text: TCR_Public/140522.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, May 22, 2014, Vol. 18, No. 140 Headlines601 LEHIGH ASSOCIATES: Case Summary & 7 Top Unsecured Creditors8 WEST 58TH STREET: Case Summary & 20 Largest Unsecured CreditorsABLEST INC: Plan Has May 16, 2014 Effective DateADVANCED EMISSIONS: Gets NASDAQ Listing Non-Compliance NoticeALION SCIENCE: Conference Call Set Today to Discuss ResultsALL-AMERICAN RESTORATIVE: Nursing Homes Seek Bankruptcy ProtectionATP OIL: Files Liquidating Plan and Disclosure StatementBAY AREA FIN'L: Court Approves Sale of 1,710 SharesBAY AREA FIN'L: Disclosure Statement Hearing Continued to June 18BAY CLUB PARTNERS: Court Denies Legg Mason's Case Dismissal BidBAY CLUB PARTNERS: Cash Collateral Payments to Legg Mason OkayedBELLE FOODS: Court Approves Settlement With Creditors PanelBROOKSTONE HOLDINGS: Confirmation Hearing Scheduled for June 23BUDD CO: PI Claimants Push for Official Asbestos CommitteeCASA CASUARINA: Plan Will Not Liquidate All AssetsCASA CASUARINA: Full-Payment Plan Approved in MiamiCHC HELICOPTER: Moody's Affirms B2 Corporate Family RatingCHESAPEAKE ENERGY: Moody's Hikes Corp. Family Rating to 'Ba1'CHESAPEAKE ENERGY: S&P Raises CCR to 'BB+'; Outlook StableCHRYSLER GROUP: Proposes Early Start of Union Contract TalksCOLDWATER CREEK: Creditors Raise Questions About Final DaysCONNECTEDU INC: Wins Approval of Sale ProcessCOOPER-BOOTH: Court Confirms Full-Payment Ch. 11 PlanCORPORATE EXECUTIVE: S&P Affirms 'BB-' CCR & Revises OutlookCOSTA DORADA: Wants Until May 26 to File Voluntary DismissalCSC HOLDINGS: Moody's Assigns 'Ba2' Sr. Unsecured Bonds RatingDECATUR HOSPITAL: S&P Assigns 'BB+' Rating to $102MM BondsDETROIT, MI: Police & Firefighters File Objections to PlanDOLAN COMPANY: Wants Schedules Filing Deadline Moved to June 12DULARA AUTOMOTIVE: Voluntary Chapter 11 Case SummaryEL PASO LLC: Fitch Affirms 'BB+' Issuer Default RatingENERGY FUTURE: Aurelius Capital Taps Goodwin Procter as CounselENERGY FUTURE: Objects to WSFS Motion to Transfer CaseENERGY FUTURE: Cash Tender Early Participation Date ExtendedENOVA INTERNATIONAL: S&P Assigns 'B' Issuer Credit RatingFIRST PHILADELPHIA: Seeks to Extend Plan Filing Until July 19FLINT, MI: Retiree Suit Threatens to Tip City into BankruptcyFOUR WELLS: Case Summary & 20 Largest Unsecured CreditorsFREESEAS INC: Amends 250,000 Units ProspectusGARLOCK SEALING: Asbestos Claimants Want To Limit Access To DocsGENERAL MOTORS: Next Fight to Occur July 1 Over Faulty SwitchesGENERAL MOTORS: CEO to Provide Update on Internal ProbeGENEX HOLDINGS: S&P Assigns 'B' CCR & Rates $310MM Facilities 'B'GRAYSBURG HILLS: Case Summary & 2 Largest Unsecured CreditorsHALLWOOD GROUP: Closes Merger with Hallwood FinancialHANESBRANDS INC: Moody's Hikes Corp. Family Rating to 'Ba1'HCA HOLDINGS: Share Repurchase No Impact on Moody's 'B1' CFRHENNIGES AUTOMOTIVE: Moody's Assigns 'B2' Corporate Family RatingHENRY CO: S&P Raises Rating on 2nd Lien Term Loan to 'B-'HOLT DEVELOPMENT: To File Consensual Amended Plan by May 31HOSTESS BRANDS: Names William Toler as New CEOJACOBY & MEYERS: Creditors Want Court to Force Firm Into Ch. 11KID BRANDS: Defaults, Faces Possible BankruptcyLAGUNA BRISAS: Receiver's Access to Cash Extended Until July 1LAKEVIEW DEVELOPMENT: Case Summary & 20 Top Unsecured CreditorsLANDAUER HEALTHCARE: Joint Liquidation Plan Declared EffectiveLANDAUER HEALTHCARE: Wins Interim Use of Infinite LicenseLANGUAGE LINE: S&P Lowers CCR to 'B-' on Incomplete RefinancingLEADING EDGE: Files in Delaware to LiquidateLEVEL 3 COMMUNICATIONS: S&P Puts 'B' CCR on CreditWatch PositiveLIGHTSQUARED INC: Ergen Win May Hurt Him in Nevada LawsuitLOFINO PROPERTIES: Ch. 11 Trustee May Access Cash Thru June 30M.A.R. REALTY: Accord on Bank's Bid for Stay Relief ApprovedMEE APPAREL: Ecko Unlimited Cancels AuctionMF GLOBAL: Former Execs Granted Extra $10M For Defense CostsMJC AMERICA: Has Until Oct. 10 to Propose