1.4 billion acquisition
of Bioclinica by international private equity firm Cinven is credit
negative. Moody's currently rates parent company, Synarc-BioCore
Holdings, LLC (dba "BioClinica") B3 (Corporate Family Rating) with
a stable outlook. Moody's expects the Cinven transaction, which was
announced Monday night, to leave the surviving business entity with
higher financial leverage than it currently operates with. However,
Moody's does not expect the ensuing rise in the firm's pro forma
leverage to alter its ratings or outlook.
T-REX OIL: BF Borgers CPA Raises Going Concern Doubt due to Losses
------------------------------------------------------------------
T-Rex Oil, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$15.70 million on $547,000 of total revenues for the year ended
March 31, 2016, compared to a net loss of $11.04 million on $nil of
total revenues for the year ended in 2015.
B F Borgers CPA PC states the Company's significant operating
losses raise substantial doubt about its ability to continue as a
going concern.
The Company's balance sheet at March 31, 2016, showed $2.78 million
in total assets, $2.74 million in total liabilities and total
stockholders' equity of $44,622.
A copy of the Company's Form 10-K Report is available at
https://is.gd/LY9UL8
T-Rex Oil said its future success is dependent on its ability to
attract additional capital and ultimately, upon its ability to
develop future profitable operations. There can be no assurance
that the Company will be successful in obtaining such financing, or
that it will attain positive cash flow from operations. Management
believes that actions presently being taken to revise the Company's
operating and financial requirements provide the opportunity for
the Company to continue as a going concern.
B F Borgers CPA PC, in Denver, Colo., the Company's independent
registered public accounting firm, which audited the Company's
financial statements as of March 31, 2015, and for each of the
years in the two-year period then ended, raised substantial doubt
about the Company's ability to continue as a going concern in a
July 14, 2015 letter to the Company's board of directors and
stockholders. The letter was filed with the Securities and
Exchange Commission together with the Company's revised Annual
Report on Form 10-K delivered to the Commission in December.
B F Borgers said the Company's significant operating losses raise
substantial doubt about its ability to continue as a going concern.
The Company's fiscal year ends March 31.
At Dec. 31, 2015, the Company had total assets of $14,829,253
against total liabilities of $1,735,552 and stockholders' equity of
$13,093,701.
T-Rex Oil, Inc., fka Rancher Energy Corp., is an energy company,
focused on the acquisition, exploration, development and production
of oil and natural gas.
TOYS 'R' US: Moody's Upgrades PDR to B3-PD
------------------------------------------
Moody's Investors Service upgraded Toys "R" Us, Inc.'s Probability
of Default Rating (PDR) to B3-PD from Caa3-PD, and appended the PDR
with the "/LD" (limited default) designation. The outlook is
unchanged at stable.
RATING RATIONALE
These rating actions result from Toys' closing of its exchange
offer, which we have characterized as a distressed exchange.
Moody's will remove the "/LD" designation from Toys' PDR after
three days. These transactions do not constitute an event of
default under any of the company's debt agreements.
Rating Actions:
Upgrades:
-- Issuer: Toys 'R' US, Inc.
-- Probability of Default Rating, Upgraded to B3-PD /LD from
Caa3-PD
Headquartered in Wayne, NJ, Toys "R" Us, Inc. is the world's
largest dedicated toy retailer, with annual revenues of around $11
billion.
TRANS ENERGY: Enters Into Forbearance Pact With Morgan Stanley
--------------------------------------------------------------
Trans Energy, Inc. executed an agreement with Morgan Stanley
Capital Group, Inc., as administrative agent for the Lenders under
the First Amended Credit Agreement dated as of July 31, 2015, among
its subsidiary American Shale Development, Inc., a Delaware
corporation, and the lenders party thereto from time to time. Under
the terms of the agreement, the Administrative Agent and the
Lenders agreed to forbear from taking any enforcement actions with
respect to various defaults under the Credit Agreement, provided
that (a) no further defaults occur other than those (i) specified
in the Forbearance as having already occurred or (ii) anticipated
to occur in the future and (b) the Borrower achieves certain
milestones with respect to a process to sell certain assets of the
Borrower, with those milestones to be agreed upon among the
Borrower and the Administrative Agent.
In addition, the Forbearance provides for a sharing of the proceeds
that might result from any such sale process, according to the
following formula:
(i) first, 100% to the Lenders, until the Lenders have received
$80,000,000 plus interest from and after the Effective
Date, at a rate of 12:00% per annum;
(ii) second, 78.75% to the Lenders and 21.25% to the Borrower,
until the Lenders have the sum of (a) $57,167,819 plus
interest from and after the Effective Date at 15.00% per
annum and (b) the amount of any fees and expenses payable
by the Borrower pursuant to the Credit Agreement that are
incurred after the Effective Date plus interest from and
after the Effective Date at 15.00% per annum; and
thereafter
(iii) 15.00% to the Lenders and 85.00% to the Borrower.
The Lenders have further agreed to re-convey the NPI to the
Borrower with respect to any assets that are sold in accordance
with the terms of the Forbearance.
