/raid1/www/Hosts/bankrupt/TCR_Public/161110.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, November 10, 2016, Vol. 20, No. 314
Headlines
4402 MAMMOTH: Hires Keller Williams as Broker
488-486 LEFFERTS: Hires Gelbein as Accountants and Advisors
A & E TWO ASSOCIATES: U.S. Trustee Unable to Appoint Committee
ABEINSA HOLDING: Secured Claimholders to Recover 100% Under Plan
ACE CASH: S&P Raises ICR to 'CCC+'; Outlook Negative
ALIANZA TRINITY: Lantern Business Credit's Suit Stayed
ALIXPARTNERS LLP: Moody's Retains B2 CFR on Ownership Change
AMERICAN APPAREL: 13 U.K. Stores Placed in Administration
AMERICAN APPAREL: Resumes Talks With Potential Buyers
AMERICAN CLASSIC CLOTHES: U.S. Trustee Unable to Appoint Committee
ARMAND EXTERMINATING: U.S. Trustee Unable to Appoint Committee
ASSOCIATED THORACIC: Prexy Taps Pollitt as Special Counsel
ATO RESTAURANT: Resolves Receivables Dispute With Rewards Network
B&F LANDSCAPE: Voluntary Chapter 11 Case Summary
BARRY S. MITTELBERG: U.S. Trustee Unable to Appoint Committee
BEACH ELMWOOD: Hires James Joyce as Bankruptcy Counsel
BEAR CREEK: Ch. 11 Trustee Hires CBRE as Real Estate Broker
BERNARD L. MADOFF: California Gets $15M in Fraud Recovery Effort
BEVERLY GRUARIN: Disclosures OK'd; Dec. 6 Plan Confirmation Hearing
BILL HALL: Has Until December 15 to File Plan of Reorganization
BPS US HOLDINGS: Hires Prime Clerk as Claims and Noticing Agent
BRIDGE CLUB: 11th Cir. Affirms Approval of Settlement w/ S. Rosen
BROOKS FURNITURE: Seeks to Hire Vorndran as Legal Counsel
CAESARS ENTERTAINMENT: Reports Third Qtr. 2016 Financial Results
CALLSOCKET HOLDING: Seeks to Hire Nuti Hart as Legal Counsel
CCH JOHN EAGAN: Court Partly Grants Bid to Dismiss Fannie Mae Suit
CF INDUSTRIES: S&P Retains 'BB+' Rating on Unsecured Debt
CHAPARRAL ENERGY: Wants Exclusivity Extended, Plan Talks Underway
CHEDDAR'S CASUAL: Moody's Assigns B3 CFR; Outlook Stable
CIRCLE Z: Seeks to Employ Michael Gazette as Counsel
CLUB VILLAGE: U.S. Trustee Unable to Appoint Committee
COLORADO 2002B: Seeks to Hire Atropos as 'Responsible Party'
CORWIN PLACE: Asks Court for Feb. 13 Plan Filing Period Extension
COSI INC: Creditors' Committee Retains Nixon Peabody as Counsel
CRAIG SHERMAN MILLER: Plan Confirmation Hearing on Dec. 14
DEER MEADOWS: Suzanne Koenig Named Patient Care Ombudsman
DIGNITY & MERCY: Case Summary & 17 Largest Unsecured Creditors
DODGE CITY VETERINARY: Seeks Exclusivity Extension Thru Feb. 5
DOUBLE VISION: U.S. Trustee Unable to Appoint Committee
ENABLE MIDSTREAM: S&P Affirms 'BB+' CCR, Outlook Stable
ERICKSON INC: Case Summary & 20 Largest Unsecured Creditors
ERICKSON INC: Files Voluntary Chapter 11 Bankruptcy Petition
ERICKSON INC: Helicopter Manufacturer Files for Bankruptcy
ERICKSON INC: S&P Lowers Rating to 'CCC-', On CreditWatch Negative
ESSEX CONSTRUCTION: Wants to Use First Trust Cash Collateral
FIRST CAR PRO: U.S. Trustee Unable to Appoint Committee
FOUR CORNERS: Case Summary & 12 Unsecured Creditors
GEO PROPERTIES: Taps James Joyce as Bankruptcy Counsel
GLADES BREWERY: Disclosures OK'd; Plan Hearing on Jan. 18
GREAT NORTHERN: Hires Mark Weisbart as General Bankruptcy Counsel
GREENHUNTER RESOURCES: Plan Filing Deadline Moved to Nov. 14
GUP'S HILL PLANTATION: Court Dismisses Rainsford's Suit vs. Apex
HALLUCINATION MEDIA: Seeks Dec. 23 Plan Filing Period Extension
HAMILTON SUNDSTRAND: Bank Debt Trades at 8% Off
HCSB FINANCIAL: Incurs $1.78 Million Net Loss in Third Quarter
HELLBENDER BREWING: Seeks to Hire Davis Write as Special Counsel
HELLBENDER BREWING: Seeks to Hire Hirschler as Legal Counsel
HOSTESS HOLDCO: S&P Raises CCR to 'B+' on Sale to Gores
ILLINOIS POWER: Dynegy Restructuring Transaction Launched
INNOVATIVE XCESSORIES: S&P Assigns 'B' CCR & Rates $400MM Loan 'B'
INVERSIONES POS: Hires Jose Monge Robertin as Restructuring Advisor
IRENE'S BAKERY: Seeks to Hire Adelstein & Kaliner as Counsel
IRF PROPERTIES: Hires Amigone Sanchez as General Counsel
IRISH BANK: Bid for Yahoo! To Turn Over Info Denied
J. CREW: Bank Debt Trades at 23% Off
JEJP LLC: $900,000 Financing From Members Approved
LEVEL 3 COMMUNICATIONS: Has $34-Bil. Buyout Offer from CenturyLink
LIBERTY ASSET: Hires Coldwell Banker as Real Estate Broker
LIBERTY INDUSTRIES: U.S. Trustee Unable to Appoint Committee
LIBERTY PROPERTIES: U.S. Trustee Unable to Appoint Committee
LIFESTYLE LIFT: Bid to Withdraw Reference of Suit vs. Atty Denied
LOWELL & SONS: Nov. 17 Final Hearing on Cash Collateral Motion
LUCID WEST: Hires Orantes Law Firm as General Insolvency Counsel
LUXLAS FUND: S&P Affirms Then Withdraws 'BB-' CCR
LYONDELL CHEMICAL: Court Partly Bars Testimony in Blavatnick Suit
LYONDELL CHEMICAL: Objections to Trustee's Exhibits Partly OK'd
MACBETH DESIGNS: Seeks to Use Josephs & JPMorgan Cash Collateral
MATRIX LUXURY: Seeks to Hire Re/Max as Real Estate Agent
MIDSTATES PETROLEUM: Panel Taps Andrews Davis as Special Counsel
MIRAGEN THERAPEUTICS: Presents MRG-106 Clinical Data at Meeting
MONTICELLO INSURANCE: Moody's Affirms B1 IFS Rating
MOUNSEF INTERNATIONAL: Can Use Cash Collateral Until Jan. 9
MT. CARMEL LAND: Voluntary Chapter 11 Case Summary
MULTIMEDIA PLATFORMS: Files Renewed Motion to Use Cash Collateral
NEIMAN MARCUS: Bank Debt Trades at 8% Off
NEWBURY COMMON: Wants to Use IDB Cash Collateral
NORANDA ALUMINUM: Granges Companies Oppose Case Dismissal Bid
NORTH FORK: Has Access to Cash Collateral Until Jan. 4, 2017
NUMISMATIC SUBS: Has Until May 31 to File Plan of Reorganization
OPTIMA SPECIALTY: S&P Lowers CCR to 'CC'; Outlook Negative
P3 FOODS: Access to Cash Collateral Extended to Nov. 8
PACIFIC EXPLORATION: Blackhill Partners Completes Restructuring
PALMER FARMS: Taps Wayne Layton as Tax and Accounting Advisor
PERFORMANCE SPORTS: Announces Executive Leadership Changes
PETROQUEST ENERGY: Incurs $23.3 Million Net Loss in Third Quarter
PHARMACOGENETICS DIAGNOSTIC: Case Summary & 20 Unsecured Creditors
QUANTUM CORP: Posts $3.8M Net Income in Fiscal Second Quarter 2017
QUINTESS LLC: Committee Taps Markus Williams as Co-Counsel
REALOGY HOLDINGS: Posts $107 Million Net Income for Third Quarter
RENEGADE HOLDINGS: Final Decree Sought; Cash Motion Declared Moot
RESIDENTIAL CAPITAL: Court Sustains Objections to Claim No. 3759
RIDGE MANOR: Case Summary & 20 Largest Unsecured Creditors
RIVER BEND: Seeks to Employ Gary Egger as Financial Consultant
S DIAMOND STEEL: Wants Jan. 15 Exclusive Period Extension
SALDIVAR HOME: Case Summary & 17 Largest Unsecured Creditors
SAM DANIEL: Seeks to Hire Kogan Law Firm as Legal Counsel
SARPONG LLC: U.S. Trustee Unable to Appoint Committee
SEAWORLD PARKS: S&P Cuts CCR to B+ on Weak Operating Performance
SEMLER SCIENTIFIC: Files Third Quarter Form 10-Q
SENSUS USA: Moody's Withdraws B2 Corporate Family Rating
SEVENTY SEVEN: Reports Financial Results for Third Quarter 2016
SKYPEOPLE FRUIT: Gets Extended Stay of Nasdaq Listing Suspension
SPECTRUM HEALTHCARE: Committee Taps Klestadt as Legal Counsel
SPECTRUM HEALTHCARE: Committee Taps Zeisler as Local Counsel
SPECTRUM HEALTHCARE: Taps Murtha Cullina as Special Counsel
STANFORD INT'L: Receiver, Plaintiffs Agree to Settle Claims vs BMB
STONE ENERGY: Posts Net Loss of $89.6M in Third Quarter 2016
SUN PROPERTY: Employs Cronin & Cronin as Special Counsel
SWING HOUSE: Case Summary & 19 Largest Unsecured Creditors
TERVITA CORP: Chapter 15 Recognition Hearing Set for December 2
TEXARKANA ARKANSAS: Taps Hospitality Resource as Management Company
TIDEWATER INC: Posts Q2 Net Loss, In Debt Talks with Lenders
TLC HEALTH NETWORK: Cash Access Extended to Nov. 28
TPP ACQUISITION: Hires Martin & Sibilsky as Conflicts Counsel
TRAVELPORT WORLDWIDE: Posts $21.4M Net Income for Third Quarter
TRI-VALLEY LEARNING: Case Summary & 20 Largest Unsecured Creditors
UNITED MOBILE: U.S. Trustee Unable to Appoint Committee
VALEANT PHARMACEUTICALS: Moody's Lowers CFR to B3; Outlook Neg.
VALEANT PHARMACEUTICALS: Struggles Bad Omen For Industry
VERTEX ENERGY: Incurs $1.04 Million Net Loss in Third Quarter
VILLAGE VENTURES: Taps Honey Law Firm as Counsel
W.E. YODER: May Enter Into Insurance Premium Finance Agreement
WENNER MEDIA: Moody's Retains B3 Corporate Family Rating
WTE-S&S AG: Court Extends Plan Filing Period Thru March 31
XEROX BUSINESS: Moody's Assigns Ba3 CFR; Outlook Stable
[^] Recent Small-Dollar & Individual Chapter 11 Filings
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4402 MAMMOTH: Hires Keller Williams as Broker
---------------------------------------------
4402 Mammoth Investors, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Central District of California to employ
Keller Williams Realty, Studio City as broker.
This Debtor is an LLC which holds a single asset, a residential
single family residence in the Brentwood section of Los Angeles.
120 Stonehaven Way, Los Angeles, CA (the "Property").
The Broker agreed to aggressively market and create a marketing
package for the property, to market to and to obtain interested
purchasers, and to advise Debtor with respect to obtaining the
highest and best offer available in the present market for the
Property. The Broker also agrees, if necessary, to represent the
Debtor as seller in connection with the sale of the Property to
interested parties, and to represent the Debtor at a sale within
the requirements of the United States Bankruptcy Code, and this
Court's local rules for debtor sales of real property.
The Debtor desires to employ the Broker and its Agent to sell the
Property. As compensation for services the Broker will receive,
upon the consummation of any such sale and shall be paid from
escrow, a real estate broker's commission in an amount equal to:
(a) 5% of the gross sales price if the buyer is represented by
Broker and Agent and no other Broker is involved in the
transaction; and
(b) 2.5% of the gross sales price if the buyer is represented
by another broker other than Broker.
Daron Campbell, a California licensed sales agent at Keller
Williams, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
Keller Williams can be reached at:
Daron Campbell
Keller Williams Realty, Studio City
12711 Ventura Blvd., Ste. 480
Studio City, CA 91604
Tel: (818) 432-1528
Fax: (818) 907-8484
E-mail: janel@daroncampbell.com
4402 Mammoth Investors, LLC, filed a Chapter 11 petition (Bankr.
C.D. Calif. Case No. 16-22700) on September 26, 2016, and is
represented by David I Brownstein, Esq., at Law Office of David I.
Brownstein, in Irvine, California. At the time of filing, the
Debtor had estimated assets and liabilities ranging from $1 million
to $10 million. The petition was signed by Arthur Aslanian,
managing member. A schedule of the Debtor's unsecured creditors is
available for free at:
http://bankrupt.com/misc/cacb16-22700.pdf
488-486 LEFFERTS: Hires Gelbein as Accountants and Advisors
-----------------------------------------------------------
488-486 Lefferts, LLC seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Jay Gelbein
and Company ("Gelbein") as accountants and financial advisors, nunc
pro tunc to July 5, 2016.
The Debtor requires Gelbein to:
(a) prepare the Federal, New York State and New York City
income tax returns for past years;
(b) assist in resolving the Taxing Authorities Claims;
(c) assist in the preparation of and review the monthly
operating reports, budgets and projections; and
(d) as required, attend meetings with the Debtor and its
Counsel, meetings with the Creditors and Court hearings.
Gelbein will be paid at these hourly rates:
Partner $225
Staff Assistants/
Bookkeeper $75
Gelbein will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jay Gelbein, owner of Gelbein, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.
Gelbein can be reached at:
Jay Gelbein
JAY GELBEIN AND COMPANY
1212 Willowbrook Road
Staten Island, NY 10314
Tel: (718) 494-1423
Fax: (718) 494-3781
E-mail: mail@jaygelbein.com
About 488-486 Lefferts LLC
Headquartered in Richmond Hill, New York, 488-486 Lefferts LLC
filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case
No. 15-42716) on June 10, 2015, estimating its assets and
liabilities at between $1 million and $10 million. The petition
was signed by Nir Zeer, managing member.
Edward N Gewirtz, Esq., at Bronstein, Gewirtz & Grossman, LLC,
serves as the Debtor's bankruptcy counsel.
A & E TWO ASSOCIATES: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of A & E Two Associates LLC as of
Nov. 8, according to a court docket.
About A & E Two Associates
A & E Two Associates LLC, based in Miami, Florida, filed a Chapter
11 petition (Bankr. S.D. Fla. Case No. 16-21803) on August 26,
2016. The Hon. Robert A Mark presides over the case. Sheleen G.
Khan, Esq., at Law Office of Sheleen G. Khan P.A., serves as
bankruptcy counsel.
In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities.
ABEINSA HOLDING: Secured Claimholders to Recover 100% Under Plan
----------------------------------------------------------------
Abeinsa Holding Inc., et al., filed with the U.S. Bankruptcy Court
for the District of Delaware an amended disclosure statement
referring to the Debtors' first amended plan of reorganization.
Under the Plan, holders of allowed Class 1 Secured Claims, in full
and final satisfaction, settlement, release, and discharge of each
allowed secured claim in Class 1, except to the extent that a
holder of an allowed Secured Claim and the applicable Debtor or
responsible person agree in writing to a less favorable treatment
for the allowed Secured Claim, on or as soon as practicable after
the Effective Date, to the extent any Secured Claims exist, they
will either be paid in full or they will receive the Debtors'
assets in which the holder of a Secured Claim has an interest.
The Amended Disclosure Statement dated October 31, 2016, is
available at:
http://bankrupt.com/misc/deb16-10790-748.pdf
A hearing to consider the confirmation of the Plan is scheduled for
Dec. 6, 2016, at 10:00 a.m. Objections to the confirmation must be
filed by Nov. 29, 2016, at 4:00 p.m.
Voting deadline for the Plan is Nov. 29, 2016, at 4:00 p.m.
Prevailing Eastern Time.
As reported by the Troubled Company Reporter on Nov. 2, 2016, the
Debtors filed with the Court a disclosure statement referring to
the Debtors' plan of reorganization. Under that plan, holders of
allowed claims in Class 3 - EPC Liquidating General Unsecured
Claims, Class 3 - Bioenergy and Maple Liquidating General Unsecured
Claims, Class 3A - EPC Liquidating US Debt Claims, and Class 3A -
Bioenergy and Maple Liquidating US Debt Claims, in full and final
satisfaction, settlement, release, and discharge of each allowed
U.S. debt claim, on or as soon as practicable after the Effective
Date, will get a pro rata share of the applicable reorganization
distribution, or less favorable treatment as agreed upon in writing
by the holder of the U.S. Debt Claim and the applicable Debtor or
the applicable responsible person. General Unsecured Claims are
impaired.
General Unsecured Creditors of EPC Reorganizing Debtor Group with
estimated total claims of $330,946,421 will recover 12.5%. The
"EPC Reorganizing Debtors" means Abener Teyma Mojave General
Partnership, Abener North America Construction, LP, Abeinsa Abener
Teyma General Partnership, Teyma Construction USA, LLC, Teyma USA
&
Abener Engineering and Construction Services Partnership, Abeinsa
EPC LLC, Abeinsa Holding Inc., Abener Teyma Hugoton General
Partnership, Abengoa Bioenergy New Technologies, LLC, Abener
Construction Services, LLC, Abengoa US Holding, LLC, Abengoa US,
LLC, and Abengoa US Operations, LLC.
General Unsecured Creditors of EPC Liquidating Debtor Group with
estimated total claims of $12,494,717 will recover 9.2%. The "EPC
Liquidating Debtors" means Abencor USA LLC, Abener Teyma Inabensa
Mount Signal Joint Venture, Inabensa USA, LLC, and Nicsa
Industrial
Supplies LLC.
General Unsecured Creditors of Solar Reorganizing Debtor Group
with
total estimated claims of $5,997,570 will recover 100%. The
"Solar
Reorganizing Debtor" is Abengoa Solar, LLC.
General Unsecured Creditors of Bioenergy and Maple Liquidating
Debtor Group with total estimated claims of $57,211,529 will
recover 11.5%. The "Bioenergy and Maple Liquidating Debtors"
means
Abengoa Bioenergy Hybrid of Kansas, LLC, Abengoa Bioenergy
Technology Holding, LLC, Abengoa Bioenergy Meramec Holding, Inc.,
and Abengoa Bioenergy Holdco, Inc.
All distributions will be funded by existing cash on hand with the
Debtors or Reorganizing Debtors, as applicable, as of the
Effective
Date, including any proceeds from the sales of assets of the
Debtors and litigation of affirmative claims by the Debtors prior
to or after the Effective Date or the new value contribution made
by the parent company.
About Abengoa S.A.
Spanish energy giant Abengoa S.A. is a leading engineering and
clean technology company with operations in more than 50
countries worldwide that provides innovative solutions for a
diverse range of customers in the energy and environmental
sectors. Abengoa is one of the world's top builders of power
lines transporting energy across Latin America and a top
engineering and construction business, making massive renewable-
energy power plants worldwide.
As of the end of 2015, Abengoa, S.A. was the parent company of
687 other companies around the world, including 577 subsidiaries,
78 associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests
of less than 20% in other entities.
On Nov. 25, 2015, in Spain, Abengoa S.A. announced its intention
to seek protection under Article 5bis of Spanish insolvency law,
a pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs. The Spanish company is facing a March 28,
2016, deadline to agree on a viability plan or restructuring plan
with its banks and bondholders, without which it could be forced
to declare bankruptcy.
On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its
stakeholders.
About Abeinsa Holding
Abeinsa Holding Inc., Abengoa Solar LLC, Abeinsa EPC LLC, Abencor
USA, LLC, Nicsa Industrial Supplies LLC, Abener Construction
Services LLC, Abeinsa Abener Teyma General Partnership, Abener
Teyma Mojave General Partnership, Abener Teyma Inabensa Mount
Signal Joint Venture, Teyma USA & Abener Engineering and
Construction Services General Partnership, Teyma Construction USA,
LLC, Abener North America Construction L.P., and Inabensa USA, LLC,
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-10790) on March 29, 2016. The petitions were signed by Javier
Ramirez as treasurer. They listed $1 billion to $10 billion in
both assets and liabilities.
Abener Teyma Hugoton General Partnership and five other entities
filed separate Chapter 11 petitions on April 6, 2016; and Abengoa
US Holding, LLC, Abengoa US, LLC and Abengoa US Operations, LLC
filed Chapter 11 petitions on April 7, 2016. The cases are
consolidated under Lead Case No. 16-10790.
DLA Piper LLP (US) represents the Debtors as counsel. Prime Clerk
serves as the Debtors' claims and noticing agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed five
creditors of Abeinsa Holding Inc. and its affiliates to serve on
the official committee of unsecured creditors.
The Abeinsa Committee is represented by MORRIS, NICHOLS, ARSHT &
TUNNELL LLP's Robert J. Dehney, Esq., Andrew R. Remming, Esq., and
Marcy J. McLaughlin, Esq.; and HOGAN LOVELLS US LLP's Christopher
R. Donoho, III, Esq., Ronald J. Silverman, Esq., and M. Shane
Johnson, Esq.
ACE CASH: S&P Raises ICR to 'CCC+'; Outlook Negative
----------------------------------------------------
S&P Global Ratings said it raised its issuer credit rating on ACE
Cash Express Inc. to 'CCC+' from 'CC'. The outlook is negative.
S&P is raising the debt rating on existing senior secured notes to
'CCC+' from 'CC'. The recovery rating on the notes is '4',
indicating S&P's expectation for average (30%-50%, upper half of
the range) recovery of principal in the event of a payment default.
"On Nov. 4, 2016, ACE announced the expiration of its exchange
offer and the FSH tender offer as it did not meet the minimum
participation condition set forth in the exchange offer," said S&P
Global Ratings credit analyst Gaurav A Parikh. Under the exchange
offer, the company is returning all the notes or $5.03 million,
which were validly tendered and not withdrawn. The upgrade
reflects S&P's expectation for no further exchange offers at this
time.
The 'CCC+' rating reflects the company's significant reliance on
its short-term payday lending to generate revenues and its exposure
to adverse regulatory reforms, which are likely to come from the
Consumer Financial Protection Bureau (CFPB) related to consumer
lending. As of June 30, 2016, the company generated 63% of
revenues from short-term loans, 16% from check cashing, 14% from
prepaid debit cards, and 7% from various other products such as
bill payment, money orders, etc. Following the expiration of the
exchange offer, the company will have $332 million of existing
senior notes outstanding, of which about $104 million is owned by
FSH Funding Company, LLC – an affiliate of JLL Partners, LLC.
Under the FSH tender offer, as of Oct. 21, 2016, the FSH Funding
Company had validly accepted the tendering of 9.74% or $24.55
million through the modified Dutch auction. All holders who
validly tendered were paid a price of $650 plus the early tender
premium of $50 per $1,000 principal amount.
ACE Cash did not receive majority consent from noteholders to
eliminate the restrictive covenants and default provisions. The
company was also unable to get an approval from debtholder
representing 66 2/3% of principal to effectuate the proposed
collateral release. As a result, all the existing covenants and
collateral requirements remain in place.
The negative outlook reflects S&P's belief that ACE's operating
performance may worsen, contingent upon final consumer lending
rules by the CFPB, resulting in lower origination volume, high loan
losses, and increased compliance costs. S&P expects the company's
leverage to remain between 3.0x-4.0x along with EBITDA interest
coverage staying above 2.0x.
S&P could lower the rating over the next 12 months, if the company
engages in another distressed debt transaction. S&P could also
lower its ratings, if EBITDA coverage falls below 2.0x.
An outlook revision to stable is unlikely over the next 12 months
even if the regulations become clearer as we do not expect
operating performance to materially improve. However, S&P could
revise the outlook to stable, if the company is able to transition
from its reliance on short-term payday lending to long-term lending
without materially impacting its operating profitability.
ALIANZA TRINITY: Lantern Business Credit's Suit Stayed
------------------------------------------------------
Judge Martin Reidinger of the U.S. District Court for the Western
District of North Carolina, Asheville Division, issued an order
dated Nov. 4, 2016, a full-text copy of which is available at
https://is.gd/nnhy3k from Leagle.com staying the action styled
LANTERN BUSINESS CREDIT, LLC, a Delaware limited liability company,
Plaintiff, v. ALIANZA TRINITY DEVELOPMENT GROUP, LLC, a Florida
limited liability company, ALIANZA TRINITY HOLDINGS, BRIGHT'S CREEK
GOLF CLUB, LLC, a North Carolina limited liability company,
PASQUALE GIORDANO, and OMAR BOTERO, Defendants, Civil Case No.
1:16-cv-00107-MR-DLH (W.D.N.C.), following the filing of Defendant
Alianza Trinity Development Group, LLC, of a notice with the Court
indicating that it filed a voluntary bankruptcy petition under
Chapter 11 of the United States Bankruptcy Code on October 27,
2016.
Judge Reidinger held that it is well-settled that "[w]hen
litigation is pending against the debtor at the time a bankruptcy
case is commenced, the litigation is stayed automatically." The
Court will consider this action stayed as to the Defendant Alianza
Trinity Development Group, LLC only until further Order of the
Court. All other claims pending in this action remain unaffected by
this stay.
Lantern Business Credit, LLC, Plaintiff, represented by Manning A.
Connors, III, Esq. -- manning.connors@smithmoorelaw.com -- Smith
Moore LLP.
Lantern Business Credit, LLC, Plaintiff, represented by Neale T.
Johnson, Esq. -- neale.johnson@smithmoorelaw.com -- Smith Moore
LLP.
Alianza Trinity Development Group, LLC, Defendant, represented by:
Edward Louis Bleynat, Jr., Esq.
H. Gregory Johnson, Esq.
FERIKES & BLEYNAT, PLLC
The Drhumor Building
48 Patton Avenue, 3rd Floor
Asheville, NC 28801
Phone: 828-581-9380
Fax: 828-251-2214
Alianza Trinity Holdings, LLC, Defendant, represented by Edward
Louis Bleynat, Jr., Ferikes & Bleynat, PLLC & H. Gregory Johnson,
Ferikes & Bleynat, PLLC.
Bright's Creek Golf Club, LLC, Defendant, represented by Edward
Louis Bleynat, Jr., Ferikes & Bleynat, PLLC & H. Gregory Johnson,
Ferikes & Bleynat, PLLC.
Pasquale Giordano, Defendant, represented by Edward Louis Bleynat,
Jr., Ferikes & Bleynat, PLLC & H. Gregory Johnson, Ferikes &
Bleynat, PLLC.
Omar Botero, Defendant, represented by Edward Louis Bleynat, Jr.,
Ferikes & Bleynat, PLLC & H. Gregory Johnson, Ferikes & Bleynat,
PLLC.
About Alianza Trinity
Alianza Trinity Development Group, LLC, filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 16-24483) on October 27, 2016, and is
represented by Thomas R. Lehman, Esq., at Levine Kellogg Lehman
Schneider + Grossman LLP, in Miami, Florida. At the time of
filing, the Debtor had estimated assets and liabilities of $10
million to $50 million.
The petition was signed by Omar Botero, manager & CEO of Alianza
Holdings, LLC, as managing member of Alianza Trinity Development
Group, LLC.
ALIXPARTNERS LLP: Moody's Retains B2 CFR on Ownership Change
------------------------------------------------------------
Moody's Investors Service said that AlixPartners, LLP's proposed
ownership change does not have an impact on the company's ratings
including its B2 Corporate Family Rating (CFR), B2-PD Probability
of Default Rating (PDR), B2 first lien senior secured credit
facility ratings, or stable rating outlook.
AlixPartners, LLP is a global provider of a broad range of
consulting services, including Enterprise Improvement, Financial
Advisory, Information Management, Leadership & Organizational
Effectiveness, and Turnaround & Restructuring. The company
operates 25 offices located in the U.S., Europe, and Asia.
AlixPartners has been owned by funds advised and/or managed by CVC
Capital Partners since June 2012. In the LTM period ending
June 30, 2016, the company generated about $960 million in
revenues.
AMERICAN APPAREL: 13 U.K. Stores Placed in Administration
---------------------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal Pro
Bankruptcy, reported that American Apparel placed its U.K. outlets
into the equivalent of chapter 11 bankruptcy protection, as the
troubled retailer looks for a buyer for its brand less than year
after it exited bankruptcy in the U.S.
According to the report, administrators from U.K.-based
restructuring firm KPMG said American Apparel's 13 stores were
placed in administration, a process similar to chapter 11 in the
U.S.
The American Apparel brand and its U.S. business are being sold,
the report related. The decision to call in the U.K.
administrators comes just weeks after a management shake-up and
less than a year after the beleaguered retailer emerged from
chapter 11 protection, WSJ pointed out.
Jim Tucker, Joint Administrator and Restructuring Partner at KPMG,
commented:
"The American Apparel group has been experiencing strong retail
headwinds, which has culminated in the US parent deciding to stop
inventory shipments to the UK. The UK business has experienced
similar trading difficulties, resulting in the appointment of
administrators.
"The 13 UK stores are well stocked and will continue to trade as
usual in the lead up to the peak Christmas trading period. Whilst
the UK business is not part of the US sale, a number of the UK
stores are in prime high street locations, and we will also aim to
sell individual stores following the Christmas trading peak."
The UK stores are in the following locations:
* London:
- Camden High Street
- Carnaby Street
- Covent Garden
- Kensington High Street
- Oxford Street
- Shoreditch
- Westfield Stratford
- Westfield White City
* Rest of UK:
- Brighton
- Nottingham
- Bristol
- Glasgow
- Leeds
Parties interested in individual stores should contact:
Luke Wiseman of KPMG
Tel: 020 7311 8034
-- or --
Ross Blyth
Tel: 020 7311 5180
For media queries only, please contact:
Katy Broomhead
Senior PR Manager
KPMG
T: 0161 246 4623
M: 07824 537963
E: katy.broomhead@kpmg.co.uk
Simon Wilson
Assistant PR Manager
KPMG
T: 0207 311 6651
M: 0778 537 3397
Email: simon.wilson@kpmg.co.uk
KPMG Press office
Tel: +44 (0) 20 7694 8773
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015. The petition were signed by Hassan
Natha, the chief financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
* * *
The Debtors filed a proposed Joint Plan of Reorganization that
contemplates converting more than $200 million of senior notes
into equity interests of the reorganized American Apparel.
On Nov. 20, 2015, the Court approved the Disclosure Statement and
set a Jan. 7, 2016 voting deadline and a Jan. 20 plan confirmation
hearing.
On Jan. 10, 2016, the Debtors received a letter from former CEO
Dov Charney disclosing a proposed $300 million alternative
transaction that will be funded by Hagan Capital Group and Silver
Creek Capital Partners but American Apparel rejected the proposal.
On Jan. 25, 2016, the Court held a telephonic hearing, granting
confirmation of the Debtors' First Amended Plan, provided certain
revisions were made to the First Amended Plan and the proposed
confirmation order.
On Jan. 27, 2016, the Court entered an order confirming American
Apparel's First Amended Joint Plan of Reorganization, under which,
on Feb. 5, 2016, the Effective Date of the Plan, all shares of
Common Stock and other equity interests in the Company were
cancelled and terminated, and the Company was converted into a
Delaware limited liability company with membership interests
issued
to unitholders, including certain Reporting Persons, in accordance
with the Plan.
AMERICAN APPAREL: Resumes Talks With Potential Buyers
-----------------------------------------------------
The American Bankruptcy Institute, citing Laurent Hirsch and
Jessica Dinapoli of Reuters, reported that American Apparel LLC has
resumed talks with at least two potential bidders for the U.S. teen
clothing retailer, after bankruptcy sale negotiations with brand
licensor Authentic Brands Group LLC stalled, a source close to the
company said.
According to the report, American Apparel is looking for a buyer as
it prepares for its second bankruptcy in as many years. Declaring
bankruptcy would allow any buyer of the Los Angeles company to
avoid tens of millions of dollars in liabilities, including leases
for around 140 stores in the United States and Canada, the report
related.
The company is discussing a bankruptcy sale to brand licensor
Sequential Brands Group Inc and financial services company B. Riley
Financial Inc, among others, the report further related, citing the
source.
American Apparel had been close to agreeing to a sale to Authentic
Brands and it remains interested, the people said, the report
related.
If American Apparel does not come to an agreement with a buyer, it
will file for bankruptcy and run a sale process after, the people
said, the report noted. Any potential deal to sell its business in
the United States must ensure that American Apparel continues to
manufacture in that country, despite cheaper alternatives overseas,
the people said, the report said.
Talks with all potential buyers may still fall apart and new
bidders may emerge, the people cautioned, the report added.
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015. The petition were signed by Hassan
Natha, the chief financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
* * *
The Debtors filed a proposed Joint Plan of Reorganization that
contemplates converting more than $200 million of senior notes
into equity interests of the reorganized American Apparel.
On Nov. 20, 2015, the Court approved the Disclosure Statement and
set a Jan. 7, 2016 voting deadline and a Jan. 20 plan confirmation
hearing.
On Jan. 10, 2016, the Debtors received a letter from former CEO
Dov Charney disclosing a proposed $300 million alternative
transaction that will be funded by Hagan Capital Group and Silver
Creek Capital Partners but American Apparel rejected the proposal.
On Jan. 25, 2016, the Court held a telephonic hearing, granting
confirmation of the Debtors' First Amended Plan, provided certain
revisions were made to the First Amended Plan and the proposed
confirmation order.
On Jan. 27, 2016, the Court entered an order confirming American
Apparel's First Amended Joint Plan of Reorganization, under which,
on Feb. 5, 2016, the Effective Date of the Plan, all shares of
Common Stock and other equity interests in the Company were
cancelled and terminated, and the Company was converted into a
Delaware limited liability company with membership interests
issued
to unitholders, including certain Reporting Persons, in accordance
with the Plan.
AMERICAN CLASSIC CLOTHES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------------
The Office of the U.S. Trustee on Nov. 7 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of American Classic Clothes, LLC.
American Classic Clothes, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Md. Case No. 16-23310) on October 4,
2016.
ARMAND EXTERMINATING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Armand Exterminating, Inc., as
of Nov. 8, according to a court docket.
About Armand Exterminating
Armand Exterminating, Inc., aka Armand Professional Services, Inc.,
based in Royal Palm Beach, Florida, filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 16-21903) on August 29, 2016. The Hon.
Erik P. Kimball presides over the case. Nadine V. White-Boyd, Esq.,
at White-Boyd Law, P.A., serves as bankruptcy counsel.
In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Scott B. Armand, president.
ASSOCIATED THORACIC: Prexy Taps Pollitt as Special Counsel
----------------------------------------------------------
The head of Associated Thoracic & Cardiovascular Surgeons Ltd. has
filed an application seeking court approval to hire a special
counsel.
In his application filed with the U.S. Bankruptcy Court in Arizona,
Associated Thoracic President Herman Pang proposes to hire Jeffrey
G. Pollitt PC to provide legal services in connection with his
forthcoming spousal support modification proceedings.
The hourly rates charged by the firm are:
Jeffrey Pollitt $450
Jennika McKusick $250
Lindsay Cohen $190
Legal Assistants $115
Jeffrey Pollitt does not represent any interest adverse to the
Debtor, according to court filings.
The firm can be reached through:
Jeffrey Pollitt, Esq.
Jeffrey G. Pollitt PC
2425 E. Camelback Rd., Suite 1075
Phoenix, Arizona 85016
Phone: 602-852-5577
Fax: 602-852-5566
Email: admin@complexdivorcelaw.com
About Associated Thoracic
Associated Thoracic & Cardiovascular Surgeons, Ltd. filed a Chapter
11 petition (Bankr. D. Ariz. Case No. 16-11909), on October 14,
2016. The petition was signed by Herman Pang, president.
On October 17, 2016, Mr. Pang sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-11910). The cases
are jointly administered and are assigned to Judge Brenda K.
Martin.
The Debtors are represented by Lamar D. Hawkins, Esq., Aiken Schenk
Hawkins & Ricciardi, P.C.
At the time of filing, Associated Thoracic estimated assets at
$500,000 to $1 million and liabilities at $1 million to $10
million. Associated Thoracic did not include a list of its largest
unsecured creditors when it filed the petition.
ATO RESTAURANT: Resolves Receivables Dispute With Rewards Network
-----------------------------------------------------------------
Judge Mary Kay Vyskocil on Nov. 2, 2016, approved a stipulation
that resolves a dispute between the debtor ATO Restaurant
Associates LLC and secured creditor Rewards Network Establishment
Services Inc., regarding access and turnover of receivables
generated by Rewards Network's loyalty program.
A motion to (i) prohibit the Debtor from using cash collateral (ii)
compel the Debtor to surrender property and (iii) compel the Debtor
to provide accounting was filed by secured creditor Rewards Network
on Aug. 29, 2016.
On Sep. 9, 2016, the Debtor filed its objection to Rewards
Network's motion.
On Sept. 12, 2016, counsel for 3 East 54th New York LLC (the
"Landlord") filed a declaration in opposition to Rewards Networks'
motion.
Pursuant to 11 U.S.C. Sec. 362, 363, 541, and 543, the Parties
subsequently entered into a stipulation to resolve the Motion and
the Objection, agreeing to the turnover of certain accounts
receivable purchased by Rewards Network and for the continuation of
marketing and loyalty services to be provided by Rewards Network.
No objection was filed against the compromise.
Rewards Network
Rewards Network is a company that provides its members with
incentives and rewards through loyalty programs it operates when
its members dine at participating restaurants. Rewards Network
provides marketing and advertising of its participating restaurants
to its member base in order to encourage members to dine at the
participating restaurants. Rewards Network also contracts with
participating restaurants and purchases future accounts receivables
generated by Rewards Network's members as well as other customers.
On March 2, 2016, the Debtor and Rewards Network entered into the
Rewards Network Receivables Purchase and Marketing Agreement the
("Agreement"), whereby Rewards Network asserts that it purchased
certain future credit card receivables (the "Receivables") and
agreed to provide marketing and other services to the Debtor.
Pursuant to the Agreement, upon receipt of the Purchase Price,
Rewards Network claims that it became the owner of the Receivables,
and the Debtor would have no ownership rights in the Receivables.
Pursuant to the Agreement, the Debtor agreed that Rewards Network
would take delivery of the Receivables as they are generated in the
ordinary course of the Debtor's business. Under the Agreement, the
Receivables are paid to Rewards Network via an automated clearing
house ("ACH") debit. Under the Agreement, Rewards Network also
performs marketing services and offers Rewards Network's members
incentives to dine at the Debtor's restaurant, such as cash back
rewards or frequent flyer miles.
To secure certain obligations owing under the Agreement, the Debtor
granted Rewards Network a blanket lien and security interest in all
of the Debtor's personal property, tangible and intangible
(collectively, the "Collateral"), including: all equipment,
furniture, artwork, inventory, instruments, investment property,
documents, general intangible, deposits, contract rights,
filenames, trademarks, patents, supporting obligations, payment
intangibles, chattel paper, commercial tort claims, licenses,
vendor licenses, permits, franchise agreements, payments due from
creditor card and bank card companies or processors, accounts
receivable, accounts, leases, deposits accounts, refunds or bonds
…See Agreement, p. 6. The Debtor disputes that Rewards Network's
lien in the Collateral has become effective.
To provide notice of its purchase of the Receivables and to perfect
its lien in the Debtor's assets, on March 3, 2016, Rewards Network
filed a UCC Financing Statement with the New York Department of
State at File No. 201603035255479 (the "UCC Financing Statement").
The Agreement, the UCC Financing Statement, and any and all
amendments or modifications to any of the foregoing may be referred
to collectively hereinafter as the "RN Documents."
Accordingly, Rewards Network asserts that it is the rightful owner
of the Receivables and the Receivables are not property of the
Debtor's bankruptcy estate under Section 541 of the Bankruptcy
Code.
Postpetition, the Debtor failed to turnover to Rewards Network at
least $10,608 in Receivables generated postpetition between July 7
and July 11, 2016.
The Debtor continues to generate Receivables that Rewards Network
claims that it owns through the ordinary course operation of the
Debtor's Restaurant.
The Debtor desires to continue receiving the marketing services
from Rewards Network under the Agreement.
Terms of Stipulation
The Bankruptcy Court has approved a stipulation that provides:
A. Turnover of Property. Upon entry of the Order, the Debtor
will immediately turn over to Rewards Network $10,000 (the "Partial
Cure Amount"). The balance of outstanding Receivables that the
Debtor has generated postpetition and which have not been turned
over to Rewards Network will be reloaded into the Agreement and
shall be payable to Rewards Network in connection with the Debtor's
performance under the Agreement on a going forward basis as
provided in this Order.
B. Ongoing Performance By Debtor And Rewards Network. Effective
as of Sept. 15, 2016, the Debtor will perform all of its
obligations owing under the Agreement, including continuing
turnover of the Receivables owned by Rewards Network, on a going
forward basis. The percentage of Card Receivables will be debited
from the Debtor's account on the daily or weekly basis as provided
in the agreement. The agreement calls for 9% of credit card
receipts to be remitted. By way of example, if the Debtor collects
$2000 of Card Receivables, $180 would be debited and paid to
Rewards Network a few days later. So long as the Debtor does not
breach the Agreement after the date of entry of the Stipulation and
Order, Rewards Network will provide the marketing services for the
Debtor as described in the Agreement. If, at any time, the Debtor
fails to turn over the Receivables owned by Rewards Network,
Rewards Network will be entitled to cease all marketing services on
behalf of the Debtor unless and until the Debtor fully cures such
breach.
C. Authorized Withdrawals/Payments. Rewards Network is
authorized to process ACH debits from the Debtor's bank account
(debtor-in-possession account or otherwise) for the turnover of the
Receivables (including the Partial Cure Amount). The Debtor is
required to provide to Rewards Network all credit card processor
and bank information required to permit Rewards Network to process
the debits from its designated account no later than Sept. 15,
2016.
D. Further, nothing in this order shall be deemed to prime or
reorder the prepetition lien rights of the Landlord, including in
any security deposit held by Landlord as of the Petition Date, to
the extent such rights are senior and superior to any lien and
security interest held by Rewards Network.
E. Reports. The Debtor will respond promptly to any request for
accountings or other financial information from Rewards Network and
will provide copies of its bank statements and books and records to
Rewards Network upon three business days' notice.
F. Rights Reserved. Nothing contained in the Order will
prejudice the rights of Rewards Network to (i) seek further relief
from the automatic stay of Section 362(a) of the Bankruptcy Code;
(ii) oppose confirmation of any plan of reorganization filed by the
Debtor or any other party in interest; (iii) oppose approval of any
postpetition financing; (iv) seek a dismissal of the Debtor's
Bankruptcy Case; or (v) seek any other relief that Rewards Network
may deem necessary and appropriate under the circumstances.
About ATO Restaurant Associates
ATO Restaurant Associates LLC, based in New York, is in the
business of owning, managing and operating a restaurant named
Alfredo 100.
ATO Restaurant Associates LLC, based in New York, filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 16-11605) on May 31, 2016.
Judge Mary Kay Vyskocil presides over the case. The Debtor is
represented by Mark A. Frankel, Esq., at Backenroth, Frankel &
Krinsky, LLP. The Debtor listed total assets of $1.16 million and
liabilities of $499,284. The petition was signed by Ilaria
Coletto, managing partner.
The Debtor continues to operate the Restaurant postpetition as
debtor-in-possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code.
B&F LANDSCAPE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: B&F Landscape Factory, Inc.
1964 N. Black Horse Pike
Williamstown, NJ 08094
Case No.: 16-31416
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
District of New Jersey (Camden)
Judge: Hon. Jerrold N. Poslusny Jr.
Debtor's Counsel: Richard E. Dressel, Esq.
FLASTER GREENBERG PC - CHERRY HILL
1810 Chapel Avenue West, 3rd Floor
Cherry Hill, NJ 08002
Tel: (856) 661-1900
E-mail: rick.dressel@flastergreenberg.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Frank N. Stellaccio, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/njb16-31416.pdf
BARRY S. MITTELBERG: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Barry S. Mittelberg, P.A., as
of Nov. 8, according to a court docket.
About Barry S. Mittelberg
Barry S. Mittelberg, P.A., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S. D. Fla. Case No. 16-22322) on Sept.
6, 2016. Stan Riskin, Esq., at Advantage Law Group P.A. serves as
the Debtor's bankruptcy counsel.
BEACH ELMWOOD: Hires James Joyce as Bankruptcy Counsel
------------------------------------------------------
Beach Elmwood Properties, LLC seeks authorization from the U.S.
Bankruptcy Court for the Western District of New York to employ
James M. Joyce as attorney.
The Debtor requires Mr. Joyce to:
(a) advise the applicant as to its right, duties and powers as
a debtor in possession;
(b) prepare and file any statements, schedules, plans or other
documents or pleadings to be filed by the applicant in this
case;
(c) represent the applicant in all hearings, meetings of
creditors, conferences, trials and other proceedings in
this case; and
(d) perform such other legal services as may be necessary in
connection with this case.
Mr. Joyce will be compensated at $250 per hour.
The Attorney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
That Debtor paid $2,000 retainer which is the total received by
attorney within 90 days of the petition filing.
Mr. Joyce assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
Mr. Joyce can be reached at:
James M. Joyce, Esq.
4733 Transit Road
Buffalo, NY 14043
Tel: (716) 656-0600
Beach Elmwood Properties LLC, filed a Chapter 11 bankruptcy
petition (Bankr. W.D.N.Y. Case No. 16-12122) on October 18, 2016,
disclosing under $1 million in both assets and liabilities.
The Debtor is represented by James M. Joyce, Esq.
BEAR CREEK: Ch. 11 Trustee Hires CBRE as Real Estate Broker
-----------------------------------------------------------
Kelly M. Hagan, the Chapter 11 Trustee of Bear Creek Partners II,
LLC and its debtor, filed an ex-parte application with the U.S.
Bankruptcy Court for the Western District of Michigan, seeking
authority to employ CBRE, Inc. as real estate broker.
The Trustee requires CBRE to procure and submit to the Trustee
offers to purchase the Debtors' real estate commonly known as Bear
Creek Meadows Apartments, 1600 Bear Creek Dn, Petosky, MI 49770 and
Bear Creek Crossings, 2150 Anderson Rd, Petosky, MI 49770.
CBRE will receive, upon consummation of any sale, a real estate
commission in an amount equal to 1.5% of the gross purchase price
offered by the purchaser and obtained by the broker pursuant to the
terms of the Listing Agreement.
John A. Latessa, Jr., executive managing director of CBRE, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
CBRE can be reached at:
John A. Latessa, Jr.
CBRE, INC.
2000 Town Center, Suite 500
Southfield, MI 48075
Tel: (248) 351-2019
About Bear Creek Partners II, LLC
Bear Creek Partners II, L.L.C. and Bear Creek Retail Partners II
LLC filed chapter 11 petitions (Bankr. W.D. Mich. Case Nos.
16-02553 and 16-02554) on May 6, 2016. The Debtors are represented
by Jay L. Welford, Esq., at Jaffe, Raitt, Heuer & Weiss, PC and
Robert R. Wardrop, Esq., at Wardrop & Wardrop PC.
Each Debtor estimated assets and liabilities at $10 million to $50
million at the time of the filing. Lawyers at Wardrop & Wardrop,
P.C., represent the creditors' committee.
Kelly M. Hagan has been named as the Chapter 11 bankruptcy trustee
for the Debtors' estates. Her own law firm, Hagan Law Offices PLC,
serves as the Trustee's counsel.
BERNARD L. MADOFF: California Gets $15M in Fraud Recovery Effort
----------------------------------------------------------------
The American Bankruptcy Institute, citing Don Thompson of The
Associated Press, reported that California will recover $15 million
related to the massive Ponzi scheme engineered by Bernard Madoff as
part of a larger agreement liquefying the $277 million estate of a
Beverly Hills investment adviser, officials said.
According to the report, the settlement ends a 7-year-old lawsuit
filed by the state attorney general against Stanley Chais, who
charged what officials called astronomical fees to invest hundreds
of millions of dollars from more than 460 often-elderly victims.
Chais, who died in 2010, collected nearly $270 million in fees
between 1995 and 2008 while presenting himself as an "investment
wizard," the report related, citing a lawsuit filed in Los Angeles
Superior Court.
In fact, he simply funneled investors' life savings to Madoff, the
one-time Nasdaq chairman whose $20 billion financial pyramid
collapsed in 2008, the report further cited the lawsuit as saying.
The agreement filed in federal bankruptcy court in New York settles
separate lawsuits against Chais that trustees said will essentially
turn over his estate to his victims, the report said.
That includes nearly $263 million in cash and other assets to the
Bernard L. Madoff Investment Securities customer fund, and another
$15 million that will be administered by the California attorney
general's office to pay claims by investors in companies operated
by Chais, the report added.
Investors in the Chais-operated companies cannot lay claim to the
larger amount of money because that share will go to those who
invested directly with Madoff, not through so-called "feeder
funds," the report cited Kristin Ford, a spokeswoman for California
Attorney General Kamala Harris, as saying.
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 Oct. 28,
2016, the SIPA Trustee has recovered more than $11.4 billion and
has distributed $9.467 billion, which includes more than $836.6
million in committed advances from the Securities Investor
Protection Corporation (SIPC).