The Forbearance further provides that the Borrower has the option
to retire all obligations due to the Lenders, including the NPI,
for $142,384,848, provided that the Borrower enters into definitive
documentation with a third party by Nov. 15, 2016, to finance the
repurchase, and that such repurchase occurs by
Dec. 31, 2016. Both dates can be extended by thirty days to
accommodate regulatory requirements, if necessary. That amount
will increase to the extent that the Lenders incur professional
fees after the Effective Date that are payable by the Borrower
under the terms of the Credit Agreement.
About Trans Energy
St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas. Its
operations are presently focused in the State of West Virginia.
Trans Energy reported a net loss of $19.6 million on $12.4 million
of total operating revenues for the year ended Dec. 31, 2015,
compared to a net loss of $12.5 million on $27.2 million of total
operating revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Trans Energy had $96.9 million in total
assets, $134 million in total liabilities and a total stockholders'
deficit of $36.99 million.
Maloney + Novotny LLC, in Cleveland, Ohio, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has generated
significant losses from operations and has a working capital
deficit of $116,998,273 at Dec. 31, 2015, which together raises
substantial doubt about the Company's ability to continue as a
going concern.
UNIVERSAL CORP: Fitch Affirms 'BB' Rating on Preferred Stock
------------------------------------------------------------
Fitch Ratings has affirmed Universal Corp.'s Long-Term Issuer
Default Rating (IDR) at 'BBB-'. The ratings apply to approximately
$430 million of total outstanding debt (granting 100% equity credit
for Universal's convertible perpetual preferred stock).
KEY RATING DRIVERS
Oversupplied Market Conditions are Easing: Universal has navigated
two consecutive years of oversupplied market conditions that
pressured leaf pricing, depressing revenues in fiscal 2015 and
2016. While global production levels have largely moved into
balance with demand, Universal's fiscal 2017 earnings will be
depressed due to poor crop size and quality in Brazil.
Gross Leverage has Consistently Remained within Expectations:
Unpredictable factors in any given year, such as tobacco leaf
diseases and weather, can influence the yield and the quality of
tobacco leaf, creating variability in leaf pricing. In addition,
annual production levels and end user demand (typically declining)
vary and determine supply conditions of key tobacco leaf
(flue-cured and burley) across the globe. As a result, EBITDA can
fluctuate on an annual basis. Universal has nevertheless
consistently maintained gross leverage (total debt/EBITDA) around
2.0x and Fitch expects this trend to continue.
Customer Outsourcing Provides Opportunity: Vertical integration of
operations at tobacco product manufacturers has been an ongoing
threat to leaf processors; however, the risk may be easing, as
indicated by Universal's largest customer, Philip Morris
International, which has increased its outsourcing of direct
purchasing of tobacco leaf to global suppliers over the past few
years. This activity is a reversal of prior efforts by
manufacturers to control more of the supply chain, and may prove to
be an opportunity with Universal's other large cigarette makers.
Sufficient Liquidity Backstops Volatility: Universal's cash flows
can be variable, moving in conjunction with working capital
requirements mainly driven by fluctuating inventory costs
influenced by tobacco leaf pricing and customer purchasing
patterns. As such, access to sufficient external liquidity in
order to address variable working capital needs is a key credit
consideration.
Tobacco Use Remains in Long-Term Secular Decline: Global
consumption of cigarettes continues to trend steadily lower, and is
projected to decline at a modest pace for the foreseeable future.
Over time, this will lead to lower demand for Universal's tobacco
leaf sourcing and processing business.
KEY ASSUMPTIONS
Fitch's key assumptions within the agency's rating case for
Universal include:
-- Stagnant 2017 revenues as oversupply of tobacco leaf begins
to ease but poor crop output in Brazil pressures volumes.
Revenues pick up in 2018 and 2019 as supply stabilizes and
volumes normalize;
-- Lingering headwinds from oversupply combined with Brazil
pressures earnings before more balanced supply environment
and return to normal crop yield in Brazil lead to
improvement in 2018 and 2019;
-- Capital intensity remains elevated at more than 2% in 2017,
given investments into its new food ingredients plant, then
eases closer to historical levels of 1.6% annually in 2018
and thereafter;
-- Overall debt load is fairly stable, including consistent
short-term financing of between $50 - $60 million and no
term loan amortization
-- Leverage increases to 2.2x in 2017 due to earnings decline,
and trends lower over the remainder of the forecast period;
-- Free cash flow vacillates on working capital swings but
remains at least modestly positive through the forecast
period.
RATING SENSITIVITIES
Fitch sees Universal operating with gross debt leverage around 2.0x
within the current rating. Trending of the metric has been
negative over the past years as EBITDA has compressed from various
marketplace pressures; however, Fitch will grow more concerned when
unadjusted leverage exceeds 2.5x on a sustained basis, likely due
to negative EBITDA growth trends and/or a stubbornly higher debt
load.
While not anticipated over the ratings horizon, a significant and
durable decrease in profitability may arise from an unexpected fall
in demand arising from a loss of major customers, heavy competitive
inroads in key tobacco markets, or an unexpected significant
secular decline. Lack of FFO coverage of capital spending and
dividends, such that meaningful incremental debt funding becomes
necessary would also pressure the rating.
Fitch sees no positive rating action over the intermediate term;
however, Fitch will favorably view a commitment to operate with
total debt leverage below 1.5x, coupled with consistent cash flow
generation for multiple years such that FFO margin stays around
10%. In addition, materially increased diversification of the
portfolio with the ability to maintain EBITDA margins at 12% is a
credit positive.
2017 EARNINGS PRESSURED BUT TOBACCO LEAF OVERSUPPLY EASING
Universal has navigated two years of oversupplied market
conditions, which has pressured revenues and depressed earnings in
fiscal 2015 and 2016. The oversupply followed a spike in tobacco
leaf production in 2014 after prices jumped from short supplies in
the prior year. The resulting decline in tobacco leaf pricing was
exacerbated by lower than expected end-user demand during the
period. The resulting headwind to revenues stressed Universal's
EBITDA, which fell by 6% in 2015 to $204 million. In fiscal 2016,
EBITDA rebounded to $223 million, due to higher volumes, cost
efficiencies, and improved gross margins.
Global oversupply conditions are projected to improve in fiscal
2017. Production estimates for crops to be sold in Universal's
fiscal year 2017 have continued to decline on reduced plantings and
the impact of El Nino weather patterns on certain crops,
particularly in Brazil. Universal estimates that (excluding China)
production key tobacco crops, flue-cured and burley, will fall by
12% and 5%, respectively in fiscal 2017.
While global production levels have largely moved into balance with
demand, Universal's fiscal 2017 earnings will be depressed due to
the impact of the afore-mentioned weather patterns on crop size and
quality in Brazil, where a significant portion of Universal's
contracts to purchase tobacco are located. As a result,
Universal's Brazilian crop purchase levels and sales volumes, as
well as third-party processing volumes, will drop in fiscal year
2017. While the company expects Brazilian crop levels and its
volumes there to recover in fiscal year 2018, Fitch notes that the
inherent unpredictability of future weather patterns reduces
visibility.
LEVERAGE CONSISTENTLY WITHIN EXPECTATIONS
Despite occasional earnings volatility, Universal has consistently
maintained gross leverage around 2.0x. Fitch expects this trend to
continue. Gross leverage (total debt to EBITDA) improved to 2.0x
in fiscal 2016 (ending March 31, 2016) from 2.1x in the prior year,
as EBITDA rose by roughly $20 million. Cost efficiencies and
modestly higher sales volumes more than offset pricing pressure
stemming from a second consecutive year of worldwide oversupply
conditions.
Fitch anticipates that leverage could rise modestly in fiscal 2017,
reflecting moderate EBITDA declines and stable debt levels, before
improving in 2018 on incremental earnings growth. This assumes
that crop yields revert to historical norms in fiscal 2018, and
that global supply/demand ratio remains near equilibrium. Fitch is
comfortable with Universal operating with leverage around 2.0x for
the current rating, but would grow concerned if leverage were to
approach 2.5x.
VERTICAL INTEGRATION REVERSING
Vertical integration of operations at tobacco product manufacturers
has been an ongoing risk to leaf processors that also serve these
same end-users further along the value chain. In recent years,
Universal has increased its services package to its largest
customer, Philip Morris International (PMI), to include direct
purchasing from farmers as PMI shifts its supply chain to increased
outsourcing of inventory buying in the U.S. and Mexico. This
activity is a reversal of prior efforts by manufacturers to control
more of the supply chain, and may prove to be an opportunity with
Universal's other large customers. Future growth may also stem
from a trend by product manufacturers to simplify tobacco supply
bases as well as to choose processors/suppliers capable of
providing compliant and sustainable tobacco leaf in light of risk
from social issues in tobacco leaf farming, including child labor
and deforestation concerns. Universal's margins may enhance as the
company receives more reward for greater risk linked to possessing
inventories earlier in the supply chain.
FLUCTUATING CASH FLOWS
Universal's cash flows can be variable, similar to tobacco and
other agricultural commodity processors, moving in conjunction with
working capital requirements mainly driven by inventories that
fluctuate in cost due to tobacco leaf pricing as well as in amount
given timing of customer purchasing. On the flipside of the
headwind created by oversupply conditions on operations, cash flow
generation benefits from lower priced inventories. After providing
strong positive cash flows in fiscal year 2015, cash flows from
operations were lower, but still positive, in fiscal year 2016, in
part due to carryover shipments delayed into fiscal year 2017 and a
change in business with PMI in the United States. Universal's
relationship with PMI shifted from a pure processing model to the
current arrangement where Universal procures, processes and then
sells tobacco to PMI.
Given vagaries of tobacco leaf pricing, free cash flow can jump
from positive to negative nearly annually, although Universal's FCF
was positive for the past two fiscal years. In fiscal 2017,
Universal expects that lower crop production and purchase levels,
along with similar customer shipment timing will produce a modestly
positive working capital cash flow, while Brazilian crop recovery
anticipated for fiscal 2018 will create a modest working capital
utilization. Fitch currently projects at least modest free cash
flow throughout the forecast period, while recognizing that FCF
could turn negative in a given year, depending on inventory levels
in response to market conditions. Fitch would be concerned by
consecutive annual free cash flow deficits, should the situation
arise.