BEVERLY GRUARIN: Disclosures OK'd; Dec. 6 Plan Confirmation Hearing
-------------------------------------------------------------------
The Hon. Jeffery A. Deller of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has approved Beverly J. Gruarin's
amended disclosure statement explaining the Debtor's plan of
reorganization.
Dec. 6, 2016, at 10:00 a.m. is the date and time fixed for hearing
on confirmation of the amended Plan.
Nov. 29, 2016, is fixed as the last day for serving ballots which
are written acceptances or rejections of the Plan. Nov. 29, 2016,
is also the last day for filing objections to the confirmation of
the Plan.
The Debtor's amended disclosure statement dated Aug. 26, 2016,
provides that Class 6 General Unsecured Claims are impaired and
will be paid an estimated total of $3,678.44. This is an
estimated
1% of unsecured claims. The Debtor will pay a lump sum payment of
$3,678.44 on or before the five-year anniversary of the effective
date of the Plan. Unless after notice and a hearing the court
orders otherwise for cause, confirmation of the Plan does not
discharge any debt under Class 12 provided for in the Plan until
the Court grants a discharge on completion of all payments under
the Plan.
The Plan is to be implemented by the reorganized Debtor through
future income of the Debtor derived by her podiatry business and
additional income from working for a colleague who is seeking to
scale back his work. The Debtor is also anticipating rental
income
from 730 Ohio River Boulevard property.
The Aug. 26 Disclosure Statement is available at
http://bankrupt.com/misc/pawb13-25009-221.pdf
A later filed Amended Disclosure Statement provides, among other
things, that General Unsecured Non-Tax Claims total $5,678.62,
while General Unsecured Tax Claims total $361,941.78. The Amended
Disclosure Statement is available at
http://bankrupt.com/misc/pawb13-25009-223.pdf
Beverly Gruarin is a sole practitioner podiatrist. She also owns
and manages two residential rental properties. She filed for
Chapter 11 bankruptcy (Bankr. W.D. Pa. Case No. 13-25009) on
Nov. 26, 2013, and is represented by Brian C. Thompson, Esq.
The Hon. Jeffery A. Deller presides over the case.
BILL HALL: Has Until December 15 to File Plan of Reorganization
---------------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas extended the exclusive periods during
which Bill Hall, Jr., Trucking GP, LLC may file and solicit
acceptances to a plan of reorganization December 15, 2016 and
February 14, 2017, respectively.
As previously reported by the Troubled Company Reporter, the Debtor
sought for exclusivity extension telling the Court that its new
manager will need additional time to ascertain the best path
forward in the Debtor's relatively large chapter 11 case, since the
Debtor's previous manager had left affirmative control of the
company for the duration of the case.
About Bill Hall, Jr., Trucking GP, LLC.
Bill Hall, Jr., Trucking GP, LLC filed a chapter 11 petition
(Bankr. W.D. Tex. Case No. 16-51386) on June 18, 2016. The
petition was signed by Frances A. Hall, manager. The Debtor is
represented by Jesse Blanco Jr., Esq., at Jesse Blanco Attorney At
Law. The case is assigned to Judge Craig A. Gargotta. The Debtor
estimated assets and liabilities at $1 million to $10 million at
the time of the filing.
BPS US HOLDINGS: Hires Prime Clerk as Claims and Noticing Agent
---------------------------------------------------------------
BPS US Holdings Inc., Performance Sports Group Ltd. and their
debtor-affiliates seek authorization from the U.S. Bankruptcy Court
for the District of Delaware to employ Prime Clerk LLC as claims
and noticing agent, nunc pro tunc to the October 31, 2016 petition
date.
The Debtors require Prime Clerk to:
(a) prepare and serve required notices and documents in these
chapter 11 cases in accordance with the Bankruptcy Code and
the Bankruptcy Rules in the form and manner directed by the
Debtors and/or the Court, including (i) notice of the
commencement of these chapter 11 cases and the initial
meeting of creditors under Bankruptcy Code section 341(a),
(ii) notice of any claims bar date, (iii) notices of
transfers of claims, (iv) notices of objections to claims
and objections to transfers of claims, (v) notices of
any hearings on a disclosure statement and confirmation of
the Debtors' plan or plans of reorganization, including
under Bankruptcy Rule 3017(d), (vi) notice of the effective
date of any plan and (vii) all other notices, orders,
pleadings, publications, and other documents as the Debtors
or Court may deem necessary or appropriate for an orderly
administration of these chapter 11 cases;
(b) maintain an official copy of the Debtors' schedules of
assets and liabilities and statements of financial affairs,
listing the Debtors' known creditors and the amounts owed
thereto;
(c) maintain (i) a list of all potential creditors, equity
holders, and other parties-in-interest and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002(i), (j), and (k) and those parties
that have filed a notice of appearance pursuant to
Bankruptcy Rule 9010; update and make said lists available
upon request by a party-in-interest or the Clerk;
(d) furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a
proof of claim, after such notice and form are approved by
the Court, and notify said potential creditors of the
existence, amount and classification of their respective
claims as set forth in the Schedules, which may be effected
by inclusion of such information on a customized proof of
claim form provided to potential creditors;
(e) maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail
received;
(f) for all notices, motions, orders or other pleadings or
documents served, prepare and file or cause to be filed
with the Clerk an affidavit or certificate of service
within 7 business days of service which includes (i) either
a copy of the notice served or the docket numbers and
titles of the pleadings served, (ii) a list of persons to
whom it was mailed with their addresses, (iii) the manner
of service, and (iv) the date served;
(g) process all proofs of claim received, including those
received by the Clerk, check said processing for accuracy
and maintain the original proofs of claim in a secure area;
(h) maintain the official claims register for each Debtor
on behalf of the Clerk; upon the Clerk's request, provide
the Clerk with certified, duplicate unofficial Claims
Registers; and specify in the Claims Registers the
following information for each claim docketed: (i) the
claim number assigned, (ii) the date received, (iii) the
name and address of the claimant and agent, if applicable,
who filed the claim, (iv) the amount asserted, (v) the
asserted classifications of the claim, (vi) the applicable
Debtor, and (vii) any disposition of the claim;
(i) implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
(j) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
(k) relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Prime Clerk,
not less than weekly;
(l) upon completion of the docketing process for all claims
received to date for each Case, turn over to the Clerk
copies of the Claims Registers for the Clerk's review;
(m) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and changes to the
claims register and any service or mailing lists, including
to identify and eliminate duplicative names and addresses
from such lists;
(n) identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
(o) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding these chapter 11 cases as directed by the Debtors
or the Court, including through the use of a case website
and call center;
(p) monitor the Court's docket in these chapter 11 cases and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them to
correct any such error;
(q) if these chapter 11 cases are converted to cases under
chapter 7 of the Bankruptcy Code, contact the Clerk's
office within 3 days of notice to Prime Clerk of entry of
the order converting the cases;
(r) 30 days prior to the close of these chapter 11 cases, to
the extent practicable, request that the Debtors submit to
the Court a proposed order dismissing Prime Clerk as Claims
and Noticing Agent and terminating its services in such
capacity upon completion of its duties and responsibilities
and upon the closing of these chapter 11 cases;
(s) within 7 days of notice to Prime Clerk of entry of an order
closing these chapter 11 cases, provide to the Court the
final version of the Claims Registers as of the date
immediately before the close of these chapter 11 cases; and
(t) at the close of these chapter 11 cases, (i) box and
transport all original documents, in proper format, as
provided by the Clerk's office, to (A) the Philadelphia
Federal Records Center, 14700 Townsend Road, Philadelphia,
PA 19154 or (B) any other location requested by the Clerk's
office; and (ii) docket a completed SF-135 Form indicating
the accession and location numbers of the archived claims.
Prime Clerk will be paid at these hourly rates:
Analyst $30-$45
Technology Consultant $55-$95
Consultant/Senior Consultant $60-$170
Director $175-$195
Solicitation Consultant $190
Director of Solicitation $210
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $40,000.
Michael J. Frishberg, co-president and chief operating officer of
Prime Clerk, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Prime Clerk can be reached at:
Shai Waisman
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY 10022
Tel: (212) 257-5450
E-mail: swaisman@primeclerk.com
About Performance Sports
Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER,
MISSION, MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names
and are distributed by sales representatives and independent
distributors throughout the world. In addition, the Company
distributes its hockey products through its Burlington,
Massachusetts and Bloomington, Minnesota Own The Moment Hockey
Experience retail stores.
On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its
affiliates have filed voluntary petitions under Chapter 11 of the
Bankruptcy Code in the District of Delaware and commenced
proceedings under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice.
The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.;
Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer
Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.;
BPS Diamond Sports Inc.; and PSG Innovation Inc.
The Canadian Debtors are: Performance Sports Group Ltd.; KBAU
Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball
/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS
Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer
Performance Sports Uniforms Corp.; and Performance Lacrosse Group
Corp.
The Debtors have hired Paul, Weiss, Rifkind, Wharton & Garrison LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as
investment banker to the special committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher as communications & relations advisor; KPMG LLP as
auditors; Ernst & Young LLP as CCAA monitor; and Prime Clerk LLC as
notice, claims, solicitation and balloting agent.
BRIDGE CLUB: 11th Cir. Affirms Approval of Settlement w/ S. Rosen
-----------------------------------------------------------------
The United States Court of Appeals for the Eleventh Circuit
affirmed the judgment of the district court affirming the decisions
of the bankruptcy court to enforce a settlement agreement and a
plan of reorganization in the bankruptcy case of The Fort
Lauderdale Bridge Club, Inc., and preventing Samuel Rosen from
submitting any additional filings without advance permission from
the district court.
In May 2014, the bankruptcy court approved the settlement in which
Rosen received $75,000 in exchange for dismissing all pending
actions and releasing the Club, its leadership, and its attorney,
Thomas Louis Abrams, from liability for their actions in the
bankruptcy proceedings. Later, the bankruptcy court confirmed a
plan of reorganization for the Club and then entered a final decree
that closed the bankruptcy case.
Rosen appealed the orders of enforcement and the fee award, and the
district court affirmed. The district court ruled that Rosen
lacked standing to appeal the order that enforced the plan of
organization, that Rosen violated the agreement in which he
"relinquished any right he may have had to pursue a derivative
action," and that Abrams was entitled to recover his attorney's
fees and costs. To deter Rosen from "filing additional frivolous
claims and appeals and to protect limited judicial resources," the
district court ordered the clerk to "not accept any further filings
or appeals from Rosen for which he had not first obtained
permission" to file.
The Eleventh Circuit held that Rosen's arguments fail and found
that district court did not err by affirming the order that
enforced the settlement agreement against Rosen.
The Eleventh Circuit declined to consider Rosen's challenges to the
fee award to Abrams and to the order prohibiting Rosen from
submitting additional filings in the district court. The appeals
court pointed out that Rosen lists the two arguments in his
statement of the issues, but he fails to mention, much less
discuss, the issues in the argument portion of his brief. A list
of "conclusory assertions" about which "[t]he brief makes no
argument and cites no authorities" fails to present a cognizable
issue for review on appeal, the appeals court said.
A full-text copy of the Opinion dated October 17, 2016 is available
at https://is.gd/LQ8u2j from Leagle.com.
The appeals case is SAMUEL ROSEN, Plaintiff-Appellant, v. THOMAS L.
ABRAMS, Defendant-Appellee, No. 16-11352 (11th Cir.).
Douglas C. Broeker, Esq., for Plaintiff-Appellant.
Robert David Ware, Esq., for Plaintiff-Appellant.
Jeffrey B. Crockett, Esq. -- JCrockett@coffeyburlington.com --
Coffey Burlington, Attorneys at Law, for Defendant-Appellee.
Thomas Louis Abrams, Esq., for Defendant-Appellee.
Andrew Louis Jimenez, Esq., for Plaintiff-Appellant.
The Fort Lauderdale Bridge Club, Inc., dba Fort Lauderdale Bridge
Club, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
13-14289) on February 26, 2013, and is represented by Thomas L.
Abrams, Esq., at Gamberg & Abrams.
BROOKS FURNITURE: Seeks to Hire Vorndran as Legal Counsel
---------------------------------------------------------
Brooks Furniture & Design Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to hire legal counsel
in connection with its Chapter 11 case.
The Debtor proposes to hire Vorndran Shilliday, P.C. to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.
Robert Shilliday, III, Esq., the attorney designated to represent
the Debtor, will be paid an hourly rate of $300 while the firm's
paralegal will be paid $100 an hour.
Mr. Shilliday disclosed in a court filing that he is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
Vorndran Shilliday can be reached through:
Robert J. Shilliday, III, Esq.
Vorndran Shilliday, P.C.
1888 Sherman Street, Suite 760
Denver, CO 80203
Telephone: (720) 439-2500
Telecopy: (303) 439-2501
Email: rjs@shillidaylaw.com
Email: rob@vs-lawyers.com
About Brooks Furniture & Design
Brooks Furniture & Design, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Colo. Case No. 16-20605) on
October 27, 2016. The petition was signed by Eldon Sullivan,
president.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.
CAESARS ENTERTAINMENT: Reports Third Qtr. 2016 Financial Results
----------------------------------------------------------------
Caesars Entertainment Corporation on Nov. 7, 2016, reported third
quarter of 2016 results, which highlights certain GAAP and non-GAAP
financial measures on a consolidated basis.
Highlights
-- Net revenues for Continuing CEC increased 3.0% year-over-year
to $986 million primarily attributable to strong growth in the Las
Vegas region.
-- Net income for Continuing CEC, before including the effect of
noncontrolling interest, was $5 million compared to a net loss of
$756 million in the third quarter of 2015 and was largely due to a
$4.2 billion pre-tax gain on the sale of Caesars Interactive
Entertainment's ("CIE") social and mobiles games business,
partially offset by an accrual of $3.0 billion related to the
restructuring of Caesars Entertainment Operating Company, Inc.
("CEOC").
-- Adjusted EBITDA for Continuing CEC grew 9.3% year-over-year to
$269 million.
-- Cash ADR in Las Vegas was up 10.6% due to increased resort
fees, effective hotel yield management and improved pricing power
due to room product enhancements.
-- On September 23, 2016, CIE sold its social and mobile games
business (the "SMG Business") for $4.4 billion in cash.
-- In October, CEC and CEOC agreed to the terms of an amended
plan of reorganization and gained the support of CEOC's major
creditor groups, paving the way for a successful conclusion to
CEOC's bankruptcy in 2017.
"We achieved another solid quarter of performance, with a 3 percent
increase in revenues paced by strong results in Las Vegas, our
largest market," said Mark Frissora, President and Chief Executive
Officer of Caesars Entertainment. "We also continued to expand
margins, a testament to the progress we have made to manage costs
effectively while delivering enhanced customer service. Going
forward, we remain focused on driving a balanced agenda of revenue
growth and productivity gains to increase margins and cash flow.
Our progress year to date gives us confidence that we are on the
right path as we strive to maximize value for our stakeholders."
Summary Financial Data
The results of CEOC and its subsidiaries are no longer consolidated
with Caesars subsequent to CEOC and certain of its United States
subsidiaries (the "Debtors") voluntarily filing for reorganization
under Chapter 11 of the United States Bankruptcy Code (the
"Bankruptcy Code") on January 15, 2015. In October, all of CEOC's
major creditor groups signed amended restructuring support
agreements and have agreed to the terms of the latest plan of
reorganization. This is a key milestone in CEC and CEOC's efforts
to implement a consensual restructuring and paves the way toward a
successful conclusion of CEOC's bankruptcy in 2017.
Supplemental materials have been posted on the Caesars
Entertainment Investor Relations website at
http://investor.caesars.com/financials.cfm.
Third Quarter of 2016 Financial Results
The Company said "We view each casino property as an operating
segment and currently aggregate all such casino properties into two
reportable segments based on management's view, which aligns with
their own ownership and underlying credit structures: CERP and CGP.
Through June 30, 2016, we aggregated the operating segments within
CGP into two separate reportable segments: Caesars Growth Partners
Casino Properties and Developments ('CGP Casinos') and CIE. On
September 23, 2016, CIE sold its SMG Business for cash
consideration of $4.4 billion, subject to customary purchase price
adjustments, and retained only its World Series of Poker ('WSOP')
and regulated online real money gaming businesses. The SMG
Business represented the majority of CIE's operations and is being
classified as a discontinued operation for all periods presented
effective in the third quarter of 2016. After excluding the SMG
Business from CIE's continuing operations, CIE is no longer
considered a separate reportable segment from CGP Casinos based on
management's view. Therefore, CGP Casinos and CIE have been
combined for all periods presented to form the CGP segment. CEOC
was a reportable segment until its deconsolidation effective
January 15, 2015."
Continuing CEC
Net revenue for Continuing CEC increased 3.0% year-over-year to
$986 million primarily attributable to strong growth in the Las
Vegas region, partially offset by revenue declines in Atlantic City
and New Orleans and unfavorable year over year hold. Income from
operations decreased $128 million to a loss of $44 million mainly
due to an increase in CIE stock-based compensation awards related
to the sale of CIE's SMG Business. Net income, before including
the effect of non-controlling interest, increased to $5 million
from a net loss of $756 million mainly due to a $4.2 billion
pre-tax gain on the sale of CIE's SMG Business, which was partially
offset by a $3.0 billion accrual related to CEC's estimate of the
additional amount it will pay to support the restructuring of CEOC.
Property EBITDA increased 9.5% to $287 million and adjusted EBITDA
increased 9.3% to $269 million mainly due to higher revenues and
efficiency initiatives.
CERP
CERP owns and operates six casinos in the United States and The
LINQ promenade, along with leasing Octavius Tower at Caesars Palace
Las Vegas to CEOC and gaming space at The LINQ promenade to CGP.
Net revenues for the third quarter of 2016 were $569 million, up
5.0% primarily due to strong growth in gaming and hospitality
revenues in Nevada. While CERP experienced strong hotel revenue
growth, there were over 32,000 room nights out of service in Las
Vegas in the quarter due to room renovations, primarily
concentrated at Paris Las Vegas. Casino revenues were $289
million, up 2.8% from the prior year primarily due to higher gaming
volumes in Nevada as well as favorable year over year hold. Room
revenues rose 6.5% in the quarter to $147 million mainly due to
higher hotel rates, improved hotel yield and resort fees, which
drove a 12.0% increase in cash ADR. Food and beverage revenues
were $134 million, down 2.2% largely due to less banquet business.
Income from operations increased 6.1% to $104 million, net income
increased $6 million to $6 million and adjusted EBITDA increased
8.3% to $170 million. These increases were mainly due to higher
revenues and marketing and operational efficiencies. Hold was
estimated to have a positive effect on operating income of between
$5 million and $10 million in the quarter relative to our expected
hold and between $0 million and $5 million when compared to the
prior year period.
CGP
CGP owns and operates six casinos in the United States, primarily
in Las Vegas, as well as CIE. CIE owns and operates regulated
online real money gaming and the WSOP tournaments and brand.
Net revenues for the third quarter of 2016 were $422 million, a
1.0% increase primarily attributable to higher hotel revenues in
Las Vegas as well as increases in entertainment revenue mainly due
to the AXIS Theater at Planet Hollywood. These positive drivers
were offset by unfavorable year over year hold and lower food and
beverage revenues. Casino revenues were $253 million, down 3.1%
from the prior year mainly driven by unfavorable year over year
hold at Harrah's New Orleans due to exceptional hold in the same
period last year. Room revenues increased 9.8% to $90 million
mainly due to higher hotel rates, resort fees and improved hotel
yield. Food and beverage revenues were $67 million, down 9.5%
mainly due to less banquet business in Las Vegas.
Income from operations decreased $141 million to a loss of $109
million mainly due to an increase in stock-based compensation
expense and transaction costs related to the sale of CIE's SMG
Business. Net income, before including the effect of
noncontrolling interest, increased from $21 million to $3.9 billion
mainly due to a $4.2 billion pre-tax gain on the sale of CIE's SMG
Business. Adjusted EBITDA increased 2.0% to $100 million due to
higher revenues and efficiency initiatives. Hold was estimated to
have a minimal effect on operating income relative to the Company's
expected hold and an unfavorable effect of between $5 million and
$10 million when compared to the prior year period.
CEOC and CES
CEOC owns and operates 19 casinos in the United States and nine
internationally, most of which are located in England, and manages
13 casinos, which include the six CGP casinos and seven casinos for
unrelated third parties.
Caesars Enterprise Services ("CES") is a joint venture among CERP,
CEOC, and a subsidiary of CGP that provides certain corporate and
administrative services to their casino properties.
Effective October 2014, substantially all of the Company's
properties are managed by CES with the remaining properties to be
transitioned upon regulatory approval. Prior to this, its
properties were managed by CEOC.
Cash and Available Revolver Capacity
The Company said "CEC is primarily a holding company with no
independent operations, employees, or material debt issuances of
its own. CEC's primary assets as of September 30, 2016, consist of
$188 million in cash and cash equivalents and its ownership
interests in CEOC, CERP and CGP. CEC's cash includes $107 million
held by insurance captives. Each of the subsidiary entities
comprising Caesars Entertainment's consolidated financial
statements have separate debt agreements with restrictions on usage
of the respective entity's capital resources. CGP is a variable
interest entity that is consolidated by Caesars Entertainment, but
is controlled by its sole voting member, Caesars Acquisition
Company ('CAC'). CAC is a managing member of CGP and therefore
controls all decisions regarding liquidity and capital resources of
CGP. CEOC was deconsolidated effective January 15, 2015."
"CEC has limited unrestricted cash available to meet its financial
commitments, primarily resulting from significant expenditures made
to defend against litigation related to the CEOC restructuring and
to support a plan of reorganization for CEOC. While the cash
forecast at CEC currently contemplates liquidity to be sufficient
through December 31, 2016, the CEC cash balance will be consumed by
expenses associated with the CEOC restructuring unless we identify
additional sources of liquidity to meet CEC's ongoing obligations
as well as to meet its commitments to support the CEOC
restructuring. The completion of the merger with CAC is expected
to allow CEC to fulfill its financial commitments in support of the
restructuring; under the terms of the restructuring, all related
litigation is expected to be resolved; and CEC has been allotted a
portion of the proceeds from the sale of CIE's SMG Business to fund
certain expenses incurred related to the restructuring. If CEC is
unable to obtain additional sources of cash when needed, in the
event of a material adverse ruling on one or all of our ongoing
litigation matters, or if CEOC does not emerge from bankruptcy on a
timely basis on terms and under circumstances satisfactory to CEC,
it is likely that CEC would seek reorganization under Chapter 11 of
the Bankruptcy Code."
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 it 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 entitled 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, were due Oct. 31.
CALLSOCKET HOLDING: Seeks to Hire Nuti Hart as Legal Counsel
------------------------------------------------------------
Callsocket Holding Company LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
legal counsel in connection with its Chapter 11 case.
The Debtor proposes to hire Nuti Hart LLP to give legal advice
regarding its duties under the Bankruptcy Code, help analyze and
recover its assets, assist in the preparation of a bankruptcy plan,
and provide other legal services.
The hourly rates charged by the firm's attorneys who will represent
the Debtor are:
Gregory Nuti $575
Kevin Coleman $575
Christopher Hart $575
Mr. Nuti disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor or its bankruptcy
estate.
Nuti Hart can be reached through:
Gregory C. Nuti, Esq.
Kevin W. Coleman, Esq.
Christopher H. Hart, Esq.
Nuti Hart LLP
411 30th Street, Suite 408
Oakland, CA 94609-3311
Tel: 510-506-7152
Email: gnuti@nutihart.com
Email: kcoleman@ nutihart.com
Email: chart@ nutihart.com
About Callsocket Holding
Callsocket Holding Company LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 16-43013) on
October 27, 2016. The petition was signed by Thomas Henderson,
managing member.
The case is assigned to Judge William J. Lafferty.
At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.
CCH JOHN EAGAN: Court Partly Grants Bid to Dismiss Fannie Mae Suit
------------------------------------------------------------------
Judge Erik P. Kimball of the United States Bankruptcy Court for the
Southern District of Florida, West Palm Beach Division, dismissed
the adversary proceeding captioned FANNIE MAE, Plaintiff, v. CCH
JOHN EAGAN II HOMES, L.P., Defendant, Adv. Proc. No. 16-01183-EPK
(Bank. S.D. Fla.), only to the extent it requests relief based on
res judicata and/or the Rooker-Feldman doctrine.
In this adversary proceeding, Fannie Mae seeks a declaratory
judgment to the effect that the Replacement Reserve is not property
of the bankruptcy estate, that the debtor has no interest in the
Replacement Reserve and is not entitled to any disbursements from
the Replacement Reserve as a result of the debtor's defaults under
the Fannie Mae loan documents, and that Fannie Mae is free to apply
the Replacement Reserve to its claim. In the alternative, Fannie
Mae seeks a declaratory judgment to the effect that the debtor's
request to use the Replacement Reserve is barred by res judicata
and/or the Rooker-Feldman doctrine. Lastly, in the alternative,
Fannie Mae seeks a determination that Fannie Mae is entitled to
setoff or recoupment of the Replacement Reserve against its claim.
Although not directly relevant to the present matter, on April 26,
2016, the debtor filed an adversary proceeding against Fannie Mae.
Stating claims based in breach of contract, breach of the covenant
of good faith and fair dealing, wrongful foreclosure, and a Georgia
statutory claim for wrongful procurement of injury, the debtor
seeks a monetary judgment against Fannie Mae. The complaint was
later amended to include a count objecting to Fannie Mae's claim in
this case.
The debtor's previous motion to compel Fannie Mae to disburse funds
from the Replacement Reserve is no longer pending. However, the
debtor filed a chapter 11 plan in which the debtor proposes to use
the lion's share of the Replacement Reserve upon the effective date
of the plan.
The debtor has moved to dismiss this adversary proceeding. Judge
Kimball held that to a great extent, the arguments presented by the
parties are so detached from a basic understanding of bankruptcy
law that the Court is compelled first to address some central
tenets of bankruptcy jurisdiction and the scope of the Bankruptcy
Code.
The debtor argues that the complaint "lacks clarity as to whether
Fannie Mae is seeking relief pursuant to Fed. R. Bankr. P. 7001(2)
or 7001(9)." Judge Kimball pointed out that, first, it is not
necessary for a plaintiff to allege that it is seeking relief under
any specific subsection of Bankruptcy Rule 7001, which governs what
must be brought by complaint (adversary proceeding) rather than by
motion (contested matter). In any case, it is obvious that Fannie
Mae is seeking both a ruling with regard to an interest in property
under subsection (2) and a declaratory judgment under subsection
(9), and there is no reason a party may not seek such relief, the
judge said. Amazingly, the debtor argues that Fannie Mae "has not
sought a declaratory judgment." Yet the title of the complaint, the
allegations and argument presented in the complaint, and the
request for relief clearly seek a declaratory judgment, the judge
further pointed out.
Based on the documents now before the Court, it appears that the
Replacement Reserve is property of the bankruptcy estate, Judge
Kimball held. Fannie Mae holds only a perfected lien on the
Replacement Reserve. Even if the debtor defaulted under the loan
documents prior to filing this case, Fannie Mae did not apply the
Replacement Reserve in partial satisfaction of its claim as it
might have done. And the loan documents do not provide that the
Replacement Reserve automatically becomes property of Fannie Mae
upon a default by the debtor. Indeed, as of the petition date the
debtor retained a remainder interest in the Replacement Reserve,
which would be returned to the debtor if Fannie Mae was paid in
full.
On the other hand, the Replacement Reserve remains subject to a
valid, perfected security interest, the judge said. The agreement
entered into in connection with the Replacement Reserve contains a
grant of a security interest in that fund, and perfection is
obtained by possession. Thus, based on the documents now before the
Court, while the Replacement Reserve is property of the estate, the
debtor may not use it unless Fannie Mae is accorded adequate
protection, or the use is set out in a plan otherwise confirmable
under 11 U.S.C. Section 1129, Judge Kimball concluded. The Court
makes no finding in this regard as the matter has yet to be
presented for summary judgment or tried, and the evidence presented
may affect the Court's final ruling.
in relation to bankruptcy case IN RE: CCH JOHN EAGAN II HOMES,
L.P., Chapter 11 Debtor, Case No. 15-31082-EPK,
This matter comes before the Court on the Defendant's Motion to
Dismiss and/or to Strike.
A full-text copy of the Order dated October 17, 2016 is available
at https://is.gd/JPBqos from Leagle.com.
CCH John Eagan II Homes, L.P., Debtor, is represented by Eli
DuBosar, Esq. -- EDubosar@dubolaw.com -- DuBosar Sheres, P.A.,
Howard D. Dubosar, Esq. -- HDubosar@dubolaw.com -- DuBosar Sheres,
P.A. & Daniel Gielchinsky, Esq. -- dan@dyglaw.com -- Daniel Y.
Gielchinsky, P.A..
Office of the US Trustee, U.S. Trustee, is represented by Ariel
Rodriguez, Office of the US Trustee.
About CCH John Eagan
Headquartered in Palm Beach Gardens, Florida, CCH John Eagan II
Homes, L.P., owns and operates a 180 unit multifamily apartment
complex in Atlanta, Georgia commonly known as Magnolia Park
Apartments Phase II. It filed for Chapter 11 bankruptcy
protection
(Bankr. S.D. Fla. Case No. 15-31082) on Dec. 1, 2015, and is
represented by Eric A. Rosen, Esq., at Fowler White Burnett, P.A.
At the time of the filing, the Debtor estimated its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.
Judge Erik P. Kimball presides over the case.
The petition was signed by Yashpal Kakkar, managing member, CCH
John Eagan II Partners, LLC, GP.
Robert Ryan, MAI, of Meridian Advisors, serves as appraiser to the
Debtor.
No official committee of unsecured creditors has been appointed in
the case.
* * *
CCH John Eagan II Homes, L.P., filed a second amended disclosure
statement for the first amended plan of reorganization dated
August
30, 2016, a full-text copy of which is available at:
http://bankrupt.com/misc/15-31082-382.pdf
Beginning on December 1, 2021, the Debtor will pay Class 9 is
comprised of Allowed Unsecured Claims of Insiders (CCH John Eagan
II, Inc. and Creative Choice Homes, Inc.), the monthly sum of
$20,000 to Class 9 for 14 months, with a final payment in the
amount of $17,936.80 in month 15, for a total of $297,936.80,
representing 80% of the amount owed to Class 9 claimants.
CF INDUSTRIES: S&P Retains 'BB+' Rating on Unsecured Debt
---------------------------------------------------------
S&P Global Ratings said that it is assigning its 'BBB' issue-level
rating to CF Industries Inc.'s proposed $1.25 billion senior
secured notes, with a '1' recovery rating. The '1' recovery rating
indicates S&P's expectation of very high (90%-100%) recovery in the
event of a payment default. S&P based these ratings on preliminary
terms and conditions.
CF Industries plans to use note proceeds to pay down approximately
$1 billion in unsecured notes. In addition, the company is putting
in place a $750 million senior secured revolving credit facility to
replace its existing unsecured facility.
At the same time, S&P revised its recovery rating on the company's
unsecured debt to '4' from '3'. The issue-level ratings on the
unsecured debt remain 'BB+'. The '4' recovery rating on the
company's unsecured debt indicates S&P's expectation of average
recovery (lower end of the 30%-50% range) in the event of payment
default.
The ratings on CF Industries, including the 'BB+' corporate credit
rating, are unchanged. The outlook is negative.
RECOVERY ANALSYIS
Key Analytical Factors:
-- S&P has updated its recovery analysis to reflect the
proposed $1.25 billion senior secured notes and the amended
revolving credit facility, which is now a $750 million
secured facility instead of a $1.5 billion unsecured
facility. S&P projects a full recovery for the senior
secured notes and have assigned a '1' recovery rating to
these notes. The senior secured debt share the same
collateral package, which S&P understands will capture the
lion's share of the company's enterprise value, largely
through pledges of a substantial portion of the stock of
subsidiaries that hold the bulk of the company's production
facilities and other material EBITDA-generating assets.
Under S&P's notching guidelines, the rating on the senior
secured notes is 'BBB'.
-- The introduction of secured debt into the company's capital
structure dilutes recovery prospects for bondholders of the
unsecured debt under S&P's analysis, with projected
recoveries slipping to the 30% to 50% range corresponding to
a '4' recovery rating from the 50% to 70% corresponding to a
'3' recovery rating. The issue-level rating on the senior
unsecured notes remains 'BB+' notwithstanding the change in
the recovery rating to '4' from '3'.
Simplified waterfall:
-- Simulated default year: 2021
-- Projected emergence EBITDA/multiple: $750 million/at 5.5x
-- Projected enterprise (recovery) value: $4.1 billion
-- S&P's EBITDA assumption reflects what it would characterize
as a cyclically stressed EBITDA level.
-- Net enterprise value (after assumed administrative
expenses): $3.9 billion.
-- Assumed valuation split (collateral/noncollateral)*: 80%/20%
($3.1 billion/$785 million)
-- Estimated senior secured debt facility claims: $1.9 billion
-- Recovery expectations ('1' recovery rating, 90% to 100%
range)
-- Remaining value for senior unsecured claims after
satisfaction of secured claims ($1.9 billion) and adjustment
for assumed pension liabilities at foreign nonguarantors
($150 million): $1.865 billion ($1.23 billion
collateral/$635 million noncollateral)
-- Estimated unsecured claims: $4.8 billion
-- Recovery expectations for senior unsecured notes: ('4'
recovery rating, lower half of the 30% to 50% range)
*Collateral value represents value attributable to CF Industries
and domestic subsidiary guarantors, as well as the value
attributable to pledges of stock of nonguarantor subsidiaries.
Noncollateral value represents value attributable to unpledged
stock of nonguarantor subsidiaries.
Debt instruments maturing before our hypothetical default in 2021
are assumed to be extended or refinanced on similar terms.
Estimated claim and other amounts have been rounded. All estimated
debt claim amounts include an assumption for accrued but unpaid
interest outstanding at default.
RATINGS LIST
CF Industries Inc.
Corporate Credit Rating BB+/Negative/--
New Rating
CF Industries Inc.
Senior Secured
$1.25 bil notes BBB
Recovery rating 1
Issue-Level Ratings Unchanged; Recovery Rating Revised
To From
CF Industries Inc.
Senior Unsecured BB+ BB+
Recovery rating 4L 3L
CF Industries Inc.
Senior Unsecured |U
$1.5 bil revolver bank ln due 2020 BB+ BB+
Recovery Rating |U 4L 3L
|U--Unsolicited ratings.
CHAPARRAL ENERGY: Wants Exclusivity Extended, Plan Talks Underway
-----------------------------------------------------------------
Chaparral Energy, Inc. and its affiliated Debtors ask the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusive periods to file a chapter 11 plan and solicit acceptances
to the plan to January 11, 2017 and March 13, 2017, respectively.
The Debtors relate that they continue to work cooperatively with
their prepetition lenders and the ad hoc committee of bondholders
to finalize the terms of a restructuring support. As a result of
such efforts, the parties reached an agreement in principal on the
framework for a consensual plan of reorganization, the Debtors add.
The Debtors have disclosed the high level terms of that agreement
in a Form 8-K filed with the Securities and Exchange Commission on
Sept. 30, 2016 and presented the terms to the Court at the hearing
to consider the First Exclusivity Extension Motion on Oct. 13,
2016, and since that time, the Debtors, the Prepetition Lenders,
and the Ad Hoc Committee have continued to work diligently to
negotiate certain additional terms of a consensual plan.
While substantial progress has been made, the Debtors tell the
Court that the parties are still in the process of finalizing a
restructuring support agreement and certain ancillary documents
memorializing the final terms and conditions of a consensual deal.
Accordingly, the Debtors, the Prepetition Lenders, and the Ad Hoc
Committee have exchanged numerous drafts of the documents and have
made significant progress toward the resolution of the outstanding
issues.
The Debtors believe that extending the exclusive periods will
provide all parties involved in the negotiations the opportunity to
finalize the restructuring support agreement and will allow the
Debtors the time necessary to prepare and file a disclosure
statement and a plan of reorganization that will maximize the
interests of all of the Debtors' creditors and other parties in
interest.
According to the Form 8-K filing, the Company disclosed material
non-public information -- an Indicative Term Sheet -- which it
received in connection with the confidential discussions that have
taken place between:
-- certain holders of the Company's senior notes, and
-- certain lenders under the Company's Eighth Restated Credit
Agreement, dated as of April 12, 2010, with JPMorgan Chase Bank,
N.A., as Administrative Agent and each of the Lenders named
therein, as amended, and
-- their respective financial and legal advisers
regarding a potential refinancing or restructuring of the Company's
debt.
On September 30, 2016, the Company, certain members of the steering
committee of the Lenders and the Ad Hoc Committee reached a
non-binding agreement in principle regarding a potential
restructuring of the Company's debt in conjunction with the
Company's plan to reorganize through a plan of reorganization.
According to documents disclosed with the Securities and Exchange
Commission that day, the parties mulled an exit facility consisting
of $225 million in RBL (first out) and $150 million in term loans
(second out). The RBL cannot be refinanced without refinancing the
Term Loan. The RBL will have a first redetermination date of the
Spring of 2018. The term loan will have an amortization schedule
of 1% , 1% , 3% and 5%.
The Company disclosed in its quarterly report on Form 10-Q dated
Nov. 9, that provisions of the potential Restructuring include that
the plan of reorganization will provide for, among other things,
the full equitization of the Debtors' approximately $1.2 billion of
outstanding unsecured notes for 100% of the new ownership interests
in the reorganized debtors, subject to dilution from:
(i) a $50 million rights offering to be backstopped by certain
of the Company's noteholders,
(ii) an incentive plan for the benefit of new management of the
reorganized debtors, and
(iii) additional terms acceptable to the Lenders and the Ad Hoc
Committee.
The potential Restructuring also contemplates that the Lenders'
claims against the Company will be partially paid down on the
effective date of the Debtors' plan of reorganization, with the
remaining $375 million outstanding to be restructured into a
four-year, $225 million first-out revolving loan and $150 million
second-out term loan.
According to the 10-Q report, the exit financing will require the
Company to enter into derivative contracts to hedge its future
estimated production volumes from proved developed producing
reserves at a minimum level of 80% in the first year, 60% in the
second year and 40% in the third year. The potential Restructuring
is subject to execution and delivery of definitive documentation,
and there can be no assurances that such definitive documentation
will be finalized or that the terms and conditions thereof will not
differ materially from the terms and conditions of the potential
Restructuring.
The Indicative Term Sheet, filed on Sept. 30, contains descriptions
of a non-binding agreement in principle among the Noteholders and
certain members of a steering committee of the Lenders with respect
to a potential Transaction. The Indicative Term Sheet does not
contain all of the terms and conditions that are applicable to a
potential Transaction. A copy of the Indicative Term Sheet is
available at https://is.gd/AhPkMH
The Company also filed, along with the Term Sheet, projections over
its reserved value, a copy of which is available at
https://is.gd/Do8pDW
About Chaparral Energy, Inc.
Founded in 1988, Chaparral Energy, Inc., is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.
At March 31, 2016, the Company had total assets of $1,229,373,000,
total current liabilities of $1,940,742,000 and total stockholders'
deficit of $759,546,000.
Chaparral Energy, Inc., and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 16-11144) on May 9, 2016. The petition was signed by Mark A.
Fischer, chief executive officer.
The Debtors are represented by Richard Levy, Esq., Keith Simon,
Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham &
Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., as counsel. Kurtzman Carson Consultants LLC serves
as administrative advisor.
The Debtors continue to manage and operate their businesses as
debtors in possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code. No trustee or examiner has been requested in the
Chapter 11 Cases.
The Office of the U.S. Trustee on May 18 disclosed that no official
committee of unsecured creditors has been appointed in the case.
Milbank, Tweed, Hadley & McCloy LLP and Drinker Biddle & Reath LLP
represent an ad hoc committee of holders of (i) 9.875% Senior Notes
due 2020, (ii) 8.25% Senior Notes and (iii) 7.625% Senior Notes due
2022 issued by the Debtors.
CHEDDAR'S CASUAL: Moody's Assigns B3 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned first time ratings to Cheddar's
Casual Cafe, Inc. including a B3 Corporate Family Rating, B3-PD
Probability of Default Rating and B3 senior secured bank facility
rating. The rating outlook is stable.
Cheddar's plans to raise a $370 million bank facility, made up of a
$35 million 5-year senior secured revolver and $335 million 7-year
senior secured term loan B. The proceeds of the term loan will be
used to acquire 44 Cheddar's restaurants from its largest
franchisee, refinance $116 million of existing debt and pay fees
and expenses.
"In our view, it is important in the casual dining segment for
restaurant chains to maintain quality and consistency across all
restaurants, franchised or company owned. We believe the
acquisition of the 44 franchised restaurants -- about 25% of its
total store base -- will bring significant benefits to Cheddar's,"
stated Peter Trombetta, an AVP-Analyst at Moody's.
These rating actions were taken:
Assignments:
Issuer: Cheddar's Casual Cafe, Inc
Probability of Default Rating, Assigned B3-PD
Corporate Family Rating, Assigned B3
$35 million 5-year Senior Secured Revolver, Assigned B3 (LGD3)
$335 million 7-year Senior Secured Term Loan B, Assigned B3
(LGD3)
Outlook Actions:
Issuer: Cheddar's Casual Cafe, Inc
Outlook, Assigned Stable
RATINGS RATIONALE
The B3 Corporate Family Rating reflects Cheddar's small number of
stores (165 restaurants company owned and franchised) and
geographic concentration which exposes the company to greater risks
than a larger more geographically diverse restaurant company. The
rating also reflects the company's high leverage -- expected to be
about 5.6x at the end of 2017 -- given its small scale and modest
operating margins relative to rated peers. Improvement in the
company's metrics over the next 12 to 18 months is dependent upon
successful integration of the acquired restaurants, which carries
some risk. Positive rating considerations include the benefits of
the acquisition of the franchised restaurants, its differentiated
positioning as a casual dining chain with made from scratch food at
a reasonable price and stable private equity ownership -- the
company has been owned by two private equity firms since 2006.
Under this ownership structure, the company has made only one
dividend since 2006 -- about $50 million -- and Moody's expects
this level of prudent financial policy will continue.
The stable outlook reflects Moody's expectation that the company
will be able to successfully integrate the acquired restaurants and
continue to improve its margins enabling the company to achieve
debt/EBITDA and EBIT/interest expense of about 5.6x and 1.4x,
respectively by the end of 2017.
Cheddar's has good liquidity. Moody's expect the company will be
able to fund its debt service needs, maintenance and growth capex,
and mandatory amortization through internal cash sources over the
next 12 to 18 months. The company is not expected to utilize the
$35 million revolver. The company will be subject to a total net
leverage financial maintenance covenant, but only in the event that
borrowings under the revolver exceed a 30% threshold. Moody's
expects the company will have adequate cushion under the covenant
if it were needed to be tested. There are limited sources of
alternate liquidity as the company leases most of the land its
restaurants are located on.
The B3 rating on the bank facility -- the same as the Corporate
Family Rating -- reflects that it makes up the preponderance of the
company's debt capital structure.
Ratings could be upgraded if debt/EBITDA were sustained below 5.5x
and EBIT/interest improved to above 2.0x. Any ratings upgrade
would also require the company maintain at least adequate
liquidity. Ratings could be downgraded if debt/EBITDA were to
approach 6.5x or if the company's liquidity deteriorated.
Cheddar's Casual Cafe, Inc., based in Irving, TX, owns, operates
and franchises Cheddar's restaurants. Pro forma for its announced
agreement to purchase 44 restaurants from its largest franchisee,
the company owns and operates 139 Cheddar's and franchises 26 more.
Cheddar's has been owned by two private equity firms since 2006.
The company generates pro forma annual revenue of approximately
$620 million.
The principal methodology used in these ratings was Restaurant
Industry published in September 2015.
CIRCLE Z: Seeks to Employ Michael Gazette as Counsel
----------------------------------------------------
Circle Z Pressure Pumping, LLC, seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Texas to employ
Michael E. Gazette as counsel.
The Debtor requires Michael Gazette to appear for, prosecute, and
defend in the bankruptcy proceeding, including providing advice to
Debtor on the preparation and filing of the petition, schedules,
and statement of financial affairs, the preparation and filing of a
disclosure statement and plan of reorganization, negotiation with
creditors, review of executory contracts, review of claims, the
response to and appearance at hearings on contested matters, and
for any further matters which may arise.
Michael Gazette will be paid at these hourly rates:
Michael E. Gazette $300.00
Paraprofessionals $50.00
The Debtor has paid the sum of $26,717.00 to Michael E. Gazette
prior to the filing of the Application and prior to the filing of
the case. Michael E. Gazette applied $4,950.00 of the $26,717.00 to
the services provided prior to the filing of the case. In addition,
the sum of $1,717.00 was used for the filing fee for the case. The
balance of the $26,717.00, being $20,050.00, is presently held in
the IOLTA Trust Account for the Law Offices of Michael E. Gazette.
Michael E. Gazette will look only to the Debtor and its bankruptcy
estate as the source of any compensation in the case.
Michael E. Gazette, the attorney at law of the Law Offices of
Michael E. Gazette, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
Michael Gazette can be reached at:
Michael E. Gazette
LAW OFFICES OF MICHAEL E. GAZETTE
100 East Ferguson Street, Suite 1000
Tyler, TX75702-5706
Tel.: 903/596-9911
Fax: 903/596-9922
Email: megazette@suddenlinkmail.com
About Cicle Z Pressure Pumping
Circle Z Pressure Pumping, LLC, filed a chapter 11 petition (Bankr.
E.D. Tex. Case No. 16-60633) on Oct. 11, 2016. The petition was
signed by David Powell, member. The Debtor is represented by
Michael E. Gazette, Esq., at the Law Offices of Michael E. Gazette.
The Debtor estimated assets and debt of $10 million to $50 million
at the time of the filing.
The Debtor was originally formed in Texas in 2009. Its corporate
headquarters and home office is located in Longview, Panola County,
Texas. The Debtor's managing member, David Powell, has been with
the Debtor since its formed. The Debtor's business is exclusively
in the oil and gas industry rendering services in the hydraulic
fracturing of formations to enhance the recovery of oil and gas.
CLUB VILLAGE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Club Village, LLC, as of Nov.
8, according to a court docket.
About Club Village
Club Village, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 16-21497) on Aug. 22, 2016. The petition was signed by
Fred DeFalco, managing member. The Debtor is represented by Aaron
A. Wernick, Esq., at Furr & Cohen. The case is assigned to Judge
Erik P. Kimball. The Debtor disclosed total assets at $11.5
million and total debts at $11.2 million.
COLORADO 2002B: Seeks to Hire Atropos as 'Responsible Party'
------------------------------------------------------------
Colorado 2002B Limited Partnership and Colorado 2002C Limited
Partnership seek approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire Atropos, Inc.
The firm will manage the Chapter 11 process and provide other
services related to the Debtors' bankruptcy cases, which include:
(a) preparing statements of financial affairs, schedules and
other documents;
(b) managing communications with certain parties;
(c) preparing monthly operating reports and financial
analysis that are necessary to the Debtors' restructuring
process;
(d) representing the Debtors at section 341 hearings and
providing testimony at other bankruptcy hearings;
(e) overseeing the sale of the Debtors' assets; and
(f) supervising the Debtors' legal advisors.
Karen Nicolaou, a principal of Atropos, will be paid $250 per hour
for her services. The hourly rates of other employees of the firm
range from $125 to $175.
Atropos does not have any connections with the Debtors or any of
their creditors, according to court filings.
The firm can be reached through:
Karen Nicolaou
Atropos, Inc.
8100 Washington Avenue, Suite 1000
Houston, TX 77007
Phone: 713-552-9834
Fax: 713-552-9864
About Colorado 2002B
Colorado 2002B Limited Partnership (Bankr. N.D. Tex. Case No.
16-33743) and Colorado 2002C Limited Partnership (Bankr. N.D. Tex.
Case No. 16-33744) filed separate Chapter 11 petitions on September
24, 2016, and are represented by Jason S. Brookner, Esq., at Gray
Reed & McGraw, P.C.
CORWIN PLACE: Asks Court for Feb. 13 Plan Filing Period Extension
-----------------------------------------------------------------
Corwin Place, LLC asks the U.S. Bankruptcy Court for the Northern
District of West Virginia to extend its exclusive period to file a
chapter 11 plan and disclosure statement, to February 13, 2017.
The Debtor's exclusive plan filing period is set to expire on
November 14, 2016.
The Debtor tells the Court that it is currently attempting to
procure buyers for its real estate and that is has negotiated a
letter of intent with a potential purchaser. The Debtor further
tells the Court that the letter of intent is conditional on the
repair of a defect of the property. The Debtor adds that it is
attempting to resolve the defect or locate another purchaser.
The Debtor relates that it has recently filed an adversary
complaint, the disposition of which will have an effect on any Plan
proposed by the Debtor. The Debtor further relates that Premier
Bank has recently filed a Motion for Relief from Stay regarding the
Debtor's real property, and that the resolution of that Motion will
materially affect the Debtor's Plan of Reorganization.
About Corwin Place, LLC.
Corwin Place LLC filed a chapter 11 petition (Bankr. W.D. Pa. Case
No. 16-21861) on May 16, 2016. The petition was signed by Charles
Corwin, managing member. The Debtor is represented by Robert O.
Lampl, Esq., at Robert O Lampl, Attorney at Law. The Debtor
estimated assets and liabilities at $500,001 to $1 million at the
time of the filing.
COSI INC: Creditors' Committee Retains Nixon Peabody as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Cosi Inc. and its
affiliated debtors, seeks authorization from the U.S. Bankruptcy
Court for the District of Massachusetts to retain Nixon Peabody LLP
as counsel.
The Creditors' Committee requires Nixon Peabody to:
(a) consult with the Committee, the Debtors, and the U.S.