SOLID LIQUIDITY
Universal maintains ample sources of liquidity that provide support
as internal cash flow generation fluctuates due to inherent
unpredictability of tobacco leaf pricing. At the end of fiscal
2016 Universal's sources of liquidity included full capacity under
its $430 million revolving bank agreement (includes a $25 million
sub-limit for letters of credit) plus $319.4 million cash and cash
equivalents, which vary seasonally. Additional liquidity comes
from uncommitted lines of credit that support working capital
requirements internationally, of which $306.0 million were unused
at the end of fiscal 2015. Fitch does consider the uncommitted
lines to be a weaker form of support.
FULL LIST OF RATING ACTIONS
Fitch affirms these:
Universal Corp.
-- Long-Term IDR at 'BBB-';
-- Senior unsecured credit facility at 'BBB-';
-- Convertible perpetual preferred stock at 'BB'.
The Rating Outlook is Stable.
UTE LAKE RANCH: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Ute Lake Ranch, Inc. and DVR,
LLC.
In an August 24 filing with the U.S. Bankruptcy Court in Colorado,
the Office of the U.S. Trustee disclosed that there were "too few"
unsecured creditors who are willing to serve on a creditors'
committee.
About Ute Lake Ranch
Ute Lake Ranch Inc. and DVR LLC, based in Englewood, Colo., filed
Chapter 11 petitions (Bankr. D. Colo. Lead Case No. 16-17054) on
July 18, 2016. Matthew T. Faga, Esq. and James T. Markus, Esq. at
Markus Williams Young & Zimmerman LLC serve as bankruptcy counsel.
In their petitions, the Debtors estimated $1 million to $10 million
in both assets and liabilities. The petitions were signed by
Edward B. Cordes, authorized representative.
VALAIRCO INC: Taps Brian W. Hofmeister as Legal Counsel
-------------------------------------------------------
Valairco, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of New Jersey to hire the Law Firm of Brian W.
Hofmeister.
The firm will serve as the Debtor's legal counsel in connection
with its Chapter 11 case. Brian Hofmeister, Esq., will be paid
$425 per hour for his services while paralegals will be paid $195
per hour.
In a court filing, Mr. Hofmeister disclosed that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Brian W. Hofmeister, Esq.
Law Firm of Brian W. Hofmeister
691 State Highway 33
Trenton, New Jersey 08619
Tel: (609) 890-1500
Fax: (609) 890-6961
Email: bwh@hofmeisterfirm.com
About Valairco Inc.
Valairco, Inc., dba Valairco Heating & Cool --
http://www.valairco.com/-- sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. N.J. Case No. 16-25936) on Aug. 18,
2016, listing under $50,000 in assets and under $500,000 in
liabilities.
The Debtor designs and installs heating and air conditioning
systems.
Valairco also filed for Chapter 11 protection (Bankr. D.N.J. Case
No. 80-00742) on Oct. 8, 1980. Another Chapter 11 petition was
filed (Bankr. D.N.J. Case No. 05-22042) on April 14, 2005.
VALEANT PHARMACEUTICALS: Appoints Paul Herendeen as CFO
-------------------------------------------------------
Valeant Pharmaceuticals International, Inc., announced that Paul S.
Herendeen has been appointed executive vice president, finance and
will take over the role of chief financial officer from Robert L.
Rosiello effective immediately. Mr. Rosiello will remain at
Valeant as executive vice president, corporate development and
strategy.
Mr. Herendeen has more than 30 years of broad financial experience
and leadership, including 16 years as CFO of Warner Chilcott and
MedPointe. He joins Valeant from Zoetis, where he served as
executive vice president and CFO for the past two years. As
Valeant CFO, he will oversee all of the Company's finance
functions, including: controllership, tax, and treasury, reporting
directly to chief executive officer Joseph C. Papa.
"Paul is an accomplished and well respected financial executive,
and we are delighted to welcome him to Valeant," said Mr. Papa.
"His prior experience as a public company CFO, strong operational
focus and disciplined approach to financial management make him the
ideal choice to lead our finance function as we execute on our
plans to stabilize and transform the company. As we move forward,
Paul and the other members of the executive management team will
play vital roles in shaping the new Valeant."
Mr. Herendeen stated, "I am pleased to bring my experience and
financial expertise to Valeant at this important point in its
transformation, and I look forward to working with the leadership
team and my finance colleagues to contribute to the company's
future success."
In his new role, Mr. Rosiello will assume responsibility for
corporate development and strategy and continues as EVP and an
executive committee member, reporting directly to Joe Papa.
"I consider Rob Rosiello a trusted colleague," said Mr. Papa. "At
a critical time, he led our team through a financial restatement,
oversaw the process of becoming current in our SEC filings, and
spearheaded our efforts to strengthen our finance team,
particularly by recruiting a new chief accounting officer. Rob's
integrity, work ethic and business acumen will be assets as we
further develop our strategies to improve people's lives with our
healthcare products."
"Paul's background and strong reputation as a public company CFO
make him the ideal person to lead Valeant's finance function," said
Mr. Rosiello. "In my new role I will leverage thirty-plus years of
experience in corporate strategy to continue to work with Valeant's
top team for the benefit of our stakeholders."