Trustee concerning the administration of the chapter 11 cases;
(b) review, analyze, and respond to pleadings filed with the
Court by the Debtors and other parties in interest and to
participate at hearings on such pleadings;
(c) investigate the acts, conduct, assets, liabilities, and
financial condition of the Debtors, the operation of the Debtors'
businesses, and any matters relevant to the chapter 11 cases, to
the extent required by the Committee;
(d) take all necessary action to protect the rights and
interests of the Committee, including, but not limited to,
negotiations and preparation of documents relating to any plan of
reorganization and disclosure statement;
(e) represent the Committee in connection with the exercise of
its powers and duties under the Bankruptcy Code and in connection
with the chapter 11 cases; and,
(f) perform all other necessary legal services in connection
with the chapter 11 cases.
Nixon Peabody will be paid at these hourly rates:
Lee Harrington $550
Christopher M. Desiderio $525
Christopher J. Fong $500
Nixon Peabody will charge the Committee for the expenses in a
manner and at rates consistent with charges generally made to its
other clients.
Lee Harrington, Esq., attorney in Nixon Peabody, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Nixon Peabody can be reached at:
Lee Harrington, Esq.
NIXON PEABODY LLP
100 Summer Street
Boston, MA 02110-2131
Tel: 617-840-2755
Email: lharrington@nixonpeabody.com
About Cosi, Inc.
Cosi -- http://www.getcosi.com/-- is an international fast casual
restaurant company. There are currently 45 Company-owned and 31
franchise restaurants operating in fourteen states, the District of
Columbia, Costa Rica and the United Arab Emirates.
Cosi, Inc. and its affiliated debtors filed chapter 11 petitions
(Bankr. D. Mass. Case No. 16-13704-MSH) on Sept. 28, 2016. The
petitions were signed by Patrick Bennett, interim chief executive
officer.
The Hon. Melvin S. Hoffman presides over the case.
The Debtors tapped Joseph H. Baldiga, Esq. and Paul W. Carey, Esq.,
at Mirick, O'Connell, DeMallie & Lougee, LLP, as counsel; O'Connor
Group, Inc., as financial consultant; and Randy Kominsky of
Alliance for Financial Growth, Inc. as CRO.
In its petition, Cosi estimated $31.24 million in assets and $19.83
million in liabilities.
The U.S. Trustee appointed an official committee of unsecured
creditors. Members of the Committee are Robert J. Dourney, Honor S.
Heath of NStar Electric Company and Paul Filtzer of SRI EIGHT 399
Boylston.
CRAIG SHERMAN MILLER: Plan Confirmation Hearing on Dec. 14
----------------------------------------------------------
The Hon. Thomas J. Tucker of the U.S. Bankruptcy Court for the
Eastern District of Michigan has granted preliminary approval of
Craig Sherman Miller and Brenda Joyce Miller's disclosure statement
dated Oct. 28, 2016, referring to the Debtors' plan of
reorganization.
The hearing on objections to final approval of the Disclosure
Statement and confirmation of the First Amended Plan will be held
on Dec. 14, 2016, at 11:00 a.m.
No later than Dec. 9, 2016, the Debtors must file a signed ballot
summary indicating the ballot count.
The deadline to return ballots on the First Amended Plan, as well
as to file objections to final approval of the Disclosure Statement
and objections to confirmation of the First Amended Plan, is Dec.
5, 2016.
As reported by the Troubled Company Reporter on Nov. 1, 2016, the
Debtors filed with the Court a combined plan of reorganization and
disclosure statement. Under the Plan, Class VIII, which will
consist of the claims of the non-priority unsecured creditors
including the unsecured portion of all secured creditors as well as
those creditors, if any, whose claims arise from the rejection of
executory contracts, will be mpaired. However, each of the
claimants of this class will receive at least 13% (aggregate amount
of $2,700) at 0% interest over 60 months. Payments will be made to
this class over years 3 through 5 of the Plan, concurrent with
Classes I to VII, commencing on the effective date of the Plan.
About The Millers
Craig Sherman Miller and Brenda Joyce Miller filed for Chapter 13
bankruptcy protection (Bankr. E.D. Mich. Case No. 15-57370) on
November 30, 2015. The Debtors converted this matter to Chapter 11
of the Code on August 3, 2016. C. Jason Cardasis, Esq., William R.
Orlow, Esq., and Corey M. Carpenter, Esq., at B.O.C. Law Group,
P.C., serve as the Debtor's bankruptcy counsel.
DEER MEADOWS: Suzanne Koenig Named Patient Care Ombudsman
---------------------------------------------------------
Gail Brehm Geiger, the Acting United States Trustee for the
District of Oregon, appointed Suzanne Koenig, as the Patient Care
Ombudsman for Deer Meadows, LLC.
The Acting U.S. Trustee's appointment of a PCO is made pursuant to
the Notice of Intent to Order Appointment of a Patient Care
Ombudsman, and Order entered by the Court on September 30, 2016.
Suzanne Koenig can be reached at:
Suzanne Koenig
One Northfield Plaza, Suite 210
Northfield, IL 60093
About Deer Meadows
Deer Meadows, LLC's primary asset is an assisted living facility
located in Sheridan, Oregon. DCR Mortgage and/or its affiliates,
has a lien covering the Property.
Deer Meadows filed a chapter 11 petition (Bankr. D. Ore. Case No.
16-33768) on Sept. 30, 2016. The petition was signed by Kristin
Harder, manager. The case is assigned to Judge Peter C. McKittrick.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
The Debtor is represented by Stephen T. Boyke, Esq., at the Law
Office of Stephen T. Boyke.
DIGNITY & MERCY: Case Summary & 17 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dignity & Mercy, Adult Day Services, LLC
P.O Box 801
Como, MS 38619
Case No.: 16-13975
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Northern District of Mississippi (Aberdeen)
Judge: Hon. Jason D. Woodard
Debtor's Counsel: Kevin F. O'Brien, Esq.
O'BRIEN LAW FIRM, LLC
1630 Goodman Road East, Suite 5
Southaven, MS 38671
Tel: 662-349-3339
E-mail: obrienlawfirm0056@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tamekia R. Jackson, member.
A copy of the Debtor's list of 17 unsecured creditors is available
for free at http://bankrupt.com/misc/msnb16-13975.pdf
DODGE CITY VETERINARY: Seeks Exclusivity Extension Thru Feb. 5
--------------------------------------------------------------
Dodge City Veterinary Hospital, Inc. asks the U.S. Bankruptcy Court
for the Middle District of Louisiana to extend the exclusive period
within which the Debtor may file its Plan and the exclusive period
within which the Debtor may obtain acceptance of its Plan, for an
additional 90 days each, to Feb. 5, 2017 and April 6, 2017,
respectively.
The Debtor relates that it has negotiated and discussed with an
unrelated third party buyer, the terms of a Proposed sale, but did
not come to a definitive agreement yet. However, the Buyer has
insisted on a short time frame for the Sale including submission of
the Debtors Disclosure Statement and Reorganization Plan by Aug.
31, 2016.
Subsequently, beginning on Aug. 15, 2016, Livingston Parish, where
the Debtor's business is located, experienced severe flooding --
the Debtor's building had considerable structural damage, and much
of its equipment, furniture and fixtures was damaged or destroyed,
and also, some business records were lost or misplaced --
disrupting the Debtor's business operations.
The Debtor also relates that the Buyer has expressed that it still
wishes to pursue the Sale but has suspended negotiations in the
meantime pending an assessment of the damage, determination of
insurance coverage, and other effects on the business.
Accordingly, the Debtor needs additional time to fully assess the
physical damage to and other effects on its business, including but
not limited to goodwill. The Debtor tells the Court that until the
assessment is complete, the Buyer and Debtor cannot finalize
negotiations for a sale to take place.
About Dodge City Veterinary
Headquartered in Denham Springs, Louisiana, filed for Chapter 11
bankruptcy protection (Bankr. M.D. La. Case No. 16-10559) on May
11, 2016. The petition was signed by Scott F. Smith, president.
Judge Douglas D. Dodd presides over the case. Michael B. Grissom,
Esq., at B. Michael Grissom, Attorney at Law, serves as the
Debtor's bankruptcy counsel. The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the filing.
DOUBLE VISION: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Double Vision Inc. as of Nov.
8, according to a court docket.
About Double Vision Inc.
Double Vision Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. W.V. Case No. 16-20560) on Oct. 4,
2016, disclosing under $1 million in both assets and liabilities.
The petition was signed by Ted Brightwell, president. The Debtor
is represented by Andrew S. Nason, Esq., at Pepper & Nason.
ENABLE MIDSTREAM: S&P Affirms 'BB+' CCR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB+' corporate credit and
issue-level ratings on Enable Midstream Partners L.P. and revised
the outlook to stable from negative.
At the same time, S&P affirmed the 'B' short-term rating and '3'
recovery rating on the partnership's issue-level debt. The '3'
recovery rating indicates S&P's expectation for meaningful (50% to
70%, in the upper half of the range) recovery in the event of a
payment default.
"The stable rating outlook reflects our expectation that Enable
will maintain adequate liquidity and adjusted debt to EBITDA in the
4x to 4.25x range for the remainder of 2016 and below 4x in 2017,"
said S&P Global Ratings credit analyst Mike Llanos.
S&P could lower the ratings if volumes decline such that adjusted
debt to EBITDA is sustained above 4.5x. S&P could also lower the
rating if Enable's commodity exposure increases or the partnership
experiences operational setbacks that would weaken its liquidity.
S&P could consider higher ratings if the partnership is able to
improve its scale and percentage of fee-based cash flows while
maintaining adjusted debt to EBITDA below 3.5x.
ERICKSON INC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Evergreen Helicopters International, Inc. 16-34392
5550 Macadam Avenue, Ste 200
Portland, OR 97239
Erickson Incorporated 16-34393
fka Erickson Air-Crane Incorporated
5550 Macadam Avenue, Ste 200
Portland, OR 97239
EAC Acquisition Corporation 16-34394
Erickson Helicopters, Inc. 16-34395
Erickson Transport, Inc. 16-34396
Evergreen Equity, Inc. 16-34397
Evergreen Unmanned Systems, Inc. 16-34398
Type of Business: Manufacturer and operator of the powerful heavy-
lift Erickson S-64 Aircrane helicopter, and is a
leading global provider of aviation services
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Hon. Barbara J. Houser
Debtors' Counsel: Kenric D. Kattner, Esq.
HAYNES AND BOONE, LLP
1221 McKinney Street, Ste. 2100
Houston, TX 77010
Tel: (713) 547-2518
Fax: (713) 236-5408
E-mail: kenric.kattner@haynesboone.com
- and -
Kourtney P. Lyda, Esq.
HAYNES AND BOONE, LLP
1221 McKinney Street, Suite 2100
Houston, TX 77010
Tel: (713) 547-2590
Fax: (713) 236-5687
E-mail: kourtney.lyda@haynesboone.com
- and -
Ian T. Peck, Esq.
HAYNES & BOONE, LLP
201 Main Street, Suite 2200
Fort Worth, TX 76102
Tel: (817)347-6613
Fax: (817)348-2350
E-mail: ian.peck@haynesboone.com
- and -
David Lawrence Staab, Esq.
HAYNES & BOONE, LLP
301 Commerce Street, Suite 2600
Fort Worth, TX 76102
Tel: (817) 347-6645
Fax: (817) 348-2387
E-mail: david.staab@haynesboone.com
Debtors'
Investment
Banker: IMPERIAL CAPITAL, LLC
Debtors'
Financial and
Restructuring
Advisor: ALVAREZ & MARSAL
Debtors'
Claims &
Noticing Agent: KURTZMAN CARSON CONSULTANTS
Total Assets: $942.8 million
Total Debts: $881.5 million
The petitions were signed by David Lancelot, chief financial
officer.
Debtors' List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Bell Helicopters Royalty Liability $4,000,000
776 Henrietta Creek
Rd Bldg 55 Ste #100
Roanoke, TX 76262
Attn: Lori Black
Tel: 817-280-8144
Fax: 817-280-2321
Email: Lmblack@bh.com
Oppenheimer Senior Floating Note Payable $1,646,580
Rate Fund
Oppenheimer Funds Two World Financial
Center 225 Liberty Street
New York, NY 10281-1008
Attn: Joseph Welsh, CFA
Tel: 212-323-0200
Fax: 212-323-4070
Franklin Strategies Series -
Franklin Strategic Income Fund Note Payable $721,393
Franklin Templton Investments
Franklin Parkway Bldg
970, 1st Floor
San Mateo, CA 94403
Attn: Chris Molumphy, CFA
Tel: 650-312-3000
Fax: 650-525-7141
Grayson & Co. Note Payable $620,734
Boston Management and Research Two
International Place
9th Floor
Boston, MA 2110
Attn: Michael B. Botthof
Vice President
Tel: 617-482-8262
Fax: 617-338-8054
Oppenheimer Master Loan Fund, LLC Note Payable $588,064
Oppenheimer Funds Two World
Financial Center 225 Liberty Street
New York, NY 10281-1008
Attn: Christina M. Nasta
Tel: 212-323-0200
Fax: 212-323-4070
ZM Private Equity Fund I Note Payable $522,723
One Grand Central Place
60 East 42nd Street Suite 1400
New York, NY 10165
Quinn Morgan
Tel: 646-843-0710
ZM Private Equity Fund II Note Payable $522,723
One Grand Central Place
60 East 42nd Street Sute 1400
New York, NY 10165
Attn: Quinn Morgan
Tel: 646-843-0710
Wells Fargo (Combined) Trade Payable $507,552
101 North Phillips Ave
One Wachovia Center
Sioux Falls, SD 57104
Attn: John Shrewberry, CFO
Tel: 605-575-6900
Fax: 605-575-4815
Franklin Floating Rate Daily Note Payable $486,133
Access Fund
Franklin Templton Investments
One Franklin Parkway Bldg
970, 1st Floor
San Mateo, CA 94403
Email: Richard Hsu
Tel: 650-312-3000
Fax: 650-525-7141
Willis (Combined) Insurance Payable $465,375
One World Financial Centre 200
Liberty St 7th Floor
New York, NY 10281
Eric Joost, COO
Tel: 212-915-8888
Fax: 212-915-8511
Coliseum Capital Partners, L.P. Note Payable $460,889
Metro Center One Station Place
7th Floor South
Stamford, CT 06902-6800
Attn: Christopher Shackelton
Tel: 203-883-0100
Fax: 203-286-1111
Wells Fargo Bank, N.A. Note Payable $454,597
101 North Phillips Ave One
Wachovia Center
Sioux Falls, SD 57104
Attn: John Shrewberry, CFO
Tel: 605-575-6900
Fax: 605-575-4815
Howmet Castings & Services Inc. Trade Payable $376,100
Alcoa Howmet Dover Castings
Nine Roy St.
Dover, NJ 07801
Attn: Ray Nadeau
Tel: 973-361-2310
Fax: 973-361-4201
Email: ray.nadeau@alcoa.com
Cetus Capital II, LLC Note Payable $345,988
8 Sound Shore Drive Suite 303
Greenwich, CT 06830
Attn: Steven G. Raich, CPA
Tel: 203-552-3500
Fax: 203-552-3550
Goldman Sachs & Co. Note Payable $284,123
30 Hudson Street 38th Floor
Jersey City, NJ 07302
Attn: Craig Packer
Tel: 212-902-8497
Fax: 646-769-7700
Boeing Company Trade Payable $269,002
PO Box 3707 MC 34-18
Seattle, WA 98124
Attn: Leonardo Salvador
Tel: 312-544-2000
Fax: 312-544-2225
Email: leonardo.n.salvador@boeing.com
Express Personnel Services Trade Payable $234,205
9701 Boardwalk Blvd
Oklahoma City, OK 73162
Attn: William H. Stoller, President
Tel: 405-840-5000
Fax: 405-717-5667
Timken Aerospace (Combined) Trade Debt $217,361
The Yield Master Fund I, L.P. Note Payable $205,833
Blackwell Partners, LLC Note Payable $200,653
ERICKSON INC: Files Voluntary Chapter 11 Bankruptcy Petition
------------------------------------------------------------
Erickson Incorporated, a global provider of aviation services, on
Nov. 9, 2016, disclosed that it and certain of its subsidiaries
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Northern District of Texas, Dallas Division.
During the Chapter 11 process, Erickson will operate in the
ordinary course of business and with the same commitment to safety,
compliance, and customer service that its partners are accustomed
to.
The Company expects to file a consensual plan of reorganization
with the support of its major creditor constituencies within the
first 50 days of the bankruptcy case, which the Company anticipates
will dramatically reduce its total indebtedness and allow it to
exit bankruptcy with a stronger balance sheet in early 2017.
Concurrent with its Chapter 11 filing, Erickson has filed certain
customary "first day motions", including a new debtor in possession
financing from its first lien lenders and certain of its 2[nd] lien
bondholders, with the court to ensure a smooth transition into
Chapter 11. Pending Court approval, the first day motions will
allow the Company to operate in the ordinary course and maintain
its critical customer and supplier relationships.
President and CEO Jeff Roberts said, "Unfortunately, Erickson is
not immune to the numerous business challenges currently facing the
helicopter industry which have placed downward pressure on
operating results and asset values. Operational integrity and
safety continue to be our top priority, and this restructuring will
in no way interfere with our performance and commitment to customer
satisfaction. We have examined a number of alternatives and are
convinced that a formal restructuring is the most effective path
forward. We anticipate a controlled process that better positions
us to serve our customers. We appreciate the work of our largest
creditors, board, investors, and employees who are committed to
transparent and timely communications with our customers,
prospects, vendors, suppliers, partners and key regulatory
agencies."
CFO, David Lancelot, commented, "We are fully supportive of a
creditor support agreement that certain of our first lien lenders
and second lien noteholders have entered into which is expected to
result in approximately $60 million in new financing from a group
of our noteholders. This financing will provide sufficient
liquidity to fund ongoing operations in the ordinary course during
our restructuring. We believe this agreement is indicative of
broad support for a consensual restructuring which will ultimately
provide greater liquidity by way of a delevered balance sheet. We
believe that Erickson will emerge a financially stronger company at
the conclusion of an expeditious bankruptcy process."
The restructuring is expected to preserve jobs for more than 700
employees and allow Erickson to continue to work with the vendors
and suppliers around the world that are so vital to its long term
success. Erickson's economic impact in its home state of Oregon
accounts for nearly $500 million annually, with 300 of the
employees based in Oregon.
Haynes and Boone LLP is serving as the Company's legal advisor,
Alvarez & Marsal LLC as its restructuring advisor, and Imperial
Capital as its investment banker.
About Erickson Inc.
Erickson Incorporated and its subsidiaries and affiliated companies
are a global provider of aviation services. The Company owns,
operates, maintains and manufactures utility aircraft to transport
and place people and cargo around the world for commercial and
governmental entities, with three distinct reportable segments
consisting of Commercial Aviation Services, Global Defense and
Security, and Manufacturing and Maintenance, Repair and Overhaul.
Through its Commercial Aviation Services and Global Defense and
Security segments, the Company provides aerial services that
include critical supply and logistics for firefighting, timber
harvesting, infrastructure construction, deployed military forces,
humanitarian relief, and crewing. Through its Manufacturing and
MRO segment, the Company provides manufacturing and maintenance,
repair and overhaul services for certain aircraft, as well as
aircraft sales.
As of June 30, 2016, Erickson Incorporated had $584 million in
total assets, $558 million in total liabilities and $25.9 million
in total equity.
Erickson reported a net loss of $86.6 million in 2015 following a
net loss of $10.2 million in 2014.
* * *
The Company carries a 'CCC' corporate credit rating from S&P Global
Ratings and a 'Caa3' corporate family rating from Moody's Investors
Service.
ERICKSON INC: Helicopter Manufacturer Files for Bankruptcy
----------------------------------------------------------
Erickson Incorporated, operator and manufacturer of the heavy-lift
S-64 Aircrane helicopter being used for military, humanitarian
relief and forest firefighting purposes, filed a voluntary petition
under Chapter 11 of the Bankruptcy Code in order to effectuate a
restructuring of its capital structure.
The Portland, Oregon-based company was joined in Chapter 11 by its
affiliates Evergreen Helicopters International, Inc., EAC
Acquisition Corporation, Erickson Helicopters, Inc., Erickson
Transport, Inc., Evergreen Equity, Inc. and Evergreen Unmanned
Systems, Inc. The Debtors are seeking joint administration of
their cases under Bankr. N.D. Tex. Lead Case No. 16-34393.
As disclosed in the bankruptcy filing, the Debtors had outstanding
prepetition liabilities of approximately $561 million as of Oct.
31, 2016, consisting of: (a) $130.8 million in principal amount
under Erickson's first lien revolving credit facility; (b) $370.2
million in principal amount and accrued interest under Erickson's
second lien secured notes; (c) $10 million in aggregate principal
and accrued interest under Erickson's unsecured, subordinated
seller notes; and (d) $4 million in principal amount under a
promissory note to Bell Helicopter Textron Inc. In addition,
Erickson owes approximately $46 million to various vendors.
David W. Lancelot, Erickson's chief restructuring officer, said in
an affidavit filed with the Court that the Debtors' profitability
has declined since 2013, causing a reduced availability under their
borrowing base and tightening of liquidity under their existing
first lien credit facility. For the 12 months ended Dec. 31, 2015,
Erickson had an operating loss of $54.8 million, compared to
operating income of $47 million for the same time period in 2013.
For the six months ended June 30, 2016, Erickson had an operating
loss of $65 million.
Prior to the Petition Date, the Debtors faced a $14.1 million
interest payment obligation due on the Second Priority Notes last
Nov. 1, 2016, continuing decreased revenues, higher operating
losses, and were experiencing continued liquidity constraints due
to the availability requirements imposed by the existing first lien
lenders under the First Lien Credit Agreement.
"Erickson's financial performance has been negatively affected by
(i) reduced demand for its services, which is largely attributable
to the loss of Erickson's status as a small business, (ii)
sustained economic distress in the oil and gas industry, and (iii)
the continued reduction of DoD military activities in Afghanistan,"
Mr. Lancelot related.
According to Mr. Lancelot, due to the reduction in the scope of the
United States Department of Defense's activities in Afghanistan and
the expiration of contracts in the Philippines and other locations,
the Debtors' global defense and security revenues decreased
approximately 32% in 2015 to $105.2 million. Prior to Erickson's
disqualification as a small business, Erickson had secured eight of
the 12 available exclusive use contracts with the United States
Forest Service.
During 2015 and 2016, the Debtors implemented an integration and
consolidation plan in relation to their $298 million acquisition of
Evergreen Helicopters, Inc., reduced operational headcount,
refocused their business development efforts on positive margin
contracts, implemented energy reduction initiatives, utilized
enhanced sales and operations planning mechanisms, consolidated
management positions, and completed a comprehensive leadership
change across nearly all business segments and executive positions.
However, the Debtors said, despite their cost cutting efforts,
their revenues continued to decline.
DIP Facilities
The Debtors are seeking Court approval of post-petition financing
facilities. The DIP Facilities have unique features including a
gradual "roll-up" of the Existing First Lien Obligations and two
different debtor-in-possession financing facilities provided by two
different lender groups. The Existing First Lien Lenders are
providing a DIP revolving facility. Certain second priority
noteholders are providing a DIP Term Facility in the amount of
$66,670,000.
Erickson needs funding to purchase the aircraft and related
equipment to perform under the VertRep Contract and earn
substantial revenue for the estate. Under the VertRep Contract,
Erickson supplies a detachment of aircrew and maintenance
personnel, along with two helicopters and related equipment to the
United States.
"I believe the financial terms and covenants of the DIP Facility
are reasonable under the circumstances for financing of this kind
-- notably, a junior postpetition financing behind a significant
amount of first lien secured debt," said Mr. Lancelot.
Specific to the Chapter 11 cases, the DIP Facility sets certain
milestones for confirmation of a plan of reorganization and other
restructuring initiatives and entitles the DIP Lenders to certain
fees.
Noncompliance Notice
On July 26, 2016, Erickson received two letters from the listing
qualifications staff of the NASDAQ indicating that, (i) based upon
the closing bid price of Erickson Incorporated's common stock for
the last 30 consecutive business days, Erickson Incorporated no
longer met the requirement to maintain a minimum bid price of $1.00
per share, as set forth in NASDAQ Listing Rule 5550(a)(2), and (ii)
based upon Erickson Incorporated's market value of publicly held
shares for the last 30 consecutive days, Erickson Incorporated no
longer met the requirement to maintain a minimum market value of
publicly held shares of $5 million, as set forth in Nasdaq Listing
Rule 5450(b)(1)(C).
Erickson has been provided a period of 180 calendar days, or until
Jan. 23, 2017, in which to regain compliance with Nasdaq Listing
Rule 5550(a)(2).
First Day Motions
In order to facilitate a smooth transition for the Debtors into the
Chapter 11 cases and minimize disruptions to their business
operations, the Debtors filed first day pleadings seeking the
Court's permission to, among other things, use existing cash
management system, pay employee obligations, prohibit utility
companies from discontinuing services and pay prepetition claims of
essential vendors. A full-text copy of the declaration in support
of the First Day Motions is available for free at:
http://bankrupt.com/misc/6_ERICKSON_Declaration.pdf
About Erickson
Founded in 1971, Erickson is a vertically-integrated manufacturer
and operator of the powerful heavy-lift Erickson S-64 Aircrane
helicopter, and is a leading global provider of aviation services.
Erickson currently possesses a diverse fleet of 69 rotary-wing and
fixed-wing aircraft that support a variety of government and civil
customers worldwide.
The Company, which employs 711 individuals, has a broad range of
aerial services consisting of three primary business segments: (i)
global defense and security, (ii) civil aviation services, and
(iii) manufacturing and maintenance, repair, and overhaul.
Jeff Roberts was appointed as president and chief executive officer
in April 2015.
The Debtors have hired Haynes and Boone, LLP as counsel; Imperial
Capital LLC, as investment banker; Alvarez & Marsal as financial
and restructuring advisor; and Kurtzman Carson Consultants as
claims and noticing agent.
ERICKSON INC: S&P Lowers Rating to 'CCC-', On CreditWatch Negative
------------------------------------------------------------------
S&P Global Ratings downgraded Erickson Inc. to 'CCC-' from 'CCC'
and placed the ratings on CreditWatch with negative implications.
At the same time, S&P lowered its issue-level rating on the
company's second lien senior secured notes to 'CCC-' from 'CCC'.
The '4' recovery rating on the senior notes remains unchanged,
indicating S&P's expectation for meaningful (50%-70%; higher half
of the range) recovery in the event of a default.
The downgrade reflects S&P's doubts that Portland, Ore.-based
Erickson has made its interest payment on its second lien senior
secured notes. The company has experienced pressure on its
liquidity and had only $3.3 million of cash on hand at June 30,
2016.
S&P could downgrade Erickson to 'SD' or 'D' if the company has not
made its Nov. 1, 2016, interest payment and S&P is not confident it
will do so in the 30 day grace period. S&P could affirm its
ratings on Erickson if S&P receives confirmation that the company
has made the interest payment that was due Nov. 1, 2016.
ESSEX CONSTRUCTION: Wants to Use First Trust Cash Collateral
------------------------------------------------------------
Essex Construction, LLC seeks authority from the U.S. Bankruptcy
Court for the District of Maryland to use cash collateral.
The Debtor intends to use cash collateral to pay for expenses
incurred in the ordinary course of business and to pay costs of
administration of the chapter 11 case.
A portion of the Debtor's labor union employees were not paid on
Nov. 4, 2016. The Debtor tells the Court that absent such authority
to use cash collateral, the Debtor's labor union employees are
likely not to report for work, or picket the job site, jeopardizing
the Debtor's ability to work on and conclude existing contracts.
The Debtor's proposed Budget provides for total expenses of
approximately $1,843,248, which includes payroll expenses amounting
to $1,109,852, commencing from the week ending Nov. 4, 2016 through
the week ending Nov. 25.
The Debtor relates that Essex Real Estate Holdings, LLC was formed
to purchase two condominium units located at 4 Taft Court, Suites
300 and 375, Rockville, MD. Essex Real Estate closed on the sale
of the Rockville Properties by securing loans from First Trust
Bank, guaranteed by the Debtor, Roger R. Blunt and Jonathan Blunt.
The Debtor further relates that these loans are secured by the
Debtor's personal property, chattel paper, documents, general
intangibles, instruments, investment property, money, payment
intangibles, promissory notes, securities, software and supporting
obligations, including all cash and non-cash proceeds thereof.
According to the Debtor, First Trust has obtained a confessed money
judgment from the Montgomery County Circuit Court against the
Debtor and its co-defendants in the amount of $3,483,199.40 for the
default of the Suite 300 loan, and the amount of $1,335,911.14 for
the default of the Suite 375 loan, plus post judgment interest in
the amount of 10% per annum.
The Debtor relates that First Trust commenced foreclosure
proceedings against the Rockville Properties, and that the
foreclosure sale was completed and ratified by the Court on June 3,
2016.
First Trust asserts a deficiency for the Rockville Properties in
the amount of approximately $3.9 million and has caused Writs of
Garnishment to be issued against several of the Debtor's bank
accounts, including its payroll and operating accounts held at
Manufacturing and Trust Bank.
The Debtor proposes to provide First Trust with replacement liens
to the same extent, validity and priority as the lien it held
prepetition, which represents the full balance of all amounts due
to First Trust.
The Debtor asserts that the continued operation of the Debtor's
business will preserve the value of the cash collateral that will
adequately protect First Trust. The Debtor contends that without
authority to use cash collateral, it will be unable to operate its
business and its value will dramatically decline.
The Debtor contends that although First Trust has expressed its
willingness to consent to the use of cash collateral, it has not
provided its explicit agreement with the Debtor's proposed Budget.
A full-text copy of the Debtor's Motion, dated November 7, 2016, is
available at https://is.gd/7YDAc1
A full-text copy of the Debtor's proposed Budget, dated November 7,
2016, is available at https://is.gd/DM8g3K
Attorney for Essex Construction, LLC:
Kim Y. Johnson, Esq.
Law Offices of Kim Y. Johnson
P.O. Box 277
Cheltenham, MD 20623-0217
Telephone: (443) 838-3614
Facsimile: (301) 782-4686
About Essex Construction
Essex Construction, LLC filed a Chapter 11 petition (Bankr. D. Md.
Case No. 16-24661), on November 4, 2016. The Debtor's counsel is
Kim Y. Johnson, Law Offices of Kim Y. Johnson.
FIRST CAR PRO: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of First Car Pro Auto Sales LLC as
of Nov. 8, according to a court docket.
About First Car Pro Auto Sales
First Car Pro Auto Sales LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-21209) on August
14, 2016. The Debtor is represented by Paul E. Gifford, Esq., at
the Law Offices of Paul E. Gifford, Chartered.
FOUR CORNERS: Case Summary & 12 Unsecured Creditors
---------------------------------------------------
Debtor: Four Corners Direct, Inc.
8520 S. Tamiami Trail
Sarasota, FL 34238
Case No.: 16-09620
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Suzy Tate, Esq.
SUZY TATE, P.A.
14502 North Dale Mabry Highway, Suite 200
Tampa, FL 33618
Tel: (813) 264-1685
Fax: 813 540 8024
E-mail: suzy@suzytate.com
Total Assets: $0
Total Liabilities: $10 million
The petition was signed by Martin Lothman, president.
A copy of the Debtor's list of 12 unsecured creditors is available
for free at http://bankrupt.com/misc/flmb16-09620.pdf
GEO PROPERTIES: Taps James Joyce as Bankruptcy Counsel
------------------------------------------------------
Geo Properties, LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of New York to employ James M. Joyce
as attorney.
The Debtor requires Mr. Joyce to:
(a) advise the Debtor as to its right, duties and powers as
a debtor in possession;
(b) prepare and file any statements, schedules, plans or other
documents or pleadings to be filed by the applicant in this
case;
(c) represent the applicant in all hearings, meetings of
creditors, conferences, trials and other proceedings in
this case; and
(d) perform such other legal services as may be necessary in
connection with this case.
Mr. Joyce will be compensated at $250 per hour.
The Attorney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
That Debtor paid $2,300 retainer which is the total received by
attorney within 90 days of the petition filing.
Mr. Joyce assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
Mr. Joyce can be reached at:
James M. Joyce, Esq.
4733 Transit Road
Buffalo, NY 14043
Tel: (716) 656-0600
GEO Properties Corporation, filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.Y. Case No. 16-11992) on October 11, 2016, disclosing
under $1 million in both assets and liabilities.
The Debtor is represented by James M. Joyce, Esq.
GLADES BREWERY: Disclosures OK'd; Plan Hearing on Jan. 18
---------------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida has approved Glades Brewery Partners,
Ltd.'s disclosure statement referring to the Debtor's plan of
reorganization.
The Plan confirmation hearing as well as the hearing on fee
applications will be held on Jan. 18, 2017, at 2:00 p.m.
The deadline for serving the court order approving the Disclosure
Statement, the Disclosure Statement, Plan, and Ballot is Nov. 18,
2016.
Objections to claims as well as fee applications must be filed by
Jan. 4, 2017.
The deadline for filing ballots accepting or rejecting the Plan is
Jan. 11, 2017.
The deadline for filing objections to the confirmation of the Plan
is Jan. 13, 2017, which is also the deadline for the Debtor to file
the report of plan proponents and confirmation affidavit and the
deadline for individual debtors to file certificate for
confirmation regarding payment of domestic support obligations and
filing of required tax returns.
As previously reported by The Troubled Company Reporter, Glades
Brewery Partners, Ltd., and Glades Brewery Partners, Inc., filed
with the Court a third amended disclosure statement dated Oct. 4,
2016, describing its Plan. The Plan proposes to pay Class 4
Claimants -- who have allowed general unsecured claims of $1,000 or
less -- 50% of their allowed claim on the Effective Date. The Plan
also proposes to distribute to Class 5 Claimants -- all other
allowed general unsecured allowed claims not otherwise dealt within
the Plan -- the sum of $50,000 pro-rata and without interest in one
lump sum 90 days after the Effective Date.
About Glades Brewery
Glades Brewery Partners, Ltd. and Glades Brewery Partners, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
Nos. 14-24492 and 14-24493) on June 25, 2014.
The Debtors are represented by Kenneth S. Rappaport, Esq., at
Rappaport Osborne Rappaport & Kiem, PL.
GREAT NORTHERN: Hires Mark Weisbart as General Bankruptcy Counsel
-----------------------------------------------------------------
Great Northern Brewing Company seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ The
Law Offices of Mark A. Weisbart as general bankruptcy counsel.
The Debtor requires Mark Weisbart to:
(a) perform legal services, which will include those typically
performed by a counsel for a Chapter 11 debtor, including, without
limitation, drafting any and all pleadings necessary to the
administration of the case;
(b) attend hearings and examinations that arise during the
course of the case;
(c) assist in the formation of a plan and disclosure
statement;
(d) evaluate and potentially file objections to creditor
claims;
(e) evaluate and prosecute potential estate claims and causes
of action; and,
(f) assist in the administration of the case.
Mark Weisbart will be paid at these hourly rates:
Mark A. Weisbart $450.00
James Brouner $400.00
Paralegals $95-$125
Law clerks $50-$120
Mark Weisbart will also be reimbursed for reasonable out-of-pocket
expenses incurred.
After credits for pre-petition services and disbursements, Mark
Weisbart holds a retainer of approximately $690.00 which is being
held in Mark Weisbart's trust account.
Mark A. Weisbart, Esq., attorney at law in the Law Office of Mark
A. Weisbart, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Mark Weisbart can be reached at:
Mark A. Weisbart, Esq.
James S. Brouner, Esq.
THE LAW OFFICE OF MARK A. WEISBART
12770 Coit Road, Suite 541
Dallas, Texas 75251
Phone: (972) 628-4903
Fax: (972) 628-4905
Emails: mark@weisbartlaw.net
jbrouner@weisbartlaw.net
About Great Northern Brewing Company
Great Northern Brewing Company, a Texas corporation, has its
principal place of business at 4018 Amon Carter Blvd, #204, Fort
Worth, TX 76155. It is the owner and operator of the Great Northern
Brewery located at 2 Central Avenue, Whitefish, Montana 59937. The
Brewery, in operation since 1995, produces specialty lagers and
ales and has the capacity to brew 10,000 barrels annually. The
Debtor is actively managed by Dennis Konopatzke, its Chief
Executive Officer and sole director.
Great Northern Brewing Company filed a Chapter 11 petition (Bankr.
N.D. Tex. Case No. 16-43989), on October 14, 2016. The petition was
signed by Dennis Konopatzke, chief executive officer. The case is
assigned to Judge Russell F. Nelms. The Debtor is represented by
Mark A. Weisbart, Esq., at the Law Office of Mark A. Weisbart. At
the time of filing, the Debtor estimated assets and liabilities at
$1 million to $10 million.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txnb16-43989.pdf
GREENHUNTER RESOURCES: Plan Filing Deadline Moved to Nov. 14
------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court issued
an order approving GreenHunter Resources' second motion to extend
by 60 days the exclusive period during which the Company can file a
Chapter 11 plan and solicit acceptances thereof through and
including Nov. 14, 2016 and Jan. 11, 2017, respectively. As
previously reported, "The requested extensions of the Exclusive
Periods will provide the Debtors and all other parties in interest
an opportunity to develop fully the grounds upon which serious
negotiations toward a Chapter 11 Plan can be based. At this point,
the main issue in the case involves the lien of the Debtors'
prepetition secured creditor. If that issue can be resolved, then
the Debtors will be able to file a liquidating plan, which would be
beneficial to the unsecured creditors. Moreover, expiration of the
Exclusive Periods would likely lead to adversarial situations that
would cause deterioration in the Debtors' operations, the value of
their Estates and their ability to negotiate a consensual Chapter
11 Plan."
About Greenhunter Resources
GreenHunter Resources, Inc. and 12 of its affiliates, providers of
water management services, each filed a Chapter 11 petition (Bankr.
N.D. Tex. Lead Case No. 16-40956) on March 1, 2016. Kirk J.
Trosclair signed the petition as executive vice president and chief
operating officer. The Debtors listed total assets of $36.29
million and total debts of $29.05 million. The Debtors have about
$6 million in unsecured debt.
Singer & Levick, P.C., serves as the Debtors' counsel. Judge
Russell F. Nelms has been assigned the case.
GUP'S HILL PLANTATION: Court Dismisses Rainsford's Suit vs. Apex
----------------------------------------------------------------
Judge David R. Duncan of the United States Bankruptcy Court for the
District of South Carolina granted Apex Bank's motion to dismiss,
with prejudice, the adversary case captioned Bettis C. Rainsford,
Plaintiff, v. Apex Bank, Defendant, Adv. Pro. No. 16-80104-DD
(Bankr. D.S.C.), finding that because the alleged agreement between
Apex and the plaintiff fails to satisfy the South Carolina Statute
of Frauds, the amended complaint fails to state a claim upon which
relief can be granted as a matter of law, and must be dismissed.
Mr. Rainsford commenced this action on May 31, 2016, in the
Edgefield County Court of Common Pleas, asserting causes of action
for breach of contract and enforcement of an agreement. Apex
removed the proceeding to the Bankruptcy Court on July 14, 2016.
Apex Bank then filed a motion on August 26, 2016 to dismiss Bettis
C. Rainsford's amended complaint with prejudice.
The alleged agreement between Apex and Mr. Rainsford is subject to
the South Carolina Statute of Frauds since it involves transfer of
title of real property. Apex argues that because Mr. Rainsford has
failed to produce any writing signed by a representative of Apex
with authority to bind Apex, the alleged agreement does not meet
the requirements of the South Carolina Statute of Frauds.
A full-text copy of the Order dated October 13, 2016 is available
at https://is.gd/VY4NDb from Leagle.com.
Gup's Hill Plantation, LLC, Debtor, is represented by Carl F.
Muller, Esq. -- carl@carlmullerlaw.com --Carl F. Muller, Attorney
at Law, P.A..
US Trustee's Office, U.S. Trustee, is represented by John Timothy
Stack, Office of the United States Trustee.
About Gup's Hill
Gup's Hill Plantation, LLC, owns a hotel called the Edgefield Inn,
commercial and residential real estate properties, and timberland
properties.
Gup's Hill Plantation, LLC -- aka Edgefield Inn, LLC and aka
Rainsford Holdings, LLC -- filed a Chapter 11 petition (Bankr. D.
S.C. Case No. 15-04386) on Aug. 18, 2015. The Hon. David R.
Duncan
presides over the case. Carl F. Muller, Esq., at Carl F. Muller,
Attorney At Law, P.A., serves as the Debtor's counsel. The
petition was signed by Bettis C. Rainsford, sole member.
HALLUCINATION MEDIA: Seeks Dec. 23 Plan Filing Period Extension
---------------------------------------------------------------
Hallucination Media, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida to extend its exclusive period to file
a disclosure statement and plan of reorganization, from November 8,
2016 to December 23, 2016.
The Debtor relates that it has always taken the position that it
has a right of first refusal with respect to any lease or sale of
the Ritz Ybor property, and that this right has not been
established. The Debtor further relates that it remains in the
process of negotiating or scheduling mediation with respect to its
dispute with the owners of the Ritz Ybor property. The Debtor
sayas that a resolution or settlement of these issues would
facilitate an agreed plan in this case, which would likely provide
full payment to creditors.
The Debtor tells the Court that it has been devoting all of the
time of its two principals to the reorganization of its business,
and that these efforts include the search for an alternate venue
and the expansion of other lines of business in which the Debtor
has previously been engaged. The Debtor further tells the Court
that these efforts are ongoing and will facilitate efforts to
confirm a plan of re-organization, including the Debtor's ability
to make a significant payment to unsecured creditors and the
Debtor's ability to establish feasibility of any plan of
re-organization filed by the Debtor.
About Hallucination Media, LLC.
Hallucination Media, LLC filed a chapter 11 petition (Bankr. M.D.
Fla., Case No. 16-04116) on May 12, 2016. The petition was signed
by Bryan L. Nichols, manager and member. The Debtor is represented
by Leon A. Williamson Jr., Esq., at the Law Office of Leon A.
Williamson, Jr., P.A. The Debtor estimated assets at $50,001 to
$100,000 and liabilities at $0 to $50,000 at the time of the
filing.
HAMILTON SUNDSTRAND: Bank Debt Trades at 8% Off
-----------------------------------------------
Participations in a syndicated loan under Hamilton Sundstrand
Industrial is a borrower traded in the secondary market at 92.15
cents-on-the-dollar during the week ended Friday, October 28, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.69 percentage points from the
previous week. Hamilton Sundstrand pays 300 basis points above
LIBOR to borrow under the $1.675 billion facility. The bank loan
matures on Dec. 10, 2019 and carries Moody's B3 rating and Standard
& Poor's B rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended October 28.
HCSB FINANCIAL: Incurs $1.78 Million Net Loss in Third Quarter
--------------------------------------------------------------
HCSB Financial Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common shareholders of $1.78 million on $3.17 million
of total interest income for the three months ended Sept. 30, 2016,
compared to a net loss available to common shareholders of $146,000
on $3.61 million of total interest income for the three months
ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, HCSB Financial reported
net income available to common shareholders of $4.84 million on
$9.21 million of total interest income compared to a net loss
available to common shareholders of $944,000 on $10.46 million of
total interest income for the nine months ended Sept. 30, 2015.
As of Sept. 30, 2016, the Company had $381.10 million in total
assets, $344.51 million in total liabilities and $36.59 million in
total shareholders' equity.
On Feb. 10, 2011, the Bank entered into a Consent Order with the
FDIC and the South Carolina Board of Financial Institutions. The
Consent Order conveyed specific actions needed to address the
Bank's current financial condition, primarily related to capital
planning, liquidity/funds management, policy and planning issues,
management oversight, loan concentrations and classifications, and
non-performing loans. On Oct. 26, 2016, the Bank received
notification that the Consent Order was terminated by the FDIC and
the State Board and was replaced with certain regulatory
requirements and restrictions, including a requirement to continue
to improve credit quality and earnings, a restriction prohibiting
dividend payments without prior approval from the supervisory
authorities, and a requirement to maintain Tier 1 capital at least
equal to 8% and total risk-based capital at least equal to 10%. As
of Sept. 30, 2016, the Company believes the Bank is in substantial
compliance with the new requirements and restrictions set forth by
the supervisory authorities.
As of Sept. 30, 2016, the Company had no available lines of credit.
The Bank's greatest source of liquidity resides in its unpledged
securities portfolio. The book and market values of unpledged
securities available-for-sale totaled $67.3 million and $66.9
million, respectively, at Sept. 30, 2016. This source of liquidity
may be adversely impacted by changing market conditions, reduced
access to borrowing lines, or increased collateral pledge
requirements imposed by lenders. The Bank has implemented a plan
to address these risks and strengthen its liquidity position. To
accomplish the goals of this liquidity plan, the Bank will maintain
cash liquidity at a minimum of 4% of total outstanding deposits and
borrowings. In addition to cash liquidity, the Bank will also
maintain a minimum of 15% off balance sheet liquidity. These
objectives have been established by extensive contingency funding
stress testing and analytics that indicate these target minimum
levels of liquidity to be appropriate and prudent.
Comprehensive weekly and quarterly liquidity analyses serve
management as vital decision-making tools by providing summaries of
anticipated changes in loans, investments, core deposits, and
wholesale funds. These internal funding reports provide management
with the details critical to anticipate immediate and long-term
cash requirements, such as expected deposit runoff, loan and
securities paydowns and maturities. These liquidity analyses act
as a cash forecasting tool and are subject to certain assumptions
based on past market and customer trends. Through consideration of
the information provided in these reports, management is better
able to effectively monitor the Bank's liquidity position.
"To better manage our liquidity position, management also stress
tests our liquidity position on a semi-annual basis under two
scenarios: short-term crisis and a longer-term crisis. In the
short term crisis, we would be cut off from our normal funding
along with the market in general. In this scenario, the Bank would
replenish our funding through the most likely sources of funding
that would exist in the order of price efficiency. In the longer
term crisis, we may be cut off from several of our normal sources
of funding as our Bank's financial situation deteriorated. In such
a case, we would utilize our unpledged securities to raise funds in
the reverse repurchase market or borrow from the FHLB. On a
quarterly basis, management monitors the market value of our
securities portfolio to ensure its ability to be pledged if
liquidity needs should arise.
"We believe our liquidity sources are adequate to meet our needs
for at least the next 12 months."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/GciRSr
About HCSB Financial
Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank. The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988. From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services. During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach. All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.
HCSB Financial reported a net loss available to common
shareholders of $1.75 million on $13.7 million of total interest
income for the year ended Dec. 31, 2015, compared to a net loss
available to common shareholders of $1.40 million on $16.09 million
of total interest income for the year ended Dec. 31, 2014.
Elliott Davis Decosimo, LLC, in Columbia, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered recurring losses that have eroded regulatory
capital ratios and the Company's wholly owned subsidiary, Horry
County State Bank, is under a regulatory Consent Order with the
Federal Deposit Insurance Corporation (FDIC) that requires, among
other provisions, capital ratios to be maintained at certain
levels. As of December 31, 2015, the Company's subsidiary is
considered significantly undercapitalized based on its regulatory
capital levels. These considerations raise substantial doubt about
the Company's ability to continue as a going concern. The Company
also has deferred interest payments on its junior subordinated
debentures for 20 consecutive quarters as of
December 31, 2015. Under the terms of the debentures, the Company
may defer payments for up to 20 consecutive quarters without
creating a default. Payment for the 20th quarterly interest
deferral period was due in March 2016. The Company failed to pay
the deferred and compounded interest at the end of the deferral
period, and the trustees of the corresponding trusts, have the
right, after any applicable grace period, to exercise various
remedies, including demanding immediate payment in full of the
entire outstanding principal amount of the debentures. The balance
of the debentures and accrued interest as of December 31, 2015 were
$6,186,000 and $901,000, respectively. These events also raise
substantial doubt about the Company's ability to continue as a
going concern as of Dec. 31, 2015.
HELLBENDER BREWING: Seeks to Hire Davis Write as Special Counsel
----------------------------------------------------------------
Hellbender Brewing Company LLC seeks approval from the U.S.
Bankruptcy Court for the District of Columbia to hire Davis Write
Tremaine LLP as its special counsel.
The firm will, among other things, assist the Debtor in complying
with ongoing regulatory obligations affecting the structure and
operation of alcohol beverage industry business relationships and
transactions.
The Debtor proposes to pay Davis Write its customary hourly rates
for its services and reimburse the firm for work-related expenses.
Cary Greene, Esq., at Davis Write, 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:
Cary Greene, Esq.
Davis Write Tremaine LLP
1919 Pennsylvania Avenue NW, Suite 800
Washington, D.C. 20006-3401
Phone: 202-973-.4200
Fax: 202-973-4499
Email: carygreene@dwt.com
About Hellbender Brewing Company
Hellbender Brewing Company LLC is a Delaware limited liability
company organized in 2012 for the purpose of constructing and
operating a microbrewery to produce malt beverages for sale in the
District of Columbia and neighboring areas within the Washington,
D.C. metropolitan region.
In 2014, with funding from shareholder capital contributions and an
SBA-backed loan from EagleBank, the Debtor constructed a
state-of-the-art microbrewery in a northeast D.C. warehouse. At the
microbrewery, the Debtor both produces its hand-crafted beers and
sells them in its tasting room to patrons of the microbrewery. In
addition to the onsite sales, the Debtor's products are distributed
to restaurants and bars in Montgomery County, Maryland and in
Northern Virginia, both inside the Capital Beltway and in Loudoun
and Fauquier Counties.
Hellbender Brewing Company LLC filed a voluntary petition for
relief under chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case
No. 16-00577) on November 1, 2016.
HELLBENDER BREWING: Seeks to Hire Hirschler as Legal Counsel
------------------------------------------------------------
Hellbender Brewing Company LLC seeks approval from the U.S.
Bankruptcy Court for the District of Columbia to hire legal counsel
in connection with its Chapter 11 case.
The Debtor proposes to hire Hirschler Fleischer to give legal
advice regarding its duties under the Bankruptcy Code, prosecute
actions to protect its bankruptcy estate, assist in the preparation
of a bankruptcy plan, and provide other legal services.