Prior to joining Valeant, he served as executive vice president and
chief financial officer of Zoetis Inc. for two years. From 2005 to
2013 and from 1998 to 2001, Mr. Herendeen served as CFO at Warner
Chilcott, a specialty pharmaceuticals company. He rejoined Warner
Chilcott after four years as EVP and CFO of MedPointe, a privately
held health care company, where he served as CFO from 2001 until
2005. Prior to that, Mr. Herendeen spent nine years as a principal
investor at both Dominion Income Management and Cornerstone
Partners, where he worked on investments as well as mergers and
acquisitions for the firms and their portfolio companies. He also
spent the early part of his career in banking and public
accounting, having held various positions with the investment
banking group of Oppenheimer & Company, the capital markets group
of Continental Bank Corporation, and as a senior auditor with
Arthur Andersen & Company.
Mr. Herendeen earned a Master of Business Administration (MBA) from
the University of Virginia's Darden School of Business, and holds a
bachelor's degree in Business Administration from Boston College.
Pursuant to an employment agreement, Mr. Herendeen will receive a
base salary of $1,000,000, a target annual bonus opportunity equal
to 120% of his base salary, and a maximum annual bonus opportunity
equal to 200% of his annual target bonus. In addition, on the
first regular payroll date following the Commencement Date, Mr.
Herendeen will receive a cash payment from the Company equal to
$10,000,000 to compensate him for equity-based compensation he
forfeited in connection with the termination of his employment with
his former employer. If Mr. Herendeen voluntarily terminates his
employment with the Company without good reason (as defined below)
or is terminated by the Company for cause during the first year of
his employment, he will be required to repay an amount equal to the
after-tax value of 50% of the Makeup Cash multiplied by a fraction,
the numerator of which is the number of complete months that have
elapsed from the Commencement Date through the date of such
termination of employment, and the denominator of which is 12.
In connection with entering into the Employment Agreement, Mr.
Herendeen received 1,000,000 stock options and 150,000 restricted
stock units. The options and RSUs will vest ratably on each of the
first three anniversaries of the Commencement Date subject to Mr.
Herendeen's continued employment through the applicable vesting
date. Mr. Herendeen will be eligible to receive further equity
grants during his employment term at the sole discretion of the
Company.
About Valeant
Valeant Pharmaceuticals International, Inc. (NYSE/TSX:VRX) --
http://www.valeant.com/-- is a multinational specialty
pharmaceutical company that develops, manufactures and markets a
broad range of pharmaceutical products primarily in the areas of
dermatology, gastrointestinal disorder, eye health, neurology and
branded generics.
Valeant reported a net loss attributable to the Company of $291.7
million on $10.44 billion of revenues for the year ended Dec. 31,
2015, compared to net income attributable to the Company of $880.7
million on $8.20 billion of revenues for the year ended Dec. 31,
2014.
As of June 30, 2016, Valeant had $47.7 billion in total assets,
$42.3 billion in total liabilities and $5.40 billion in total
equity.
* * *
Valeant carries a 'B2' Corporate Family Rating from Moody's
Investors Service.
As reported by the TCR on April 19, 2016, Standard & Poor's
Ratings Services said that it has lowered its corporate credit
ratings on Valeant Pharmaceuticals International Inc. to 'B' from
'B+' and placed both the corporate credit rating and the
issue-level ratings on CreditWatch with developing implications.
VALEANT PHARMACEUTICALS: Inks 13th Amendment to Credit Agreement
----------------------------------------------------------------
Valeant Pharmaceuticals International, Inc., entered into an
amendment to its Third Amended and Restated Credit and Guaranty
Agreement, dated as of Feb. 13, 2012.
As disclosed in a regulatory filing with the Securities and
Exchange Commission, Amendment No. 13 reduces the minimum interest
coverage maintenance covenant under the Credit Agreement to 2.00 to
1.00 for all fiscal quarters ending on or after Sept. 30, 2016.
Prior to the effectiveness of Amendment No. 13, the minimum
interest coverage maintenance covenant was 2.75 to 1.00 for any
fiscal quarter ending June 30, 2016, through March 31, 2017, and
3:00 to 1:00 for any fiscal quarter ending thereafter. Amendment
No. 13 permits the issuance of secured notes with shorter
maturities and the incurrence of other indebtedness, in each case
to repay term loans under the Credit Agreement. Amendment No. 13
also provides additional flexibility to sell assets, provided the
proceeds of such asset sales are used to prepay loans under the
Credit Agreement in accordance with its terms.
Amendment No. 13 also increases each of the applicable interest
rate margins under the Credit Agreement by 0.50%, which will apply
until delivery of the Company's financial statements for the fiscal
quarter ending June 30, 2017. Thereafter, each of the applicable
interest rate margins will be determined on the basis of a pricing
grid tied to the Company's secured leverage ratio, which has also
been increased by 0.50% across the grid.
The Company paid each lender that consented to Amendment No. 13 a
fee equal to 0.25% of the aggregate principal amount of outstanding
term loans and revolving commitments, as applicable, held by such
lender.
A full-text copy of the Amendment No. 13 to Third Amended and
Restated Credit and Guaranty Agreement, dated as of Aug. 23, 2016,
by and among Valeant Pharmaceuticals International, Inc., the
guarantors party thereto and Barclays Bank PLC, as administrative
agent and on behalf of the requisite lenders and as Amendment No.
13 arranger, is available for free at https://is.gd/Rr4hgG
About Valeant
Valeant Pharmaceuticals International, Inc. (NYSE/TSX:VRX) --
http://www.valeant.com/-- is a multinational specialty
pharmaceutical company that develops, manufactures and markets a
broad range of pharmaceutical products primarily in the areas of
dermatology, gastrointestinal disorder, eye health, neurology and
branded generics.
Valeant reported a net loss attributable to the Company of $291.7
million on $10.44 billion of revenues for the year ended Dec. 31,
2015, compared to net income attributable to the Company of $880.7
million on $8.20 billion of revenues for the year ended Dec. 31,
2014.
As of June 30, 2016, Valeant had $47.7 billion in total assets,
$42.3 billion in total liabilities and $5.40 billion in total
equity.
* * *
Valeant carries a 'B2' Corporate Family Rating from Moody's
Investors Service.
As reported by the TCR on April 19, 2016, Standard & Poor's
Ratings Services said that it has lowered its corporate credit
ratings on Valeant Pharmaceuticals International Inc. to 'B' from
'B+' and placed both the corporate credit rating and the
issue-level ratings on CreditWatch with developing implications.
VIVA INVESTMENTS: Seeks Extension of Plan Filing Date to Nov. 21
----------------------------------------------------------------
Viva Investments Limited Liability Company asks the U.S. Bankruptcy
Court for the Southern District of Florida to extend the Debtor's
exclusivity period to file a plan and disclosure statement for 90
days through and including November 21, 2016, and the Debtor's
exclusivity period to solicit acceptances to the plan for 90 days
through and including January 20, 2017.
The Debtor is currently in negotiations with secured creditors, and
said negotiations will have a material effect on the creditors'
plan treatment. In addition, the Debtor still has two outstanding
issues with regard to the Mil Run Court properties on which
SunTrust holds liens, and needs to resolve these issues before a
complete disclosure statement can be filed.
About VIVA Investments
Palm Beach Gardens, Florida-based VIVA Investments Limited
Liability Company filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-11753) on Jan. 29, 2015, listing
$1.19 million in total assets and $1.95 million in total
liabilities. The petition was signed by Sriram Srinivasan,
manager.
Judge Paul G. Hyman, Jr., presides over the case.
Aaron A Wernick, Esq., at Furr & Cohen serves as the Debtor's
bankruptcy counsel.
WESTERN INDUSTRIAL: Trustee Taps Roger Lilley as Accountant
-----------------------------------------------------------
The Chapter 11 trustee of Western Industrial, Inc. received
approval from the U.S. Bankruptcy Court for the Western District of
Washington to hire an accountant.
The order signed by Judge Marc Barreca authorized Terrence Donahue,
the court-appointed trustee, to hire Roger Lilley, a certified
public accountant employed with DP&C. Mr. Lilley will be paid $275
per hour for his services, which include preparing the Debtor's tax
returns and reviewing its books and records.
Mr. Lilley and his firm do not represent or hold any interest
adverse to the Debtor, according to court filings.
Mr. Lilley's contact information is:
Roger C. Lilley
1940 East D Street Suite 200
Tacoma, WA 98421
Phone: (253) 572-9922
Fax: (253) 572-1447
Email: rlilley@dpcpa.com
Email: kteles@dpcpa.com
About Western Industrial
Western Industrial, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W. D. Wash. Case No. 16-13353) on June 24,
2016. The petition was signed by Mark L. Jackson, president.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
WTB 5 ENTERPRISES: Capitis Plan to Pay Unsecured Creditors in Full
------------------------------------------------------------------
General unsecured creditors will receive full payment of their
claims under a Chapter 11 plan of reorganization proposed by
Capitis Commercial Two, LLC, Wtb 5 Enterprises LLC's secured
creditor.
Under the Capitis Plan, Class 1 administrative claims, Class 2
secured property tax claims, and Class 4 general unsecured claims
will be paid in full on the effective date of the plan.
On the effective date, Capitis will either complete the trustee's
sale of the Bell Road property owned by Wtb or the latter will
provide the secured creditor with a deed in lieu of foreclosure.
Capitis believes Wtb will have sufficient cash on hand to pay
Classes 1, 2 and 4 claims on the effective date. The secured
creditor will consent to the use of its cash collateral for this
purpose but reserves the right to object to any claims.
Any cash collateral remaining after payment of the claims will be
remitted to Capitis.
In case Wtb lacks sufficient cash, Capitis will provide sufficient
funds to make up any shortfall, according to its disclosure
statement filed with the U.S. Bankruptcy Court for the District of
Arizona.
A copy of the disclosure statement is available for free at
https://is.gd/HSjN5f
About Wtb 5 Enterprises
Wtb 5 Enterprises, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 16-04074) on April 15,
2016. The petition was filed pro se.
ZYNEX INC: Incurs $227,000 Net Loss in Second Quarter
-----------------------------------------------------
Zynex, Inc. filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $227,000 on
$3.28 million of net revenue for the three months ended June 30,
2016, compared to a net loss of $501,000 on $3.07 million of net
revenue for the three months ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $672,000 on $6.76 million of net revenue compared to a net
loss of $1.40 million on $6.25 million of net revenue for the same
period last year.
As of June 30, 2016, Zynex had $4.27 million in total assets, $8.84
million in total liabilities and a total stockholders' deficit of
$4.56 million.