The Debtor will pay Hirschler Fleischer its customary hourly rates
for its services and reimburse the firm for work-related expenses.
Lawrence Katz, Esq., at Hirschler, 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:
Lawrence A. Katz, Esq.
Hirschler Fleischer
8270 Greensboro Drive, Suite 700
Tysons, VA 22102
Tel: (703) 584-8362
Fax: (703) 584-8901
Email: lkatz@hf-law.com
About Hellbender Brewing Company
Hellbender Brewing Company LLC is a Delaware limited liability
company organized in 2012 for the purpose of constructing and
operating a microbrewery to produce malt beverages for sale in the
District of Columbia and neighboring areas within the Washington,
D.C. metropolitan region.
In 2014, with funding from shareholder capital contributions and an
SBA-backed loan from EagleBank, the Debtor constructed a
state-of-the-art microbrewery in a northeast D.C. warehouse. At the
microbrewery, the Debtor both produces its hand-crafted beers and
sells them in its tasting room to patrons of the microbrewery. In
addition to the onsite sales, the Debtor's products are distributed
to restaurants and bars in Montgomery County, Maryland and in
Northern Virginia, both inside the Capital Beltway and in Loudoun
and Fauquier Counties.
Hellbender Brewing Company LLC filed a voluntary petition for
relief under chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case
No. 16-00577) on November 1, 2016.
HOSTESS HOLDCO: S&P Raises CCR to 'B+' on Sale to Gores
-------------------------------------------------------
S&P Global Ratings said that it upgraded its rating on Kansas City,
Mo.-based Hostess Holdco LLC, including the corporate credit rating
to 'B+' from 'B'. S&P also assigned a 'B+' corporate credit rating
to the newly created public entity and parent company, Hostess
Brands Inc. The outlook is stable.
At the same time, S&P assigned a 'BB-' issue-level rating to
Hostess Brand LLC's proposed $83 million senior secured incremental
first-lien term loan maturing in 2022 and a '2' recovery rating,
indicating S&P's expectation for substantial recovery (lower half
of the 70%-90% range) in the event of a payment default. S&P
upgraded its existing $100 million revolving credit facility and
$925 million first-lien term loan issue-level ratings to 'BB–'
and maintained the '2' recovery rating in the lower half of the
70%-90% range. S&P will withdraw its ratings on the second-lien
term loan, including the 'CCC+' issue-level rating and '6' recovery
rating upon close of this transaction.
The SPAC transaction will result in $670 million in new equity, of
which $217 million will be used to reduce the existing
$300 million second-lien term loan. The remaining $83 million of
the second-lien will be refinanced into an incremental first-lien
term loan. S&P estimates that the company will have $1 billion of
adjusted debt at close.
All ratings are based on preliminary terms and are subject to
review upon receipt of final documentation. S&P will withdraw its
existing rating on the company's second-lien term loan when it is
repaid at the close of this transaction.
The upgrade reflects the company's debt reduction as part of this
transaction and S&P's expectation for financial policies to be
managed less aggressively as a public company, including debt to
EBITDA below 5x. The company is repaying $217 million of debt with
proceeds from the SPAC transaction on its existing
$300 million second-lien term loan, which is above S&P's previous
expectations. Pro forma for the debt repayment and the acquisition
of Superior Cake Products Inc., leverage for the last 12 months
ended June 2016 is about 5.5x, down from actual 6.5x. S&P expects
leverage will fall slightly below 5x by the end of 2016 and be
managed in the 4x-5x range through less aggressive financial
policies including no near-term dividends or share repurchases.
S&P expects the company to seek mostly tuck-in acquisitions that
can be funded with internal cash flows and to use a combination of
equity and debt for any larger deals. S&P had previously expected
leverage to be managed above 5x, as demonstrated by the company's
aggressive $905 million dividend during the past year.
The company is being taken public through an SPAC owned by The
Gores Group. The company will still be largely owned (42%) by
existing financial sponsors Apollo and Metropoulos, which will have
one board seat each. The founder of The Gores Group, Alec Gore,
will own 8% and have one board seat, with the remaining 50% being
owned by public shareholders as well as some private investors
including Gores' funds. The remaining four board seats are filled
by independent directors. S&P views Gores' ownership also as
private-equity. Because the company is still over 40% owned by
financial sponsors, we believe financial policies will remain
aggressive but will likely manage to lower debt leverage at below
5x as a public company.
The transaction is also freeing up about $6 million in additional
cash flow through a reduction of 25 basis points (bps) in pricing
on the first-lien facilities. Hostess continues to generate good
free operating cash flow and industry-leading EBITDA margins. S&P
believes the company will be ahead of S&P's previous
high-single-digit revenue projection for 2016 as it has
successfully expanded its distribution into new channels and
customers, supported by new product introductions. Therefore, S&P
is revising upward its base case for Hostess based on continued
low-double-digit percent revenue growth through June and the
Superior acquisition. S&P's forecast for Hostess is based on these
assumptions:
-- Revenue growth of mid-double–digit percent in 2016, above
S&P's U.S. real GDP growth forecast of 1.5%, from increased
penetration in existing and new channels and new product
introductions. S&P estimates lower revenue growth of 5% in
2017 as increased penetration in existing channels begins
to slow.
-- Sustained above industry average EBITDA margins near 30% in
2016 and 2017, recognizing that as the mix-shift changes as
the company expands into lower margin channels such as
foodservice, margins may come down slightly over time.
-- Capital expenditures near $50 million in 2016, which
includes investments for peanut butter capacity, dropping to
$30 million in 2017, which is more normalized. Positive
free operating cash flow of at least $50 million per year
for 2016 and 2017.
-- Annual term loan amortization of about $10 million. No
additional large, debt-financed dividends or acquisitions.
Based on these assumptions, S&P expects leverage in the 4x-5x range
and funds from operations to total debt of 10%-12% for 2016 and
2017.
S&P expects the brand value of Hostess will continue to lead to
successful product launches in 2017, driving both revenue growth
and increased market share. The company has been successful in
convenience stores, drug stores, and dollar stores, and will focus
on other channels, such as foodservice and club retail, to fuel
future revenue growth. The company's direct-to-warehouse
distribution model, lower overhead costs, disciplined cost control,
and continued focus on productivity have resulted in
industry-leading EBITDA margins near 30%. Since the relaunch of
the business, the company has re-established its brands and
regained good market share (16% currently). However, its market
share is still below pre-bankruptcy levels, supporting its strong
growth prospects. Hostess has the No. 2 position in U.S. sweet
baked goods, behind McKee Foods Corp. Although Hostess has
expanded its customer base and increased its product offerings, S&P
expects it will continue to work on regaining market share. The
company has also begun shipping products internationally to Mexico
and Western Europe.
The business risk assessment is limited by the company's
participation in the fragmented and highly competitive snack cake
category (which is susceptible to changes in consumer preferences
and health and wellness concerns); its narrow business and product
focus; and its customer, brand, and geographic concentration. S&P
believes when compared to peers with similar business risks,
Hostess is weaker due to its narrow product offering and smaller
revenue base. S&P applies a modifier one notch downward to its
rating to reflect this.
S&P characterizes Hostess' liquidity as adequate. S&P expects
sources of liquidity will exceed uses by well over 2x and will
continue to exceed uses if EBITDA declines by 30%. However, S&P do
not feel that the company qualifies for a more favorable assessment
than adequate given S&P's view that its high debt level is not
indicative of prudent risk management, and it could not withstand a
high-impact, low-probability event without the need to refinance.
S&P also views the company's banking relationships as sound and its
standing in the credit markets as satisfactory given its relatively
smaller size and lack of bonds in the debt markets.
Principal liquidity sources:
-- Full availability under its $100 million revolving credit
facility due in 2020; and
-- Positive FFO over $100 million.
Principal liquidity uses:
-- Maintenance capital expenditures of $4 million;
-- A manageable debt maturity schedule, with only about
$10 million annually on the total debt; and
-- Seasonal working capital peak requirement of $10 million.
Covenants
The first-lien term loans are covenant lite. The revolver is still
subject to a springing max net first-lien leverage ratio of 7.3x
when borrowings excluding letters of credit exceed 30% or
$30 million. S&P do not expect this covenant to be in effect given
that the company generates sufficient cash flow and will not have
to borrow for working capital use. If tested, the company will have
cushion of over 30%.
The stable outlook reflects S&P's view that Hostess will continue
to grow revenues in the mid-single-digit percent range through
increased distribution and new product offerings while maintaining
EBITDA margins near 30%. S&P expects debt to EBITDA to be managed
under 5x and do not anticipate a large debt-financed dividend or
large acquisition in the next 12 months.
S&P could lower the rating if the company's financial policies are
more aggressive than S&P is forecasting, and it come to expect
leverage to be maintained over 5x. This could occur if the company
issues debt to fund shareholder-friendly activities, including a
large dividend or acquisition. S&P could also lower the rating if
the company experiences a large decline in consumption of its
products due to changing consumer preferences or increased
competition. Gross margin contraction by more than 250 bps could
also lead to leverage over 5x.
Although unlikely over the near term, S&P could raise the rating if
Hostess continues to increase its market share, scale,
diversification, and financial leverage below 4x through less
aggressive financial policies.
ILLINOIS POWER: Dynegy Restructuring Transaction Launched
---------------------------------------------------------
Dynegy Inc. and Illinois Power Generating Company (Genco), an
indirect, wholly owned subsidiary of Dynegy, launched a
restructuring transaction on Nov. 7 with respect to Genco's
outstanding indebtedness (the Restructuring), consisting of either
(a) an out-of-court offer to exchange (the Exchange Offer) Genco's
outstanding 7.00% Senior Notes, Series H, due 2018, 6.30% Senior
Notes, Series I, due 2020 and 7.95% Senior Notes, Series F, due
2032 (collectively, the Genco Notes) for up to (i) $210.0 million
aggregate principal amount of new 7-year Senior Notes of Dynegy
(the Dynegy Notes), (ii) 10 million new warrants of Dynegy (the
Dynegy Warrants and, together with the Dynegy Notes, the Dynegy
Securities) and (iii) $130.0 million in cash (subject to reductions
for interest payments, the Cash Consideration and, together with
the Dynegy Securities, the Exchange Consideration) and solicitation
of consents (Indenture Consents) on behalf of Genco to proposed
amendments to the indenture governing the Genco Notes (the
Indenture Consent Solicitation) or (b) in the event that the
conditions to the Exchange Offer are not satisfied or waived, an
in-court restructuring of Genco pursuant to a prepackaged plan of
reorganization of Genco (the Plan), the votes for which are being
solicited concurrently with the Exchange Offer (the Plan
Solicitation).
The Restructuring reflects the terms of a restructuring support
agreement (the Support Agreement) among Dynegy, Genco, certain of
their affiliates and Eligible Holders of 69.9% in aggregate
principal amount of the outstanding Genco Notes (the Supporting
Noteholders). Pursuant to the Support Agreement, the Supporting
Noteholders have agreed, subject to the terms and conditions
contained therein, among other things, to (1) support and take all
actions reasonably necessary to achieve the Restructuring,
including by tendering (and not withdrawing) their Genco Notes in
the Exchange Offer, consenting in the Indenture Consent
Solicitation and voting in favor of the Plan; (2) not support any
other plan or restructuring transaction or take any other action
that is inconsistent with, or would reasonably be expected to
impede, the Restructuring; and (3) not direct the trustee under the
indenture governing the Genco Notes to take any action inconsistent
with the Supporting Noteholders' obligations under the Support
Agreement. Dynegy and Genco may not modify certain terms of the
Exchange Offer, including increasing the Minimum Participation
Threshold (as defined below), or the Plan without the consent of
some or all of the Supporting Noteholders.
THE EXCHANGE OFFER AND INDENTURE CONSENT SOLICITATION
Pursuant to the Exchange Offer, Eligible Holders of Genco Notes who
validly tender and do not validly withdraw their Genco Notes on or
prior to 11:59 p.m., New York City time, on December 6, 2016,
unless extended by Dynegy (such time and date, as the same may be
extended, the Expiration Date), and whose Genco Notes are accepted
by Dynegy, will receive the applicable consideration set forth in
the table available at https://is.gd/9VvuLJ
Completion of the Exchange Offer is subject to the satisfaction or
waiver of a number of conditions, including the receipt of valid
tenders (that are not validly withdrawn) from Eligible Holders
representing 97% or more of the aggregate principal amount of the
Genco Notes (the Minimum Participation Threshold).
Execution of the supplemental indenture containing the proposed
amendments in the Indenture Consent Solicitation will be subject to
certain conditions, including receipt by the relevant trustee of
certain legal opinions from counsel to Dynegy. Accordingly, the
supplemental indenture may be executed by Genco and such trustee
upon or at any time after consummation of the Exchange Offer and
the proposed amendments will become operative upon execution of the
supplemental indenture. If the proposed amendments become
operative, certain restrictive covenants and other provisions of
the indenture governing the Genco Notes will be amended or
eliminated with respect to any Genco Notes that remain outstanding
after consummation of the Exchange Offer.
The Exchange Offer is being made only (i) inside the United States
to holders of Genco Notes who are "qualified institutional buyers"
(as defined in Rule 144A under the U.S. Securities Act of 1933, as
amended (the Securities Act)) or who are "accredited investors" (as
defined in Rule 501(a) of Regulation D under the Securities Act) in
reliance on Section 4(a)(2) of the Securities Act and (ii) outside
the United States to holders of Genco Notes who are persons other
than U.S. persons (as defined in Rule 902 under the Securities Act)
in offshore transactions in reliance upon Regulation S under the
Securities Act (such holders, Eligible Holders). The Dynegy
Securities have not been registered under the Securities Act or the
securities laws of any other jurisdiction and may not be offered or
sold in the United States absent registration or an applicable
exemption from registration requirements.
THE PLAN SOLICITATION
The Plan Solicitation is being made to all holders of Genco Notes
as of the October 28, 2016 record date (the Voting Record Date).
In the event that the Exchange Offer is not consummated for any
reason, but holders of Genco Notes voting to accept the Plan
constitute a majority in number of the holders of Genco Notes who
have voted on the Plan and hold at least 66.7% of the aggregate
amount of Noteholder Claims (as defined in the Offering Memorandum
and Disclosure Statement) held by holders of Genco Notes voting on
the Plan, then, subject to approval by Genco's board of directors,
Genco intends to commence a case under Chapter 11 of the United
States Code and pursue confirmation and consummation of the Plan.
If the Chapter 11 case is commenced and Plan becomes effective, (1)
holders of Genco Notes who tender their Genco Notes (in a process
subsequent to the expiration of the Exchange Offer) and certify
that they are Eligible Holders will receive, in exchange for their
claim (the principal amount of their Genco Notes plus the accrued
interest as of the filing date of the Chapter 11 case), their pro
rata share (across all Noteholder Claims) of (i) $100,693,750 of
cash consideration, (ii) $210.0 million of Dynegy Notes and (iii)
10 million Dynegy Warrants and (2) holders of Genco Notes who
tender their Genco Notes (in a process subsequent to the expiration
of the Exchange Offer) and certify that they are not Eligible
Holders (Non-Eligible Holders) will receive, in exchange for their
claim (the principal amount of their Genco Notes plus accrued and
unpaid interest as of the filing date of the Chapter 11 case), an
amount in cash equal to (i) their pro rata share (across all
Noteholder Claims) of $100,693,750 of cash consideration, plus (ii)
the principal amount of Dynegy Notes that such Non-Eligible Holder
would receive under the Plan if they were an Eligible Holder plus
(iii) their pro rata share (across all Noteholder Claims) of
$15,000,000 (representing the estimated value of the Dynegy
Warrants that Eligible Holders will receive under the Plan).
PARTICIPATING IN THE EXCHANGE OFFER AND INDENTURE CONSENT
SOLICITATION AND VOTING ON THE PLAN
The Exchange Offer and Indenture Consent Solicitation are being
made only to Eligible Holders, and the Plan Solicitation is being
made to all holders of Genco Notes. The Exchange Offer, the
Indenture Consent Solicitation and the Plan Solicitation will
expire at the Expiration Date, unless extended by Dynegy. Tenders
of Genco Notes in the Exchange Offer may be withdrawn and Indenture
Consents and ballots with respect to the Plan may be revoked on or
prior to the Expiration Date.
Eligible Holders will not be permitted to consent to the applicable
proposed amendments without tendering their Genco Notes in the
Exchange Offer, and Eligible Holders will not be permitted to
tender their Genco Notes for exchange without consenting to the
applicable proposed amendments. Eligible Holders who validly
withdraw Genco Notes prior to the Expiration Date will be deemed to
have concurrently revoked the related Indenture Consents.
The tender of Genco Notes by an Eligible Holder and the delivery of
an agent's message will, upon consummation of the Exchange Offer,
constitute a release and discharge of certain claims the Eligible
Holder may have against Dynegy, Genco and certain of their
affiliates and other parties. The Plan contains a substantially
identical release and discharge of such claims by all holders,
which will become effective upon the effectiveness of the Plan.
If the Chapter 11 case is commenced, additional information will be
provided to the holders with respect to the procedures that will be
required in order to receive Plan distributions. Any holder who
fails to follow the required distribution procedures with respect
to the applicable Genco Notes on or prior to the 165th day after
the effective date of the Plan (or the next business day) will have
its Noteholder Claim and its distribution pursuant to the Plan on
account of such Noteholder Claim discharged and forfeited and will
not receive any distribution under the Plan. Any property in
respect of such forfeited Noteholder Claims will revert to Dynegy
or Genco, as applicable.
ADDITIONAL INFORMATION
The Exchange Offer, Indenture Consent Solicitation and Plan
Solicitation are made only by, and pursuant to, the terms set forth
in the Offering Memorandum and Indenture Consent Solicitation
Statement and Disclosure Statement Soliciting Acceptances of a
Prepackaged Plan of Reorganization (the Offering Memorandum and
Disclosure Statement), and, as applicable, ballots and any
supplements thereto. The information in this news release is
qualified by reference to such documents.
Dynegy reserves the right to, subject to the Support Agreement and
applicable law, terminate, withdraw, amend or extend the Exchange
Offer and Indenture Consent Solicitation at any time and for any
reason, with notice to the Exchange Agent of such extension and by
making public disclosure by press release or other appropriate
means of such extension to the extent required by law; provided,
however, that pursuant to the Support Agreement, Dynegy has agreed
to consult with Genco and the Supporting Noteholders in connection
with any extension of the Expiration Date.
Dynegy reserves the right to, subject to the Support Agreement and
applicable law, extend the Expiration Date after consultation with
Genco and the Supporting Noteholders. In addition, Dynegy and
Genco reserve the right to not count any vote that does not comply
with the voting procedures.
Dynegy has retained D.F. King & Co., Inc. to serve as the
information agent and the exchange agent for the Exchange Offer and
the Indenture Consent Solicitation. Requests for documents,
including the Offering Memorandum and Disclosure Statement and the
accompanying consent and letter of transmittal, may be directed to
D.F. King & Co. by telephone at 212.269.5550 (bankers and brokers)
or 800.697.6975 (all others) or in writing at 48 Wall Street, 22nd
Floor, New York, New York 10005.
Genco has retained Epiq Bankruptcy Solutions, LLC to serve as the
voting agent for the Plan Solicitation. Banks and brokers may
contact genco@epiqsystems.com to request documents. Voting
documents will be sent to beneficial owners as of the Voting Record
Date.
This news release shall not constitute a solicitation of consents
or votes, an offer to sell or a solicitation of an offer to buy any
security, nor shall there be any sale of any security in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such jurisdiction. No recommendation is made as
to whether holders of the Genco Notes should participate in the
Exchange Offer, Indenture Consent Solicitation or Plan
Solicitation.
About Illinois Power
Illinois Power Generating Company is an electric generation
subsidiary of Illinois Power Resources, LLC, which is an indirect
wholly-owned subsidiary of Dynegy Inc. The Company is
headquartered in Houston, Texas and were incorporated in Illinois
in March 2000. It owns and operates a merchant generation business
in Illinois. The Company has an 80 percent ownership interest in
Electric Energy, Inc., which it consolidates for financial
reporting purposes. EEI operates merchant electric generation
facilities in Illinois and FERC-regulated transmission facilities
in Illinois and Kentucky. The Company also consolidates its
wholly-owned subsidiary, Coffeen and Western Railroad Company, for
financial reporting purposes.
Illinois Power reported a net loss of $563 million on $534 million
of revenues for the year ended
Dec. 31, 2015, compared to a net loss of $48 million on $648
million of revenues for the year ended Dec. 31, 2014.
As of June 30, 2016, the Company had $550 million in total assets,
$986 million in total liabilities, and a total deficit of $436
million.
* * *
As reported by the TCR on June 17, 2016, S&P Global Ratings revised
its outlook on Illinois Power Generating Co. to negative from
stable. At the same time, S&P affirmed the 'CCC+' corporate credit
rating and 'CCC+' ratings on the senior unsecured debt.
As reported by the TCR on Oct. 11, 2016, Moody's Investors Service
downgraded the corporate family rating, Probability of Default
rating (PD) and senior unsecured rating of Illinois Power
Generating Company (Genco) to Ca from Caa3. The speculative grade
liquidity rating is affirmed at SGL-4. The rating outlook is
negative.
INNOVATIVE XCESSORIES: S&P Assigns 'B' CCR & Rates $400MM Loan 'B'
------------------------------------------------------------------
S&P Global Ratings said that it has assigned its 'B' corporate
credit rating to Huntsville, Ala.-based auto supplier Innovative
XCessories & Services LLC (IXS). The outlook is stable.
At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $400 million term loan
due 2022. The '3' recovery rating indicates S&P's expectation that
debtholders would realize meaningful (50%-70%; upper half of the
range) recovery in the event of a payment default.
Additionally, S&P assigned its 'BB-' issue-level rating and '1'
recovery rating to the company's proposed $28 million cash flow
revolver due 2021. The '1' recovery rating indicates S&P's
expectation that debtholders would realize very high (90%-100%)
recovery in the event of a payment default.
"The 'B' corporate credit rating reflects our belief that IXS--a
leading provider of vehicle customization services for the original
equipment manufacturers (OEMs) and aftermarket consumers--is a
relatively niche participant in the broader auto supplier market,"
said S&P Global credit analyst David Binns. "Moreover, the company
sells products that we view as discretionary and must successfully
adapt to changes in consumer preferences to stay competitive."
The stable outlook on IXS reflects S&P's expectation that the
company will maintain its strong EBITDA margins while maintaining
or increasing its market share in a relatively flat North American
pickup truck market over the next year.
S&P could lower its rating on IXS if its EBITDA margins decline by
4% or more over the next 12 months, causing the company's
debt-to-EBITDA metric to exceed 5x. This could be caused by
weaker-than-expected demand for the company's products due to a
weaker economic environment or a sharp increase in gas prices that
erodes the demand for trucks. This could also occur if IXS were to
lose a large OEM customer.
While unlikely, S&P could raise its rating on IXS during the next
12 months if the company diversifies its products and geographic
scope while sustaining its above-average EBITDA margins. S&P would
also expect the company's financial sponsor to maintain leverage of
near 4x or lower.
INVERSIONES POS: Hires Jose Monge Robertin as Restructuring Advisor
-------------------------------------------------------------------
Inversiones POS 452 Corporation seeks authority from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Jose M.
Monge Robertin, CPA, CIRA, CGMA, and Monge Robertin & Asociados,
Inc., as insolvency and restructuring advisors.
The Debtor requires Monge Robertin to provide services in the
reorganization process of the Debtor in the areas of Plan
Development, Liquidation Analysis, Claims Administration,
Feasibility, Negotiations, Investment, Financing and other matters
to assist the counsel and debtors' reorganization.
Monge Robertin professionals will be paid at these hourly rates:
Jose M. Monge Robertin, CPA, CIRA, CGMA $275
Jose J. Negron Colon, CPA, CIRA, CGMA $200
Maria Pena, MST, CIRA $175
Edgar Rivera Aponte, BS $150
Juanita Claudio, MBA $125
Melisa Claudio $85
Support Staff $65
Assistant Accountants $35
A deposit of $10,000.00 is required as part of the Debtor and the
advisors' agreement. $4,000.00 has been paid by the shareholder
and the difference will be paid subsequent to the filing of the
petition.
Dr. Ramon Barquin III, Chairman of the Board of the Debtor, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Monge Robertin can be reached at:
José Monge Robertín, Esq.
MONGE ROBERTIN & ASOCIADOS, INC.
Calle Acosta # 97
Caguas, Puerto Rico
Phone: 787-745-0707
Fax: 787-746-3895
Email: cpamonge@cirapr.com
Inversiones POS 452 Corporation filed a Chapter 11 bankruptcy
petition (Bankr. D. P.R. Case No. 16-07834) on Sept. 30, 2016.
Judge Edward A Godoy presides over the case.
IRENE'S BAKERY: Seeks to Hire Adelstein & Kaliner as Counsel
------------------------------------------------------------
Irene's Bakery & General Kitchen, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Eastern District of Pennsylvania
to employ Adelstein & Kaliner, LLC, as counsel.
The Debtor requires Adelstein & Kaliner to:
(a) prepare the records and reports as required by the
Bankruptcy Rules and local Bankruptcy Rules;
(b) prepare the applications, motions, and proposed orders to
be submitted to the Court;
(c) give the Debtor legal advice with respect to its powers
and duties in general and under the bankruptcy laws in particular;
(d) identify and prosecute the claims and causes of action
assertable by the Debtor, including but not limited to taking
necessary action to avoid any liens against the Debtor's property
where appropriate, to represent the Debtor in connection with the
proceeding to protect and reclaim the Debtor's assets;
(e) examine the proofs and claim previously filed and to be
filed and the possible prosecution of objections to certain of such
claims;
(f) prepare on behalf of the Debtor, the necessary
applications, answers, orders, reports, and other legal papers and
documents as is required or necessary; and,
(g) perform any and all other legal services for the Debtor as
may be necessary.
The Debtor desires to employ the attorneys under a general retainer
based on time and standard billable charges, subject to court
approval.
Jon M. Adelstein, Esq., attorney at law of Adelstein & Kaliner,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Adelstein & Kaliner can be reached at:
Jon M. Adelstein, Esq.
350 South Main Street, Suite 105
Doylestown, PA 18901
Phone: (215) 230-4250
Fax: (215) 230-4251
Irene's Bakery & Gourmet Kitchen, Inc., filed a Chapter 11 petition
(Bankr. E.D. Pa. Case No. 16-17425) on October 21, 2016, and is
represented by Jon M. Adelstein, Esq., at Adelstein & Kaliner, LLC.
IRF PROPERTIES: Hires Amigone Sanchez as General Counsel
--------------------------------------------------------
IRF Properties, LLC, seeks authorization from the U.S. Bankruptcy
Court for the Western District of New York to employ Amigone,
Sanchez & Mattrey, LLP, as general counsel to represent, advise,
and assist the Debtor during the course of the bankruptcy
proceedings, in connection with all the legal matters for which the
Debtor may require legal services or assistance.
Amigone Sanchez will be paid at these hourly rates:
Arthur G. Baumeister, Jr., Esq. $275
Scott Bogucki, Esq. $150
Prior to filing the Debtor's petition, Brian Schectman, the
Managing Member of the Debtor, paid a retainer in the amount of
$10,283.00 to Amigone Sanchez.
Arthur G. Baumeister, Jr., Esq., member of Amigone Sanchez, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Amigone Sanchez can be reached at:
Arthur G. Baumeister, Jr., Esq.
AMIGONE, SANCHEZ & MATTREY, LLP
1300 Main Place Tower, 350 Main Street
Buffalo, NY 14202
Phone: 716-852-1300
Fax: 716-852-1344
Email: abaumeister@amigonesanchez.com
About IRF Properties
IRF Properties, LLC filed a Chapter 11 petition (Bankr. W.D. NY
Case No.: 16-11889) on September 28, 2016, and is represented by
Arthur G. Baumeister, Jr., Esq., in Buffalo, New York.
At the time of filing, the Debtor had $2.89 million in total assets
and $2.25 million in total liabilities.
The petition was signed by Brain Schectman, managing member.
A copy of the Debtor's list of two unsecured creditors is available
for free at http://bankrupt.com/misc/nywb16-11889.pdf
IRISH BANK: Bid for Yahoo! To Turn Over Info Denied
---------------------------------------------------
In the case captioned In re: IRISH BANK RESOLUTION CORPORATION
LIMITED (IN SPECIAL LIQUIDATION), Debtor in a foreign proceeding,
Case No. 13-12159(CSS)(Bankr. D. Del.), Judge Christopher S.
Sontchi of the United States Bankruptcy Court for the District of
Delaware denied the motion filed by by Kieran Wallace and Eamonn
Richardson, the duly appointed and authorized Chapter 15 foreign
representatives of the debtor, Irish Bank Resolution Corporation
Limited (IBRC), for entry of an order pursuant to 11 U.S.C.
sections 542, 1521(a)(5) and 1521(a)(7) of the Bankruptcy Code,
directing Yahoo! Inc. to turn over to the foreign representatives
all electronically stored information contained in a certain Yahoo
account.
The motion is the last in a series of motions filed by the foreign
representatives in an effort to obtain information contained in the
Yahoo account with the email address abdrasim@yahoo.com, which is
allegedly maintained by one who goes by the name of "Abdullah
Rasimov". Generally, the matter is related to a large-scale
litigation pending in Ireland (and other jurisdictions) involving
the liquidation of IBRC, the successor to Anglo Irish Bank
Corporation Limited and Irish Nationwide Building Society (the
"Irish Proceeding").
The primary issue is whether the Court should order an email
service provider to hand over contents contained in a private email
account after the account user evaded the proceeding and failed to
comply with several discovery orders.
Judge Sontchi denied the turnover motion, finding that the foreign
representatives failed to present sufficient evidence that proves
that the contents of the Yahoo account are part of IBRC's property
or relate to IBRC's property or financial affairs. Accordingly,
Judge Sontchi held that the foreign representatives have not met
their burden of proof under the turnover provisions of the
Bankruptcy Code. The judge further held that the Stored
Communication Act (SCA) prohibits, under the circumstances of this
matter, the disclosure of information from a private email account
without the actual user's consent. Specifically, Judge Sontchi
found that the SCA and the case law interpreting it do not support
the notion of compelling an email service provider to disclose
electronically stored information based on a theory of imputed
consent or by designating a third-party as the "subscriber."
A full-text copy of Judge Sontchi's November 7, 2016 order is
available at http://bankrupt.com/misc/nysb13-12159-594.pdf
The Foreign Representatives of Irish Bank Resolution Corporation
Limited are represented by:
David R. Hurst, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302)652-3131
Fax: (302)652-3117
Email: dhurst@coleschotz.com
-- and --
David M. Bass, Esq.
Daniel F.X. Geoghan, Esq.
COLE SCHOTZ P.C.
1325 Avenue of the Americans, 19th Floor
New York, NY 10019
Tel: (212)752-8000
Fax: (212)752-8393
Email: dbass@coleschotz.com
dgeoghan@coleschotz.com
Yahoo! Inc. is represented by:
Kathaleen S. McCormick, Esq.
Patrick A. Jackson, Esq.
Michael S. Neiburg, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Tel: (302)571-6600
Fax: (302)571-1253
Email: kmccormick@ycst.com
mneiburg@ycst.com
-- and --
Robert F. Huff, Esq.
ZWILLGEN PLLC
300 N. LaSalle Street, Suite 4925
Chicago, IL 60654
Tel: (312)685-2278
Email: bart@zwillgen.com
-- and --
Nury A. Siekkinen, Esq.
ZWILLGEN PLLC
1900 M. Street, NW, Suite 250
Washington DC 20036
Tel: (202)296-3585
Email: nury@zwillgen.com
About Irish Bank Resolution
Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors. Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society. The two banks failed and were
merged into IBRC in July 2011. IBRC is tasked with winding them
down and liquidating their assets. In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.
IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing. Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.
Most assets in the U.S. have been sold already. IBRC is involved
in lawsuits in the U.S.
IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.
Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.
J. CREW: Bank Debt Trades at 23% Off
------------------------------------
Participations in a syndicated loan under J. Crew is a borrower
traded in the secondary market at 76.81 cents-on-the-dollar during
the week ended Friday, October 28, 2016, according to data compiled
by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of
0.47 percentage points from the previous week. J. Crew pays 300
basis points above LIBOR to borrow under the $1.56 billion
facility. The bank loan matures on Feb. 27, 2021 and carries
Moody's B2 rating and Standard & Poor's B- rating. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended October 28.
JEJP LLC: $900,000 Financing From Members Approved
--------------------------------------------------
Judge David R. Jones on Nov. 3, 2016, granted a second DIP
financing motion filed by JEJP, LLC d/b/a Precision Machined
Products, seeking leave to obtain $900,000 of postpetition
financing from Jesus Finol and Elias Abdallah, members of the
Debtor.
A copy of the Agreed Second Order approving the Postpetition
Financing is available at:
http://bankrupt.com/misc/txsb16-33646_58_JEJP_2nd_DIP_Ord.pdf
Terms of DIP Financing
On Aug. 4, 2016, the Court entered an Agreed Order Approving
Post-Petition Financing. Under the First Financing Order, the DIP
Lender was to provide postpetition financing to the Debtor in an
aggregate amount not to exceed $600,000.
The Debtor said it has used the entirety of those funds in moving
its equipment and operations to a new facility and bringing some,
but not all, of is equipment online to begin manufacturing product
for sale. Once orders are received, it takes anywhere from six to
eight weeks to obtain the raw material and manufacture the parts.
After the parts are shipped to the customer, it takes between 70 to
75 days before payment is received. Simply put, the Debtor
requires about four months' worth of orders in "backlog" to cash
flow its operation. In order to bring the remaining equipment
online and to bridge the Gap Period, the Debtor requires additional
postpetition funding in an amount not to exceed $900,000.
It is anticipated that the Debtor will have positive cash flow by
March of 2017 and no longer require postpetition funding. To that
end, the Debtor entered into additional negotiations for DIP
Financing that will again be provided by its insiders, Jesus Finol
and Elis Abdallah. The Debtor believes the DIP Financing is
sufficient to fund its operational needs not presently covered by
cash collateral and the Debtor's operations postpetition.
The key terms of the proposed DIP Financing are:
(i) Borrowing Mechanics. The DIP Lender will provide
postpetition financing to the Debtor in an aggregate amount not to
exceed $900,000 (the "Maximum DIP Loan").
(ii) Borrowing Authority. The amount of the Maximum DIP Loan may
be borrowed or incurred upon entry of this Second Order, but
subject to the other terms of this Second Order.
(iii) Non-Default Interest Rate: None.
(iv) Use of Proceeds. The proceeds of the DIP Financing will be
used to bring its remaining equipment online, to pay for ongoing
obligations; to pay the Debtor's legal fees and expenses as
approved by the Court, and to pay U.S. Trustee fees and court
costs.
(v) Payment Terms: The entire principal plus accrued interest,
will convert to an equity position in the reorganized debtor on the
effective date of the plan. Each DIP Lender will receive one
membership interest in the reorganized debtor for each dollar in
DIP financing received by the Debtor.
(vi) Right of First Refusal. Prior to the Effective Date of the
Plan, Debtor shall not seek investment or funding from any other
source without first notifying DIP Lender and giving DIP Lender the
opportunity to participate.
(vii) Sale of Assets Subject to DIP Lender Liens. In the event
that, prior to the Effective Date of the Plan, the Debtor proposes
to sell any of the DIP Collateral outside of the ordinary course of
business, the DIP Lender will have the right to credit bid on such
property under Section 363(k) of the Bankruptcy Code.
(viii) Assignment and Participation. DIP Lender will have the right
to assign all or a portion of its rights (but not its obligations)
under the DIP Facility, provided, however, that the assignee of any
such assignment will be deemed bound to the terms of this Final
Order and be deemed to have consented to the terms of the Plan.
(ix) Marshalling; Contribution and Subrogation as Between
Obligors. Effective upon entry of the Final Order, in no event
will the DIP Lender be subject to the equitable doctrine of
"marshaling" or any similar doctrine with respect to its DIP Lender
Liens. Effective upon entry of this Final Order, in no event will
the "equities of the case" exception of Section 552(b) of the
Bankruptcy Code apply to the secured claims of the DIP Lender.
The Debtor's primary secured creditor, Texas Citizens Bank, N.A.
("Texas Citizens") and its former landlord EastGroup Properties,
L.P. ("EastGroup") which is also a secured creditor of the Debtor
have both consented to the Second DIP Financing under the terms and
conditions as set forth in this Second Order.
The Members can be reached at:
Jesus Finol
16414 Emilia ct.
Spring, Texas 77379
E-mail: jfinol@primarinternational.com
- and -
Elias Abdallah
21611 Barrow Glen Ct.
Spring, Texas 77388
E-mail: Elias.abdallah@insumeca.net
Counsel for Texas Citizens:
James W. Freyer
14200 Gulf Freeway, Suite 101
Houston, Texas 77034
E-mail: jim@jwfreyer.com
Counsel for EastGroup Properties:
JACKSON WALKER, LLP
Attn: Michael S. Held
2323 Ross Avenue, Suite 600
Dallas, Texas 75201
E-mail: mheld@jw.com
About JEJP, LLC
JEJP, LLC, d/b/a Precision Machined Products, filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 16-33646) on July 22, 2016.
The petition was signed by Paul Williams, chairman. The case is
assigned to Judge David R. Jones. The Debtor estimated assets at
$50,000 to $100,000 and liabilities at $1 million to $10 million at
the time of the filing.
The Debtor is represented by Julie Mitchell Koenig, Esq., at Cooper
& Scully, PC.
The Debtor continues to operate its business and manage its
property as a debtor in possession pursuant to Sec. 1107 and 1108
of the Bankruptcy Code. No trustee, examiner, or creditors'
committee has been appointed in the Debtor's case.
LEVEL 3 COMMUNICATIONS: Has $34-Bil. Buyout Offer from CenturyLink
------------------------------------------------------------------
Alex Sherman and Scott Moritz, writing for Bloomberg Brief,
reported that CenturyLink Inc. agreed to buy Level 3 Communications
Inc. for about $34 billion in cash and stock, creating a more
formidable competitor to AT&T Inc. in the market to handle heavy
internet traffic for businesses.
According to the report, citing a company statement, the
acquisition values Level 3 at $66.50 a share. That's about 42
percent above where the Broomfield, Colorado-based company was
trading, before reports surfaced of a potential acquisition by
CenturyLink, which is based in Monroe, Louisiana, the Bloomberg
report said. The equity value of the deal, excluding debt, is
about $24 billion, the report added.
Both companies have struggled against larger competitors -- AT&T
Inc. and Verizon Communications Inc. -- in the business services
market, the report related. Investors sent CenturyLink shares down
the most in 3-1/2 years on concern the company is overpaying and
piling on debt to acquire a company whose sales growth has
stagnated in a hotly competitive market, the report further
related.
"We see this as addressing the opportunities in the enterprise
business," Bloomberg cited Level 3 Chief Executive Officer Jeff
Storey as saying in an interview. "This is very consistent with
the strategies at CenturyLink," and will help us respond to things
like the accelerating demand for network bandwidth, he said.
The deal gives CenturyLink about $10 billion in tax credits that
Level 3 is carrying on its books, the report said. CenturyLink
will use less than $2 billion a year of the accumulated net
operating losses as credit against taxes, the executives said on a
conference call, the report added.
Level 3 Communications
Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc.
is a publicly traded international communications company with one
of the world's largest long-haul communications and optical
Internet backbones. Level 3's 2016 revenue is expected to be
approximately $8.5 billion and annual (Moody's adjusted) EBITDA to
be $3.2 billion.
* * *
S&P Global Ratings said it affirmed its 'BB' corporate credit
rating on Broomfield, Colo.-based Level 3 Communications Inc. The
outlook is stable.
At the same time, S&P placed its 'BB+' issue-level rating on Level
3's senior secured debt at wholly owned subsidiary Level 3
Financing Inc. on CreditWatch with positive implications. The '2'
recovery rating on this debt indicates S&P's expectation for
substantial (70%-90%; upper half of the range) recovery of
principal in the event of a payment default.
Moody's Investors Service affirmed Level 3 Communications, Inc.'s
Ba3 corporate family rating along with ratings of the company's
existing debt instruments, following the announcement of
CenturyLink, Inc.'s proposed acquisition of Level 3 (CenturyLink,
Ba2 under review down), in a cash and stock transaction which
values Level 3 at nearly $35 billion. As part of the same rating
action, Moody's affirmed Level 3's Ba3-PD probability of default
rating (PDR), SGL-2 speculative grade liquidity rating (indicating
good liquidity), and changed the company's ratings outlook to
stable from positive.
LIBERTY ASSET: Hires Coldwell Banker as Real Estate Broker
----------------------------------------------------------
Liberty Asset Management Corporation seeks authorization from the
U.S. Bankruptcy Court for the Central District of California to
employ Coldwell Banker as real estate broker.
The Debtor requires Coldwell Banker to:
(a) analyze and prepare all documentation necessary to list
and advertise the residential property, located at 1916 Los Padres
Drive, Rowland Heights, California 91748, for the sale as may be
necessary and appropriate;
(b) list the subject property with the most propitious listing
services available; to inspect the subject property as necessary to
respond to the purchaser's inquiries; and to solicit reasonable
offers of purchasers;
(c) convey all reasonable purchase offers to the Debtor and to
the Debtor's counsel, and subject to the Debtor's approval, to
negotiate and confirm the acceptance of the best offer; and,
(d) be prepared and submit to escrow on behalf of the Debtor
any and all documents necessary to consummate a sale of the subject
property.
Coldwell Banker shall be compensated for its services in an amount
equal to 6% of the gross sale price for the sale of the subject
property. The Debtor is informed and believes that the commission
represents the standard commission rates used within the local real
estate industry for sales of similar residential real property. The
Listing Agreement provides for a listing price of $419,000 for the
subject property.
William Friedman, agent for Coldwell Banker, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Coldwell Banker can be reached at:
William Friedman
COLDWELL BANKER
8840 Sepulveda Blvd.
Los Angeles, CA 90045
Tel.: (424) 702-3000
Email: wfriedman@coldwellbanker.com
About Liberty Asset
West Covina, California-based Liberty Asset Management Corporation
filed for Chapter 11 protection (Bankr. C.D. Cal. Case No.
16-13575) on March 21, 2016. David B. Golubchik, Esq., at Leven
Neale Bender Yoo & Brill LLP, represents the Debtor in its
restructuring effort. The Debtor estimated assets at $100 million
to $500 million and debts at $50 million to $100 million. The
petition was signed by Benjamin Kirk, CEO.
The Office of the U.S. Trustee on April 27 appointed three
creditors of Liberty Asset Management Corp. to serve on the
official committee of unsecured creditors. The committee is
represented by Jeremy V. Richards, Esq., John D. Fiero, Esq., Gail
S. Greenwood, Esq., and Victoria A. Newmark, Esq., at Pachulski
Stang Ziehl & Jones LLP, in Los Angeles, California. Development
Specialists Inc. serves as the Committee's financial advisor.
LIBERTY INDUSTRIES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Liberty Industries, L.C., as of
Nov. 8, according to a court docket.
About Liberty Industries
Liberty Industries, L.C. dba Tower Innovations and Liberty
Properties at Newburgh, L.C. filed chapter 11 petitions (Bankr.
S.D. Fla. Case Nos. 16-22332 and 16-22333) on September 7, 2016.
The petitions were signed by Barbara Wortley, managing member.
The Debtors are represented by Robert C. Furr, Esq., at Furr &
Cohen. The jointly-administered cases are assigned to Judge Erik
P.
Kimball.
The Debtors estimated assets and liabilities at $1 million to $10
million at the time of the filing.
LIBERTY PROPERTIES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Liberty Properties At Newburgh,
L.C., as of Nov. 8, according to a court docket.
About Liberty Properties
Headquartered in Boca Raton, Florida, Liberty Properties At
Newburgh, L.C., filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 16-22333) Sept. 7, 2016, estimating its assets
and liabilities at between $1 million and $10 million. The
petition was signed by Barbara Wortley, managing member.
Judge Paul G. Hyman, Jr., presides over the case.
Robert C Furr, Esq., at Furr & Cohen serves as the Debtor's
bankruptcy counsel.
LIFESTYLE LIFT: Bid to Withdraw Reference of Suit vs. Atty Denied
-----------------------------------------------------------------
In the case captioned BASIL T. SIMON, Trustee Plaintiff, v. KENNETH
M. ZORN, Defendant, Case No. 16-13049 (E.D. Mich.), Judge Arthur J.
Tarnow of the United States District Court for the Eastern District
of Michigan, Southern Division, denied Kenneth Zorn's Motion to
Withdraw the Reference to Bankruptcy Court, without prejudice.
Defendant Zorn may seek this relief at a later stage of this
proceeding, Judge Tarnow said.
Plaintiff filed the instant action against Defendant Zorn on March
22, 2016, alleging legal malpractice and breach of fiduciary duty.
Plaintiff contends that Defendant Zorn failed to represent his
clients' best interests and that he committed a myriad of acts and
omissions that resulted in Lifestyle's downfall. Zorn adversary
proceeding. For instance, Plaintiff argues that Zorn did not advise
Kent on numerous matters, including hiring and firing consultants,
entering into failed business deals (e.g. the payday loans, letters
of intent, undocumented investment, etc.), and the zone of
insolvency. Plaintiff further asserts that Defendant Zorn had a
conflict of interest because he was Kent's personal attorney.
Finally, Plaintiff claims that Zorn should have petitioned a court
to appoint a receiver based on Kent's "instability and irrational
conduct."
Defendant argues that the Court should immediately withdraw the
reference to Bankruptcy Court because this case is at its inception
and judicial efficiency is best served by conducting pretrial
proceedings in the District Court. Application of the Burger Boys
factors, and guidance provided by similar cases in this District,
persuades the Court otherwise. That this matter is in the early
stages of litigation only supports keeping it before the Bankruptcy
Court. The Court doubts that the Bankruptcy Court is as unfamiliar
with the issues as Defendant suggests, given that Plaintiff filed
for Bankruptcy over a year ago, in March 2015. The adversarial
proceedings against Kent began on October 23, 2015; given that the
allegations against Zorn appear to be substantially similar to
those against Kent, the Bankruptcy Court has had sufficient time to
develop an understanding of the facts and the issues in the case.
Moreover, "bankruptcy proceedings beyond, but nevertheless related
to, the adversary proceeding[s] will be on-going, yielding the
likely possibility of judicial efficiency if all matters remain
before one judge." Finally, the Court finds that neither party
will be prejudiced if the proceeding remains before the Bankruptcy
Court for the duration of pretrial litigation.
A full-text copy of the Order dated October 18, 2016 is available
at https://is.gd/LLodxw from Leagle.com.
Kenneth M Zorn, Appellant, is represented by Trent B. Collier, Esq.
-- Collins, Einhorn, Farrell & Ulanoff, PC.
Kenneth M Zorn, Appellant, is represented by David C. Anderson,
Esq. -- Collins, Einhorn, & Deborah A. Lujan, Collins, Einhorn,.
Basil T Simon, Appellee, is represented by Andrew L. Finn, Esq. --
Hickey, Cianciolo, Fishman & Finn, PC, Steven M. Hickey, Esq. --
Hickey, Cianciolo, & Lawrence J. Acker, Esq. -- Lawrence J. Acker
Assoc.
Lifestyle Lift Holdings, Inc., and its affiliates sought
protection
under Chapter 11 of the Bankruptcy Code on March 27, 2015 (Bankr.
E.D. Mich., Case No. 15-44839). The cases are assigned to Judge
Walter Shapero and Judge Thomas J. Tucker.
The Debtors are represented by Jeffrey H. Bigelman, Esq., and
William C. Blasses, Esq., at Osipov Bigelman, P.C.
LOWELL & SONS: Nov. 17 Final Hearing on Cash Collateral Motion
--------------------------------------------------------------
Lowell & Sons, LLC, on Nov. 2, 2016, filed a first amended motion
seeking final authority to access cash collateral for its general
ongoing business operations.
Prior to the commencement of the case, the Debtor entered into
certain Note agreements with Riverview Community Bank ("RCB") and
Mid-Columbia Economic Development District ("MCEDD") secured by
Deeds of Trust against its real property. In addition, the Deeds
of Trust contained commercial security agreements covering rents
(the "Prepetition Collateral") of the Debtor.
The security interests of RCB are senior to those of MCEDD and were
perfected by filing the Deeds of Trust in the counties where the
properties were located. These agreements were recorded for the
following Real Property (RCB maintains that each of these Deeds of
Trust are attached to all of these properties):
1) 220 Clearwater Ln., Hood River, OR 97031 –Recorded March
12, 2008 with Instrument ID 200800840;
2) 393 NE Cherry St., White Salmon, WA (Parcel 3 Lots 5 & 6, Blk
1 Hunsakers 2nd, Blk 3, White Salmon, WA 98672) – Recorded
January 23, 2007 with Instrument ID 1067739; and
3) Estes Parcels (Parcel 1 Lots 13 & 14, Blk 1, Bowmans Add Bk1,
White Salmon, WA 98672;–Parcel 2 Lots 7 & 8, Blk 1, Hunsakers
2nd, Blk 3, White Salmon, WA 98672) – Recorded March 12, 2008
with instrument ID 200800842.
Subsequently, on March 12, 2009, RCB released the two Estes Parcel
Deeds of Trust (Parcel 1 and Parcel 2).
The security interest of MCEDD was perfected by filing a Deed of
Trust in the county where the associated property is located. The
agreements were recorded for the following Real Property: Cherry St
Parcel (Parcel 3 Lots 5 & 6, Blk 1 Hunsakers 2nd, Blk 3, White
Salmon, WA 98672) – Dated October 12, 2012 but recorded June 1,
2016 with instrument ID 1118573.
As of the Petition Date, the Debtor was indebted to RCB and in
arrears on the Hood River security agreement. As of the Petition
Date, Debtor was indebted to MCEDD and in arrears on the Cherry
Parcel security agreement.
In order to maintain its business operations and protect its
ability to reorganize in accordance with chapter 11 of the Code, it
is necessary that the Debtor obtain the authority provided in 11
U.S.C. Sec. 363(c)(2)(B) to use cash collateral.
The Debtor requests that the Court authorize their final use of
cash collateral for the payment of their operating expenses in the
normal course of business, as set forth in the monthly budget. The
use of cash collateral would cover projected monthly operating
expenses.
Current Average Monthly Income $15,085
Estimated Monthly Expenses:
Adequate Protection Payments $7,306
Utilities $1,925
Office Expenses/Supplies $400
Maintenance $960
UST Fees $217
Owner Draw $1,200
Insurance $600
Property Taxes $1,500
Misc Contractor Fees $960
-------
Total $15,067
The Debtor has negotiated a Stipulated Order re: Use of Cash
Collateral with RCB. The Debtor will attempt to negotiate a
stipulated Order with MCEDD prior to the hearing. The Debtor
currently has no alternative borrowing source from which it could
secure additional funding to operate its business.
In order to adequately protect the interests of RCB and MCEDD in
the Prepetition Collateral and for Debtor's use of cash collateral
as requested in this motion, the Debtor proposes to make adequate
protection payments to RCB and MCEDD in the amounts of $7,256 and
$50 respectively.
In the event that the Court were to refuse authorization of
Debtor's final use of cash collateral, the Debtor believes it will
be unable to maintain its current business operation and propose a
plan of reorganization. Without the use of cash collateral, Debtor
will be forced to liquidate their collateral for below market value
resulting in significant, irreparable harm to Debtor's estate and
its creditors.
A final hearing on the Motion will be held on Nov. 17, 2016, at
9:30 a.m. in Portland, Oregon.
A full-text copy of the Motion is available for free at:
http://bankrupt.com/misc/orb16-33707_33_Cash_M_Lowell.pdf
About Lowell & Sons
Lowell & Sons, LLC, filed a Chapter 11 petition (Bankr. D. Ore.
Case No. 16-33707) on Sept. 27, 2016. The petition was signed by
Lorena N. Lowell, manager. The case is assigned to Judge Trish M
Brown. The Debtor disclosed $2.52 million in total assets and
$2.60 million in total liabilities. The Debtor is represented by
Theodore J. Piteo, Esq., at Michael D. O'Brien & Associates, P.C.
LUCID WEST: Hires Orantes Law Firm as General Insolvency Counsel
----------------------------------------------------------------
Lucid West Entertainment Group, LLC, seeks authorization from the
U.S. Bankruptcy Court for the Central District of California to
employ Orantes Law Firm, P.C., as general insolvency counsel as of
September 16, 2016.
The Debtor requires the Firm to:
(a) bring forward a plan of reorganization expeditiously, as
well as provide the Debtor more general services, such as to advise
the Debtor with respect to compliance with the requirements of the
Office of the United States Trustee;
(b) advise the Debtor regarding matters of bankruptcy law,
including its rights and remedies in regard to its assets and in
regard to the claims of creditors;
(c) represent the Debtor in any proceedings or hearings in the
Bankruptcy Court and in any action in any other court where the
Debtor's rights under the Bankruptcy Code may be litigated or
affected, subject to the Firm's specific agreement;
(d) conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of reports,
accounts, and pleadings related to the Chapter 11 case including
reviewing, not drafting, monthly operating reports;
(e) advise the Debtor concerning the requirements of the
Bankruptcy Court and applicable rules as the same effect the Debtor
in the proceedings;
(f) assist the Debtor in the negotiation, formulation,
confirmation, and implementation of a Chapter 11 plan; and,
(g) take such other action and perform such other services as
the Debtor may require of the Firm in connection with the Chapter
11 case.
The Firm will be paid at these hourly rates:
Giovanni Orantes $500.00
Associates $250.00 - $500.00
Paralegals $160.00 - $200.00
The Firm will also be reimbursed for actual and necessary
expenses.
Starting on or about September 16, 2016, the Firm received
$7,500.00 of $20,000.00 as a classic retainer (exclusive of the
$1,717 filing). The Firm agreed to accept such a modest retainer
only to assist the Debtor to propose a plan to reorganize her debt.
Of the initial $20,000, $5,000 was earned pre-petition, leaving a
balance of $15,000.00.
Giovanni Orantes, President of the Firm, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
The Firm can be reached at:
Giovanni Orantes, Esq.
ORANTES LAW FIRM, P.C.
3435 Wilshire Boulevard, Suite 2920
Los Angeles, CA 90010
Phone: (213) 389-4362
Fax: (877) 789-5776
Email: go@bobklaw.com
Lucid West Entertainment, LLC, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 16-22370) on September 16, 2016, and is
represented by Giovanni Orantes, Esq., at Orantes Law Firm PC.
LUXLAS FUND: S&P Affirms Then Withdraws 'BB-' CCR
-------------------------------------------------
S&P Global Ratings said it affirmed its ratings, including its
'BB-' long-term corporate credit rating, on Quebec-based Luxlas
Fund L.P. The outlook is stable. S&P Global Ratings subsequently
withdrew its ratings on Luxlas at the company's request.
At the time of the withdrawal, S&P's ratings reflected Luxlas'
attractive market position in Canada and the U.S., partially offset
by narrow business and geographic focus and participation in the
mature North American branded and private-label juice and drink
markets. S&P's assessment also reflects a relatively unchanged
capital structure and S&P's expectation of debt-to-EBITDA of 2x-3x,
as per the recent refinancing.
The stable outlook reflected S&P's expectation the company will
deleverage with modest EBITDA growth from increased volumes,
contributing to some debt reduction from free cash flow.
LYONDELL CHEMICAL: Court Partly Bars Testimony in Blavatnick Suit
-----------------------------------------------------------------
In the case captioned EDWARD S. WEISFELNER, AS TRUSTEE OF THE LB
LITIGATION TRUST, Plaintiff, v. LEONARD BLAVATNICK, et al.
Defendants, Adv. Pro. No. 09-1375 (MG)(Bankr. S.D.N.Y.), Judge
Martin Glenn of the United States Bankruptcy Court for the Southern
District of New York granted in part and denied in part the Access
Defendants' Motion in Limine.
The Motion is granted to the extent that the following testimony
shall be excluded: (i) factual narratives and chronologies; (ii)
testimony that documents or information were "ignored" or otherwise
not considered; and (iii) statements of parties' motivations, bias,
and intent. The remainder of the Motion is denied.
Before the Court is the Access Defendants' Motion in Limine to
Preclude Certain Testimony of Ralph Tuliano, David Witte, and H.G.
Nebeker, filed on September 20, 2016.
The Access Defendants move to preclude portions of the Experts'
testimony on the grounds that the challenged testimony (i)
"weave[s] a factual tale that -- assuming the documents and
testimony at issue are admissible -- the Trustee's counsel is
equally capable of arguing" and/or (ii) contains "speculation as to
the states of mind of various parties."
Second, the Access Defendants argue that the Experts make
conclusions about the parties' states of mind and intentions, which
are inadmissible because "the question of a party's intent or state
of mind is quintessentially the province of the trier of fact."
The Trustee argues that Federal Rule of Evidence 703 permits an
expert to "base an opinion on facts or data in the case that the
expert has been made aware of." The Trustee contends that the
challenged testimony is not a mere conduit for hearsay because the
"vast majority" of the evidence on which the Experts rely is
admissible. But even if the evidence were inadmissible, the Trustee
argues, Rule 703 permits an expert to rely on hearsay "if experts
in the particular field would reasonably rely on those kinds of
facts or data." The Trustee contends that because this case
concerns "complex and highly technical industries," expert analysis
"must acknowledge the facts surrounding relevant financial
projections."
A full-text copy of the Memorandum Opinion and Order dated October
11, 2016 is available at https://is.gd/Eh6dDO from Leagle.com.
Lyondell Chemical Company, Debtor, is represented by Jose A.
Berlanga, Esq. -- Gardere Wynne Sewell LLP, Vineet Bhatia, Esq. --
vbhatia@SusmanGodfrey.com -- Susman Godfrey, LLP, Mark L. Carlton,
Esq., Israel Dahan, Esq. -- idahan@kslaw.com -- King & Spalding
LLP, George A. Davis, Esq. -- O'MELVENY & MYERS LLP, Mark C.
Ellenberg, Esq. -- mark.ellenberg@cwt.com -- Cadwalader, Wickersham
& Taft LLP, Richard O. Faulk, Esq. -- rfaulk@adjtlaw.com -- Gardere
Wynne Sewell LLP, Peter M. Friedman, Esq. -- O'MELVENY & MYERS LLP,
Jay M. Goffman, Esq. -- jay.goffman@skadden.com -- Skadden, Arps,
Slate, Meagher & Flom LLP, Howard R. Hawkins, Jr., Esq. --
howard.hawkins@cwt.com -- Cadwalader, Wickersham & Taft LLP. Loren
Jacobson, Esq. -- Waters & Kraus, David Leamon, Esq. -- David
Leamon, P.C., Christopher Mirick, Esq. --
christopher.mirick@pillsburylaw.com -- Pillsbury Winthrop Shaw
Pittman LLP, Deryck A. Palmer, Esq. --
deryck.palmer@pillsburylaw.com -- Pillsbury Winthrop Shaw Pittman
LLP, David M. Peterson, Esq. -- dpeterson@susmangodfrey.com --
Susman Godfrey LLP, John J. Rapisardi, Esq. -- O'MELVENY & MYERS
LLP, Andrew M. Troop, andrew.troop@pillsburylaw.com -- Pillsbury
Winthrop Shaw Pittman LLP & David F. Williams, Esq. -- Cadwalader
Wickersham & Taft, LLP.
NORTEX MODULAR LEASING AND CONSTRUCTION COMPANY, Defendant, is
represented by Suzanna M.M. Morales, Lathrop & Gage LLP.
Trust 42, Defendant, is represented by William H. Schrag, Thompson
Hine LLP.
Corporation 9, Defendant, is represented by Richard Steven Miller,
Kirkpatrick & Lockhart.
Corporation 64, Defendant, is represented by Wendy S. Walker,
Morgan, Lewis & Bockius, LLP.
Fonditalia, Defendant, is represented by Gary S. Redish, Winne
Banta Hethrington Busralian & Kahn, P.C..
United States Trustee, U.S. Trustee, is represented by Andrea Beth
Schwartz, U.S. Department of Justice & Paul Kenan Schwartzberg,
Office of the United States Trustee.
AlixPartners, LLP, Claims and Noticing Agent, is represented by
John J. Collins, Jr., Alix Partners, LLP.
About Lyondell Chemical
Rotterdam, Netherlands-based LyondellBasell Industries is one of
the world's largest polymers,
petrochemicals and fuels companies. Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company. LyondellBasell became saddled with debt as
part of the US$12.7 billion merger. Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.
On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts. The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023). Seventy-nine Lyondell entities filed
for Chapter 11. Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.
Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel. Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer. Clifford Chance LLP served as
restructuring advisors to the European entities.
LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity. A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell. LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases. LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.
LYONDELL CHEMICAL: Objections to Trustee's Exhibits Partly OK'd
---------------------------------------------------------------
Judge Martin Glenn of the United States Bankruptcy Court for the
Southern District of New York sustained in part and overruled in
part the Access Defendants' objections to the Exhibits filed in
connection with the adversary proceeding captioned EDWARD S.
WEISFELNER, AS TRUSTEE OF THE LB LITIGATION TRUST, Plaintiff, v.
LEONARD BLAVATNICK, et al., Defendants, Adv. Pro. No. 09-1375
(MG)(Bankr. S.D.N.Y.).
The objections to PX77, PX221, and PX628 are overruled. The
objections to the remainder of the Assertive Emails are sustained
unless the Trustee establishes each of the required elements of the
business records exception.
Before the Court are two letter briefs regarding 210 emails and
other documents offered as trial exhibits by Edward S. Weisfelner,
as Trustee of the LB Litigation Trust. The Trustee's letter brief
and the Access Defendants' letter brief were both filed on October
13, 2016. The Trustee has also submitted two declarations by
Douglas Pike: one signed on September 21, 2016, concerning
pre-merger Lyondell documents and one signed on October 3, 2016,
concerning post-merger LyondellBasell Industries AF S.C.A. ("LBI")
emails.
The Access Defendants object to the admission of 121 of the
Exhibits, 85 of which are emails.
The issue at hand is whether the Assertive Emails are admissible as
records of a regularly conducted business activity. The Pike
Declarations establish that the Exhibits originated from Lyondell's
or LBI's servers, satisfying the authentication requirement (which
defendants' counsel has not contested). But the Pike Declarations
do not address whether (i) each email was written contemporaneously
with the facts described therein; (ii) each email describes a
regularly-conducted business activity; and (iii) each email was
sent as part of that regularly-conducted business activity. Each of
these elements must be established for each email before it can be
admitted into evidence.
Most of the Assertive Emails readily meet the first element -- they
describe facts or assertions occurring at approximately the same
time as the sending of the email itself.
The Court has reviewed each of the Assertive Emails individually
and most do not meet the standards based on the second and third
element.
A full-text copy of the Memorandum Opinion and Order dated October
19, 2016 is available at https://is.gd/wVg1Ij from Leagle.com.
Lyondell Chemical Company, Debtor, is represented by Jose A.
Berlanga, Esq. -- Gardere Wynne Sewell LLP, Vineet Bhatia, Esq. --
vbhatia@SusmanGodfrey.com -- Susman Godfrey, LLP, Mark L. Carlton,
Esq., Israel Dahan, Esq. -- idahan@kslaw.com -- King & Spalding
LLP, George A. Davis, Esq. -- O'MELVENY & MYERS LLP, Mark C.
Ellenberg, Esq. -- mark.ellenberg@cwt.com -- Cadwalader, Wickersham
& Taft LLP, Richard O. Faulk, Esq. -- rfaulk@adjtlaw.com -- Gardere
Wynne Sewell LLP, Peter M. Friedman, Esq. -- O'MELVENY & MYERS LLP,
Jay M. Goffman, Esq. -- jay.goffman@skadden.com -- Skadden, Arps,
Slate, Meagher & Flom LLP, Howard R. Hawkins, Jr., Esq. --
howard.hawkins@cwt.com -- Cadwalader, Wickersham & Taft LLP. Loren
Jacobson, Esq. -- Waters & Kraus, David Leamon, Esq. -- David
Leamon, P.C., Christopher Mirick, Esq. --
christopher.mirick@pillsburylaw.com -- Pillsbury Winthrop Shaw
Pittman LLP, Deryck A. Palmer, Esq. --
deryck.palmer@pillsburylaw.com -- Pillsbury Winthrop Shaw Pittman
LLP, David M. Peterson, Esq. -- dpeterson@susmangodfrey.com --
Susman Godfrey LLP, John J. Rapisardi, Esq. -- O'MELVENY & MYERS
LLP, Andrew M. Troop, andrew.troop@pillsburylaw.com -- Pillsbury
Winthrop Shaw Pittman LLP & David F. Williams, Esq. -- Cadwalader
Wickersham & Taft, LLP.
NORTEX MODULAR LEASING AND CONSTRUCTION COMPANY, Defendant, is
represented by Suzanna M.M. Morales, Lathrop & Gage LLP.
Trust 42, Defendant, is represented by William H. Schrag, Thompson
Hine LLP.
Corporation 9, Defendant, is represented by Richard Steven Miller,
Kirkpatrick & Lockhart.
Corporation 64, Defendant, is represented by Wendy S. Walker,
Morgan, Lewis & Bockius, LLP.
Fonditalia, Defendant, is represented by Gary S. Redish, Winne
Banta Hethrington Busralian & Kahn, P.C..
United States Trustee, U.S. Trustee, is represented by Andrea Beth
Schwartz, U.S. Department of Justice & Paul Kenan Schwartzberg,
Office of the United States Trustee.
AlixPartners, LLP, Claims and Noticing Agent, is represented by
John J. Collins, Jr., Alix Partners, LLP.
About Lyondell Chemical
Rotterdam, Netherlands-based LyondellBasell Industries is one of
the world's largest polymers,
petrochemicals and fuels companies. Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company. LyondellBasell became saddled with debt as
part of the US$12.7 billion merger. Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.
On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts. The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023). Seventy-nine Lyondell entities filed
for Chapter 11. Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.
Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel. Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer. Clifford Chance LLP served as
restructuring advisors to the European entities.
LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity. A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell. LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases. LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.
MACBETH DESIGNS: Seeks to Use Josephs & JPMorgan Cash Collateral
----------------------------------------------------------------
Macbeth Designs LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a motion seeking approval to use cash
collateral in which secured lenders Jan Josephs and JPMorgan Chase
Bank, N.A., have an interest in accordance with the 90-day budget.
The Debtor requires the immediate use of cash collateral to pay its
usual and ordinary operating expenses for design and related
operating costs and maintain the value of its business while the
Debtor reorganizes its business operations. Absent the use of the
Cash Collateral to pay the expenses set forth in the 90-day Budget,
which provides a 90-day forecast in order coincide with the
Debtor's business cycle in which payments are received quarterly,
the Debtor will be unable to operate and the value of the Debtor's
assets will be eradicated. The payment of design-related expenses
including payroll, insurance and costs for samples as set forth
more fully in the Budget will therefore benefit the holders of
liens on the Debtor's assets in particular, and the Debtor's other
creditors in general, by preserving the value of the Debtor's
estate.
The Debtor is obligated to Chase under a business line of credit
(the "Chase LOC") of which approximately $81,073 remains
outstanding as of the Petition Date. The Chase LOC is secured by
an alleged perfected security interest in all of the Debtor's
assets.
In addition, because of the Debtor's severe cash flow issues, it
was necessary for the Debtor to obtain a loan from Josephs, who is
the ex-husband of the Debtor's managing member, Margaret Josephs.
The Debtor is obligated to Josephs under the terms of a promissory
note dated May 25, 2016 in the original principal amount of
$250,000 (the "Josephs Note") of which approximately $231,556
remains outstanding as of the Petition Date. The Josephs Note is
secured by an alleged perfected security interest in the Debtor's
assets, including its cash, accounts, accounts receivable,
royalties, and contract rights, which is subordinate to Chase. The
Josephs Note is also personally guaranteed by Margaret Josephs.
Immediately upon commencement of the chapter 11 case, the Debtor
intends to initiate discussions with the Secured Lenders regarding
the consensual use of Cash Collateral.
The Debtor is hopeful that the parties will be able to negotiate a
consensual stipulation which provides for the use of Cash
Collateral in accordance with the Budget.
As additional adequate protection for the use of Cash Collateral,
the Debtor proposes to pay monthly payments to Chase under the
Chase LOC in the amount of $9,222. In addition, the Debtor further
proposes to pay Josephs the monthly payment to which he is entitled
under the Josephs Note in the amount of approximately $1,300 per
month.
The Debtor submits that the value of Chase and Josephs' secured
positions will be adequately protected during the Debtor's use of
Cash Collateral by the preservation of the value of the Debtor's
assets and the issuance of the Replacement Liens as set forth
above, as well as payment of monthly interest to Chase and
Josephs.
The 90-day budget projects quarterly revenue of $200,000 and total
expenses of $163,813 during the period. A copy of the Budget is
available for free at:
http://bankrupt.com/misc/njb16-30967_3_Budget_Macbeth.pdf
About Macbeth Designs
Macbeth Designs LLC is a limited liability company incorporated in
the State of New Jersey which licenses designs as a part of the
Macbeth Collection brand. Macbeth Collection is a global lifestyle
brand known for its "on trend" bright colors and preppy bohemian
prints with a presence in over 6,000 department and specialty
stores ranging from big box retailers like Wal-Mart to high end
department stores like Saks Fifth Avenue.
Together with other related entities in which Margaret Josephs
holds an ownership interest, Macbeth Designs LLC is engaged in the
business of creating, designing and marketing products which
contain various designs that have been developed and maintained
since the inception of the Macbeth Collection brand in 2001.
Currently, Macbeth Designs licenses its trademarks and designs in
connection with, among other things, home accessories, various
storage products, consumer electronics, personal care products and
clothing.
Macbeth Designs, LLC, filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 16-30967) on Nov. 1, 2016. The Hon. Stacey L. Meisel is
the case judge. The petition was signed by Margaret Josephs,
managing member.
The Debtor tapped David Edelberg, Esq., at Cullen and Dykman LLP,
in Hackensack, New Jersey, as counsel.
The Debtor disclosed $72,000 in assets and $1.50 million in
liabilities as of the bankruptcy filing.
MATRIX LUXURY: Seeks to Hire Re/Max as Real Estate Agent
--------------------------------------------------------
Matrix Luxury Homes LLC seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to hire a real estate agent.
The Debtor proposes to hire Re/Max Fine Properties to market and
sell its real property located at 10801 East Happy Valley Road,
Scottsdale, Arizona.
DeAnn Martin, the real estate agent employed with Re/Max who will
provide the services, will get 3.5% of the total sales price of the
property. The Debtor wants the property sold for $3.7 million.
Ms. Martin disclosed in a court filing that she does not represent
any interest adverse to the Debtor or its bankruptcy estate.
Re/Max can be reached through:
DeAnn Martin
Re/Max Fine Properties
21000 North Pima Road, Suite 100
Scottsdale, AZ 85255
Phone: (480) 792-9500
About Matrix Luxury Homes
Matrix Luxury Homes, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 16-09455) on August 16,
2016. The petition was signed by Troy Hudspeth, manager.
The case is assigned to Judge Brenda K. Martin.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
A committee of unsecured creditors has not yet been appointed.
MIDSTATES PETROLEUM: Panel Taps Andrews Davis as Special Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Midstates
Petroleum Company, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Andrews Davis as special counsel, nunc pro tunc to August 29,
2016.
The Creditors' Committee requires Andrews Davis to assist in the
Oklahoma Law Matters and coordinate with, and assist Squire Patton
Boggs (US) LLP, the lead counsel, in relation to, such Oklahoma Law
Matters.
Andrews Davis will be paid at an hourly rate of $325.00.
Andrews Davis will also be reimbursed for all necessary expenses as
actually incurred and compensated for fees on an hourly basis in
accordance with the Andrews Davis's ordinary and customary rates
that are in effect on the date the services are rendered.
W. David Pardue, Esq., partner at Andrews Davis, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Andrews Davis can be reached at:
W. David Pardue, Esq.
ANDREWS DAVIS
100 North Broadway Ave., Suite 3300
Oklahoma City, OK 73102
Tel.: (405) 272-9241
Fax: (405) 235-8786
Email: wdpardue@andrewsdavis.com
About Midstates Petroleum Company
Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma. The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.
Midstates Petroleum Company, Inc., and Midstates Petroleum Company
LLC filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos.
16-32237 and 16-32238) on April 30, 2016. The petitions were signed
by Nelson M. Haight, executive vice president and chief financial
officer Judge David R Jones presides over the case. As of Dec. 31,
2015, the Company listed assets of $679 million and total debts of
$2 billion.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as lead bankruptcy counsel, Jackson Walker LLP as
their local and conflicts bankruptcy counsel, and Evercore Group
L.L.C. as investment banker. Kurtzman Carson Consultants LLC
serves as claims and noticing agent.
The Office of the U.S. Trustee, on May 12, 2016, appointed three
creditors to serve on the official committee of unsecured
creditors. The Committee taps Squire Patton Boggs (US) LLP as
counsel, Berkeley Research Group LLC as financial advisor, and
Conway Mackenzie, Inc. as special E&P advisor.
MIRAGEN THERAPEUTICS: Presents MRG-106 Clinical Data at Meeting
---------------------------------------------------------------
miRagen Therapeutics, Inc., announced that data from its ongoing
Phase 1 clinical study of MRG-106 in patients with mycosis
fungoides will be presented at the 58th Annual Meeting of the
American Society of Hematology. The abstract will be available on
the ASH conference web site, http://www.hematology.org/
In the first cohort of the MRG-106 trial, six patients were dosed
by direct injection into their tumor. The six patients tolerated
the administrations well with only minor redness at the injection
site reported for one patent. One patient discontinued the trial
due to disease progression, which was considered unrelated to the
study drug. Four of the five patients who completed dosing had
their Composite Assessment of Index Lesion Severity (CAILS) scores
evaluated in the MRG-106 treated lesions. The lesions in these
four patients showed a 50% or greater reduction in the baseline
CAILS score. The CAILS score measures the size and severity of the
lesion.
"We believe our initial clinical experience with MRG-106 is
encouraging," said William S. Marshall, president and chief
executive officer of miRagen. "The drug was generally safe and
well tolerated with preliminary indications of clinical responses
in the first patients studied."
Poster presentation details are as follows:
Abstract Title: Preliminary Results of a Phase 1 Trial Evaluating
MRG-106, a Synthetic microRNA inhibitor (LNA antimiR) of
microRNA-155, in Patients with CTCL (Abstract #93903)
Session Number: 624
Session Name: Hodgkin Lymphoma and T/NK Cell Lymphoma -- Clinical
Studies: Poster I
Session Date: Saturday, December 3, 2016
Presentation Time: 5:30 PM - 7:30 p.m.
Location: San Diego Convention Center, Hall GH
About miRagen Therapeutics
miRagen Therapeutics, Inc., formerly known as Signal Genetics,
Inc., is a clinical-stage biopharmaceutical company focused on the
discovery and development of innovative microRNA (miRNA)-targeting
therapies in disease areas of high unmet medical need. miRagen's
lead product candidate, MRG-106, a synthetic microRNA inhibitor
(LNA antimiR) of microRNA-155, is currently being studied in a
Phase 1 clinical trial in patients suffering from cutaneous T-cell
lymphoma (CTCL) of the mycosis fungoides (MF) sub-type. miRagen is
also conducting a Phase 1 clinical trial of MRG-201, its lead
anti-fibrosis product candidate and a synthetic microRNA mimic
(promiR) to microRNA-29b, in healthy volunteers. miRagen seeks to
leverage in-house expertise in miRNA biology, oligonucleotide
chemistry, and drug development to evaluate and advance promising
technologies and high-potential product candidates for its own
pipeline and in conjunction with strategic collaborators.
The Company reported a net loss attributable to stockholders of
$11.32 million for the year ended Dec. 31, 2015, compared to a net
loss attributable to stockholders of $6.64 million for the year
ended Dec. 31, 2014.
As of Sept. 30, 2015, the Company had $7.54 million in total
assets, $2.85 million in total liabilities and $4.68 million in
total stockholders' equity.
"Due to current market conditions, the Company's current liquidity
position and its depressed stock price, the Company believes it may
be difficult to obtain additional equity or debt financing on
acceptable terms, if at all, thus raising substantial doubt about
the Company's ability to continue as a going concern," according to
the Company's quarterly report for the period ended Sept. 30, 2016.
MONTICELLO INSURANCE: Moody's Affirms B1 IFS Rating
---------------------------------------------------
Moody's Investors Service has affirmed the B1 insurance financial
strength rating and changed the outlook to stable (from negative)
for Monticello Insurance Limited (Monticello, or MIL), the captive
reinsurance subsidiary of Brazil based Vale S.A. (senior unsecured
debt at Ba3, stable outlook), one of the largest metal and mining
companies in the world. The change in Monticello's outlook follows
Moody's announcement on Nov. 4 of the change in Vale's rating
outlook.
RATINGS RATIONALE
According to Moody's, the change in outlook for MIL's B1 rating to
stable from negative reflects the change in the outlook of Vale's
rating to stable from negative, given the strong linkages between
MIL's Credit profile and that of Vale.
The rating agency said the affirmation of MIL's B1 rating is based
primarily on the support provided by Vale and on Monticello's
integration with the global risk management function of the group.
MIL is a core part of Vale's risk-management program and is the
sole insurance captive utilized in Vale's property insurance and
business interruption program worldwide. Explicit support from
Vale to MIL, which has been provided through capital injections --
totaling US$240 million over the past three years --and ongoing
financial support to cover losses is a key driver of MIL's credit
rating, absent which MIL's rating would be lower. The rating
agency expects that MIL will continue to receive extensive parental
support from Vale, including the parent company's willingness to
backstop MIL's obligations to its fronting insurance carriers, and
to provide additional capital to MIL in the event that it has
insufficient funds to meet its obligations under the reinsurance
assumed.
MIL's rating is constrained by its product risk concentration and
significant risk exposures which has resulted in earnings
volatility, as the company has reported net losses in 2015, as well
as the weak sovereign credit profile and operating environment of
Barbados, where MIL is domiciled.
Moody' mentioned that MIL's rating could be upgraded in the case of
an upgrade of Vale's rating or stronger explicit support from Vale
to MIL, in the form of an unconditional, irrevocable guarantee.
Conversely, MIL's rating could be downgraded if: 1) Vale's rating
is downgraded; 2) support from the group to the captive company is
reduced; 3) the captive reinsurer begins to cover risks of external
(i.e. non-Vale) entities or engages in non-reinsurance business; or
4) Barbados' sovereign rating (currently Caa1, stable outlook) is
downgraded.
Monticello Insurance Limited is based in Barbados. As of Dec. 31,
2015, its total assets amounted to US$391 million and its
shareholders' equity was US$151 million. The company's total
annual gross premium for 2015 totaled US$42.5 million, and the
company recorded a net loss of US$62 million in 2015.
The principal methodology used in these ratings was Global
Reinsurers published in April 2016.
MOUNSEF INTERNATIONAL: Can Use Cash Collateral Until Jan. 9
-----------------------------------------------------------
Judge Jacqueline P. Cox of the U.S. Bankruptcy Court for the
Northern District of Illinois entered a 10th interim order
permitting debtor Mounsef International, Inc. to use cash
collateral belonging to Bechara Srour on an interim basis. The
10th order authorizes the Debtor to use cash collateral through
Jan. 9, 2017, in accordance with the budget. The matter is set for
status conference on Jan. 4, 2017, at 10:00 a.m. in Room 680.
The approved monthly Budget projects revenues of $117,900 and total
expenses in the amount of $115,660.
A full-text copy of the 10th Interim Order, dated Nov. 3, 2016,
along with the Budget, is available at:
http://bankrupt.com/misc/ilnb15-35685_251_10th_Ord_Mounsef.pdf
About Mounsef International
Mounsef International, Inc. filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 15-35685) on Oct. 20, 2015. The petition was
signed by George Mounsef, sole shareholder. The Debtor is
represented by Robert R. Benjamin, Esq., at Golan & Christie, LLP.
The case is assigned to Judge Jacqueline P. Cox. The Debtor
disclosed total assets at $99,104 and total liabilities at
$2.74 million.
MT. CARMEL LAND: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Mt. Carmel Land Company, LLC
401 Cooper Landing Road, Unit C25
Cherry Hill, NJ 08002
Case No.: 16-31429
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
District of New Jersey (Camden)
Judge: Hon. Jerrold N. Poslusny Jr.
Debtor's Counsel: Dino S. Mantzas, Esq.
LAW OFFICE OF DINO S. MANTZAS
701 Route 73 North, Suite 1
Marlton, NJ 08053
Tel: (856) 988-0033
Fax: (856) 988-9799
E-mail: dino@dmantzaslaw.com
Total Assets: $1.80 million
Total Liabilities: $587,228
The petition was signed by Gabriel S. DiMedio, authorized member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/njb16-31429.pdf
MULTIMEDIA PLATFORMS: Files Renewed Motion to Use Cash Collateral
-----------------------------------------------------------------
Multimedia Platforms Worldwide, Inc., et al., filed with the
Bankruptcy Court a renewed motion to use cash collateral in
accordance with a budget.
The secured creditor is White Winston Select Asset Funds, LLC, owed
$1,308,342 pursuant to a $1,750,000 Master Credit Facility
Agreement dated July 29, 2016. White Winston asserts a statutory,
non-purchase money security interest in the Debtor's assets.
White Winston will receive replacement liens equal to extent,
validity and priority of prepetition liens, if necessary.
During the Interim 21-day Period ended Nov. 24, 2016, the Debtors
project the following: (a) total receipts in the amount of $80,350
(in addition to $50,000 of postpetition financing); and (b) total
disbursements in the amount of approximately $86,071.
The Debtors do not believe that cash receipts represent cash
collateral. Specifically, the cash receipts represent advertising
revenue and not from any sales of magazine or newspapers, which are
circulated for free. However, in the event the Court would ever
find that the postpetition advertising revenues represent cash
collateral, the Debtors submit that White Winston is adequately
protected as a result of the postpetition accounts receivable
generated, and the net cash position existing at the end of the
Interim Period. More specifically, the Debtors project total
receipts of $80,350, which excludes $50,000 in postpetition
financing, thus, arguably, at most only $30,350 in alleged cash
collateral would be used; however, the ending cash balance is over
$44,000 and the ending balance of postpetition accounts receivable
is over $15,000. The foregoing, coupled with the fact that even
White Winston agrees the circulating the brands is in the estate's
best interests, supports granting the relief requested hereunder.
A full-text copy of the Budget is available at:
http://bankrupt.com/misc/flsb16-23603_57_Budget_Multimedia.pdf
About Multimedia Platforms
Multimedia Platforms, Inc. (OTCQB: MMPW) is a publicly traded
multiplatform publishing and technology company that creates,
curates, aggregates and distributes compelling, advertiser-friendly
content to the LGBT community. MPI was created following the
merger between Sports Media Entertainment Corp., a Nevada
corporation, and Multimedia Platforms, LLC, a Florida limited
liability company, on Jan. 29, 2015.
MPI currently produces 5 iconic print brands: Florida Agenda,
Frontiers Media, WiRld City Guides, Next (New York), and Next
(South Florida). The MPI brands currently represent 7.5 million
readers and 4+ million online visitors annually, and represents
three of America's most populous LGBT markets: California, New York
and Florida.
Multimedia Platforms Worldwide, Inc., Multimedia Platforms, Inc.
and New Frontiers Media Holdings, LLC, filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 16-23603) on Oct. 4,
2016. The petitions were signed by Bobby Blair, CEO. The cases
are assigned to the Judge Raymond B. Ray. At the time of filing,
MPW estimated assets at $0 to $50,000 and liabilities at $1 million
to $10 million.
The Debtors are represented by Michael D. Seese of Seese, P.A.
* * *
The 11 U.S.C. Sec. 341 meeting of creditors was scheduled for Nov.
8, 2016.
NEIMAN MARCUS: Bank Debt Trades at 8% Off
-----------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc.
is a borrower traded in the secondary market at 91.83
cents-on-the-dollar during the week ended Friday, October 28, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.35 percentage points from the
previous week. Neiman Marcus pays 300 basis points above LIBOR to
borrow under the $2.9 billion facility. The bank loan matures on
Oct. 16, 2020 and carries Moody's B2 rating and Standard & Poor's
B- rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended October 28.
NEWBURY COMMON: Wants to Use IDB Cash Collateral
-------------------------------------------------
Debtor Seaboard Hotel LTS Associates, LLC asks the U.S. Bankruptcy
Court for the District of Delaware to approve the Letter Agreement,
between the Debtor and Israel Discount Bank of New York with
respect to the continued use of cash collateral.
The Debtor relates that, originally, IDB had agreed to make a loan
in the principal amount $6 million on Dec. 28, 2012, which was
subsequently increased by an additional $5 million, for a total
principal indebtedness of $11,000,000, secured by an Open End
Mortgage Deed and a certain Assignment of Rents and Leases, in
relation to the real property located at 23-25, 35 and 37 Atlantic
St., Stamford, Connecticut 06901. The Debtor further relates that
IDB has agreed to lend an additional $7,000,000 to the Debtor,
secured the Real Property and security interest the Debtor's
Personal Property.
The Debtor relates that IDB asserted in its Stay Relief Motion that
its secured loan, without accounting for approximately $6.5 million
in asserted mechanic's liens of third parties, was undersecured by
approximately $3 million and sought relief from the stay to
commence a foreclosure action against the Property. The Debtor
further relates it did not take a position with respect to the
relief requested in the Stay Relief Motion so that the Court
entered an order granting the motion.
Consequently, the Debtor and IDB have engaged in negotiations
regarding structured process through which the Debtor can dispose
of its remaining physical assets, the unfinished Residence Inn,
located at 23-25, 35 and 37 Atlantic St., Stamford, Connecticut,
and the possibility of providing IDB with a deed in lieu of
foreclosure so as to avoid the cost and expense attendant to the
foreclosure process, while also preserving the status quo between
IDB and any other secured creditors.
Among other things, the Parties have agreed on a three stage
process for disposition of the Property:
First. IDB has consented to the use of cash collateral,
agreed to make Advances, and has agreed to provide LTS with
$475,000 for restructuring costs.
Second. The Debtor has agreed to conduct a disposition
process with up to three potential stages, subject to approval of
the Court:
(a) For a period of 60 days after the execution of the
Letter Agreement, or until December 26, 2016, the Debtor has agreed
to transfer the Property to IDB's Designee through the Deed in
Lieu, a Bill of Sale and certain other customary and ancillary
documents. Following such a transfer, all of the Loan Documents
will remain in full force and shall not satisfy the claims filed by
IDB in the Chapter 11 cases, subject to reduction of the Debtor's
obligation under the Loan Documents to the extent of the value of
the Property.
(b) In the event that the Deed in Lieu and the Bill of
Sale are not accepted by IDB in that 60-day period, IDB will
provide the Debtor with a Release Price at which IDB will agree
that a buyer can purchase the Property free and clear of IDB's
liens.
(c) If, at the end of the court-supervised auction
process, there are no qualifying bids at or above the Release Price
by the bid deadline, IDB or its Designee will be required to take
the Property under the form of Deed in Lieu and Bill of Sale, free
and clear of all liens claims and encumbrances, within 5 days of
the expiration of the bid deadline.
Third. IDB has agreed to further consent to use of cash
collateral, agreeing to make advances to fund the cost of
continuing to maintain the Property during the disposition process
in the amounts set forth in the Budget. Accordingly, IDB is granted
with the customary protections: post-petition lien and replacement
collateral, which shall have the same scope, priority, validity and
enforceability that the First Liens have with respect to the
Pre-Petition Collateral and the Cash Collateral. IDB is also
granted with an allowed super-priority administrative expense claim
under section 507(b) of the Bankruptcy Code equal to the amount of
any Advances made by IDB to the Debtor.
The Debtor's proposed 15-week Budget, which covers the period from
week beginning Oct. 3, 2016 through Jan. 9, 2017, forecasts total
monthly operating disbursements of $53,600 from the month of
October through December.
A hearing to consider the Debtor's motion is scheduled on Nov. 29,
2016 at 10:00 a.m. The deadline for the filing of objections to
the Debtor's motion is set on Nov. 22.
A full-text copy of the Debtor's Motion, dated November 8, 2016, is
available at https://is.gd/TpgVXS
Israel Discount Bank of New York is represented by:
Ronald S. Beacher, Esq.
7 Times Square
New York, NY 10036
Email: rbeacher@pryorcashman.com
About Newbury Common Associates, LLC.
Newbury Common Associates, LLC, et al., comprise a corporate
enterprise that owns a diverse portfolio of high quality,
distinctive commercial, hospitality and residential properties with
an aggregate of approximately 800,000 square feet located primarily
in Stamford, Connecticut.
On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates
each commenced a voluntary case (Bankr. D. Del. Lead Case No.
15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14,
Tag Forest LLC commenced a Chapter 11 case (collectively, "Original
Debtors"). On Feb. 3, 2016, Newbury Common Member Associates, LLC
and 8 affiliates commenced a voluntary case under chapter 11 of the
Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates,
LLC filed a Chapter 11 petition (collectively "Additional
Debtors").
Seaboard Realty, LLC, its principals or entities it manages serve
as the manager under the operating agreements for each of the
Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L.
Kelly, Jr. and 25% by William A. Merritt, Jr. The Original Debtors
other than Seaboard Residential, LLC, Tag, and Newbury Common
Associates, LLC, are holding companies whose assets are
substantially comprised of the equity of the Property Owner
Debtors. The Debtors' eight operating property are owned by the
"Property Owner Debtors", namely Century Plaza Investor Associates,
LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates,
LLC; Park Square West Associates, LLC; Clocktower Close Associates,
LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue
Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates,
LLC; and Seaboard Residential, LLC.
The Original Debtors' chapter 11 cases are being jointly
administered pursuant to an order entered Dec. 18, 2015. The
Debtors later won approval of a supplemental motion seeking joint
administration of the Additional Debtors' Chapter 11 cases with the
cases of the Original Debtors for procedural purposes only.
As of Jan. 7, 2016, the Debtors had incurred purported aggregate
funded secured indebtedness of approximately $177.2 million in
principal, including approximately $150.4 million of property-level
secured debt and approximately $26.8 million of purported and
allegedly unauthorized mezzanine debt.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and
Dechert LLP as attorneys, and Donlin Recano as claims and noticing
agent.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Debtors' cases.
NORANDA ALUMINUM: Granges Companies Oppose Case Dismissal Bid
-------------------------------------------------------------
BankruptcyData.com reported Granges AB and Granges Americas (the
"Downstream Buyer") filed with the U.S. Bankruptcy Court an
objection to Noranda Aluminum Holding's motion for an order
dismissing the Company's Chapter 11 cases -- other than for the
sole purpose of adjudicating fee applications -- and retaining
jurisdiction to enforce and implement orders entered in the Chapter
11 cases. The objection asserts, "The Downstream Buyer objects to
the Motion to Dismiss to the extent that it (1) seeks entry of an
order which terminates, prejudices, supersedes, or otherwise
affects the Downstream Sale Order, the Downstream APA, the
Downstream TSA, the Escrow Agreement or any document related
thereto (collectively, the 'Downstream Sale Documents') or the
Downstream Buyer's rights thereunder; or (2) fails to incorporate
language in accordance with paragraph 40 of the Downstream Sale
Order which states that (a) the Downstream Sale Documents shall
remain in full force and effect notwithstanding the dismissal of
these chapter 11 cases; (b) the Downstream Buyer's rights and
interests under the Downstream Sale Documents shall be unaffected
by the entry of the order dismissing these chapter 11 cases; (c)
the terms of the Downstream Sale Order shall remain binding on all
parties in interest notwithstanding the dismissal of these chapter
11 cases; (c) the Debtors' Obligations to the Downstream Buyer
under the Downstream Sale Documents will not be released,
discharged, or otherwise affected by the entry of the order
dismissing these chapter 11 cases; and (d) the Court shall retain
jurisdiction to enforce the Downstream Sale Documents according to
their terms." Separately, Granges AB and Granges Americas also
filed with the Court an objection to the Debtors' motion for a
global settlement between the Debtors, term secured parties and the
official committee of unsecured creditors.
About Noranda Aluminum
Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Lead Case No.
16-10083) on Feb. 8, 2016. The petitions were signed by Dale W.
Boyles, the chief financial officer. Judge Barry S. Schermer is
assigned to the cases.
The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.
The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion. As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of secured indebtedness, consisting of a revolving credit facility
and a term loan facility.
The Office of the U.S. Trustee in February 2016 appointed seven
creditors of Noranda Aluminum Holding Corp. and its affiliated
debtors to serve on the official committee of unsecured creditors.
Lowenstein Sandler LLP serves as Committee counsel and Houlihan
Lokey Capital, Inc., serves as Committee as financial advisor and
investment banker.
NORTH FORK: Has Access to Cash Collateral Until Jan. 4, 2017
------------------------------------------------------------
Judge Brian D. Lynch of the U.S. Bankruptcy Court for the Western
District of Washington on Nov. 2, 2016, entered a second interim
order, authorizing North Fork Composites LLC to use Columbia Bank's
cash collateral on an interim basis from Nov. 1, 2016, through Jan.
4, 2017.
As further adequate protection for Columbia Bank's secured interest
in cash collateral, the Debtor will make these payments to
Columbia:
a. $5,000 upon entry of this Second Interim Order; and
b. $2,500 per month, commencing on Dec. 1, 2016, with subsequent
payments of $2,500 per month on the first day of each month
thereafter until termination of the use of cash collateral pursuant
to the terms of this Second Interim Order.
The said payments will be directed to Ms. Kristine Crawford, a Vice
President and Special Credits Officer at Columbia, whose contact
information is as follows:
2228 South 78th Street, MS 6115,
Tacoma, Washington 98409
E-mail: KCrawford@columbiabank.com
These payments will be applied by Columbia in accordance with the
Loan Documents and/or this Stipulation.
A further hearing on the Debtor's Motion is scheduled for Jan. 4,
2017.
A copy of the Second Interim Order including the 13-week budget is
available at:
http://bankrupt.com/misc/wawb16-44188_42_Cash_2nd_Ord_North_Fork.pdf
About North Fork Composites
North Fork Composites LLC, aka Edge Rods LLC, filed a Chapter 11
petition (Bankr. W.D. Wash. Case No. 16-44188) on Oct. 7, 2016.
The petition was signed by Alex Maslov, manager. The Debtor is
represented by Thomas W. Stilley, Esq., at Sussman Shank LLP. At
the time of filing, the Debtor estimated assets at $100,000 to
$500,000 and liabilities at $1 million to $10 million.
NUMISMATIC SUBS: Has Until May 31 to File Plan of Reorganization
----------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida extended Numismatic Subs, LLC's
exclusive period to file a plan and disclosure statement from
November 30, 2016 to May 31, 2017.
The Debtor previously sought the 182-day extension, telling the
Court that it anticipated filing a plan of reorganization by March
23, 2017, based on payments funded by documented profitability.
The Debtor further told the Court that the extension would be
beneficial to all claimants and parties in interest in the case.
About Numismatic Subs, LLC.
Numismatic Subs, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 16-04855) on June 3,
2016. The petition was signed by William T. Dougherty, Jr.,
managing member. The Debtor is represented by Daniel J. Herman,
Esq., at Pecarek & Herman, Chartered. The Debtor estimated assets
at $0 to $50,000 and liabilities at $500,001 to $1 million at the
time of the filing.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Numismatic Subs, LLC.
OPTIMA SPECIALTY: S&P Lowers CCR to 'CC'; Outlook Negative
----------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Optima Specialty Steel Inc. to 'CC' from 'CCC-'. The outlook is
negative.
At the same time, S&P lowered its issue-level rating on the
company's secured debt to 'CCC' from 'CCC+'. The rating on the
company's unsecured debt is unchanged at 'C'. The recovery rating
on the company's secured debt remains '1', indicating S&P's
expectation of very high (90% to 100%) recovery in the event of a
payment default. The recovery rating on the company's unsecured
debt remains '6', indicating S&P's expectation of negligible (0% to
10%) recovery in the event of a payment default.
"The downgrade reflects our view that it is highly likely that
Optima could default on its senior secured and senior unsecured
notes, given upcoming maturities before the end of the year," said
S&P Global Ratings credit analyst Vania Dimova. "The company is
actively negotiating a proposed refinancing plan that it is
targeting to finalize by the end of November."
The negative outlook reflects S&P's view that Optima will likely
face a default, distressed exchange, or similar restructuring in
the next four to six weeks.
S&P could lower the rating to 'SD' at the onset of a restructuring
that it views as distressed. Alternatively, S&P could lower the
rating to 'D' if it considers a general default to be imminent, the
company misses an interest payment in the next 60 days, or the
company does not repay the maturing debt as it comes due in
December.
S&P could raise the ratings if Optima reaches a refinancing
agreement such that all maturing debt is repaid at par and on time.
Subsequently, S&P would revise all ratings to reflect the new
capital structure.
P3 FOODS: Access to Cash Collateral Extended to Nov. 8
------------------------------------------------------
Judge Donald Cassling has ruled that the pending second motion of
P3 Foods, LLC, for use of cash collateral is entered and continued
to Nov. 8, 2016, at 10:00 a.m. The use of cash collateral granted
by the Oct. 18, 2016 order is extended to Nov. 8, 2016 at 10:00
a.m.
As reported in the Oct. 31, 2016 edition of the TCR, P3 Foods, LLC,
filed a motion asking the U.S. Bankruptcy Court for the Northern
District of Illinois for approval to the use of cash collateral
through Dec. 3, 2016.
The secured creditors that assert an interest in the collateral
are:
(a) Element Financial Corp., whom the Debtor owes $559,220.
The indebtedness is secured by all assets, intangibles, accounts,
inventory fixtures equipment deposits of the Debtor - a blanket
lien related to all the stores except for store # 2423;
(b) Element Financial Corp., whom the Debtor owes $130,746.
The indebtedness is secured by all assets, intangibles, accounts,
inventory fixtures equipment deposits of the Debtor - a blanket
lien related to the store at 808 Washington. Brainerd MN, store #
2423;
(c) 20/20 Franchisee Funding LLC, whom the Debtor owes
$269,649. The indebtedness is secured by assets and property
owned, existing acquired or arising at the store #2920 located at
1800 7th St., W, St. Paul MN;
(d) Leaf Capital Funding LLC, whom the Debtor owes $43,220.
The indebtedness is secured by specific equipment listed on the
financing statement; and
(e) American Express Bank, whom the Debtor owes $35,000. The
indebtedness is secured by all assets of the Debtor, whether
currently-owned or later-acquired.
The Debtor requires the use of the Cash Collateral to assist the
Debtor in continuing with its operations and to propose a plan of
reorganization. The Debtor contends that without the use of cash
collateral, its nine Burger King franchises cannot operate,
causing
immediate and irreparable harm due to the Debtor's inability to
pay
its insurance, maintenance, and regular business operations costs
and expenses, which are necessary to maintain the value of the
franchises as a going concern.
The Debtor's proposed Budget projects total expenses of $990,733
for the period November 4, 2016 through December 16, 2016, to pay
the necessary costs associated with the operation of these
franchises/properties. The Budget includes payments to Burger King
for rent, real estate taxes, royalties and advertising, and also
rent for the store in Brainerd. The Budget also includes
remaining
payments from Oct 6 to Nov 3 for food & supplies, payroll, taxes,
repairs, utilities, scavenger, contingency amounting to $342,000.