"The Company's losses, lack of liquidity, and increasing working
capital deficit raise substantial doubt about the Company's ability
to continue as a going concern. The accompanying consolidated
financial statements have been prepared on a going concern basis,
which contemplates the realization of assets and the settlement of
liabilities in the normal course of business. The consolidated
financial statements do not include any adjustments relating to the
recoverability and classification of assets or the amounts and
classification of liabilities that might be necessary should the
Company be unable to continue as a going concern.
"The Company's business plan for the remainder of 2016 focuses on
the Company's effort to attain external financing, retaining the
Lender's continued support, maintaining the continued support of
the Company's vendors on the slow payment of past due invoices, and
pursuing organic growth in our electrotherapy and pain management
products with a goal of attaining positive cash flow. The
accomplishment of organic growth in revenues and cash flows is
dependent on taking advantage of the Empi opportunity, increasing
the number of sales representatives, promoting the EZ Rx Prescribe
program ... and continuing improvements to the Company’s billing
organization and processes. The Company's long-term business plan
contemplates organic growth in revenues through an increase in the
electrotherapy market share and the addition of new products such
as the ZMS Blood Volume Monitor, which is currently under
development."
The Company's quarterly report on Form 10-Q is available from the
SEC Web site at https://is.gd/gC6POw
About Zynex
Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of
non-invasive medical devices for pain management, stroke
rehabilitation, neurodiagnostic equipment, cardiac and blood volume
monitoring. The company maintains its headquarters in Lone Tree,
Colorado.
Zynex reported a net loss of $2.93 million on $11.64 million of net
revenue for the year ended Dec. 31, 2015, compared to a net loss of
$6.23 million on $11.11 million of net revenue for the year ended
Dec. 31, 2014. As of March 31, 2016, Zynex had $4.19 million in
total assets, $8.55 million in total liabilities and a total
stockholders' deficit of $4.35 million.
[*] Euson Joins PKF Texas as Tax & Transaction Advisory Director
----------------------------------------------------------------
Pannell Kerr Forster of Texas, P.C. (PKF Texas) on Aug. 24
announced the addition of Martin Euson, JD, as a Tax and
Transaction Advisory Director.
"Martin's strong tax skills, combined with his extensive experience
in complex transactions, expand and deepen PKF Texas' accounting
and tax advisory services," said Kenneth Guidry, CPA, President.
Euson advises corporations and shareholders on all aspects of
federal income taxation, with an emphasis on transactions,
including mergers, acquisitions and divestitures. He provides
strategic tax due diligence and tax structuring services in
connection with those transactions. Additionally, he has
significant experience advising corporations on internal
restructuring transactions, limitations on tax attributes, and
consolidated return matters. Moreover, Euson works with
financially distressed companies on the tax implications of debt
restructurings and bankruptcy reorganizations (Chapter 11).
Prior to joining PKF Texas, Euson held positions with Ernst & Young
LLP and KPMG LLP with focuses on M&A tax consulting and capital
markets. He received his Bachelor's Degree in Accounting from
Franklin Pierce College and his Juris Doctor degree from Union
University's Albany School of Law.
Del Walker, Director and Tax Practice Leader shares, "Martin is a
tremendous addition to the PKF Texas Tax Team. His extensive
complimentary professional experiences and client first focus make
him a natural fit with his fellow team members, our existing client
base and our current and future prospects. We are all excited to
see him come aboard."
About Pannell Kerr Forster of Texas
PKF Texas -- http://www.pkftexas.com/-- is a middle-market CPA
firm in Houston, with a 30 year history focused on assisting
international businesses. It provides audit, accounting, domestic
and international tax, entrepreneurial advisory services, outsource
and co-source accountancy services, profit enhancement, employee
benefit plan audits, fraud and forensic services, internal audit
and internal controls, state and local tax, incentives and credits
and middle manager consulting to emerging and middle market
companies across many industries. Through PKF International,
Allinial Global and the Leading Edge Alliance, it has access to
worldwide resources.
[*] JND Appoints Michael Hill as VP of Corporate Restructuring
--------------------------------------------------------------
JND Legal Administration, a management and administration company
delivering service lines in class action, mass tort, corporate
restructuring, government services and eDiscovery, today announced
that Michael J. Hill is joining JND Corporate Restructuring as vice
president. He will oversee the company's corporate restructuring
consulting services and promote the company's growth initiatives
within the restructuring sector.
"With a decade of experience working with high-profile cases and
clients in both bankruptcy court and claims agent environments,
Mike is one of the most forward-thinking and capable minds in the
corporate restructuring space," said Travis K. Vandell, CEO of JND
Corporate Restructuring. "His dedication to realizing synergies
that yield both time and cost efficiencies for clients is
impressive; with JND's comprehensive service offerings, Mike will
thrive and further ensure we provide the highest quality of claims
administration and noticing services in the country."
As vice president, Mr. Hill will leverage his experience working on
both sides of the bankruptcy equation as well as his expertise in
administration technology to make full use of JND Corporate
Restructuring's state-of-the-art filing, communications and
noticing services for debtors and creditors alike.