The Debtor proposes adequate protection with respect to the all
the
secured creditors as follows:
(a) Each secured creditor will be granted valid and perfected
replacement liens in and to the personal assets of the Debtor to
the same extent and with the same priority as held pre-petition;
(b) Insurance will be maintained on the all the Collateral in
accordance with the instructions of the United States Trustee; and
(c) The funds will be used for the protection, maintenance,
upkeep, repairs and insurance for the Debtor's property, purchase
of supplies, inventory and food ingredients, salaries and payment
of current due post-petition taxes, and not for any other purpose.
The Debtor proposes to pay these secured creditors, the regular
prepetition payment of principal and interest:
(a) Element Financial Corp. $16,428
(b) 20/20 Franchise Funding LLC $4,835
(c) American Express $7,802
(d) Leaf Capital Funding $797
A full-text copy of the Debtor's Proposed Budget is available at
https://is.gd/CE5Lio
About P3 Foods, LLC
P3 Foods, LLC, operates nine Burger King franchises in Minneapolis,
Minnesota.
P3 Foods filed a chapter 11 petition (Bankr. N.D. Ill. Case No.
16-32021) on Oct. 6, 2016. The case is assigned to Judge Donald
Cassling. The Debtor is represented by Richard L. Hirsh, Esq., at
Richard L. Hirsh, P.C.
PACIFIC EXPLORATION: Blackhill Partners Completes Restructuring
---------------------------------------------------------------
Blackhill Partners, an investment banking firm specializing in
complex situations, has completed the restructuring of Pacific
Exploration & Production and its related entities. Pacific
retained Blackhill as restructuring advisor and chief restructuring
officer (CRO) to guide the company through a $5.4 billion
multi-jurisdictional restructuring process, administered
collectively under the insolvency laws of Canada, Colombia and the
U.S. Pacific Exploration & Production has its primary operations
in Colombia and Peru, and the restructured company is traded on the
Toronto Stock Exchange (TSE: PEN).
Jim Latimer, Managing Director of Blackhill Partners, served as CRO
to guide Pacific through the reorganization and now will serve as
the company's interim CEO. Mr. Latimer has 35 years' experience
managing oil and gas companies as well as 18 years' experience in
restructuring, with particular expertise in CRO, operational
restructuring, and distressed mergers and acquisitions. He was
assisted in the restructuring by Blackhill Managing Directors Steve
Strom, Jeff Jones, and Dan Gillett.
Pacific was the largest private exploration and production company
operating in Colombia, producing 75,000 barrels per day and
employing 1700 people. The company had US $5.4 billion in debt at
the time of the filing, making it the second largest exploration
and production insolvency in the current down cycle, and one of the
five largest exploration and production insolvencies ever. The
plenary filing was conducted under the Companies' Creditors
Arrangement Act (Canada) process in Toronto, and thus far Pacific
has been the largest new insolvency filing in Canada this year.
The restructuring substantially improved the capital structure of
Pacific by reducing the amount of outstanding debt from U.S. $5.4
billion to U.S. $250 million. In addition, the company exited with
over $500 million in cash and has achieved positive cash flow.
For this complex engagement, Blackhill partnered with a team from
Acquest Advisors led by Sheldon Stoughton. Acquest is a
Houston-based investment banking firm with a focus on advising
clients across all segments of the energy industry.
About Blackhill Partners
Headquartered in Dallas, Texas, Blackhill Partners, LLC --
http://www.blackhillpartners.com-- is an investment banking firm
specializing in complex situations. Blackhill's professionals have
advised Fortune 500 and middle-market companies on over $250
billion of restructurings, mergers, acquisitions and financings
across a broad range of industries, with particular depth in energy
and shipping businesses.
About Pacific Exploration & Production
Pacific Exploration & Production Corp. is a Canadian public company
and a leading explorer and producer of natural gas and crude oil,
with operations focused in Latin America. The Company has a
diversified portfolio of assets with interests in more than 70
exploration and production blocks in various countries including
Colombia, Peru, Guatemala, Brazil, Guyana and Belize. The
Company's strategy is focused on sustainable growth in production &
reserves and cash generation.
In April 19, 2016 and April 20, 2016, the Company announced its
entry into an agreement with: (i) The Catalyst Capital Group Inc.,
(ii) certain members of an ad hoc committee of holders of the
Company's senior unsecured notes, and (iii) certain of the
Company's lenders under its credit facilities, to effect a
comprehensive financial restructuring (the "Restructuring
Transaction") that will significantly reduce debt, improve
liquidity, and best position the Company to navigate the current
oil price environment. The restructuring will be implemented by
way of a plan of arrangement pursuant to a court-supervised process
in Canada, together with appropriate proceedings in Colombia under
Law 1116 and in the United States.
On April 27, 2016, Pacific Exploration, et al., applied for and
received an order for protection pursuant to the Companies
Creditors Arrangement Act ("CCAA"), R.S.C.1985, c.C-36 from the
Ontario Superior Court of Justice Commercial List and
PricewaterhouseCoopers Inc. was appointed as monitor of the
Applicants (the "Monitor").
The Applicants filed recognition proceedings pursuant to Chapter 15
of title 11 of the United States Bankruptcy Code (the U.S.
Proceedings") and pursuant to Law 1116 of 2006 of the Republic of
Colombia (the "Colombian Proceedings"). Pacific, et al., each
filed a Chapter 15 bankruptcy petition (Bank. S.D.N.Y. Case Nos.
16-11189 to 16-11211) in New York, in the U.S. on April 29, 2016.
The Company is being advised by Lazard Freres & Co. LLC, Norton
Rose Fulbright Canada LLP (Canada), Proskauer Rose LLP (U.S.),
Zolfo Cooper (U.S.), Garrigues (Colombia) and Kingsdale Shareholder
Services (Canada). The Independent Committee is being advised by
Osler, Hoskin & Harcourt LLP and UBS Securities Canada Inc. The
Noteholders forming part of the funding creditors are being advised
by Evercore Group L.L.C. (U.S.), Goodmans LLP (Canada), Paul,
Weiss, Rifkind, Wharton & Garrison LLP (U.S.) and Cardenas y
Cardenas Abogados (Colombia). FTI Consulting (U.S.), Davis Polk &
Wardwell LLP (U.S.), Torys LLP (Canada) and Gomez-Pinzon Zuleta
Abogados (Colombia) are counsel to the agent on the revolving
credit facility of the Company, and Seward & Kissel is counsel to
the agent on the HSBC Bank, USA, N.A. term loan of the Company.
Catalyst is being advised by Brown Rudnick LLP (U.S.), McMillan LLP
(Canada) and GMP Securities L.P.
PALMER FARMS: Taps Wayne Layton as Tax and Accounting Advisor
-------------------------------------------------------------
Palmer Farms, Incorporated, Palmer Cattle, LLC, and Marco D. Palmer
and Elena P. Palmer collectively seek authorization from the U.S.
Bankruptcy Court for the District of Arizona to employ Wayne N.
Layton, CPA, PLLC, as tax and accounting advisors.
The Debtors require Wayne Layton to:
(a) prepare and assist the Debtors in filing all necessary
bankruptcy schedules, statements, and reports;
(b) assist with other tasks and guidance for finance and
operations of the Debtors;
(c) assist the estates in recovery and/or damage litigation;
(d) assist the Debtors in all financial matters relating to
the bankruptcies; and,
(e) assist in the bankruptcy cases as may be necessary and
appropriate.
Wayne Layton will be paid at an hourly rate ranging from $70 to
$175. The Debtors requested to pay Wayne Layton monthly in an
amount not to exceed $750 a month.
Wayne Layton, officer of the accounting firm of Wayne N. Layton,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Wayne Layton can be reached at:
Wayne N. Layton, CPA
WAYNE N. LAYTON, CPA, PLLC
1200 W Thatcher Blvd.
Safford, AZ 85546
Phone: (928) 428-0800
Fax: (928) 428-0802
Email: layton@wlaytoncpa.com
About Palmer Farms
Palmer Farms, Incorporated, Palmer Cattle, LLC, Marco Duane Palmer
and Elena Pavlovna Palmer filed chapter 11 petitions (Bankr. D.
Ariz. Case Nos. 4:16-bk-10202-BMW, 4:16-bk-10201-BMW, and
4:16-bk-10206-SHG, respectively) on Sept. 2, 2016. The petition was
signed by Marco D. Palmer, manager.
Palmer Farms and Palmer Cattle are represented by Michael McGrath,
Esq., Isaac D. Rothschild, Esq., and Jeffrey J. Coe, Esq., at Mesch
Clark Rothschild. Marco D. and Elena P. Palmer are represented by
Dennis J. Clancy, Esq., at Raven, Clancy & McDonagh, P.C.
At the time of filing, the Debtor estimated assets at $500,000 to
$1 million and liabilities at $1 million to $10 million. The case
is assigned to Judge Brenda Moody Whinery.
Marco and Elena Palmer are husband and wife and live in Thatcher,
Arizona. Marco is a fifth generation farmer who has farmed in
Thatcher for over 40 years. Marco Palmer is the former
vice-president of the irrigation district in Thatcher, Arizona. In
about 2010, the Palmers expanded into cattle ranching.
Palmer Farms operates a farm on approximately 1200 acres in
Thatcher, Arizona. It primarily grows cotton and durum wheat and
employs four employees. Palmer Farms currently subleases about 500
acres to Danny Curley.
Palmer Cattle is a cattle ranch but does not currently own any
cattle. The ranch owns equipment and feed and has the capacity to
raise cattle, however, in July of 2014, Great Western Bank, N.A.,
directed Palmer Cattle to not purchase any cattle, despite knowing
that Palmer Cattle had acquired a large amount of feed and
equipment for the cattle operation.
PERFORMANCE SPORTS: Announces Executive Leadership Changes
----------------------------------------------------------
Performance Sports Group Ltd. has appointed Dan Sills to serve as
executive vice president, Hockey and Mike Thorne to serve as
executive vice president, Baseball/Softball. Sills and Thorne
started in their new roles on November 1. Thorne replaces Todd
Harman, whose employment with the Company ended on October 28.
The Company also announced the departure of Amir Rosenthal,
President, effective October 28, and the appointment of Jennifer
Hughey as its new senior vice president, Supply Chain, effective
November 1.
About Performance Sports Group Ltd.
Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER,
MISSION, MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names
and are distributed by sales representatives and independent
distributors throughout the world. In addition, the Company
distributes its hockey products through its Burlington,
Massachusetts and Bloomington, Minnesota Own The Moment Hockey
Experience retail stores.
The ultimate parent BPS US Holdings, Inc., along with 17 affiliated
entities, including Performance Sports Group Ltd., each filed a
voluntary Chapter 11 petition on Oct. 31, 2016, after reaching a
deal to sell all assets to a group of investors led by Sagard
Capital Partners, L.P. and Fairfax Financial Holdings for $575
million. The cases are pending before the Honorable Kevin J.
Carey, and are jointly administered under Bankr. D. Del. Lead Case
No. 16-12373.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison LLP, as
counsel; Young Conaway Stargatt & Taylor, LLP, as co-counsel;
Stikeman Elliott LLP, as Canadian legal counsel; Centerview LLP, as
investment banker to the Special Committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher, as communications and relations advisors; KPMG
LLP, as auditors; Ernst & Young LLP, as CCAA monitor; and Prime
Clerk LLC, as claims, noticing and solicitation agent.
PETROQUEST ENERGY: Incurs $23.3 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Petroquest Energy, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common stockholders of $23.30 million on $17.09
million of revenues for the three months ended Sept. 30, 2016,
compared to a net loss available to common stockholders of $51.91
million on $26.87 million of revenues for the three months ended
Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss available to common stockholders of $86.58 million on
$50.23 million of revenues compared to a net loss available to
common stockholders of $235.2 million on $92.87 million of revenues
for the same period a year ago.
As of Sept. 30, 2016, Petroquest had $174.4 million in total
assets, $411.2 million in total liabilities and a total
stockholders' deficit of $236.8 million.
"Our liquidity position has been negatively impacted by the
prolonged decline in commodity prices that began in late 2014. In
response to lower commodity prices we have taken the following
actions during 2015 and 2016 aimed at preserving liquidity,
reducing overall debt levels and extending debt maturities:
* Completed the sale of substantially all of our interests in
Oklahoma for $278 million;
* Reduced our 2016 capital expenditure budget to between $15
million and $20 million, as compared to 2015 spending of
approximately $65 million;
* Suspended the quarterly dividend on our outstanding Series B
Preferred Stock saving $5.1 million annually;
* Completed two debt exchanges reducing debt maturing in 2017
from $350 million to $22.7 million;
* Reduced total debt 34% from $425 million at December 31, 2014
to $280.3 million at September 30, 2016;
* Entered into a new $50 million Multidraw Term Loan Agreement
maturing in 2020; and
* Launched a process to secure a drilling joint venture in East
Texas.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/kLtrVj
About PetroQuest
PetroQuest Energy, Inc., is an independent energy company engaged
in the exploration, development, acquisition and production of oil
and natural gas reserves in East Texas, Oklahoma, South Louisiana
and the shallow waters of the Gulf of Mexico. PetroQuest's common
stock trades on the New York Stock Exchange under the ticker PQ.
In its quarterly report for the period ending June 30, 2016, the
Company stated, "Our substantially decreased level of capital
spending has had and is expected to continue to have a negative
impact on our production and cash flow from operating activities.
We expect production to continue to decline throughout 2016 and
when combined with current commodity prices and our existing cost
structure, including 10% interest expense on the $280 million of
debt represented by our 2017 Notes and 2021 Notes, we believe that
we will continue to incur significant losses and negative cash flow
from operating activities for the remainder of 2016. In addition,
$136 million of the indebtedness represented by our 2017 Notes will
mature on September 1, 2017 and would be reflected as a current
liability on our September 30, 2016 balance sheet if not refinanced
prior to the filing of our Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2016, which would raise
substantial doubt about our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended June 30, 2016.
"We are evaluating additional sources of liquidity including asset
sales, joint ventures, exchange offers and alternative financing
arrangements to replace the Credit Agreement, but there is no
assurance that these sources will provide sufficient, if any,
incremental liquidity. We are also evaluating various options to
address the September 2017 maturity of our 2017 Notes as well as
assessing our overall capital structure. These options include
additional public or private exchanges of 2017 Notes for new
secured debt and/or common stock, refinancing the 2017 Notes with
unsecured debt and/or common stock as well as a broader
restructuring of our 2017 and 2021 Notes. To assist the Board of
Directors and management team in evaluating these options, we have
retained Jefferies LLC and Seaport Global as our financial advisors
and Porter Hedges LLP as our legal advisor. There is no assurance
that any refinancing or debt or equity restructuring will be
possible or that additional equity or debt financing can be
obtained on acceptable terms, if at all. If we are unable to
improve our liquidity position, and refinance or restructure our
debt, we may seek bankruptcy protection to continue our efforts to
restructure our business and capital structure. As a part of that
process, we may have to liquidate our assets and may receive less
than the value at which those assets are carried on our
consolidated financial statements."
* * *
PetroQuest Energy carries a 'Caa3' corporate family rating from
Moody's Investors Service.
In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy Inc. to 'CCC' from 'SD'. "The upgrade
reflects our reassessment of the company's corporate credit rating
following the exchange of the majority of its outstanding 10%
senior unsecured notes due September 2017 at par," said S&P Global
Ratings credit analyst Daniel Krauss. The negative outlook
reflects the company's current debt leverage levels, which S&P
views to be unsustainable, as well as its less than adequate
liquidity position.
PHARMACOGENETICS DIAGNOSTIC: Case Summary & 20 Unsecured Creditors
------------------------------------------------------------------
Debtor: Pharmacogenetics Diagnostic Laboratory, LLC
dba PGXL Laboratories
dba PGX Laboratories
201 East Jefferson Street, Suite 309
Louisville, KY 40202
Case No.: 16-33404
Nature of Business: Health Care
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Western District of Kentucky (Louisville)
Judge: Hon. Thomas H. Fulton
Debtor's Counsel: Charity Bird Neukomm, Esq.
KAPLAN & PARTNERS LLP
710 West Main Street, 4th Floor
Louisville, KY 40202
Tel: 502-540-8285
Fax: 502-540-8282
E-mail: cneukomm@kplouisville.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Dr. Roland Valdes, Jr., president/CEO.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/kywb16-33404.pdf
QUANTUM CORP: Posts $3.8M Net Income in Fiscal Second Quarter 2017
------------------------------------------------------------------
Quantum Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $3.82 million on $134.7 million of total revenue for the three
months ended Sept. 30, 2016, compared to a net loss of $11.22
million on $117.02 million of total revenue for the three months
ended Sept. 30, 2015.
For the six months ended Sept. 30, 2016, the Company reported net
income of $31,000 on $251.02 million of total revenue compared to a
net loss of $21.98 million on $227.9 million of total revenue for
the same period a year ago.
As of Sept. 30, 2016, Quantum had $220.9 million in total assets,
$344.3 million in total liabilities and a total stockholders'
deficit of $123.4 million.
As of Sept. 30, 2016, the Company had $29.5 million of cash and
cash equivalents, which is comprised of money market funds and cash
deposits.
"We continue to focus on improving our operating performance,
including efforts to increase revenue and to control costs in order
to improve margins, return to consistent profitability and generate
positive cash flows from operating activities. We believe that our
existing cash and capital resources will be sufficient to meet all
currently planned expenditures, debt service and contractual
obligations and to sustain operations for at least the next 12
months. This belief is dependent upon our ability to achieve gross
margin projections and to control operating expenses in order to
provide positive cash flow from operating activities. Should we be
unable to meet our gross margin or expense objectives, it would
likely have a material negative effect on our cash balances and
capital resources."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/BSGjoM
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive. Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.
For the year ended March 31, 2016, Quantum Corp reported a net loss
of $74.68 million following net income of $16.76 million for the
year ended March 31, 2015.
QUINTESS LLC: Committee Taps Markus Williams as Co-Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Quintess, LLC
seeks approval from the U.S. Bankruptcy Court for the District of
Colorado to hire Markus Williams Young & Zimmermann LLC.
Markus will serve as co-counsel with Brown Rudnick LLP, another
firm tapped by the committee to be its bankruptcy counsel.
The firm will advise the committee regarding the overall
administration of the Debtor's bankruptcy case; examine the conduct
of its affairs, and provide other legal services.
The hourly rates charged by the firm are:
John Young $435
Matthew Faga $325
Paralegal $95
Mr. Young disclosed in a court filing that he and other members of
his firm do not represent any interest adverse to the Debtor.
The firm can be reached through:
John F. Young, Esq.
Markus Williams Young & Zimmermann LLC
1700 Lincoln, Suite 4550
Denver, CO 80203
Tel: (303) 830-0800
Fax: (303) 830-0809
About Quintess LLC
Quintess, LLC, filed a chapter 11 petition (Bankr. D. Colo. Case
No. 16-19955) on Oct. 7, 2016. The petition was signed by Pete
Estler, CEO. The Debtor is represented by Duncan E. Barber, Esq.,
at Shapiro Bieging Barber Otteson LLP and Ron Bender, Esq., at
Levene, Neale, Bender, Yoo & Brill LLP. The case is assigned to
Judge Joseph G. Rosania, Jr. The Debtor estimated assets at $0 to
$50,000 and liabilities at $1 million to $10 million at the time of
the filing.
REALOGY HOLDINGS: Posts $107 Million Net Income for Third Quarter
-----------------------------------------------------------------
Realogy Holdings Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $107 million on $1.64 billion of net revenues for the three
months ended Sept. 30, 2016, compared to net income of $112 million
on $1.66 billion of net revenues for the three months ended Sept.
30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported net
income of $159 million on $4.44 billion of net revenues compared to
net income of $178 million on $4.38 billion of net revenues for the
same period a year ago.
As of Sept. 30, 2016, the Company had $7.45 billion in total
assets, $4.98 billion in total liabilities and $2.46 billion in
total equity.
"While our third quarter results reflect continued pressure on NRT
as expected, we have moved aggressively to improve the business and
enhance NRT's competitiveness with an infusion of talent and new
growth initiatives," said Richard A. Smith, Realogy's chairman,
chief executive officer and president. "We expect these
initiatives to put near-term pressure on margins, but anticipate
that the resulting increase in revenue will deliver improved
financial results over time and position us well to achieve our
long-term goals and drive shareholder value."
For the fourth quarter of 2016, Realogy expects to achieve overall
homesale transaction volume gains in the range of 3% to 5%
year-over-year. RFG's fourth quarter transaction volume is
expected to increase 4% to 6% and NRT transaction volume is
expected to increase 1% to 3%.
For the full year 2016, the Company expects homesale transaction
volume gains in the range of 3% to 4% year-over-year. Realogy also
expects to deliver Operating EBITDA of between $750 million and
$770 million, yielding approximately $425 million to $450 million
of free cash flow.
"Our business model continues to generate significant free cash
flow, which enabled us to accelerate share repurchases during the
third quarter," said Anthony E. Hull, Realogy's executive vice
president, CFO and treasurer. "We will continue to be thoughtful
about deploying our free cash flow, with a balanced approach to
delevering, acquisitions and returning capital to shareholders."
The Company ended the quarter with cash and cash equivalents of
$224 million. Total long-term corporate debt, including the
short-term portion, net of cash and cash equivalents (net corporate
debt), totaled $3.3 billion at Sept. 30, 2016. The Company's net
debt leverage3 was 3.8 times at Sept. 30, 2016.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/CyWWao
About Realogy Holdings Corp.
Realogy Holdings Corp. (NYSE: RLGY) is a global leader in
residential real estate franchising with company-owned real estate
brokerage operations doing business under its franchise systems as
well as relocation and title services. Realogy's brands and
business units include Better Homes and Gardens(R) Real Estate,
CENTURY 21(R), Coldwell Banker(R), Coldwell Banker Commercial(R),
The Corcoran Group(R), ERA(R), Sotheby's International Realty(R),
NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's
franchise system members operate approximately 13,500 offices with
251,000 independent sales associates doing business in 104
countries around the world. Realogy is headquartered in Madison,
N.J.
Realogy Holdings reported net income attributable to the Company of
$143 million on $5.32 billion of net revenues for the year ended
Dec. 31, 2014, compared to net income attributable to the Company
of $438 million on $5.28 billion of net revenues during the prior
year.
* * *
In the Aug. 1, 2013, edition of the TCR, Moody's Investors Service
upgraded the corporate family rating of Realogy Group to to B2
from B3. The upgrade to B2 CFR is driven by expectations for
ongoing strong financial performance, supported by Realogy's
recently-concluded debt and equity financing activities and a
continuing recovery in the US existing home sale market.
As reported by the TCR on Feb. 18, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Realogy Corp. to
'B+' from 'B'.
"The one notch upgrade in the corporate credit rating to 'B+'
reflects an increase in our expectation for operating performance
at Realogy in 2013, and S&P's expectation that total lease
adjusted debt to EBITDA will improve to the low-6x area and funds
from operations (FFO) to total adjusted debt will be improve to
the high-single-digits percentage area in 2013, mostly due to
EBITDA growth in the low- to mid-teens percentage area in 2013,"
S&P said.
RENEGADE HOLDINGS: Final Decree Sought; Cash Motion Declared Moot
-----------------------------------------------------------------
Judge Benjamin A. Kahn on Nov. 2, 2016, entered an order denying as
moot Renegade Holdings, Inc., et al.'s motion to use cash
collateral after due consideration of the filings and statements of
the parties in the Debtors' bankruptcy case.
On Sept. 8, 2014, the Court entered an Order Confirming Second
Amended and Restated Joint Plan of Reorganization, confirming the
Trustee's plan of reorganization as amended therein.
The Second Amended and Restated Joint Plan of Liquidation has been
fully consummated.
Gerald A. Jeutter, Jr., Substitute Chapter 11 Trustee for Renegade
Holdings, Inc., Alternative Brands, Inc. and Renegade Tobacco Co.,
on March 24, 2016, filed a motion for final decree. However,
additional time was required to make further distributions under
the Plan.
On Sept. 23, 2016, the Trustee filed another motion seeking a final
decree closing the Chapter 11 cases.
In the latest Final Decree Motion, the Trustee said that in
consummation of the Plan, the Trustee has paid all allowed priority
claims and all allowed unsecured claims in accordance with the
Plan.
The Trustee has filed a final report (March 24, 2016) and paid its
final quarterly fees to the Clerk.
The Trustee and his professionals have filed their final
applications for compensation and these claims will be paid as
administrative claims in full, once approved.
The Debtors' bank accounts have a zero balance and, accordingly,
the Trustee is now ready for entry of a final decree by the Court.
About Renegade Holdings
Renegade Holdings and two subsidiaries -- Alternative Brands, Inc.
and Renegade Tobacco Company -- filed for Chapter 11 protection
(Bankr. M.D.N.C. Lead Case No. 09-50140) on Jan. 28, 2009, and
exited bankruptcy on June 1, 2010. They were put back into
bankruptcy July 19, 2010, when Judge William L. Stocks vacated the
reorganization plan, in part because of a criminal investigation of
owner Calvin Phelps and the companies regarding what authorities
called "unlawful trafficking of cigarettes."
Alternative Brands is a federally licensed manufacturer of tobacco
products consisting primarily of cigarettes and cigars. Renegade
Tobacco distributes the tobacco products produced by ABI through
wholesalers and retailers in 19 states and for export. ABI also
is a contract fabricator for private label brands of cigarettes
and cigars which are produced for other licensed tobacco
manufacturers.
The stock of RHI is owned indirectly by Calvin A. Phelps through
his ownership of the stock of Compliant Tobacco, LLC which, in
turn, owns all of the stock of RHI which in turn owns all of the
stock of RTC and ABI. Mr. Phelps was the chief executive officer
of all three companies. All three of the Debtors' have their
offices and production facilities in Mocksville, North Carolina.
In August 2010, the Bankruptcy Court approved the appointment of
Peter Tourtellot, managing director of turnaround-management
company Anderson Bauman Tourtellot Vos & Co., as Chapter 11
trustee.
On July 16, 2016, Mr. Tourtellot passed away. An order appointing
Gerald A. Jeutter, Jr. ("Trustee") as substitute Chapter 11 Trustee
was entered August 16, 2016.
RESIDENTIAL CAPITAL: Court Sustains Objections to Claim No. 3759
----------------------------------------------------------------
Judge Martin Glenn of the United States Bankruptcy Court for the
Southern District of New York sustained the ResCap Borrower Claims
Trust's remaining objection to Frank Reed's Claim No. 3759.
Reed's claim against GMACM Mortgage LLC arose from its alleged
wrongful foreclosure on Reed's property on Matlack Drive in
Moorestown, New Jersey.
In September of 2014, the bankruptcy court conducted an evidentiary
hearing on Reed's claims against GMACM, and ultimately awarded Reed
$17,469 under the New Jersey Consumer Fraud Act (the "CFA"). Reed
successfully appealed to the district court, which found that the
bankruptcy court improperly excluded certain evidence relating to
alleged damages resulting from the wrongful foreclosure action
initiated by GMACM. The case was remanded to determine whether
Reed suffered any cognizable damages caused by the foreclosure
unrelated to the property on Matlack Drive.
The bankruptcy court conducted an evidentiary hearing from
September 26, 2016 to September 29, 2016, and following the trial,
took the matter under submission.
Judge Glenn found that Reed failed to prove by a preponderance of
the evidence that he suffered any cognizable damages recoverable on
his remaining CFA claim beyond what he was previously awarded.
Therefore, the Trust's objection to Reed's claim was sustained and
Reed's claim was expunged.
A full-text copy of Judge Glenn's November 7, 2016 memorandum
opinion and order is available at
http://bankrupt.com/misc/nysb12-12020-10208.pdf
ResCap Borrower Claims Trust is represented by:
Barbara K. Hager, Esq.
REED SMITH LLP
Princeton Forrestal Village
136 Main Street, Suite 250
Princeton, NJ 08540
Email: bhager@reedsmith.com
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally
Financial nor Ally Bank is included in the bankruptcy filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.7 billion in assets and $15.3 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of its
mortgage servicing and origination platform assets to Ocwen Loan
Servicing, LLC and Walter Investment Management Corporation for $3
billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.
RIDGE MANOR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Ridge Manor Oaks, LLC
34413 Cedarfield Drive
Dade City, FL 33523
Case No.: 16-09612
Chapter 11 Petition Date: November 8, 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
Total Assets: $1.8 million
Total Liabilities: $2.47 million
The petition was signed by Robert L. Carson, manager.
The Debtor listed Yamaha Golf Car Co. as its largest unsecured
creditor holding a claim of $8,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/flmb16-09612.pdf
RIVER BEND: Seeks to Employ Gary Egger as Financial Consultant
--------------------------------------------------------------
River Bend Geo Services, LLC, seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Gary
Egger as financial consultant.
The Debtor requires Gary Egger to:
(a) close the Debtor's books as of the date of the filing of
the case, and to open new books as of the next day thereafter;
(b) establish a new bookkeeping system to replace the current
system heretofore used by the Debtor;
(c) prepare the periodic statements of the Debtor in
possession's operations as required by the rules of the Court;
and,
(d) assist in preparing and filing the Debtor's income tax
returns.
Gary Egger will be paid at an hourly rate of $50.00.
Gary Egger, the financial consultant, assured the Court that he is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.
About River Bend Geo
River Bend Geo Services, LLC filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Case No. 16-42751) on July 20, 2016. Judge Mark X
Mullin presides over the case.
S DIAMOND STEEL: Wants Jan. 15 Exclusive Period Extension
---------------------------------------------------------
S Diamond Steel, Inc. asks the U.S. Bankruptcy Court for the
District of Arizona to extend its exclusive period to file a
chapter 11 plan and disclosure statement from November 8, 2016 to
January 15, 2017.
The Debtor relates that its Schedules show one disputed claim, that
of the Board of Trustee of California Iron Workers Pension Trust.
The Debtor further relates that the Trust has filed a Motion for
Relief From the Automatic Stay and that the Debtor had filed a
Response to the Motion. The Debtor adds that a hearing on the
Motion has not been set.
The Debtor contends that the Trust has yet to file its Proof of
Claim. The Debtor anticipates that litigation between it and the
Trust will have an impact on the preparation and timing of the
filing of a chapter 11 plan and disclosure statement.
About S Diamond Steel, Inc.
S Diamond Steel, Inc., based in Phoenix, AZ, filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 16-07846) on July 11, 2016. The
petition was signed by Matthew Miles Stevens, president. The case
is assigned to Judge Brenda K. Martin. The Debtor is represented
by Allan NewDelman, Esq., at Allan D. NewDelman P.C. The Debtor
disclosed $1.59 million in total assets and $5.58 million in total
liabilities.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of S Diamond Steel, Inc.
SALDIVAR HOME: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Saldivar Home Health Inc.
P.O. Box 3531
Alice, TX 78333
Case No.: 16-52586
Nature of Business: Health Care
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Dean William Greer, Esq.
DEAN W. GREER
2929 Mossrock, Suite 117
San Antonio, TX 78230
Tel: 210-342-7100
Fax: 210-342-3633
E-mail: dwgreer@sbcglobal.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Basil P. Casteleyn Jr., COO.
A copy of the Debtor's list of 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txwb16-52586.pdf
SAM DANIEL: Seeks to Hire Kogan Law Firm as Legal Counsel
---------------------------------------------------------
Sam Daniel Dason DDS seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Kogan Law Firm, APC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.
Michael Kogan, Esq., the attorney designated to represent the
Debtor, will be paid an hourly rate of $500 while his associate
will be paid $300 an hour.
Mr. Kogan disclosed in a court filing that his firm does not
represent any interest adverse to that of the Debtor.
The firm can be reached through:
Michael S. Kogan, Esq.
Kogan Law Firm, APC
1849 Sawtelle Blvd., Suite 700
Los Angeles, CA 90025
Phone: (310) 954-1690
Email: mkogan@koganlawfirm.com
About Sam Daniel Dason DDS
Sam Daniel Dason DDS, A Professional Dental Corporation, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C. D.
Calif. Case No. 16-19604) on October 28, 2016. The petition was
signed by Sam Dason, president.
The case is assigned to Judge Mark D. Houle.
At the time of the filing, the Debtor disclosed $112,200 in assets
and $4.44 million in liabilities.
Dr. Dason, in his own individual capacity, filed a separate Chapter
7 bankruptcy case (Case No. 16-11635) on Feb. 26, 2016.
SARPONG LLC: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on Nov. 7 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Sarpong LLC.
Sarpong LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 16-22225) on September 12, 2016. The
petition was signed by Samspon B. Sarpong, member.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
SEAWORLD PARKS: S&P Cuts CCR to B+ on Weak Operating Performance
----------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Orlando, Fla.-based theme park operator SeaWorld Parks &
Entertainment Inc. to 'B+' from 'BB-'. The outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's $1.7 billion senior secured credit facility to 'BB-' from
'BB', in line with the lower corporate credit rating. The '2'
recovery rating on this debt is unchanged, reflecting S&P's
expectation for substantial (70% to 90%; lower half of the range)
recovery for lenders in the event of a payment default.
"The downgrade reflects our lowered forecast for 2016 adjusted
EBITDA to decline in the low-teens percentage area, driven by
continued declines in international attendance at Florida parks,
adverse weather events, and wage increases across the portfolio
reported in the third quarter of 2016," said S&P Global Ratings
credit analyst Justin Gerstley.
Further, S&P lowered its preliminary estimate for EBITDA in 2017 to
flat to a decline in the low-single digits. As a result, S&P
expects that lease-adjusted debt to EBITDA will be elevated above
S&P's previous 5x downgrade threshold for a prolonged period,
increasing to the mid-5x area through 2017.
The negative rating outlook reflects S&P's expectation that
adjusted debt to EBITDA will likely remain weak compared to S&P's
5.5x downgrade threshold through 2017. In addition, the company
still faces challenges regarding reputational risk, and the
economic recession in Brazil and U.S. dollar strength may remain
key drivers for reduced travel to the Orlando market and attendance
at SeaWorld Orlando.
SEMLER SCIENTIFIC: Files Third Quarter Form 10-Q
------------------------------------------------
Semler Scientific, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $362,000 on $1.98 million of revenue for the three months ended
Sept. 30, 2016, compared to a net loss of $1.58 million on $1.56
million of revenue for the same period during the prior year.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $2.33 million on $5.11 million of revenue compared to a
net loss of $4.29 million on $4.06 million of revenue for the nine
months ended Sept. 30, 2015.
As of Sept. 30, 2016, Semler had $2.96 million in total assets,
$5.76 million in total liabilities and a total stockholders'
deficit of $2.80 million.
The Company had cash of $517,000 at Sept. 30, 2016, compared to
$405,000 at Dec. 31, 2015, and total current liabilities of
$3,317,000 at Sept. 30, 2016 compared to $4,108,000 at Dec. 31,
2015. As of Sept. 30, 2016, the Company had negative working
capital of approximately $1,769,000.
In January 2016, the Company borrowed an aggregate of $1,500,000
from Mr. William H.C. Chang pursuant to two separate promissory
notes and also issued two 2-year warrants to acquire an aggregate
228,572 shares of the Company's common stock at an exercise price
of $1.75 per share. On March 31, 2016, the Company borrowed
$700,000 from an accredited investor pursuant to a promissory note
and also issued a 2-year warrant to acquire an aggregate 79,459
shares of the Company's common stock at $1.85 per share. On
April 5, 2016, the Company borrowed $160,000 from the same
accredited investor pursuant to a promissory note and also issued a
2-year warrant to acquire an aggregate of 18,162 shares of its
common stock at $1.85 per share. On May 20, 2016, the Company
borrowed $80,000 from the same accredited investor pursuant to a
promissory note and also issued a 2-year warrant to acquire an
aggregate of 9,081 shares of the Company's common stock at $1.85
per share. In July 2016, the Company entered into some software
and equipment financing arrangements.
"We have incurred recurring losses since inception and expect to
continue to incur losses as a result of costs and expenses related
to our marketing and other promotional activities, research and
continued development of our products and services. Our principal
sources of cash have included the issuance of equity, including our
February 2014 initial public offering of common stock, and to a
lesser extent, recent private placement offerings of common stock,
borrowings under loan agreements, the issuance of promissory notes,
and revenue from leasing our product and selling our testing
services. We expect that our operating expenses will continue to
grow in order to grow our revenues and, as a result, we will need
to generate significant additional net revenues to achieve
profitability. For these reasons, our independent registered
public accountants' report for the year ended December 31, 2015
includes an explanatory paragraph that expresses substantial doubt
about our ability to continue as a "going concern." This doubt
continues to exist.
"Although we do not have any current capital commitments, we expect
that we may increase our expenditures to continue our efforts to
grow our business and commercialize our products and services.
Accordingly, we currently expect to make additional expenditures in
both sales and marketing, and invest in our corporate
infrastructure. We also expect to invest in our research and
development efforts. We do not have any definitive plans as to the
exact amounts or particular uses at this time, and the exact
amounts and timing of any expenditure may vary significantly from
our current intentions. However, in order to execute on our
business plan, and given our current available cash, we anticipate
that we will need to raise additional capital. To improve operating
cash flow, in 2015, we implemented measures to reduce expenses and
renegotiated longer payment terms in our existing contracts. There
is no assurance that additional financing will be available when
needed or that management will be able to obtain financing on
acceptable terms or whether or not we will generate sufficient
revenues to become profitable and have positive operating cash
flow. If we are unable to raise sufficient additional funds when
necessary, we may need to curtail making additional expenditures
and could be required to scale back our business plans, or make
other changes until sufficient additional capital is raised to
support further operations. There can be no assurance that such a
plan will be successful."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/IGSRV1
About Semler Scientific
Semler Scientific, Inc., provides diagnostic and testing services
to healthcare insurers and physician groups. The Portland,
Oregon-based Company develops, manufactures and markets
proprietary products and services that assist healthcare providers
in evaluating and treating chronic diseases.
Semler Scientific reported a net loss attributable to common
stockholders of $8.50 million on $7 million of total revenue for
the year ended Dec. 31, 2015, compared to a net loss attributable
to common stockholders of $4.51 million on $3.63 million of total
revenue for the year ended Dec. 31, 2014.
BDO USA, LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has negative working
capital, a deficit in stockholders' equity, recurring losses from
operations and expects continuing future losses that raise
substantial doubt about its ability to continue as a going concern.
SENSUS USA: Moody's Withdraws B2 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service has withdrawn all debt ratings of Sensus
USA Inc. Sensus has been acquired by Xylem Inc., a U.S.-based
provider of water and wastewater infrastructure equipment and
services with annual revenues of over $3.5 billion.
RATINGS RATIONALE
Pursuant to the terms of the transaction, all rated debt at Sensus
has been prepaid at closing.
Rating actions:
Corporate Family Rating -- B2 Withdrawn
Probability of Default Rating -- B2-PD Withdrawn
$75 mil. Senior Secured First Lien Revolving Credit Facility
due 2021 Rating -- B2 (LGD-3) Withdrawn
$625 mil. Senior Secured First Lien Term Loan due 2023 Rating –
B2 (LGD-3) Withdrawn
Outlook -- Stable – Withdrawn
Sensus USA Inc. is a leading provider of advanced utility
infrastructure systems, metering technologies and related
communication systems to the worldwide utility industry. The
company reported revenues of approximately $870 million for the
latest twelve months ended June 30, 2016. Xylem Inc. provides
water and wastewater infrastructure equipment and services across
the entire water cycle - collection, distribution, use and return
to environment.
SEVENTY SEVEN: Reports Financial Results for Third Quarter 2016
---------------------------------------------------------------
Seventy Seven Energy Inc. on Nov. 9, 2016, reported financial and
operational results for the one month ended July 31, 2016 for its
Predecessor and the two months ended September 30, 2016 for its
Successor. Upon emergence from Chapter 11 bankruptcy on August 1,
2016, SSE adopted fresh-start accounting, which resulted in the
Company becoming a new entity for financial reporting purposes.
References to "Successor" relate to the financial position and the
results of operations of the reorganized SSE as of and subsequent
to August 1, 2016. References to "Predecessor" refer to the
financial position of SSE prior to August 1, 2016 and the results
of operations through July 31, 2016. As a result of the
application of fresh-start accounting and the effects of the
implementation of the plan of reorganization, the financial
statements on or after August 1, 2016 are not comparable with the
financial statements prior to that date. Key information related
to SSE for the one month ended July 31, 2016 and two months ended
September 30, 2016 is as follows:
-- Emerged from bankruptcy on August 1, 2016, which reduced debt
by $1.115 billion
-- Net Loss of $36.5 million and $11.6 million for the two
months ended September 30, 2016 and the one month ended July 31,
2016, respectively
-- Consolidated Adjusted EBITDA of $8.5 million and $3.0 million
for the two months ended
September 30, 2016 and one month ended July 31, 2016, respectively
-- 29 rigs currently operating; 22 additional rigs under
contract
Active rig count has more than doubled during the past six months
For the two months ended
September 30, 2016 and one month ended July 31, 2016, SSE reported
total revenues of $79.7 million and $40.4 million, respectively, a
13% decrease compared to revenues of $138.1 million for the three
months ended June 30, 2016, and a 44% decrease compared to revenues
of $213.5 million for the three months ended September 30, 2015.
Net loss for the two months ended September 30, 2016 and one month
ended July 31, 2016 was $36.5 million and $11.6 million, or $1.66
and $0.21 per fully diluted share, respectively, compared to a net
loss for the three months ended June 30, 2016 of $84.5 million, or
$1.53 per fully diluted share, and a net loss of $48.5 million, or
$0.95 per fully diluted share, for the three months ended September
30, 2015. SSE's adjusted EBITDA was $8.5 million and $3.0 million
for the two months ended September 30, 2016 and one month ended
July 31, 2016, respectively, compared to adjusted EBITDA of $31.5
million for the three months ended June 30, 2016 and adjusted
EBITDA of $41.1 million for the three months ended September 30,
2015.
Adjusted EBITDA is a non-GAAP financial measure.
"Having completed the restructuring process in the quarter, we are
now focused completely on maximizing our strong asset base and
operational expertise to grow our business as the industry seems to
enter the start of a recovery period," Chief Executive Office Jerry
Winchester said. "As our numbers demonstrate, the drilling rig
market is indeed improving but low pricing for hydraulic fracturing
remains challenging.
"The loss in the quarter that we experienced in pressure pumping
can be attributed to an ongoing competitive pricing environment,
our commitment to maintaining service quality and the strategic
decision to invest in a new large, long-term customer. That said,
while I am always hesitant to call the bottom of a cycle, our
increased rig activity and recent pricing and utilization gains in
hydraulic fracturing indicate that an upturn in market conditions
is approaching."
Drilling
SSE's drilling segment contributed revenues of $43.0 million and
$20.1 million and adjusted EBITDA of $24.6 million and $12.9
million during the two months ended September 30, 2016 and one
month ended July 31, 2016, respectively, compared to revenues of
$62.8 million and adjusted EBITDA of $40.6 million for the three
months ended June 30, 2016 and revenues of $80.3 million and
adjusted EBITDA of $41.6 million for the three months ended
September 30, 2015. The $0.3 million increase in revenues for the
two months ended September 30, 2016 and one month ended July 31,
2016 compared to the three months ended June 30, 2016 was primarily
due to a 39% increase in revenue days (which is the aggregate
number of days each active rig generated revenue) mostly offset by
a decrease in idle-but-contracted payments of $9.6 million.
Revenues from non-CHK customers as a percentage of total segment
revenues increased from 37% for the three months ended June 30,
2016, to 41% and 39% for the two months ended September 30, 2016
and one month ended July 31, 2016, respectively. As of September
30, 2016, approximately 75% of SSE's active rigs were contracted by
non-CHK customers and SSE had a total drilling revenue backlog of
$206.1 million.
As a percentage of drilling revenues, drilling operating costs were
44% and 37% during the two months ended September 30, 2016 and one
month ended July 31, 2016, respectively, compared to 37% for the
three months ended June 30, 2016 and 52% for the three months ended
September 30, 2015. Operating costs were $18.8 million and $7.4
million for the two months ended September 30, 2016 and one month
ended July 31, 2016, respectively, compared to $23.0 million for
the three months ended June 30, 2016 and $41.4 million for the
three months ended September 30, 2015. Average operating costs per
revenue day for the two months ended September 30, 2016 and one
month ended July 31, 2016 decreased 18% from the three months ended
June 30, 2016, primarily due to a decrease in fixed labor-related
costs.
As of September 30, 2016, the Company's marketed fleet consisted of
90 rigs, 72 of which are multi-well pad capable.
Hydraulic Fracturing
SSE's hydraulic fracturing segment contributed revenues of $30.5
million and $17.5 million and adjusted EBITDA of ($8.0) million and
($6.1) million during the two months ended September 30, 2016 and
one month ended July 31, 2016, respectively, compared to revenues
of $66.9 million and adjusted EBITDA of $2.8 million for the three
months ended June 30, 2016 and revenues of $118.1 million and
adjusted EBITDA of $15.0 million for the three months ended
September 30, 2015. The decrease in revenues from the three months
ended June 30, 2016 compared to the two months ended September 30,
2016 and one month ended July 31, 2016 was primarily due to a 29%
decrease in revenue per stage as a result of significant reductions
in pricing in order to maintain healthy long-term customer
relationships and to continue to diversify our business. Revenues
from non-CHK customers as a percentage of total segment revenues
increased from 21% in the three months ended June 30, 2016 to 52%
and 49% in the two months ended September 30, 2016 and one month
ended July 31, 2016, respectively. As of September 30, 2016, SSE's
hydraulic fracturing revenue backlog was $67.4 million with an
average duration of 9 months.
As a percentage of hydraulic fracturing revenues, hydraulic
fracturing operating costs were 127% and 135% for the two months
ended September 30, 2016 and one month ended July 31, 2016,
respectively, compared to 96% for the three months ended June 30,
2016 and 88% for the three months ended September 30, 2015.
Average operating costs per stage for the two months ended
September 30, 2016 and one month ended July 31, 2016 decreased 5%
from the three months ended June 30, 2016 primarily due to a
decrease in product costs.
As of September 30, 2016, SSE owned 13 hydraulic fracturing fleets
with an aggregate of 500,000 horsepower operating in the Anadarko
Basin and the Eagle Ford and Utica Shales.
Oilfield Rentals
SSE's oilfield rentals segment contributed revenues of $6.1 million
and $2.9 million and adjusted EBITDA of $0.6 million and $0.2
million during the two months ended September 30, 2016 and one
month ended July 31, 2016, respectively, compared to revenues of
$8.4 million and adjusted EBITDA of $0.1 million for the three
months ended June 30, 2016 and revenues of $15.0 million and
adjusted EBITDA of $1.5 million for the three months ended
September 30, 2015. Revenues from non-CHK customers as a
percentage of total segment revenues increased from 48% in the
three months ended June 30, 2016 to 62% and 57% in the two months
ended September 30, 2016 and one month ended July 31, 2016,
respectively.
As a percentage of oilfield rental revenues, operating costs were
93% and 94% for the two months ended September 30, 2016 and one
month ended July 31, 2016, respectively, compared to 100% for the
three months ended June 30, 2016 and 93% for the three months ended
September 30, 2015. The decrease in operating costs as a
percentage of revenues was due to declines in labor-related costs
and sub-contracting services in the two months ended September 30,
2016 and one month ended July 31, 2016 compared to the three months
ended June 30, 2016. Operating costs were $5.7 million and $2.7
million during the two months ended September 30, 2016 and one
month ended July 31, 2016, respectively, compared to $8.4 million
for the three months ended June 30, 2016 and $14.0 million for the
three months ended September 30, 2015.
Former Oilfield Trucking
During the second quarter of 2015, SSE sold its drilling rig and
logistics business and water hauling assets. As of June 30, 2015,
there were no remaining assets or operations in the oilfield
trucking segment, although we do have ongoing liabilities,
primarily related to insurance claims, whose income statement
impact is charged to general and administrative expense.
Reorganization Items
Reorganization items totaled $16.5 million for the one month ended
July 31, 2016, consisting of a $632.1 million non-cash gain on
liabilities subject to compromise, a $596.0 million non-cash loss
on fresh-start fair value adjustments, a $25.1 million non-cash
charge related to stock-based compensation accelerations and a $6.8
million non-cash expense for the fair value of the warrants issued
to Predecessor stockholders. Additionally, professional fees and
debt issuance write-off costs totaled $19.8 million and $0.8
million, respectively, for the one month ended July 31, 2016. The
Company incurred professional fees of $0.2 million for the two
months ended September 30, 2016.
General and Administrative Expenses
General and administrative expenses were $16.6 million and $4.7
million for the two months ended September 30, 2016 and one month
ended July 31, 2016, respectively, compared to $39.7 million for
the three months ended June 30, 2016 and $26.7 million for the
three months ended September 30, 2015. General and administrative
expenses for corporate functions settled in cash were $8.4 million
and $4.0 million for the two months ended September 30, 2016 and
one month ended July 31, 2016, respectively, compared to $11.8
million for the three months ended June 30, 2016 and $15.5 million
for the three months ended September 30, 2015. The decrease
compared to the third quarter of 2015 was primarily due to declines
in consulting fees.
SSE incurred restructuring charges of $0.3 million and ($0.4)
million for the two months ended September 30, 2016 and one month
ended July 31, 2016, respectively, compared to $23.5 million for
the three months ended June 30, 2016, respectively. Additionally,
general and administrative expenses include non-cash compensation
of $7.6 million and $1.0 million for the two months ended September
30, 2016 and one month ended July 31, 2016, respectively, compared
to $4.1 million and $8.3 million for the three months ended June
30, 2016 and three months ended September 30, 2015, respectively,
and severance-related costs of $0.3 million and a nominal amount
for the two months ended September 30, 2016 and one month ended
July 31, 2016, respectively, compared to $0.3 million and $1.5
million for three months ended June 30, 2016 and three months ended
September 30, 2015, respectively.
Liquidity
As of September 30, 2016, SSE had cash of $23.0 million and working
capital of $88.9 million. As of November 4, 2016, SSE had cash of
$43.8 million and the Company's revolving credit facility remained
undrawn. As of September 30, 2016, SSE had $2.6 million of
purchase commitments related to future capital expenditures that
the Company expects to incur during the last quarter of 2016.
Capital expenditures totaled $6.1 million and $6.7 million for the
two months ended September 30, 2016 and one month ended July 31,
2016, respectively, which primarily consisted of investments in new
PeakeRigs(TM). For the two months ended September 30, 2016 and
seven months ended July 31, 2016, capital expenditures totaled $6.1
million and $82.8 million, respectively.
About Seventy Seven Energy
Headquartered in Oklahoma City, Seventy Seven Energy Inc. (SSE) --
http://www.77nrg.com/-- provides wellsite services and equipment
to U.S. land-based exploration and production customers. SSE's
services include drilling, hydraulic fracturing and oilfield
rentals and its operations are geographically diversified across
many of the most active oil and natural gas plays in the onshore
U.S., including the Anadarko and Permian basins and the Eagle Ford,
Haynesville, Marcellus, Niobrara and Utica shales.
Each of Seventy Seven Finance Inc., Seventy Seven Energy Inc.,
Seventy Seven Operating LLC, Great Plains Oilfield Rental, L.L.C.,
Seventy Seven Land Company LLC, Nomac Drilling, L.L.C., Performance
Technologies, L.L.C., PTL Prop Solutions, L.L.C., SSE Leasing LLC,
Keystone Rock & Excavation, L.L.C. and Western Wisconsin Sand
Company, LLC filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case Nos. 16-11409 to 16-11419,
respectively) on June 7, 2016.
The Debtors listed total assets of $1.77 billion and total
liabilities of $1.72 billion.
The Debtors have engaged Baker Botts LLP as general bankruptcy
counsel; Morris, Nichols, Arsht & Tunnell LLP as co-counsel; Lazard
Freres & Co. LLC as investment banker; Alvarez & Marsal as
restructuring advisor; and Prime Clerk LLC as notice, claims and
balloting agent.
Judge Laurie Selber Silverstein is assigned to the cases.
* * *
The Troubled Company Reporter, on Sept. 30, 2016, reported that
Moody's Investors Service assigned new ratings to Seventy Seven
Operating LLC (SSO), an operating subsidiary of Seventy Seven
Energy, Inc. (SSE), including a Caa1 Corporate Family Rating, a
Caa1-PD Probability of Default Rating (PDR), and Caa1 ratings to
its senior secured term loan due 2020 and incremental senior
secured term loan due 2021. These rating assignments follow the
company's emergence from Chapter 11 bankruptcy proceedings. The
rating outlook is stable.
SKYPEOPLE FRUIT: Gets Extended Stay of Nasdaq Listing Suspension
----------------------------------------------------------------
SkyPeople Fruit Juice, Inc., a producer of fruit juice
concentrates, fruit juice beverages and other fruit-related
products, on Nov. 7, 2016, disclosed that it has been granted an
extended stay as to the suspension of the Company's shares from
trading by the NASDAQ Hearings Panel (the "Panel") until the
Company's scheduled hearing before the Panel on December 15, 2016
and issuance of a final Panel decision.
On Oct. 19, 2016, the Company requested a hearing before the Panel
to appeal the delisting determination from the staff of the Listing
Qualifications Department of NASDAQ (the "NASDAQ Staff"), which
request automatically stayed the delisting of the Company's
securities for 15 calendar days or until November 3, 2016. At the
time of the request, the Company also requested an extension of the
stay beyond the 15-day period. On November 2, 2016, the Panel
notified the Company that it will extend the stay and maintain the
status quo with respect to the Company's listing on the NASDAQ
Global Market until it fully reviews the facts of the matter and
makes a final determination regarding the Company's listing status
following the December 15, 2016 hearing. The Panel also indicated
that it will continue to monitor corporate events, and may revisit
its determination at any time.
The Company's scheduled hearing before the Hearings Panel is to
appeal a delisting determination letter received on October 12,
2016 from NASDAQ Staff. The letter notified the Company that since
it had not filed its Annual Report on Form 10-K for the fiscal year
ended December 31, 2015 and its Quarterly Reports on Form 10-Q for
the quarterly periods ended March 31, 2016 and June 30, 2016,
respectively, by October 11, 2016, the deadline by which the
Company was to file all reports in order to regain compliance with
NASDAQ Listing Rule 5250(c)(1) (the "NASDAQ Rule"), the Company's
common stock is subject to delisting from the NASDAQ Global
Market.
The Company is working assiduously to complete its delayed SEC
filings of its financial statements and to regain compliance with
the NASDAQ Rule as soon as possible.
About SkyPeople Fruit Juice
SkyPeople Fruit Juice, Inc. (NASDAQ: SPU), a Florida company,
through its wholly-owned subsidiary Pacific Industry Holding Group
Co., Ltd. ("Pacific"), a Vanuatu company, and SkyPeople Juice
International Holding (HK) Ltd., a company organized under the laws
of Hong Kong Special Administrative Region of the People's Republic
of China and a wholly owned subsidiary of Pacific, holds 73.42%
ownership interest in SkyPeople Juice Group Co., Ltd. ("SkyPeople
(China)") and 100% ownership interest in SkyPeople Foods (China)
Co., Ltd. ("SkyPeople Foods China"). SkyPeople (China) and
("SkyPeople Foods China"), together with their operating
subsidiaries in China, are engaged in the production and sales of
fruit juice concentrates, fruit beverages, and other fruit related
products in the PRC and overseas markets. The Company's fruit
juice concentrates are sold to domestic customers and exported
directly or via distributors. Fruit juice concentrates are used as
a basic ingredient component in the food industry. Its brands,
"Hedetang" and "SkyPeople," which are registered trademarks in the
PRC, are positioned as high quality, healthy and nutritious end-use
juice beverages.
SPECTRUM HEALTHCARE: Committee Taps Klestadt as Legal Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Spectrum
Healthcare LLC seeks approval from the U.S. Bankruptcy Court for
the District of Connecticut to hire legal counsel.
The committee proposes to hire Klestadt Winters Jureller Southard &
Stevens, LLP to give legal advice regarding its duties under the
Bankruptcy Code, assist in the negotiation of financing deals,
assist in the preparation of a bankruptcy plan, and provide other
legal services.
The firm's standard hourly rates are:
Partners $475 - $675
Associates $250 - $375
Paralegals $150
Klestadt has agreed with the committee that it will discount its
fees to reflect a maximum blended hourly rate of $400.
Fred Stevens, Esq., at Klestadt, 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:
Fred Stevens, Esq.
Klestadt Winters Jureller
Southard & Stevens, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Tel: (212) 972-3000
About Spectrum Healthcare
Spectrum Healthcare, LLC and its four affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016.
The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC, in Bridgeport, Connecticut.
At the time of filing, the Debtors listed the following assets and
liabilities:
Total Estimated
Assets Liabilities
---------- -----------
Spectrum Healthcare $282,369 $500K-$1M
Spectrum Healthcare Derby $2,068,467 $1M-$10M
Spectrum Healthcare Hartford $4,188,568 N/A
Spectrum Healthcare Manchester, LLC $2,729,410 N/A
Spectrum Healthcare Torrington, LLC $3,321,626 N/A
The petitions were signed by Sean Murphy, chief financial officer.
Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10,
2012.
SPECTRUM HEALTHCARE: Committee Taps Zeisler as Local Counsel
------------------------------------------------------------
The official committee of unsecured creditors seeks approval from
the U.S. Bankruptcy Court for the District of Connecticut to hire
Zeisler & Zeisler, P.C. as local counsel.
The firm will, among other things, advise the committee as to law
and procedure relevant to its representation and the practice of
bankruptcy law in the District of Connecticut.
James Berman, Esq., and Stephen Kindseth, Esq., the attorneys
designated to represent the committee, will be paid $500 and $415
per hour, respectively.
Mr. Berman disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
James Berman, Esq.
Zeisler & Zeisler, P.C.
10 Middle Street, 15th Floor
Bridgeport, CT 06604
Phone: 203-368-4234
Fax: 203-367-9678
About Spectrum Healthcare
Spectrum Healthcare, LLC and its four affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016.
The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC, in Bridgeport, Connecticut.
At the time of filing, the Debtors listed the following assets and
liabilities:
Total Estimated
Assets Liabilities
---------- -----------
Spectrum Healthcare $282,369 $500K-$1M
Spectrum Healthcare Derby $2,068,467 $1M-$10M
Spectrum Healthcare Hartford $4,188,568 N/A
Spectrum Healthcare Manchester, LLC $2,729,410 N/A
Spectrum Healthcare Torrington, LLC $3,321,626 N/A
The petitions were signed by Sean Murphy, chief financial officer.
Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10,
2012.
SPECTRUM HEALTHCARE: Taps Murtha Cullina as Special Counsel
-----------------------------------------------------------
Spectrum Healthcare, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Connecticut to hire Murtha Cullina, LLP
as special counsel.
The firm will represent Spectrum Healthcare Hartford LLC, an
affiliate of Spectrum, before the Department of Public Health and
the Centers for Medicare and Medicaid Services.
Heather Berchem, Esq., and Dena Castricone, Esq., the attorneys
designated to provide the services, will be paid $450 and $375 per
hour, respectively.
Dena Castricone disclosed in a court filing that her firm does not
hold or represent any interest adverse to that of the Debtor.
Murtha Cullina can be reached through:
Dena Castricone, Esq.
Murtha Cullina, LLP
One Century Tower
265 Church Street, 9th Floor
New Haven, CT 06510
Phone: 203-772-7700/203-772-7767
Fax: 203-772-7723
Email: dcastricone@murthalaw.com
About Spectrum Healthcare
Spectrum Healthcare, LLC and its four affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016.
The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC, in Bridgeport, Connecticut.
At the time of filing, the Debtors listed the following assets and
liabilities:
Total Estimated
Assets Liabilities
---------- -----------
Spectrum Healthcare $282,369 $500K-$1M
Spectrum Healthcare Derby $2,068,467 $1M-$10M
Spectrum Healthcare Hartford $4,188,568 N/A
Spectrum Healthcare Manchester, LLC $2,729,410 N/A
Spectrum Healthcare Torrington, LLC $3,321,626 N/A
The petitions were signed by Sean Murphy, chief financial officer.
Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10,
2012.
STANFORD INT'L: Receiver, Plaintiffs Agree to Settle Claims vs BMB
------------------------------------------------------------------
The court-appointed receiver for Stanford International Bank Ltd.
and certain investor plaintiffs have reached an agreement to settle
all claims asserted or that could have been asserted against Bowen,
Miclette & Britt Inc. relating to or in any way concerning SIB or
any other Stanford-related entity.
As part of the agreement, the receiver and plaintiffs have
requested order that permanently enjoin all person, including
Stanford Investors.
Pursuant to the terms of the settlement, the Receivership Estate
will receive $12.85 million.
On October 19, 2016, the U.S. District Court for the Northern
District of Texas, which oversees the Receivership case, entered a
Scheduling Order setting a hearing on the Motion to Approve the BMB
Settlement and establishing a schedule for the submission of
objections.
The Court has set a hearing on the Motion to Approve the BMB
Settlement at 10:00 a.m. on January 20, 2017. Any party wishing to
file an objection to the BMB Settlement must do so no later than
Friday, December 30, 2016.
Complete copies of the settlement agreement, the proposed bar
orders, and other settlement documents are available at
http://www.stanfordfinancialreceivership.com
Interested parties may file written objections with the U.S.
District Court for the Northern District of Texas on or before Dec.
30. 2016
About Stanford Group
The Stanford Financial Group was a privately held international
group of financial services companies controlled by Allen Stanford,
until it was seized by United States (U.S.) authorities in early
2009.
Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under management
or advisement. Stanford Private Wealth Management served more than
70,000 clients in 140 countries.
On Feb. 16, 2009, the United States District Court for the Northern
District of Texas, Dallas Division, signed an order appointing
Ralph Janvey as receiver for all the assets and records of Stanford
International Bank, Ltd., Stanford Group Company, Stanford Capital
Management, LLC, Robert Allen Stanford, James M. Davis and Laura
Pendergest-Holt and of all entities they own or control. The
February 16 order, as amended March 12, 2009, directs the Receiver
to, among other things, take control and possession of and to
operate the Receivership Estate, and to perform all acts necessary
to conserve, hold, manage and preserve the value of the
Receivership Estate.
The case in district court was Securities and Exchange Commission
v. Securities Investor Protection Corp., 11-mc-00678, U.S. District
Court, District of Columbia (Washington).
The U.S. Securities and Exchange Commission charged before the U.S.
District Court in Dallas, Texas, Mr. Stanford and three of his
companies for orchestrating a fraudulent, multi-billion dollar
investment scheme centering on an US$8 billion Certificate of
Deposit program.
A criminal case was pursued against him before the U.S. District
Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21
charges of multi-billion dollar fraud, money-laundering and
obstruction of justice. Assistant Attorney General Lanny Breuer,
as cited by Agence France-Presse News, said in a 57-page indictment
that Mr. Stanford could face up to 250 years in prison if convicted
on all charges. Mr. Stanford surrendered to U.S. authorities after
a warrant was issued for his arrest on the criminal charges.
STONE ENERGY: Posts Net Loss of $89.6M in Third Quarter 2016
------------------------------------------------------------
Stone Energy Corporation on Nov. 7 reported financial and
operational results for the third quarter of 2016. Some items of
note include:
-- Production volumes exceeded the upper end of third quarter
2016 guidance
-- Execution of a restructuring support agreement with
noteholders
-- Execution of a purchase and sale agreement for Appalachian
assets
-- Amethyst well stimulation initiated
Financial Results
Stone reported a third quarter of 2016 net loss of $89.6 million,
or $16.01 per share, on oil and gas revenue of $93.4 million,
compared to a net loss of $292.0 million, or $52.82 per share, on
oil and gas revenue of $128.4 million in the third quarter of 2015.
The adjusted net loss for the third quarter of 2016, which
excludes impairment charges of $36.5 million, was $41.5 million, or
$7.40 per share. Net cash provided by operating activities totaled
$35.0 million for the third quarter of 2016, while discretionary
cash flow totaled $24.6 million during the third quarter of 2016,
as compared to $53.3 million and $66.9 million, respectively,
during the third quarter of 2015.
Net daily production during the third quarter of 2016 averaged 39.1
thousand barrels of oil equivalent (MBoe) per day (235 million
cubic feet of gas equivalent (MMcfe) per day), compared to net
daily production of 29.0 MBoe (174 MMcfe) per day in the second
quarter of 2016 and net daily production of 39.8 MBoe (239 Mcfe)
per day in the third quarter of 2015. The third quarter 2016
production mix was approximately 43% oil, 38% natural gas and 19%
natural gas liquids (NGLs), and included approximately 20 MBoe (123
MMcfe) per day from the Gulf of Mexico (GOM) and 19 MBoe (112
MMcfe) per day from Appalachia.
Production guidance for the fourth quarter of 2016 is estimated at
41 - 43 MBoe per day (246 - 258 MMcfe per day). This guidance
assumes the Mary field is online throughout the fourth quarter of
2016 under the interim midstream agreement, with Appalachia
averaging approximately 120 MMcfe – 140 MMcfe per day. Our full
year production guidance has been adjusted to account for these
factors as well. Our updated production guidance for fiscal year
2016 is 35 - 37 MBoe (210 - 222 MMcfe) per day.
Prices realized during the third quarter of 2016 averaged $45.50
per barrel of oil, $9.72 per barrel of NGLs and $1.93 per Mcf of
natural gas. Average realized prices for the third quarter of 2015
were $69.59 per barrel of oil, $7.82 per barrel of NGLs and $2.09
per Mcf of natural gas. Effective hedging transactions increased
the average realized price of natural gas by $0.30 per Mcf and
increased the average realized price of oil by $3.40 per barrel in
the third quarter of 2016. Effective hedging transactions
increased the average realized price of natural gas by $0.44 per
Mcf and increased the average realized price of oil by $24.08 per
barrel in the third quarter of 2015.
Lease operating expenses during the third quarter of 2016 totaled
$17.0 million ($4.72 per Boe or $0.79 per Mcfe), compared to $24.2
million ($6.62 per Boe or $1.10 per Mcfe) in the third quarter of
2015. The decrease in third quarter 2016 lease operating expenses
is primarily attributable to service cost reductions, the
implementation of cost-savings measures and operating efficiencies.
Lease operating expenses are expected to increase in the fourth
quarter of 2016 due to a scheduled well intervention operation on
the deep water Amethyst well.
Other operational expenses during the third quarter of 2016 totaled
$9.1 million, compared to $0.4 million in the third quarter of
2015. The increase is primarily due to charges related to the
terminations of an offshore vessel contract and our Appalachian
drilling rig contract, and rig subsidy and stacking charges
associated with a deep water rig, the Appalachian rig and the
platform rig at Pompano. Other operational expenses for the nine
months ended September 30, 2016 totaled $49.3 million, and included
$6.0 million relating to a non-cash, cumulative foreign currency
loss, $27.5 million in contract termination charges and $15.3
million in rig subsidy charges. We expect other operational
expenses to decline significantly in the fourth quarter of 2016 due
to the termination of the rig and vessel contracts.
Transportation, processing and gathering (TP&G) expenses during the
third quarter of 2016 totaled $10.6 million ($2.96 per Boe or $0.49
per Mcfe), compared to $18.2 million ($4.97 per Boe or $0.83 per
Mcfe) during the third quarter of 2015. This decrease is due
primarily to the beneficial terms of the interim gas gathering and
processing agreement in Appalachia that was executed at the end of
the second quarter of 2016. Since production rates in Appalachia
continue to improve, we also expect TP&G expenses to increase in
the fourth quarter of 2016. TP&G guidance for 2016 has been
updated accordingly.
Depreciation, depletion and amortization (DD&A) on oil and gas
properties for the third quarter of 2016 totaled $58.9 million
($16.08 per Boe or $2.68 per Mcfe), compared to $61.9 million
($16.60 per Boe or $2.77 per Mcfe), in the third quarter of 2015.
The decrease is primarily attributable to the ceiling test
write-downs of oil and gas properties.
Salaries, general and administrative (SG&A) expenses (exclusive of
incentive compensation) for the third quarter of 2016 were $15.4
million ($4.29 per Boe or $0.71 per Mcfe), compared to $19.6
million ($5.34 per Boe or $0.89 per Mcfe), in the third quarter of
2015. The decrease in SG&A was primarily attributable to staff and
other cost reductions and termination charges associated with the
early termination of an office lease.
Incentive compensation expense for the third quarter of 2016 was
$2.2 million, compared to $0.8 million in the third quarter of
2015. The 2016 incentive compensation cash bonuses are calculated
based on the achievement of certain strategic objectives for each
quarter of 2016. Portions of the 2016 incentive cash bonuses
replace amounts previously awarded to employees as stock-based
compensation, which is reflected in SG&A, resulting in higher
incentive compensation expense in the third quarter of 2016
compared to the third quarter of 2015.
Accretion expense for the third quarter of 2016 was $10.1 million,
compared to $6.5 million in the third quarter of 2015. The
increase was due to a higher applicable discount rate used to
calculate the present value of the asset retirement obligations
compared to prior years. Stone expects accretion expense to remain
relatively flat for the remainder of 2016.
Interest expense for the third quarter of 2016 was $16.9 million,
compared to $10.9 million in the third quarter of 2015. The
increase in interest expense was primarily due to an increase in
borrowed funds, combined with a lower capitalized portion. Stone
expects interest expense to remain relatively flat for the
remainder of 2016.
Restructuring expenses for the third quarter of 2016 were $5.8
million. These fees related to expenses supporting a restructuring
effort including legal and financial advisory costs for Stone, the
Company's bank group and its noteholders. The quarterly amount of
restructuring fees is difficult to forecast as they will be highly
dependent on the level of legal and financial advisory activity.
Capital Expenditures Update
Capital expenditures for the third quarter of 2016 were
approximately $25.8 million, which included $7.7 million of
previously committed seismic expenditures and $4.4 million of
plugging and abandonment expenditures. Third quarter 2016 capital
expenditures included drilling two horizontal wells in Appalachia.
During the third quarter of 2016, we incurred charges of
approximately $9.1 million for rig stacking or subsidy expenses,
the termination of our drilling rig contract with an Appalachian
rig contractor and the termination of an offshore vessel contract,
all of which were charged to other operational expenses and
excluded from capital expenditures. Further, $4.8 million of SG&A
expenses and $6.9 million of interest were capitalized during the
third quarter of 2016, and were excluded from the capital
expenditure budget. Third quarter 2015 capital expenditures were
approximately $124.6 million, which included $23.9 million of
plugging and abandonment expenditures, and excluded $6.0 million of
SG&A expenses and $10.3 million of interest that were capitalized.
For the nine months ended September 30, 2016, capital expenditures
totaled $139.2 million, which included $15.4 million of seismic
expenditures and $13.5 million of plugging and abandonment
expenditures. The rig stacking, subsidy and termination charges
for the nine months ended September 30, 2016 totaled $42.8 million
and were included in other operational expenses.
In early 2016, Stone's Board of Directors authorized an initial
2016 capital expenditure budget of $200 million, which did not
include rig subsidies or rig stacking expenses that were projected
to be approximately $40 million to $50 million. The budget was
primarily focused on the Pompano platform rig development program
and drilling one deep water development well and one or two deep
water exploration wells.
However, to further reduce capital expenditures for 2016, we
elected to temporarily stack the Pompano platform drilling rig in
place. The Company currently expects to resume drilling operations
in early 2017. In addition, as previously announced, the Company
reached an agreement to terminate its deep water rig contract,
offshore vessel contract, and Appalachian rig contract.
This updated rig schedule and other cost reduction efforts have
decreased the Company's projected annual capital expenditures,
which are now expected to approximate $160 million to $170 million
for 2016. The budget excludes acquisitions, capitalized SG&A and
interest. As noted above, the rig stacking, subsidy and
termination charges were accounted for in other operational
expenses (not capital expenditures) and are expected to be
approximately $46 million for 2016.
Supplemental Bonding Update
The Company said "As previously reported, on March 21, 2016, the
Bureau of Ocean Energy Management ('BOEM') notified Stone that we
no longer qualified for a supplemental bonding waiver under the
financial criteria specified in BOEM's guidance to lessees at that
time. In late March 2016, we proposed a tailored plan to BOEM for
financial assurances relating to our abandonment obligations, which
provides for posting incremental financial assurances in favor of
BOEM. On May 13, 2016, we received notice letters from BOEM
rescinding its demand for supplemental bonding with the
understanding that we will continue to work with BOEM to finalize
the implementation of our long-term tailored plan. We have
submitted our tailored plan to BOEM and are awaiting its review and
approval."
"Additionally, on July 14, 2016, BOEM issued a Notice to Lessees
('NTL') that augments requirements for the posting of additional
financial assurances by offshore lessees. The NTL, effective
September 12, 2016, does away with the agency's past practice of
waiving supplemental bonding obligations where a company could
demonstrate a certain level of financial strength. Instead, BOEM
will allow companies to 'self-insure,' but only up to 10% of a
company's 'tangible net worth.' BOEM tentatively expects to
approve or deny tailored plans submitted by lessees on or around
September 11, 2017, although extensions may be granted to companies
actively working with BOEM to finalize tailored plans. We received
a 'Self-Insurance' letter from BOEM dated
September 30, 2016 stating that we are not eligible to self-insure
any of our additional security obligations. We received a
'Proposal' letter from BOEM dated October 20, 2016 indicating that
additional security will be required, and we intend to work with
BOEM to adjust our previously submitted tailored plan for the
provision of new financial assurances required to be posted as a
result of the new NTL. Our revised proposed plan would require
approximately $35 million to $40 million of incremental financial
assurance or bonding for 2016 through 2017, a portion of which may
require cash collateral. Under the revised plan, additional
financial assurance would be required for subsequent years. There
is no assurance this tailored plan will be approved by BOEM."
Liquidity Update
"As previously reported, on June 14, 2016, we entered into an
amendment with our bank group, which amended the credit agreement
to (i) increase the borrowing base to $360.0 million from $300.0
million, (ii) provide for no redetermination of the borrowing base
by the lenders until January 15, 2017, other than an automatic
reduction upon the sale of certain of the company's properties,
(iii) permit second lien indebtedness to refinance the existing
1 3/4% Senior Convertible Notes due in March 2017 (the "2017
Convertible Notes") and 7 1/2% Senior Notes due in 2022 ("the 2022
Notes"), (iv) revise the maximum Consolidated Funded Leverage ratio
to be 5.25x for the fiscal quarter ending June 30, 2016, 6.50x for
the fiscal quarter ending September 30, 2016, 9.50x for the fiscal
quarter ending December 31, 2016 and 3.75x thereafter, (v) require
minimum liquidity of at least $125.0 million until January 15,
2017, (vi) impose limitations on capital expenditures to $60.0
million from June 2016 through December 2016 (excluding up to $25
million for completion expenditures in Appalachia), (vii) grant the
lenders a perfected security interest in all deposit accounts and
(viii) provide for anti-hoarding cash provisions for amounts in
excess of $50.0 million to apply after December 10, 2016. Upon
execution of the amendment, we repaid $56.8 million of borrowings,
resulting in the elimination of our borrowing base deficiency and
bringing our total borrowings and letters of credit outstanding
under the credit facility in conformity with the $360.0 million
borrowing base. We were in compliance with all covenants under the
amended bank credit facility as of September 30, 2016, however, the
minimum liquidity requirement and other restrictions under the
credit facility may prevent us from being able to meet our interest
payment obligation on the 2022 Notes in the fourth quarter of 2016
as well as the subsequent maturity of our 2017 Convertible Notes.
Additionally, we anticipate that we could exceed the Consolidated
Funded Leverage financial covenant of 3.75x at the end of the first
quarter of 2017 unless a material portion of our debt is repaid,
reduced or exchanged into equity."
"We have an interest payment obligation under our 2022 Notes of
approximately $29.2 million, due on November 15, 2016. The
indenture governing the 2022 Notes provides a 30-day grace period
that extends the latest date for making this cash interest payment
to December 15, 2016 before an event of default occurs under the
indenture, which would give the trustee or the holders of at least
25% in principal amount of the 2022 Notes the option to accelerate
payment of the principal plus accrued and unpaid interest on the
2022 Notes.
"As of September 30, 2016, the current portion of long-term debt of
$292.8 million consisted of $292.4 million of 2017 Convertible
Notes and $0.4 million of principal payments due within one year on
our building loan. On September 30 and November 7, 2016, we had
$341.5 million of outstanding borrowings and $12.5 million of
outstanding letters of credit, leaving $6.0 million of availability
under the bank credit facility.
"As of September 30, 2016 and November 7, 2016, Stone had cash on
hand of approximately $182.4 million and $181.5 million,
respectively."
Restructuring Update
Restructuring Support Agreement
"As previously announced, on October 20, 2016, we entered into a
restructuring support agreement (the 'RSA') with noteholders
holding approximately 85.4% of the aggregate principal amount of
the 2017 Convertible Notes and the 2022 Notes (together the 'Notes'
and the holders thereof, the 'Noteholders'), to support a
restructuring on the terms of a pre-packaged plan of reorganization
(the 'Plan'). The RSA contemplates that Stone will file for
voluntary relief under chapter 11 of the United States Bankruptcy
Code (the 'Bankruptcy Code') in a United States Bankruptcy Court
(the 'Bankruptcy Court') on or before December 9, 2016 to implement
the Plan in accordance with the term sheet annexed to the RSA.
Pursuant to the terms of the RSA, the Noteholders will receive (i)
95% of the common stock in reorganized Stone, (ii) $225 million of
new 7.5% second lien notes due 2022 and (iii) $150 million of the
net cash proceeds from the sale of Stone's approximately 86,000 net
acres in the Appalachia regions of Pennsylvania and West Virginia
(the 'Properties') plus 85% of the net cash proceeds from the sale
of the Properties in excess of $350 million, if any. Existing
common stockholders of Stone will receive their pro rata share of
5% of the common stock in reorganized Stone and warrants for up to
15% of the post-petition equity, exercisable upon the company
reaching certain benchmarks pursuant to the terms of the proposed
new warrants. Further, all claims of creditors with unsecured
claims other than claims by the Noteholders, including vendors,
shall be unaltered and will be paid in full in the ordinary course
of business to the extent such claims are undisputed."
"The RSA contains certain covenants on the part of Stone and the
Noteholders who are signatories to the RSA, including that such
Noteholders will vote in favor of the Plan, support the sale of the
Properties, and otherwise facilitate the restructuring transaction,
in each case subject to certain terms and conditions in the RSA.
Consummation of the Plan will be subject to customary conditions
and other requirements, as well as the sale by Stone of the
Properties for a cash purchase price of at least $350 million and
approval of the Bankruptcy Court. The RSA also provides for
termination by each party, or by either party, upon the occurrence
of certain events, including without limitation, termination by the
Noteholders upon Stone's failure to achieve certain milestones set
forth in Schedule 1 to the RSA, as amended by the RSA Amendment,
discussed below."
"On November 4, 2016, we entered into an amendment to the RSA (the
'RSA Amendment') with the Noteholders pursuant to which (i) Stone
will be obligated to, at any time upon the written request of the
Noteholders or their counsel, provide in writing to counsel to the
Noteholders the good faith estimate of Stone -- together with
documentation requested by the Noteholders or their counsel -- of
any cure amounts or other payment obligations of Stone arising or
resulting from the assumption of executory contracts or unexpired
leases on both a 'per contract' basis and in the aggregate, (ii)
the Noteholders will have the option to terminate the RSA at any
time that the Noteholders determine, in their sole discretion, that
the total amount of all such payments exceeds an amount acceptable
to the Noteholders, (iii) the Noteholders will have the unilateral
right to extend the automatic termination of the RSA if the
restructuring transactions contemplated by the RSA are not
consummated by the one-hundredth (100th) calendar day after the
Company files for chapter 11 bankruptcy, and (iv) solicitation will
commence by November 10, 2016."
Assuming implementation of the Plan, Stone expects that it will
eliminate approximately $850 million in principal of outstanding
debt and reduce its annual interest payment burden by approximately
$46 million.
Although Stone intends to pursue the restructuring in accordance
with the terms set forth in the RSA and the RSA Amendment, there
can be no assurance that we will be successful in completing a
restructuring or any other similar transaction on the terms set
forth in the RSA and the RSA Amendment, on different terms or at
all.
Purchase and Sale Agreement
As previously announced, on October 20, 2016, Stone entered into a
purchase and sale agreement (the "PSA") with TH Exploration III,
LLC, an affiliate of Tug Hill, Inc., for the sale of the Properties
for $360 million in cash, subject to customary purchase price
adjustments (the "Purchase Price").
The sale has an effective date of June 1, 2016. From October 20,
2016 through December 19, 2016 (the "Diligence Period"), the
intended purchaser will conduct customary due diligence to assess
the aggregate dollar value of any title and environmental defects
associated with the Properties. The parties expect to close the
sale by February 25, 2017, subject to customary closing conditions
and approval by the Bankruptcy Court.
The PSA may be terminated, upon the occurrence of certain events,
subject to certain exceptions, including without limitation (i) if
the closing has not occurred by March 1, 2017, (ii) if, on or prior
to the end of the Diligence Period, title and environmental defect
amounts (after application of customary thresholds and
deductibles), casualty losses and the value of any assets excluded
from the Properties due to the exercise of preferential purchase
rights or consents equal or exceed $10 million in the aggregate,
and (iii) if Stone fails to file for bankruptcy on or before
December 9, 2016.
Bank Credit Facility
The Company said "We have also been engaged in discussions and have
exchanged proposals with the lenders under our bank credit facility
with respect to the treatment of the bank credit facility in a
chapter 11 proceeding and a related amendment to the bank credit
facility; however, no agreement has been reached. While we expect
to continue discussions and related negotiations with the lenders
under our bank credit facility, there can be no assurance that an
agreement will be reached."
Operational Update
The Company said "Pompano Platform Production Update (Deep Water).
On June 28, 2016, the gas processing plant in Pascagoula,
Mississippi experienced an explosion that shut down the facility,
which is currently expected to return to operation late in the
fourth quarter of 2016. Although Stone has no direct interest in
the plant, it processed approximately 20-25 MMcf per day (gross) of
gas produced from the Pompano platform. On July 21, 2016, we
negotiated an agreement to flow gas to an alternate market, which
allowed us to produce oil and gas from the Pompano platform with no
additional pipeline curtailments. Our arrangement does not
guarantee available capacity, so gas re-injection remains a
fallback option if needed."
"Mississippi Canyon 26 – No. 1 Amethyst Well (Deep Water). As
previously reported, production from our Amethyst well was shut in
during late April 2016 to allow for a technical evaluation. During
the first week of November, we initiated acid stimulation work and
are intermittently flowing the well while we continue to observe
and evaluate the well's performance. We have identified potential
factors which may explain the reason for the April 2016 pressure
decline and ultimate production shut in. If the well continues to
perform, we expect to flow and evaluate the well for an extended
period of time at a 10-15 MMcf per day rate, although the gas
export pipeline capacity may be temporarily restricted due to the
Pascagoula gas plant outage.
"Mississippi Canyon 109 – No. A-22 Well Recompletion (Deep
Water). On September 27, 2016, we initiated recompletion
operations on the Mississippi Canyon 109 No. A-22 ST1 well to
target the "H" sand in the Pliocene interval. We expect the well
to resume production in mid-November with initial volumes estimated
to range from 300 to 350 Boe per day. Stone holds a 100% working
interest in this well, which ties back to our Amberjack platform.
"Pompano Platform Drilling Program (Deep Water). In early June
2016, we temporarily stacked the platform rig in place to preserve
liquidity. We currently expect to resume platform drilling
operations in early 2017. There are up to three additional
development wells to be drilled from the Pompano platform. Each
additional development well is expected to provide production
volumes ranging from 500 to over 1,500 Boe per day per well after
hook-up. Stone holds a 100% working interest in these wells.
"Mississippi Canyon 117 - Rampart Deep and Rampart Shallow (Deep
Water). The Rampart exploration prospects (Deep and Shallow)
target the Miocene interval and are expected to be tied back to the
Pompano platform, if successful. Stone currently holds a 100%
working interest in the prospect and expects to reduce its working
interest before drilling would commence. The prospects are located
nine miles from Stone's Pompano platform, and each well is
estimated to take three months to drill.
"Mississippi Canyon 72 - Derbio (Deep Water). The Derbio prospect
is located five miles from Stone's Pompano platform and targets the
Miocene interval. If successful, a tie-back to the Pompano
platform is likely. Stone currently holds a 100% working interest
in the prospect, although a reduction to its working interest is
expected before drilling would commence. The well is estimated to
take three months to drill.
"Alaminos Canyon 943 - Lamprey (Deep Water). We have engaged in
discussions with potential partners regarding the 100% owned
Lamprey prospect, and we have not secured a partner on this project
to date. A significant reduction to Stone's working interest
would be required before progressing this project.
"Appalachia Basin. As reported on June 29, 2016, Stone entered
into an interim gas gathering and processing agreement to produce
the Mary field in Appalachia. The initial term of the interim
agreement was through August 31, 2016, and it continues on a month
to month basis thereafter, unless terminated by either party.
During the third quarter of 2016, production from the Mary field
averaged over 90 MMcfe per day, with total Appalachia volumes
averaging 112 MMcfe per day. Most wells in Appalachia have
returned to production and we expect daily production rates from
Appalachia to average 120 MMcfe to 140 MMcfe per day in the fourth
quarter.
"During the third quarter of 2016, we negotiated the termination of
the contract for the Appalachia drilling rig. Due to capital
constraints, we expect to limit Appalachian activities for the
remainder of 2016 to maintaining production and core leasehold
interests and to other maintenance operations."
New York Stock Exchange Notifications
The Company said "On April 29, 2016, we were notified by the New
York Stock Exchange ("NYSE") that we were not in compliance with
the NYSE's continued listing requirements, as the average closing
price of our shares of common stock had fallen below $1.00 per
share over a period of 30 consecutive trading days, which is the
minimum average share price for continued listing on the NYSE. On
May 17, 2016, we were notified by the NYSE that our average global
market capitalization had been less than $50 million over a
consecutive 30 trading-day period at the same time that our
stockholders' equity was less than $50 million, which is
non-compliant with the NYSE's rules."
"At the close of business on June 10, 2016, we effected a 1-for-10
reverse stock split in order to increase the market price per share
of our common stock in order to regain compliance with the NYSE's
minimum share price requirement. Stone's shares of common stock
continue to trade on the NYSE under the symbol "SGY" but trade
under the new CUSIP number 861642304. We were notified on July 1,
2016 that we cured the minimum share price deficiency and that we
were no longer considered non-compliant with the $1.00 per share
average closing price requirement, although we remain non-compliant
with the $50 million market capitalization and stockholders' equity
requirements.
"On June 30, 2016, we submitted our 18-month business plan for
curing the average market capitalization and stockholders' equity
deficiencies to the NYSE. The NYSE accepted the plan on August 4,
2016 and will continue to review the company on a quarterly basis
for compliance with the plan. Upon acceptance of the plan by the
NYSE, and after two consecutive quarters of sustained market
capitalization above $50 million, we would no longer be
non-compliant with the market capitalization and stockholders'
equity requirements. During the 18-month cure period, our shares
of common stock will continue to be listed and traded on the NYSE,
unless we experience other circumstances that subject us to
delisting, including abnormally low market capitalization. If we
fail to meet the material aspects of the plan or any of the
quarterly milestones, the NYSE will review the circumstances and
variance, and determine whether such variance warrants commencement
of suspension and delisting procedures. Upon a delisting from the
NYSE, we would commence trading on the OTC Pink. On September 20,
2016, we submitted a second quarter 2016 update to our plan to
mitigate listing deficiencies, and the update was accepted by the
NYSE on September 22, 2016. Upon filing, or announcement of
intention to file, for relief under chapter 11 of the Bankruptcy
Code, a company below a listing standard is subject to immediate
suspension and delisting. However, if we are profitable or have
positive cash flow, or if we are demonstrably in sound financial
health despite the bankruptcy proceedings, the NYSE may evaluate
our plan in light of the filing or announcement of intent to file
without immediately suspending and delisting our common stock."
Other Information
Stone Energy will not be hosting a conference call to discuss the
third quarter of 2016 operational and financial results.
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 reported by the TCR on Oct. 27, 2016, S&P Global Ratings lowered
its corporate credit rating on oil and gas exploration and
production company Stone Energy Corp. to 'CC' from 'CCC-'. The
outlook is negative. The 'CC' ratings reflect Stone's announcement
that it has entered into a restructuring support agreement with
certain holders of its unsecured notes. The company expects to
file for voluntary relief under Chapter 11 on or before Dec. 9
2016.
SUN PROPERTY: Employs Cronin & Cronin as Special Counsel
--------------------------------------------------------
Sun Property Consultants, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of New York to employ of
Cronin & Cronin Law Firm, PLLC, as special counsel to assist the
Debtor in the prosecution of tax certiorari proceedings.
Cronin & Cronin will receive 25% of any recovery, by settlement or
after trial, plus reimbursement of reasonable disbursements.
Sean M. Cronin, Esq., attorney at law of Cronin & Cronin, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Cronin & Cronin can be reached at:
Sean M. Cronin, Esq.
CRONIN & CRONIN LAW FIRM, PLLC
200 Old Country Road, Suite 470
Mineola, NY 11501
Tel.: (516) 747-2220
Email: SCronin@cronintaxlaw.com
About Sun Property Consultants
Sun Property Consultants, Ltd., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-72267) on May
23, 2016. The petition was signed by Rajesh K. Singh, authorized
representative. The Debtor is represented by Marc A. Pergament,
Esq., at Weinberg, Gross & Pergament LLP. The case is assigned to
Judge Louis A. Scarcella. At the time of the filing, the Debtor
estimated its assets at $10 million to $50 million and debt at $1
million to $10 million.
SWING HOUSE: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Swing House Rehearsal and Recording, Inc.
dba Swing House Studios
3229 Casitas Ave
Los Angeles, CA 90039
Case No.: 16-24758
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Robert N. Kwan
Debtor's Counsel: Kurt Ramlo, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Tel: 310-229-1234
Fax: 310-229-1244
E-mail: kr@lnbyb.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Philip Jaurigui, president and
secretary.
A copy of the Debtor's list of 19 largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb16-24758.pdf
TERVITA CORP: Chapter 15 Recognition Hearing Set for December 2
---------------------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York will hold a hearing on Dec. 2, 2016,
at 11:00 a.m. (Eastern Standard Time) in Room 617, One Bowling
Green, New York, New York, to approve the request of Rob Van
Walleghem, foreign representative of Tervita Corporation et al.,
recognizing the Debtors' Canadian Proceedings as foreign main
proceeding pursuant to Section 1517 of the U.S. Bankruptcy Code.
Objections, if any, must be filed no later than 4:00 p.m. (Eastern
Standard Time) on Nov. 23, 2016.
Counsel to the foreign representative:
Latham & Watkins LLP
Mark A. Broude, Esq.
Annemarie V. Reilly, Esq.
885 Third Avenue
New York, NY 10022-4834
Tel: 212-906-1200
Fax: 212-751-4864
Email: mark.broude@lw.com
annemarie.reilly@lw.com
About Tervita
Headquartered in Calgary, Alberta, the Tervita Group's largest line
of business is "midstream services." The Tervita Group delivers
waste processing and management solutions for fluids and solid
waste used in and generated by oil and gas drilling and production.
This includes, among many other services: (i) processing and
disposing of waste by-products created by resource extraction and
(ii) managing the sale of oil and condensate processed and
recovered through the Tervita Group's waste processing facilities.
The Tervita Group also has other lines of business, including
environmental services.
Tervita Corporation and its debtor-affiliates filed for Chapter 15
protection on Oct. 18, 2016 (Bankr. S.D.N.Y. Lead Case No.
16-12920). Rob Van Walleghem is the authorized representative of
the Debtors. Mark A. Broude, Esq., and Annemarie V. Reilly, Esq.,
at Latham & Watkins LLP, represents Mr. Van Walleghem.
The Debtors estimated total assets of C$1.7 billion as of Aug. 31,
2016, and total debts of $2.6 billion as of June 30, 2016.
TEXARKANA ARKANSAS: Taps Hospitality Resource as Management Company
-------------------------------------------------------------------
Texarkana Arkansas Hospitality, LLC, seeks authorization from the
U.S. Bankruptcy Court for the Western District of Arkansas to
employ Hospitality Resource Group as Management Company.
The Debtor requires Hospitality Resource to provide hospitality
accounting to the Debtor's Comfort Suites Hotel located in
Texarkana, Arkansas. Hospitality Resource's list of services
related to accounting are:
(a) budgeting expenses;
(b) forecasting revenues;
(c) processing payables;
(d) collecting receivables;
(e) monthly profit & loss reporting;
(f) brand franchise reporting;
(g) tax authority reporting;
(h) expense control systems;
(i) payroll processing; and
(j) vendor procurement and compliance.
Hospitality Resource shall receive a compensation of 4% of the
Debtor's gross room revenue actually received each month.
Hospitality Resource will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Hospitality Resource does not have a pre-petition balance due from
the Debtor.
Christopher Slattery, Chief Executive Officer of Hospitality
Resource, assured the Court that the group is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Hospitality Resource can be reached at:
Christopher Slattery
HOSPITALITY RESOURCE GROUP
237 Mamaroneck Avenue
White Plains, NY 10605
Tel.: (914) 761-7111
Fax: (914) 761-7854
About Texarkana Arkansas Hospitality
Texarkana Arkansas Hospitality, LLC, doing business as Comfort
Suites, filed a Chapter 11 petition (Bankr. E.D. Ark. Case No.
16-14556) on Aug. 30, 2016. Sukhpal Singh, member, signed the
petition. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney,
PLLC, serves as the Debtors' counsel. The Company estimated both
assets and liabilities at $1 million to $10 million.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Texarkana Arkansas
Hospitality,
LLC, as of Oct. 25, according to a court docket.
TIDEWATER INC: Posts Q2 Net Loss, In Debt Talks with Lenders
------------------------------------------------------------
Tidewater Inc. on Nov. 7 reported a second quarter net loss for the
period ended Sept. 30, 2016, of $178.5 million, or $3.79 per common
share, on revenues of $143.7 million. For the same quarter last
year, net loss was $43.8 million, or $0.93 per common share, on
revenues of $271.9 million. The immediately preceding quarter
ended June 30, 2016, had a net loss of $89.1 million, or $1.89 per
common share, on revenues of $167.9 million.
Included in the net loss for the quarter ended Sept. 30, 2016 were
the following:
-- $129.6 million ($129.6 million after-tax, or $2.75 per share)
in non-cash asset impairment charges that resulted from impairment
reviews undertaken during the September 2016 quarter.
-- $2.5 million ($2.2 million after-tax, or $0.05 per share) of
foreign exchange losses resulting primarily from the strengthening
of the Norwegian kroner on liabilities relative to the U.S.
dollar.
-- $0.6 million ($0.6 million after-tax, or $0.01 per share) of
foreign exchange gains which is included in Equity in net earnings
(losses) of unconsolidated companies and related to the company's
Angola joint venture, Sonatide.
Included in the net loss for the prior fiscal year's quarter ended
September 30, 2015 were the following:
-- $31.7 million ($31.6 million after-tax, or $0.67 per share)
in non-cash asset impairment charges that resulted from impairment
reviews undertaken during the September 2015 quarter.
-- A $7.6 million ($6.3 million after-tax, or $0.13 per share)
restructuring charge related to severance and other termination
costs resulting from right-sizing efforts during the September 2015
quarter.
-- $5.2 million ($5.2 million after-tax, or $0.11 per share) of
foreign exchange losses which is included in Equity in net earnings
(losses) of unconsolidated companies and related to the company's
Angola joint venture, Sonatide.
Included in the net loss for the preceding quarter ended June 30,
2016 were the following:
-- $36.9 million ($36.1 million after-tax, or $0.77 per share)
in non-cash asset impairment charges that resulted from impairment
reviews undertaken during the June 2016 quarter.
-- $2.7 million ($2.6 million after-tax, or $0.06 per share) of
foreign exchange losses, most notably the devaluation of the
Nigerian naira relative to the U.S. dollar.
-- $1.1 million ($1.1 million after-tax, or $0.02 per share) of
foreign exchange losses which is included in Equity in net earnings
(losses) of unconsolidated companies and related to the company's
Angola joint venture, Sonatide.
Income tax expense largely reflects tax liabilities in certain
jurisdictions that levy taxes on bases other than pre-tax
profitability (so called "deemed profit" regimes.)
Status of Discussions with Lenders and Noteholders
The decrease in oil and gas prices that began in the second half of
fiscal 2015 and continued throughout fiscal 2016 has led to
materially lower levels of spending for offshore exploration and
development by the company's customers globally. In addition,
newly constructed vessels have been delivered over the last several
years, exacerbating weak vessel utilization. With reduced demand
for offshore support vessels along with a higher number of newer
generation vessels, the company has experienced a significant
decline in the utilization of its vessels, average day rates
received and vessel revenue. The company has implemented a number
of significant cost reduction measures to mitigate the effects of
significantly lower vessel revenue and, given the currently
challenging offshore support vessel market and business outlook,
continues its efforts to reduce its operating costs and preserve
its liquidity.
At June 30, 2016 and September 30, 2016, the company did not meet
the 3.0x minimum interest coverage ratio covenant (the "minimum
interest coverage ratio requirement") contained in its Revolving
Credit and Term Loan Agreement ("Bank Loan Agreement"), the Troms
Offshore Debt and the 2013 Senior Note Agreement (the "2013 Note
Agreement"). Failure to meet the minimum interest coverage ratio
requirement would have resulted in covenant noncompliance; however,
as discussed in more detail below, limited waivers were received.
Without these limited waivers, the respective lenders and/or the
noteholders would have had the ability to declare the company to be
in default of the Bank Loan Agreement, the Troms Offshore Debt
and/or the 2013 Note Agreement, as applicable, and accelerate the
indebtedness thereunder, the effect of which would be to likewise
cause the company's other Senior Notes, which were issued in 2010
and 2011, to be in default.
The company's bank loans and its notes are linked together by
cross-default provisions, such that if either the lenders or the
noteholders declare the loans or notes to be in default, the other
indebtedness likewise will be in default, and all of the debt at
that time may be accelerated if the majority of lenders or
noteholders under the respective debt agreements elect to
accelerate. If the company is not in compliance with covenants set
forth in the agreements evidencing these debt obligations, and such
non-compliance is not waived, then the holders of a majority of
loans may declare the bank loans to be in default, and the holders
of a majority in principal amount of any of the three classes of
the company's notes may declare that class of notes to be in
default. In such event, all of our indebtedness would be
accelerated, and the company will not have sufficient liquidity to
repay those accelerated amounts. The decision as to whether to
accelerate the debt upon the company's non-compliance with the debt
covenants lies with the lenders and noteholders.
While the company is continuing to work toward amendments to its
various debt arrangements that will be acceptable to all parties,
there is a possibility that the lenders, noteholders and the
company will not be able to negotiate new debt terms that are
acceptable to all parties, in which case the company will likely
seek reorganization under Chapter 11 of the federal bankruptcy
laws, which could include a restructuring of the company's various
debt obligations and could place equity holders at significant risk
of losing some or all of their interests in the company.
Given that the company expected it would not meet the minimum
interest coverage ratio requirement set forth in the Bank Loan
Agreement, the Troms Offshore Debt and the 2013 Note Agreement
during fiscal 2017, which could result in the acceleration of the
debt under these agreements and the company's other Senior Notes,
the report of the company's independent registered public
accounting firm that accompanied the company's audited consolidated
financial statements for the fiscal year ended
March 31, 2016 (the "audit opinion") contained an explanatory
paragraph regarding the company's ability to continue as a going
concern. Such going concern explanatory paragraph was required
because the company's internal forecast indicated that, within
fiscal 2017, the company may no longer be in compliance with the
minimum interest coverage ratio requirement.