Mr. Hill joins JND Corporate Restructuring by way of Kurtzman
Carson Consultants (KCC), where he oversaw the administration of a
wide range of complex, fast-paced and highly visible corporate
restructuring engagements. In addition to providing senior-level
consulting services, managing case teams and administering Chapter
11 cases, Mr. Hill was a contributing member of the company's
professional development committee and actively drove operational
development initiatives.
Prior to KCC, Mr. Hill was operations manager for the United States
Bankruptcy Court in the Central District of California, one of the
largest and busiest bankruptcy courts in the nation. He excelled
in this capacity, receiving the United States Bankruptcy Court
Distinguished Service Award for his work in 2011 and 2012.
"Joining JND Legal Administration was an easy choice; their
corporate restructuring division is proven and respected, and the
company's resources, particularly with its investments in
bankruptcy and administration technology, are both profound and
unique," said Mr. Hill. "The JND team is building something truly
special and I am thrilled to be a part of it."
Mr. Hill earned a bachelor's degree with concentrations in
sociology and economics from The University of Texas at Austin,
where he was awarded the Texas Governor's Fellowship and served as
the undergraduate fellow in the Office of International Economic
Development for the State of Texas. He is an active member of the
American Bankruptcy Institute and the Turnaround Management
Association.
About JND Legal Administration
JND Legal Administration -- http://www.jndla.com-- is a management
and administration company delivering service lines in class
action, bankruptcy, eDiscovery, government services and mass tort.
The company is backed by Stone Point Capital and has offices in
Colorado, Minnesota, New York, North Carolina, Washington and
Washington, D.C.
[*] Joseph Tringali Joins Scarinci Hollenbeck's Litigation Group
----------------------------------------------------------------
Scarinci Hollenbeck on Aug. 24 disclosed that Joseph H. Tringali,
who has joined the firm as Counsel to the litigation practice
group. Mr. Tringali brings impressive skills and substantial
experience serving clients in the areas of commercial litigation,
white collar criminal defense, bankruptcy, environmental, family,
and employment law. He will practice out of the Lyndhurst office.
Among his career experiences, Mr. Tringali served as counsel to a
court-appointed Site Administrator, responsible for the clean-up of
contaminated sites in Hudson County, New Jersey. He has also
represented a designated redeveloper in a complex environmental
litigation, assisted Chapter 7 bankruptcy trustees with the
liquidation of assets, defended individuals in federal and state
criminal matters, and counseled individuals and businesses involved
in government investigations.
"I'm very pleased to be joining Scarinci Hollenbeck," said Mr.
Tringali. "I've admired them for a long time, and I feel that I
have a lot to contribute to a firm as well-respected as they are."
Robert E. Levy, Partner, and Chair of Scarinci Hollenbeck's
litigation group said, "We look forward to Joe being with us. Joe
has a great reputation as a litigator, and he comes to us from a
very prestigious firm. We're glad to have him."
A 2004 graduate of Amherst College, Tringali attended Seton Hall
Law School where he earned his J.D. in 2007. At Seton Hall Law, he
was President of the Peter W. Rodino, Jr. Law Society, Best Brief
Author and Best Oral Advocate (2006), and a member of the moot
court Board. He was also the recipient of the Luigi Franzese
Scholarship in recognition of outstanding leadership, character and
service.
Mr. Tringali was recognized as a New Leader of the Bar (formerly 40
Under 40) by the New Jersey Law Journal in 2016, and has been
selected for inclusion in New Jersey Super Lawyers Rising Stars,
issued by Thomson Reuters, for 2011-2013.
About Scarinci Hollenbeck
Scarinci Hollenbeck is a 50-attorney regional law firm with offices
in New Jersey, New York and the District of Columbia. Its
principal areas of practice include Business Law, Real Estate Law,
Environmental and Land Use Law, Labor and Employment Law,
Litigation, and Intellectual Property Law.
[] Wells Fargo to Pay Homeowners $3.4M Over Mailing Error
---------------------------------------------------------
Katy Stech, writing for The Wall Street Journal Pro Bankruptcy,
reported that mortgage lender Wells Fargo Bank NA has agreed to pay
$3.45 million over a processing error that delayed letters to
nearly 8,000 homeowners in bankruptcy, shortening the notice time
they got about changes to their monthly mortgage payment amounts.
According to the report, in a letter filed to the court, bank
officials said they have worked out a deal with a Justice
Department watchdog agency, agreeing to fix the mailing error and
promising to credit homeowners who received delayed notifications
in the mail.
The processing delay meant that some homeowners weren't getting 21
days' worth of notice before a change in their mortgage payment
amount -- a period required under U.S. bankruptcy law, the report
said, citing the letter filed in U.S. Bankruptcy Court in
Greenbelt, Md. The delay meant that the letters were sent out a
day or two after the mailing date recorded in court filings, the
report further cited the letter as saying.
The Justice Department division, the U.S. Trustee Program, said the
error was discovered by an independent reviewer who was installed
as part of an $81.6 million settlement with bank officials in
November, the report related. Under that settlement, bank
officials admitted that they had failed to notify thousands of
bankrupt homeowners that it was increasing their mortgage payments,
the report further related.
Specifically, the Justice Department said Wells Fargo acknowledged
that it failed to file more than 100,000 notices involving
homeowners in bankruptcy between Dec. 1, 2011, and March 31 of this
year, the report said, citing earlier court papers.
*********
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 ***