In addition, the Bank Loan Agreement and the Troms Offshore Debt
require that the company receive an unqualified audit opinion from
an independent certified public accountant that is not subject to a
going concern or similar modification. The inability of the
company to obtain an audit opinion without any modification is an
independent event of default under these agreements which would
allow the lenders to accelerate the indebtedness thereunder, the
effect of which would be to likewise cause all of the company's
Senior Notes to be in default. The explanatory paragraph in the
audit opinion also references the audit opinion-related event of
default under various borrowing arrangements as an uncertainty that
raises substantial doubt about the company's ability to continue as
a going concern. As a result of the company's failure to receive
an audit opinion with no modifications from the company's
independent certified public accountants, and because the waivers
are for a limited period that is less than one year, all of the
company's indebtedness has been classified as a current liability
in the accompanying consolidated balance sheet since March 31,
2016.
As previously reported, the company obtained limited waivers from
the necessary lenders which waived the unqualified audit opinion
requirement and/or waived the minimum interest coverage ratio
requirement until October 21, 2016. Prior to the October 21, 2016
expiry of such limited waivers, the company obtained limited
waivers from the necessary lenders and noteholders which extend the
waiver of the unqualified audit opinion requirement and/or waive
the minimum interest coverage ratio requirement until November 11,
2016.
The company continues to engage in discussions with its principal
lenders and noteholders to amend the company's various debt
arrangements in advance of the expiration of the waivers on
November 11, 2016. In its October 21, 2016 press release
announcing the most recent extension, the company reported that
recent industry data, including data regarding projected levels of
offshore drilling activity, a primary driver of activity within the
offshore service vessel industry, had led the company to conclude
that important debt terms will require further negotiation. Such
negotiations, if successfully concluded, would require the company
to make certain concessions under the existing agreements, such as
providing collateral to secure the Bank Loan Agreement, the Troms
Offshore Debt and the Senior Notes, repaying a portion of the
indebtedness outstanding under the Bank Loan Agreement, accepting a
reduction in total borrowing capacity under the revolving credit
facility, paying a higher rate of interest, issuing some form of
equity or equity linked compensation enhancement, paying down a
portion of the Troms Offshore Debt and/or Senior Notes, or some
combination of the above. In addition, such amendments will need to
address the audit opinion requirement of the Bank Loan Agreement
and the Troms Offshore Debt (the waiver of which has been extended
until November 11, 2016). Obtaining the covenant relief will
require the company to reach an agreement that satisfies
potentially divergent interests of its principal lenders and
noteholders.
The company's unaudited condensed consolidated financial statements
as of and for the quarter and six months ended September 30, 2016
were prepared assuming the company would continue as a going
concern, which contemplates continuity of operations, realization
of assets and the satisfaction of liabilities in the normal course
of business for the twelve month period following the date of these
consolidated financial statements.
Headquartered in New Orleans, Louisiana, Tidewater is a provider of
Offshore Service Vessels (OSVs) to the global energy industry.
TLC HEALTH NETWORK: Cash Access Extended to Nov. 28
---------------------------------------------------
Judge Carl I. Bucki on Nov. 2, 2016, entered a 15th amended final
order authorizing TLC Health Network to use cash collateral and
incur indebtedness, in effect allowing the Debtor to access cash
until Nov. 28, 2016.
"The Debtor is authorized to use cash collateral and incur
indebtedness through Nov. 28, 2016, in an aggregate amount equal to
the amounts in the Revised Budget with a variance of 7% per line
item permitted; provided that such use will be exclusively in the
ordinary course of the Debtor's business and only for those items
set out in the Revised Budget," according to the 15th Order.
The Debtor will make adequate protection payments to Brooks
Memorial Hospital in an amount not less than $279,529, representing
payment in full of the principal balance of its secured claim on or
before Oct. 28, 2016. The Debtor will make adequate protection
payments to UPMC in an amount of not less than $115,805, on or
before Oct. 28. The Debtor will make a deposit of at least $37,000
per month for October and November into an escrow account held by
the Debtor's attorneys, to be distributed upon further order of the
Court, upon notice to Brooks and UPMC.
The Debtor is authorized to withdraw up to $300,000, or such other
amount as may be agreed to by the Debtor, the Secured Creditors and
the Committee, from the Administrative Expense Reserve to be used
in support of the Debtor's operations.
The Debtor's authority to use Cash Collateral will terminated on
the earliest to occur of:
a. Nov. 28, 2016, unless extended by Court order;
b. the failure to comply with the terms of the 15th Amended
Final Order;
c. a sale or refinancing of substantially all of its assets as
proposed by the Debtor without the written consent of secured
creditor Brooks Memorial Hospital, that would not indefeasibly pay
the Indebtedness in full in cash;
d. any other motion is filed by the Debtor for any relief
directly or indirectly affecting the Collateral in a material
adverse manner unless all Indebtedness have been indefeasibly paid
in full in cash ,and completely satisfied upon consummation of the
transaction contemplated thereby; the Debtor's failure to propose a
plan of reorganization
e. the Debtor's failure to propose a plan of reorganization or
liquidation acceptable to Brooks in all respects, in their sole and
absolute discretion, on or before Nov. 28, 2016;
f. the entry by the Court of an order reversing, amending,
supplementing, staying, vacating or otherwise modifying the 15th
Order without the written consent of Brooks;
g. sale, pledge, assignment or hypothecation of all or
substantially all of the Collateral;
h. the conversion of the Debtor's bankruptcy case to a case
under Chapter 7 of the Bankruptcy Code;
i. the appointment of a trustee or examiner or other
representative with expanded powers for the Debtor, or
j. the occurrence of the effective date or consummation of a plan
of reorganization.
A copy of the 15th Amended Final Order is available at:
http://bankrupt.com/misc/nywb13-13294_1254_Cash_15th_Ord_TLC.pdf
About TLC Health Network
TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-13294) on Dec. 16, 2013. The petition was signed by
Timothy Cooper as Chairman of the Board. The case is assigned to
the Hon. Carl L. Bucki.
The Debtor estimated assets of at least $10 million and debt of at
least $1 million.
Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C., serves
as the Debtor's counsel. Damon & Morey LLP is the Debtor's special
health care law and corporate counsel. The Bonadio Group is the
Debtor's accountants. Howard P. Schultz & Associates, LLC is the
Debtor's appraiser.
A three-member panel composed of Cannon Design, Chautauqua
Opportunities, Inc., and Jamestown Rehab Services has been
appointed as the official unsecured creditors committee. Bond,
Schoeneck & King, PLLC is the counsel to the Committee. The
Committee has tapped NextPoint LLC as financial advisor.
TPP ACQUISITION: Hires Martin & Sibilsky as Conflicts Counsel
-------------------------------------------------------------
TPP Acquisition, Inc., seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Martin &
Sibilsky, PLLC, as special counsel, nunc pro tunc to September 21,
2016.
The Debtor requires the firm to represent it in connection with the
limited circumstances that may arise from time to time in which
Haynes and Boone, the Debtor's attorneys, has a conflict of
interest, or the appearance of a conflict of interest.
Martin & Sibilsky will be paid at an hourly rate of $350.00.
The Debtor proposes that it be permitted to pay up to $5,000 per
month to Martin & Sibilsky, without formal application to the Court
by Martin & Sibilsky, 100% of their fees and expenses upon the
submission to the Debtor and the Notice Parties of an appropriate
invoice setting forth in reasonable detail the nature of the
services rendered after the September 2, 2016 petition date,
provided the applicable review period has passed and no objection
has been raised. In the event the total amount to be paid to Martin
& Sibilsky exceeds $5,000 in a given month, then Martin & Sibilsky
will be required to submit a fee application.
Martin & Sibilsky received $0.00 from the Debtor as a retainer for
work to be performed by the Martin & Sibilsky in connection with
the case. Martin & Sibilsky was paid a total of $0.00 for services
rendered to the Debtor in the twelve months prior to the petition
date.
Erik Martin, Esq., partner at Martin & Sibilsky, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Martin & Sibilsky can be reached at:
Erik Martin, Esq.
MARTIN & SIBILSKY, PLLC
1200 W Magnolia Ave., Suite 210
Fort Worth, TX 76104
Tel: (817) 945-2300
Email: erik@martinsibilsky.com
About TPP Acquisition
TPP Acquisition, Inc., doing business as The Picture People, filed
a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-33437-hdh-11)
on Sept. 2, 2016. The Debtor is represented by Robert D.
Albergotti, Esq., Ian T. Peck, Esq., and Jarom J. Yates, Esq., at
Haynes and Boone, LLP.
The petition was signed by Stuart Noyes, chief restructuring
officer. The case is assigned to Judge Harlin DeWayne Hale. At the
time of filing, the Debtor estimated assets at $10 million to $50
million and liabilities at $50 million to $100 million.
The Debtor's Restructuring Advisor is Winter Harbor LLC; the
Debtor's Investment Banker is SSG Advisors, LLC; and its Claims &
Noticing Agent is Kurtzman Carson Consultants LLC.
U.S. Trustee William T. Neary on Sept. 13, 2016, appointed nine
creditors to serve on the official committee of unsecured creditors
of TPP Acquisition, Inc. The committee members are: (1) W. B.
Mason Company, Inc.; (2) Identity Management Consultants, LLC; (3)
AAA Imaging Solutions; (4) Noritsu America Corporation; (5) Urban
Retail Properties, LLC; (6) GGP Limited Partnership; (7) MFA
Contemporary Atelier, Inc. dba Gemline Frame Company; (8) DFM Print
Pak; and (9) Simon Property Group, Inc.
TRAVELPORT WORLDWIDE: Posts $21.4M Net Income for Third Quarter
---------------------------------------------------------------
Travelport Worldwide Limited filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $21.40 million on $590.75 million of net revenue for the three
months ended Sept. 30, 2016, compared to net income of $4.95
million on $559.83 million of net revenue for the three months
ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported net
income of $24.15 million on $1.80 billion of net revenue compared
to net income of $14.25 million on $1.68 billion of net revenue for
the same period during the prior year.
As of Sept. 30, 2016, Travelport had $2.90 billion in total assets,
$3.20 billion in total liabilities and a total deficit of $301.3
million.
Gordon Wilson, president and CEO of Travelport, commented:
"Travelport delivered a robust set of financial results during the
third quarter against the backdrop of slower growth of the global
GDS air market. International revenue increased 9% as we continued
to benefit from our unrivalled airline merchandising innovations,
our diverse Beyond Air portfolio and our balanced geographic
presence. Moreover, during the quarter we continued to deliver
against our key strategic objectives, announcing several new
commercial deals across our platform. These included a GDS
industry-first partnership with the largest airline in India,
IndiGo, a long-term agreement with easyJet to continue provision of
our multi award-winning mobile services, and a new data and
analytics partnership with Mastercard. We are also pleased with
several new agency wins in key regions, which will support future
growth, as well as continued momentum in our BtoB payments
business, eNett, having delivered net revenue growth of 72% for the
nine months of this year."
On Nov. 1, 2016, Travelport's Board of Directors declared a cash
dividend of $0.075 per common share for the third quarter of 2016.
The dividend will be payable on Dec. 15, 2016, to shareholders of
record on Dec. 1, 2016.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/Ss1bWP
About Travelport Worldwide
Travelport Worldwide Limited is a travel commerce platform
providing distribution, technology, payment and other solutions for
the global travel and tourism industry.
* * *
As reported by the TCR on March 8, 2016, Standard & Poor's Ratings
Services raised to 'B+' from 'B' its long-term corporate credit
rating on U.K.-based travel services provider Travelport Worldwide
Ltd. The outlook is stable.
TRI-VALLEY LEARNING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Tri-Valley Learning Corporation
dba Livermore Valley Charter School
dba Livermore Valley Charter Preparatory
dba Acacia Middle Charter School
dba Livermore Charter Learning Corporation
dba Acacia Elementary Charter School
3252 Constitution Drive
Livermore, CA 94551
Case No.: 16-43112
Type of Business: A non-profit corporation that owns, manages and
operates four charter schools
Chapter 11 Petition Date: November 8, 2016
Court: United States Bankruptcy Court
Northern District of California (Oakland)
Judge: Hon. Charles Novack
Debtor's Counsel: Debra I. Grassgreen, Esq.
Jeffrey N. Pomerantz, Esq.
PACHULSKI, STANG, ZIEHL & JONES LLP
150 California St. 15th Fl.
San Francisco, CA 94111-4500
Tel: (415)263-7000
Email: dgrassgreen@pszjlaw.com
jpomerantz@pszjlaw.com
- and -
John William Lucas, Esq.
PACHULSKI, STANG, ZIEHL & JONES LLP
150 California Street, 15th Floor
San Francisco, CA 94111
Tel: (415) 263-7000 x5108
E-mail: jlucas@pszjlaw.com
Debtor's
Special
Corporate
Counsel: PROCOPIO, CORY, HARGREAVES & SAVITCH LLP
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Lynn Lysko, chief executive officer.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Houghton Mifflin Harcourt Educational $319,367
Publishing Co. Services
222 Berkeley Street
Boston, MA 02116
Tel: (617) 351-5000
Email: jeff.Boggs@hmhco.com
3090 LLC Settlement $268,000
30960 Huntwood Ave.
Hayward, CA 94544
Tel: (510) 429-9400
Email: BEImanagement@balchenterprises.com
Advantel Networks Tech Services $246,234
Email: jennifer@gardellalegal.com
New Jerusalem Elementary Litigation $139,414
School District/Business
Services D
Email: mmacy@lozanosmith.com
Revolution Foods, Inc. Food Services $129,306
Email: mlaspina@revolutionfoods.com
McGraw-Hill School Educational $104,822
Educational Holdings, LLC Services
Email:
seg_customerservice@mheducation.com
Toshiba Financial Services Copier Lease $74,241
Independence Support, LLC Lease $58,000
Andrew Brand Litigation $37,500
Email: info@mdmflaw.com Settlement
Eric Edmond Litigation $37,500
Email: info@mdmflaw.com Settlement
Ginger Jordan Litigation $37,500
Email: info@mdmflaw.com Settlement
Gloria Cervantes Litigation $37,500
Email: info@mdmflaw.com Settlement
Jennifer Dais Litigation $37,500
Email: info@mdmflaw.com Settlement
Khadijah Warren Litigation $37,500
Email: info@mdmflaw.com Settlement
Manuel Casilla Litigation $37,500
Email: info@mdmflaw.com Settlement
Michael Gomez Litigation $37,500
Email: info@mdmflaw.com Settlement
Sandie Khatkar Litigation $37,500
Email: info@mdmflaw.com Settlement
Tymeka Warren Litigation $37,500
Email: info@mdmflaw.com Settlement
Varilease Finance, Inc. Trade Debt $37,277
Urban Agrigarden's Trade Debt $35,950
UNITED MOBILE: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of United Mobile Solutions, LLC,
as of Nov. 8, according to a court docket.
About United Mobile
United Mobile Solutions, LLC, filed a Chapter 11 petition (Bankr.
N.D. Ga. Case No. 16-62537) on July 20, 2016. The petition was
signed by Kil Won Lee, president.
The Debtor is a carrier master dealer that operates and manages
approximately 20 retail cellular phone stores. The Debtor's
corporate offices are located in Norcross, Georgia.
The Debtor is represented by Cameron M. McCord, Esq., at Jones &
Walden, LLC. The Debtor estimated its assets at $0 to $50,000 and
its liabilities at $1 million to $10 million at the time of the
filing.
VALEANT PHARMACEUTICALS: Moody's Lowers CFR to B3; Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Valeant
Pharmaceuticals International, Inc. and subsidiaries, including the
Corporate Family Rating to B3 from B2 and the Probability of
Default Rating to B3-PD from B2-PD. Other downgrades include the
senior secured bank credit facilities to Ba3 (LGD 2) from Ba2 (LGD
2) and senior unsecured debt to Caa1 (LGD 5) from B3 (LGD 5). At
the same time, Moody's affirmed Valeant's SGL-3 Speculative Grade
Liquidity Rating. The rating outlook is negative.
The downgrade reflects Valeant's challenges in turning around its
specialty pharmaceuticals business, resulting in weak earnings
trends and financial leverage remaining above Moody's earlier
expectations.
"Incorporating recent operating trends as well as exposure to
upcoming patent expirations, we anticipate that Valeant's
debt/EBITDA will remain above 7.0x at least through 2017," stated
Michael Levesque, Moody's Senior Vice President.
With higher financial leverage, Valeant will become more vulnerable
to any significant operating setbacks or legal liabilities arising
from government investigations.
Ratings downgraded:
Valeant Pharmaceuticals International, Inc.:
Corporate Family Rating to B3 from B2
Probability of Default Rating to B3-PD from B2-PD
Senior secured bank credit facilities to Ba3 (LGD 2) from Ba2
(LGD 2)
Senior unsecured notes to Caa1 (LGD 5) from B3 (LGD 5)
Valeant Pharmaceuticals International:
Senior unsecured notes to Caa1 (LGD 5) from B3 (LGD 5)
VRX Escrow Corp. (obligations assumed by Valeant Pharmaceuticals
International, Inc.):
Senior unsecured notes to Caa1 (LGD 5 ) from B3 (LGD 5)
Rating affirmed:
Valeant Pharmaceuticals International, Inc.:
Speculative Grade Liquidity Rating at SGL-3
The outlook is negative.
RATINGS RATIONALE
Valeant's B3 Corporate Family Rating reflects the company's very
high financial leverage with gross debt/EBITDA above 7.0 times, and
significant challenges in turning around the specialty
pharmaceuticals segment. This business faces volume and pricing
pressure in dermatology and other branded product lines as Valeant
continues transitioning from its prior mail order focus towards a
retail fulfillment arrangement with Walgreens. Valeant's neurology
unit also faces significant pricing pressure, as well as the
upcoming patent expirations on several drugs. The company is
confronting significant scrutiny on its pricing practices,
including those on products acquired through acquisitions, and
uncertainty related to government investigations. Elevated
financial leverage creates refinancing risk, although Valeant's
senior unsecured debt does not face large maturities until 2020.
The ratings are supported by Valeant's good scale in the global
pharmaceutical industry with annual revenue above $9 billion, its
strong diversity, its high profit margins, and its good cash flow.
In addition, the ratings are supported by management's commitment
to reduce debt/EBITDA, using excess cash flow for debt repayment.
The rating also reflects Valeant's good margins despite erosion in
its net pricing levels, and its global presence with well-respected
brands including Bausch & Lomb.
The SGL-3 Speculative Grade Liquidity rating reflects adequate
liquidity based a combination of factors. Positive factors include
ample cash on hand, the lack of any material debt maturities and
amortization payments in 2017, and good cash flow. Negative factors
include large revolver borrowings and the uncertain impact of
litigation.
The rating outlook is negative, reflecting the combination of very
high financial leverage, uncertain stabilization of operating
trends and unresolved legal exposures. Without greater progress in
the turnaround, these factors will constrain Valeant's access to
capital, which will eventually be required to refinance debt
maturities. The negative outlook also reflects the potential that
certain scenarios of business restructuring would be credit
negative, if the sales of lucrative business lines leave the
company with weaker performing operations.
Factors that could lead to a downgrade include: significant
reductions in pricing or utilization trends, escalation of legal
issues or large litigation-related cash outflows, or a
deterioration in liquidity. Sustaining debt/EBITDA above 7.5
times, or pursuing asset divestitures that leave the company with
higher financial leverage and a weaker business profile could also
result in a downgrade.
Conversely, factors that could lead to an upgrade include restoring
credibility through solid performance and underlying growth,
reducing debt with free cash flow, making progress at resolving
legal proceedings, and sustaining debt/EBITDA below 6.0 times.
The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.
VALEANT PHARMACEUTICALS: Struggles Bad Omen For Industry
--------------------------------------------------------
Robert Cyran, writing for The New York Times' DealBook, reported
that a disastrous quarter for Valeant Pharmaceuticals is a bad sign
of things to come for a whole industry.
According to the report, the embattled company again slashed its
profit forecast, this time to below the lower end of a previous
range. The report related that simply charging more has worked up
and down the pharmaceutical food chain for a decade. Many
benefited, but drugmakers were the most obvious winners, the report
said. Biotech companies including Amgen raised prices to create
much of their earnings growth.
Valeant, and similar specialty manufacturers such as Endo
International, are particularly vulnerable, the report said. They
were built on debt-fueled mergers and acquisitions and higher
prices, the report noted. Revenue is shrinking because of bigger
discounts, the report further noted. The $1 billion write-down
Valeant disclosed confirms that assets are worth much less than
originally believed, the report said. Its $30 billion of borrowed
money looks more daunting with each new threat to expected cash
flow, the report added.
It would be convenient to dismiss Valeant as a single company
backed by aggressive, pushy investors laboring under the duress of
a buying binge led by a failed management team, but but also an
indicator of much more, the report said.
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.
VERTEX ENERGY: Incurs $1.04 Million Net Loss in Third Quarter
-------------------------------------------------------------
Vertex Energy, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $1.04 million on $28.46
million of revenues for the three months ended Sept. 30, 2016,
compared to a net loss attributable to common shareholders of $2.97
million on $39.26 million of revenues for the three months ended
Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss attributable to common shareholders of $9.54 million on
$67.02 million of revenues compared to a net loss attributable to
common shareholders of $20.38 million on $126.06 million of
revenues for the same period during the prior year.
As of Sept. 30, 2016, Vertex had $86.24 million in total assets,
$25.72 million in total liabilities, $22.13 million in temporary
equity and $38.38 million in total equity.
Vertex's CEO, Benjamin P. Cowart said, "I am very pleased with our
performance in the third quarter, as we met our internal
expectations related to spreads, charge for oil and our day-to-day
operations. For the quarter, we held onto most of the margin.
Overall, our spreads were good and are improving, and the oil
markets were stable compared to quarters in the recent past. This
helped us exceed our internal expectations and we had positive
EBITDA of $1.8 million for the three months ended September 30,
2016."
Mr. Cowart concluded, "The marine fuels market is improving and we
should expect better spreads in the fourth quarter. We are hopeful
that this represents the beginning of a positive trend. Although it
is early in the fourth quarter, we are seeing a 3 to 5 cent per
gallon improvement in our marine fuel sales from our Marrero
facility."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/3S27bx
About Vertex Energy
Vertex Energy, Inc. (VTNR) is a refiner and marketer of
high-quality specialty hydrocarbon products. With headquarters in
Houston, Texas, Vertex processing facilities are located in Houston
(TX), Marrero (LA) and Columbus (OH). For more information on
Vertex Energy, please contact Porter, LeVay & Rose, investor
relations representative Marlon Nurse, at 212-564-4700 or visit the
Company's Web site at http://www.vertexenergy.com/
Vertex reported a net loss of $22.51 million for the year ended
Dec. 31, 2015, compared to a net loss of $5.87 million for the year
ended Dec. 31, 2014.
Hein & Associates LLP, in Houston, Texas, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, citing that the Company has a
working capital deficit of $12.19 million, has suffered losses from
operations and is at risk of default of its debt agreements. This
raises substantial doubt about the Company's ability to continue as
a going concern.
VILLAGE VENTURES: Taps Honey Law Firm as Counsel
------------------------------------------------
Village Ventures Realty, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Western District of Arkansas to employ
Honey Law Firm, P.A. and its attorneys, Marc Honey, Esq., and Wm.
Marshall Hubbard, Esq., as counsel.
The Debtor requires the Firm to:
(a) advise and consult with the Debtor concerning questions
arising in the conduct of the administration of the estate and
concerning Debtor's rights and remedies with regard to the estate's
assets and claims of secured, priority and unsecured creditors and
other parties in interest;
(b) appear for, prosecute, defend, and represent the Debtor's
interest in adversary proceedings and/or contested matters arising
in or related to the case;
(c) investigate and prosecute preference and other actions
arising under the Debtors' avoiding powers;
(d) assist in the preparation of such pleadings, motions,
notices and orders as are required for the orderly administration
of the estate and to consult with and advise the Debtor in
connection with the operation of or termination of the operation of
the Debtor's business;
(e) assist in the preparation of a Disclosure Statement and
Plan of Reorganization and to present said Disclosure Statement and
Plan of Reorganization to the Court for approval and confirmation;
and,
(f) undertake all other necessary and appropriate legal
representation of the Debtor in the proceeding.
The Firm will be paid at these hourly rates:
Marc Honey $350.00
Wm. Marshall Hubbard $250.00
No compensation will be paid by the Debtor-In-Possession or the
estate except upon application noticed and approved by the Court.
Prior to filing of the case, the Debtor has paid the sums of
$7,000.00, $4,000.00, $10,000.00 and $1,000.00 as a retainer and
filing fee for a total paid in the amount of $22,000.00.
Marc Honey, member of the Firm, assured the Court that the firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.
The Firm can be reached at:
Marc Honey, Esq.
HONEY LAW FIRM, P.A.
1311 Central Ave.
Hot Springs, AR 71901
Tel: 501-321-1007
Fax: 501-321-1255
Village Ventures Realty, Inc., filed a Chapter 11 petition (Bankr.
W.D. Ark. Case No. 16-72187) on September 14, 2016, and is
represented by Marc Honey, Esq., at Honey Law Firm, P.A.
W.E. YODER: May Enter Into Insurance Premium Finance Agreement
--------------------------------------------------------------
Judge Richard E. Fehling on Nov. 4, 2016, granted the motion of
W.E. Yoder, Inc., to enter into a Commercial Insurance Premium
Finance and Security Agreement with Prime Rate Premium Finance
Corporation.
A copy of the Order is available for free at:
http://bankrupt.com/misc/paeb14-19893_214_Yoder_DIP_Ord.pdf
As reported in the Oct. 19, 2016 edition of the TCR, the Debtor
relates that bankruptcy law as well as state law, requires it to
maintain adequate insurance coverage, including, but not limited
to, commercial, business auto, general liability and excess
liability insurance coverage, also known as Business Insurance
Coverage. Without requisite financing, the Debtor believes it is
unable to maintain and renew its Business Insurance Coverage.
The relevant terms of the Agreement are:
(1) Prime Rate will provide financing to the Debtor for the
purchase of commercial package (including property, equipment and
theft coverage), business auto, general liability and excess
liability insurance coverage, effective Nov. 1, 2016, which is
essential for the operation of Debtor's business.
(2) The amount financed is $55,818.
(3) The Debtor will become obligated to pay Prime Rate the sum
of $56,376 in seven monthly installments of $8,054.
(4) Upon completion of all seven payments, the Debtor will
have paid the entire amount financed, together with aggregate
finance charges in the amount of $557.7, which is interest at an
annual rate of 2.99%.
(5) Following a cash down payment of $30,486, the first
payment under the Agreement is due on Dec. 1, 2016, and subsequent
payments are due on or about the first of each succeeding month.
(6) As collateral to secure the repayment of the indebtedness
due under the Agreement, the Debtor is granting Prime Rate a first
and only security interest in:
(i) Debtor's right, title and interest in any and all
unearned or return premiums and dividends which may become due
under the policies being purchased, and
(ii) any loss payments which reduce the Unearned
Premiums, subject to any mortgagee or loss payee interests.
The Debtor and Prime Rate have agreed to these adequate protection
terms:
(a) The Debtor be authorized and directed to timely make all
payments due under the Agreement and Prime Rate be authorized to
receive and apply such payment to the indebtedness owed by the
Debtor to Prime Rate as provided in the Agreement; and
(b) If the Debtor does not make any of the payments due under
the Agreement as they become due, the automatic stay shall
automatically lift to enable Prime Rate and/or third parties,
including, the insurance companies providing the Policies, to take
all steps necessary and appropriate to cancel the Policies,
collect
the collateral and apply such collateral to the indebtedness owed
to Prime Rate by the Debtor.
About W.E. Yoder
W.E. Yoder, Inc., filed a chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-19893) on Dec. 18, 2014. The petition was signed by William
E. Yoder, president. The Debtor is represented by David B. Smith,
Esq., at Smith Kane Holman, LLC. The case is assigned to Judge
Richard E. Fehling. The Debtor estimated assets at $500,000 to $1
million and liabilities at $1 million to $10 million at the time of
the filing.
WENNER MEDIA: Moody's Retains B3 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service said Wenner Media LLC's B3 Corporate
Family Rating, Caa1-PD Probability of Default Rating, B3 senior
secured bank credit facility rating and stable outlook are not
impacted by jury-awarded monetary damages of $3.0 million that it
must pay to the plaintiff in a defamation lawsuit.
Wenner Media LLC, headquartered in New York, NY, and owned and
controlled by the Wenner family, is a publisher of entertainment
and lifestyle magazines in the United States. Excluding Rolling
Stone magazine, which was carved out of the restricted group and
has a circulation of approximately 1.45 million, Wenner's Us Weekly
and Men's Journal magazines (comprising the restricted group's
assets) generate combined weekly/monthly circulation of roughly 2.7
million.
WTE-S&S AG: Court Extends Plan Filing Period Thru March 31
----------------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois extended WTE S&S AG Enterprises LLC's
exclusive periods for filing a plan of reorganization and
disclosure statement and soliciting acceptances to the plan, to
March 31, 2017 and May 31, 2017, respectively.
The Debtor previously sought extension of its exclusive periods,
contending that it has been diligently pursuing the administration
of its Chapter 11 case with a view toward formulating a prompt exit
strategy. The Debtor further contended that its the litigation
against GHD, Inc., a/k/a DVO, Inc. for breach of contract, was
recently set for trial before the Court beginning in late February
2017.
The Debtor told the Court that the results of its litigation will
have a major impact upon the actual terms and conditions of any
Plan in the Chapter 11 case, so that requiring the Debtor to
propose a Plan before the conclusion of the Debtor's litigation
will only result in unnecessary administrative claims arising in
connection with a Plan that will have to be modified based upon the
results in the Debtor's litigation. The Debtor further told the
Court that the unnecessary administrative claims can be avoided by
extending the Debtor's exclusive periods.
The Debtor related that it was in the process of commencing
discovery with S&S AG Enterprises, LLC with respect to the Digester
Contract, and, and if necessary, the Land Lease, under Rule 2004 of
the Federal Rules of Bankruptcy Procedure. The Debtor further
related that the Digester Contract and the Land Lease are the most
critical contracts affecting the Debtor's business operations, and
a complete understanding of the claims under the contracts is
essential to the issues relating to the assumption of the contracts
as well as the treatment of any claims under the contracts under
any Plan.
About WTE S&S AG Enterprises, LLC
WTE-S&S AG Enterprises, LLC, is a limited liability company formed
for the purpose of constructing an anaerobic digester on the
largest dairy farm in Door County, Wisconsin, so as to generate
electricity from harnessing methane extracted from animal waste.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 16-09913) on March 23, 2016. The petition was signed
by James G. Philip, manager and designated representative. The
Debtor is represented by David K. Welch, Esq., at Crane, Heyrnan,
Simon, Welch & Clar. The case is assigned to Judge Donald R.
Cassling. The Debtor estimated both assets and liabilities in the
range of $1 million to $10 million at the time of the filing.
XEROX BUSINESS: Moody's Assigns Ba3 CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned a Ba3 Corporate Family Rating
and Ba3-PD Probability of Default Rating to Xerox Business Services
LLC, an operating subsidiary of parent company, Conduent Inc.
Concurrently, Moody's assigned a Ba2 rating to the company's
proposed senior secured bank credit facility, comprised of a
$1.45 billion term loan and a $750 million revolver, and assigned a
Speculative Grade Liquidity rating of SGL-2. As part of Conduent's
pending separation from its corporate parent Xerox Corporation
though a spin-off transaction, the proceeds of the new debt
financing will be used principally to fund the payment of a
dividend to Xerox, an asset purchase from Xerox, and the addition
of cash to Conduent's balance sheet. Moody's expects Conduent to
issue an additional $750 million of unsecured debt to complete the
funding of the transaction in the near term. The ratings outlook
is stable.
Moody's assigned these ratings:
Issuer: Xerox Business Services LLC:
Corporate Family Rating- Ba3
Probability of Default Rating- Ba3-PD
$400 mil. Senior Secured Delayed Draw Term Loan A due 2021 –
Ba2 (LGD-2)
$750 mil. Senior Secured Term Loan B due 2023 -- Ba2 (LGD-2)
$750 mil. Senior Secured Revolving Credit Facility expiring 2021
-- Ba2 (LGD-2)
Speculative Grade Liquidity Rating -- SGL-2
Outlook is Stable
Issuer: Affiliated Computer Services International B.V.
$300 mil. (EUR-denominated) Senior Secured Term Loan A due
2021 --Ba2 (LGD-2)
Outlook is Stable
RATINGS RATIONALE
The Ba3 CFR reflects Conduent's levered capital structure,
competitive pressures from larger and financially stronger rivals
as well as competitors based in lower cost regions, the company's
susceptibility to weakening pricing trends which weigh heavily on
sales growth prospects, and weak near term free cash flow metrics.
Pro forma for its pending recapitalization and spin-off from Xerox,
Conduent's adjusted debt balance will approximate
$3.4 billion (including adjustments for operating leases),
resulting in LTM debt leverage of approximately 3.3x (Moody's
adjusted) as of June 30, 2016. Moody's forecasts debt leverage to
improve to 3.1x by the end of 2017 as the company implements
strategic cost reduction initiatives to bolster profitability
margins and increase free cash flow from fairly nominal levels in
2016, but uncertainty with respect to the timing and effectiveness
of these cost reductions add incremental risk to the company's
credit profile. However, these uncertainties are partially offset
by Conduent's scale and strong market position as a provider of
business process services to clients operating in the healthcare
industry and other private sector markets as well as domestic and
foreign governments. Additionally, the highly recurring nature of
the company's revenues as well as Conduent's diversified and
longstanding customer relationships and high client retention rates
provide strong top-line visibility that support its fundamental
credit profile.
Conduent's SGL-2 speculative grade liquidity rating is supported by
a cash balance of approximately $400 million expected upon closing
of the spin-off in late 2016 as well as Moody's expectation that
the company will generate minimal free cash flow in 2016 and about
$200 million in 2017. Liquidity is expected to improve moderately
over the intermediate term as cost savings initiatives drive
improved free cash flow generation. Additionally, the company's
liquidity is bolstered by an undrawn $750 million revolving credit
facility due in 2021. The revolver and tranche A of the company's
term loan are subject to a financial maintenance covenant requiring
that Conduent's maximum net leverage ratio does not exceed 4.25x
with a step-down to 3.75x on Dec. 31, 2018. Moody's expects the
company to remain well in compliance with this covenant over the
next 12-18 months.
The stable ratings outlook reflects Moody's projection for a low
single digit contraction in revenues in 2017 and modest revenue
growth in 2018. In 2017, Moody's expects weakening pricing trends
will continue to constrain sales growth prospects, while greater
management focus on improving the economics related to unfavorable
contracts should facilitate modest growth in 2018. Cost reduction
efforts stemming from the company's sizable operational
restructuring program should bolster profitability margins and
drive mid-single digit improvement in EBITDA during 2017.
What Could Change the Rating - Up
1) Conduent demonstrates organic sales growth while concurrently
realizing meaningful improvements in profitability and free
cash flow generation and 2) Conduent maintains conservative
financial policies.
What Could Change the Rating - Down
1) Conduent's sales continue to decline and efforts to drive
profitability and free cash flow expansion stall or 2)
Conduent adopts more aggressive financial policies.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Conduent is provider of business process services to clients
operating in the healthcare industry and other private sector
markets as well as domestic and foreign governments. The company
is in the process of a separation from its corporate parent Xerox
though a spin-off transaction, expected to be completed by the end
of 2016.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Fresh Foodservice Express LLC
Bankr. D.N.J. Case No. 16-30600
Chapter 11 Petition filed October 28, 2016
See http://bankrupt.com/misc/njb16-30600.pdf
represented by: Vincent Commisa, Esq.
E-mail: vcommisa@vdclaw.com
In re Eurocar Imports, LLC
Bankr. D.N.J. Case No. 16-30673
Chapter 11 Petition filed October 30, 2016
See http://bankrupt.com/misc/njb16-30673.pdf
represented by: Harrison Ross Byck, Esq.
KASURI BYCK, LLC
E-mail: lawfirm@kasuribyck.com
In re Nells Bells Inc.
Bankr. D.N.J. Case No. 16-30681
Chapter 11 Petition filed October 30, 2016
See http://bankrupt.com/misc/njb16-30681.pdf
represented by: Pasquale Menna, Esq.
THE MENNA LAW FIRM
E-mail: PMenna@mennalaw.com
In re Tades, Inc.
Bankr. D. Ariz. Case No. 16-12520
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/azb16-12520.pdf
represented by: Jeffrey M. Neff, Esq.
NEFF & BOYER, P.C.
E-mail: Jeff@Nefflawaz.com
In re SHAKOCAT INC.
Bankr. C.D. Cal. Case No. 16-13142
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/cacb16-13142.pdf
represented by: Neil C. Evans, Esq.
LAW OFFICES OF NEIL C EVANS
E-mail: evanstnt@aol.com
In re Jack Yakov Altman
Bankr. C.D. Cal. Case No. 16-24383
Chapter 11 Petition filed October 31, 2016
represented by: Kevin Tang, Esq.
TANG & ASSOCIATES
E-mail: tangkevin911@gmail.com
In re Jayanthi Swaminath
Bankr. N.D. Cal. Case No. 16-53095
Chapter 11 Petition filed October 31, 2016
Filed Pro Se
In re Peter A. Smith
Bankr. N.D. Cal. Case No. 16-53116
Chapter 11 Petition filed October 31, 2016
represented by: David S. Henshaw, Esq.
HENSHAW LAW OFFICE
E-mail: david@henshawlaw.com
In re All People International Church, Inc.
Bankr. M.D. Fla. Case No. 16-03994
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/flmb16-03994.pdf
Filed Pro Se
In re Keith Lewis Land Trust
Bankr. S.D. Fla. Case No. 16-24729
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/flsb16-24729.pdf
represented by: Brett A. Elam, Esq.
FARBER + ELAM, LLC
E-mail: belam@brettelamlaw.com
In re 440 N. State, LLC
Bankr. N.D. Ill. Case No. 16-34870
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/ilnb16-34870.pdf
represented by: Karen J Porter, Esq.
PORTER LAW NETWORK
E-mail: porterlawnetwork@gmail.com
In re Joel Valentin and Linda Valentin
Bankr. D. Mass. Case No. 16-14145
Chapter 11 Petition filed October 31, 2016
represented by: George J. Nader, Esq.
RILEY & DEVER, P.C.
E-mail: nader@rileydever.com
In re Murray John Dighans and Deanna Anne Dighans
Bankr. D. Mont. Case No. 16-61076
Chapter 11 Petition filed October 31, 2016
represented by: Gary S. Deschenes, Esq.
DESCHENES & ASSOCIATES
E-mail: descheneslaw@dalawmt.com
In re Dawn Marie Davide and Christopher Lee Luttrell
Bankr. D.N.M. Case No. 16-12689
Chapter 11 Petition filed October 31, 2016
represented by: William F. Davis, Esq.
E-mail: daviswf@nmbankruptcy.com
In re Pueblo de Ninos Dental, P.C.
Bankr. D.N.M. Case No. 16-12718
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/nmb16-12718.pdf
represented by: James T. Burns, Esq.
ALBUQUERQUE BUSINESS LAW, P.C.
E-mail: james@abqbizlaw.com
In re Avro Inc.
Bankr. E.D.N.Y. Case No. 16-75081
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/nyeb16-75081.pdf
Filed Pro Se
In re Adriaan Schiltkamp and Robin Martorelli Schiltkamp
Bankr. S.D.N.Y. Case No. 16-13037
Chapter 11 Petition filed October 31, 2016
represented by: Joel Shafferman, Esq.
SHAFFERMAN & FELDMAN, LLP
E-mail: joel@shafeldlaw.com
In re Gauri-Shankar, L.P.
Bankr. W.D. Pa. Case No. 16-24066
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/pawb16-24066.pdf
represented by: Paul William Bercik, Esq.
E-mail: pwilliambercik@cs.com
In re Out Of This World, Inc.
Bankr. D.P.R. Case No. 16-08730
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/prb16-08730.pdf
represented by: Carmen D. Conde Torres, Esq.
C. CONDE & ASSOC.
E-mail: notices@condelaw.com
In re DIP, Inc. ("Doherty's East Ave Irish Pub")
Bankr. D.R.I. Case No. 16-11875
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/rib16-11875.pdf
represented by: Thomas P. Quinn, Esq.
MCLAUGHLIN & QUINN, LLC
E-mail: tquinn@mclaughlinquinn.com
In re Doherty's Lakeside Alehouse, Inc.
Bankr. D.R.I. Case No. 16-11876
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/rib16-11876.pdf
represented by: Thomas P. Quinn, Esq.
MCLAUGHLIN & QUINN, LLC
E-mail: tquinn@mclaughlinquinn.com
In re DLSA, LLC
Bankr. D.R.I. Case No. 16-11877
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/rib16-11877.pdf
represented by: Thomas P. Quinn, Esq.
MCLAUGHLIN & QUINN, LLC
E-mail: tquinn@mclaughlinquinn.com
In re DBIP, Inc. (dba "Doherty's Ale House")
Bankr. D.R.I. Case No. 16-11878
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/rib16-11878.pdf
represented by: Peter J. Furness, Esq.
RICHARDSON, HARRINGTON & FURNESS
E-mail: peter@rhf-lawri.com
In re Regional Healthcare Services, LLC
Bankr. W.D. Tenn. Case No. 16-30027
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/tnwb16-30027.pdf
represented by: M. Ruthie Hagan, Esq.
BAKER DONELSON
E-mail: rhagan@bakerdonelson.com
In re Quail Ridge Realty Associates, LP
Bankr. E.D. Tex. Case No. 16-41992
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txeb16-41992.pdf
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
E-mail: eric@ealpc.com
In re Greenville Realty Associates, L.P.
Bankr. E.D. Tex. Case No. 16-41993
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txeb16-41993.pdf
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
E-mail: eric@ealpc.com
In re ATR Global Resources, LLC
Bankr. E.D. Tex. Case No. 16-41995
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txeb16-41995.pdf
represented by: Robert T. DeMarco, Esq.
DEMARCO-MITCHELL, PLLC
E-mail: robert@demarcomitchell.com
In re Jewelry by Jennifer LLC
Bankr. N.D. Tex. Case No. 16-34238
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txnb16-34238.pdf
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re GCBC, Inc.
Bankr. N.D. Tex. Case No. 16-34244
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txnb16-34244.pdf
represented by: Reedy Macque Spigner, Jr., Esq.
SPIGNER & ASSOCIATES, PC
E-mail: spigner@glocktech.net
In re Javed Ashraf and Ruby Ashraf
Bankr. S.D. Tex. Case No. 16-35419
Chapter 11 Petition filed October 31, 2016
represented by: Margaret Maxwell McClure, Esq.
E-mail: margaret@mmmcclurelaw.com
In re JumpStar Enterprises LLC
Bankr. S.D. Tex. Case No. 16-35421
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/txsb16-35421.pdf
Filed Pro Se
In re James Lee Sloan and Sabrina Christine Sloan
Bankr. D. Utah Case No. 16-29632
Chapter 11 Petition filed October 31, 2016
See http://bankrupt.com/misc/utb16-29632.pdf
represented by: Andres Diaz, Esq.
DIAZ & LARSEN
E-mail: courtmail@adexpresslaw.com
In re Kaycee Meeks
Bankr. C.D. Cal. Case No. 16-24442
Chapter 11 Petition filed November 1, 2016
represented by: Henry D Paloci, Esq.
HENRY D PALOCI III PA
E-mail: hpaloci@hotmail.com
In re Romeo's Pizza Express, Inc.
Bankr. S.D. Fla. Case No. 16-24817
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/flsb16-24817.pdf
represented by: Malinda L Hayes, Esq.
MARKARIAN FRANK WHITE-BOYD & HAYES
E-mail: malinda@businessmindedlawfirm.com
In re D & D Tree Service, Inc.
Bankr. M.D. Ga. Case No. 16-11382
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/gamb16-11382.pdf
represented by: Kenneth W. Revell, Esq.
ZALKIN REVELL, PLLC
E-mail: krevell@zalkinrevell.com
In re MJM Plumbing of NY, Inc.
Bankr. E.D.N.Y. Case No. 16-44924
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/nyeb16-44924.pdf
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Wilsto Enterprises, LP
Bankr. W.D. Pa. Case No. 16-24075
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/pawb16-24075.pdf
represented by: Robert O Lampl, Esq.
E-mail: rol@lampllaw.com
In re Dr. T-Shirt Corp
Bankr. D.P.R. Case No. 16-08784
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/prb16-08784.pdf
represented by: Jaime Rodriguez Rodriguez, Esq.
RODRIGUEZ & ASOCIADOS
E-mail: lcdojaimerodriguez@yahoo.com
In re Jon Mark MacNaughton
Bankr. E.D. Tenn. Case No. 16-33237
Chapter 11 Petition filed November 1, 2016
represented by: Keith L. Edmiston, Esq.
EDMISTON FOSTER
E-mail: edmistonfoster@outlook.com
In re ProjecTools, LLC
Bankr. S.D. Tex. Case No. 16-35553
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/txsb16-35553.pdf
represented by: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
E-mail: margaret@mmmcclurelaw.com
In re R&B Ventures, LLC
Bankr. E.D. Wash. Case No. 16-03414
Chapter 11 Petition filed November 1, 2016
See http://bankrupt.com/misc/waeb16-03414.pdf
represented by: Dan O’Rourke, Esq.
SOUTHWELL & O’ROURKE
E-mail: dorourke@southwellorourke.com
In re WPG Investments Inc
Bankr. C.D. Cal. Case No. 16-13160
Chapter 11 Petition filed November 2, 2016
See http://bankrupt.com/misc/cacb16-13160.pdf
Filed Pro Se
In re Daniel Louis Terheggen
Bankr. C.D. Cal. Case No. 16-24552
Chapter 11 Petition filed November 2, 2016
represented by: Todd M Arnold, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL LLP
E-mail: tma@lnbyb.com
In re Purple Tooth Society, LLC
Bankr. E.D. Cal. Case No. 16-14004
Chapter 11 Petition filed November 2, 2016
See http://bankrupt.com/misc/caeb16-14004.pdf
represented by: D. Max Gardner, Esq.
E-mail: dmgardner@dmaxlaw.com
In re Stamp-Rite, Incorporated
Bankr. W.D. Mich. Case No. 16-05581
Chapter 11 Petition filed November 2, 2016
See http://bankrupt.com/misc/miwb16-05581.pdf
represented by: Thomas A. Klug, Esq.
KLUG LAW FIRM
E-mail: tomklug@klugtaxlawfirm.com
In re 268 M LLC
Bankr. E.D.N.Y. Case No. 16-44957
Chapter 11 Petition filed November 2, 2016
See http://bankrupt.com/misc/nyeb16-44957.pdf
represented by: Solomon Rosengarten, Esq.
E-mail: VOKMA@aol.com
In re German Ramos Santiago and Elba N Tavarez Nunez
Bankr. D.P.R. Case No. 16-08803
Chapter 11 Petition filed November 2, 2016
represented by: Alberto O Lozada Colon, Esq.
BUFETE LOZADA COLON
E-mail: lozada1954@hotmail.com
In re Ines Del Solar
Bankr. E.D. Va. Case No. 16-13742
Chapter 11 Petition filed November 2, 2016
See http://bankrupt.com/misc/vaeb16-13742.pdf
represented by: Bennett A. Brown, Esq.
THE LAW OFFICE OF BENNETT A. BROWN
E-mail: bennett@pcgalaxy.com
In re Mark Kevin Hanna and Jennifer McWilliams-Hanna
Bankr. E.D. Wash. Case No. 16-03437
Chapter 11 Petition filed November 2, 2016
represented by: Ian Ledlin, Esq.
PHILLABAUM LEDLIN MATTHEWS SHELDON PLLC
E-mail: ian@spokelaw.com
In re Janice McCool
Bankr. D. Ark. Case No. 16-72632
Chapter 11 Petition filed November 3, 2016
represented by: Marc Honey, Esq.
HONEY LAW FIRM, P.A.
E-mail: mhoney@honeylawfirm.com
In re Vita Fucassi
Bankr. S.D. Fla. Case No. 16-24886
Chapter 11 Petition filed November 3, 2016
See http://bankrupt.com/misc/flsb16-24886.pdf
represented by: Gregory S Grossman, Esq.
ASTIGARRAGA DAVIS MULLINS & GROSSMAN, PA
E-mail: asandoval@astidavis.com
In re NormCC Enterprises, LLC
Bankr. S.D. Miss. Case No. 16-51915
Chapter 11 Petition filed November 3, 2016
See http://bankrupt.com/misc/mssb16-51915.pdf
represented by: Patrick A. Sheehan, Esq.
SHEEHAN LAW FIRM
E-mail: pat@sheehanlawfirm.com
In re Milord, Jean-Gilles, Fritz, Francois LLC
Bankr. E.D.N.Y. Case No. 16-44964
Chapter 11 Petition filed November 3, 2016
See http://bankrupt.com/misc/nyeb16-44964.pdf
Filed Pro Se
In re Phyllis Pamela Brondo
Bankr. E.D.N.Y. Case No. 16-75120
Chapter 11 Petition filed November 3, 2016
represented by: Robert L Pryor, Esq.
PRYOR & MANDELUP, LLP
E-mail: rlp@pryormandelup.com
In re Randy Benavides Balderas
Bankr. W.D. Tex. Case No. 16-52554
Chapter 11 Petition filed November 3, 2016
represented by: William R. Davis, Jr., Esq.
LANGLEY & BANACK, INC.
E-mail: wrdavis@langleybanack.com
In re IYM Services LLC
Bankr. E.D. Va. Case No. 16-13755
Chapter 11 Petition filed November 3, 2016
See http://bankrupt.com/misc/vaeb16-13755.pdf
represented by: Bennett A. Brown, Esq.
THE LAW OFFICE OF BENNETT A. BROWN
E-mail: bennett@pcgalaxy.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
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
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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 ***