Chapter 11 PlanMONTANA ELECTRIC: Modifications to Plan Outline FiledMONTREAL MAINE: Sale Generates Nothing for VictimsMOORE FREIGHT: Wants SGEF to Comply With Confirmation OrderMORGANS HOTEL: Accommodations Acquisition Holds 6.4% StakeMOTORS LIQUIDATION: Scheduling Order Entered to Settle IssuesMOUNTAIN COUNTRY: Trustee Can Hire Elliot Davis as AccountantNATIONAL VINYL: Case Summary & 14 Largest Unsecured CreditorsNEW ENGLAND COMPOUNDING: Agrees to Give Tenn. $5M Over OutbreakNEWFIELD EXPLORATION: Fitch Affirms 'BB+' IDR; Outlook StableNORTH AMERICAN BREWERIES: S&P Withdraws B+ Sr. Secured Loan RatingNORTH JERSEY COMMUNITY: Case Summary & 20 Top Unsecured CreditorsOVERSEAS SHIPHOLDING: Wants Additional Agents for Exit LoanPGA FLYOVER: Wants Case Closed, Plan Substantially ConsummatedPICACHO HILLS: Files Schedules of Assets and LiabilitiesPICACHO HILLS: June 6 Set as Claims Bar DatePICACHO HILLS: US Trustee Seeks Chapter 7 ConversionPORTER BANCORP: SBAV LP Holds 7.5% Equity StakePOSITIVEID CORP: Delays Form 10-Q for First QuarterPOSITRON CORP: Incurs $861,000 Net Loss in First QuarterPRECISION OPTICS: Incurs $380,000 Net Loss in March 31 QuarterPRESSURE BIOSCIENCES: Incurs $3.1 Million Net Loss in 1st QuarterPROMMIS HOLDINGS: Nathaniel Sobayo Allowed to Pursue ClaimsPROMMIS HOLDINGS: Settlement with Cypress Innovations ApprovedREDE ENERGIA: Petitioner Balks at Noteholders' Delaying TacticREGIONAL CARE: Court Confirms Plan Following Asset Sale to BannerREVSTONE INDUSTRIES: Huron Completes Sale of Multiple BusinessesREVSTONE INDUSTRIES: To Auction Canadian Aarkel Business in JuneRIVERWALK JACKSONVILLE: Sabadell Wants to Prohibit Use of CashRIVERWALK JACKSONVILLE: Asks Court to Allow Use of Cash CollateralRYNARD PROPERTIES: Has Until July 11 to Propose Chapter 11 PlanRYNARD PROPERTIES: U.S. Trustee Unable to Form Creditors PanelSAN BERNARDINO, CA: Agrees w/ CalPERS to Delay Bankruptcy AppealSANMINA CORPORATION: Moody's Rates $350MM Sr. Secured Notes 'Ba2'SAVIENT PHARMACEUTICALS: Wins Ch. 11 Plan ApprovalSCIENTIFIC GAMES: Moody's Rates $375MM Senior Notes 'B3'SEAGATE HDD: Moody's Rates $500MM Senior Unsecured Notes 'Ba1'SHELBOURNE NORTH WATER: Has Until Oct. 31 to Solicit Plan VotesSHELBOURNE NORTH WATER: Wants Brown Udell Firm's Claim DisallowedSILVERSUN TECHNOLOGIES: Posts $120,700 Net Income in 1st QuarterSIMPLY WHEELZ: To Auction Five Airport Car-Rental SitesSIONIX CORP: Delays Form 10-Q for First QuarterSHUBH HOTELS: Boca Raton Guest Suites Auctions for $9.23 MillionSOUNDELUX: Files Ch.11; Closes Hollywood, Santa Monica FacilitiesSPANISH BROADCASTING: S&P Lowers CCR to 'CCC+'; Outlook NegativeSPANSION INC: Noteholders Awarded for Assisting ReorganizationSTRATUS MEDIA: Delays Form 10-Q, Expects $1.4MM Net Loss in Q1SUNVALLEY SOLAR: Incurs $214,000 Net Loss in First QuarterTELEFLEX INC: S&P Assigns 'BB' Rating to $250MM Unsecured NotesTHORNBURG MORTGAGE: Ex-CEO Denies Lying On TV In Bid To Nix SuitTONGJI HEALTHCARE: Incurs $63,000 Net Loss in First QuarterTOTAL PROTECTION: Case Summary & 20 Top Unsecured CreditorsTRAVELPORT HOLDINGS: Selling 7.5 Million Shares of OrbitzTUSCANY INTERNATIONAL: U.S. Trustee Is Sole Objector to PlanUNILAVA CORP: Reports $229,600 Net Loss in First QuarterUNIVERSAL COOPERATIVES: Has Interim OK to Obtain $3.9MM DIP LoanUNIVERSAL COOPERATIVES: Employs Foley & Lardner as CounselUNIVERSAL COOPERATIVES: Hires Young Conaway as Local CounselUNIVERSAL COOPERATIVES: Taps Keystone for Management ServicesUNIVERSAL COOPERATIVES: Employs Prime Clerk as Admin. AdvisorUNIVERSAL LOGISTICS: Case Summary & 20 Top Unsecured CreditorsUTSTARCOM HOLDINGS: Two Directors ResignedVELTI DR LIMITED: Chapter 15 Case SummaryVOGUE INTERNATIONAL: Moody's Assigns B2 Corporate Family RatingWATERFRONT OFFICE: Seeks Final Decree Closing CaseWEST CORP: To Acquire Health Advocate for $265 Million* Educ. Dept. Urged to Clarify Student Loan Bankruptcies Policy* Credit Suisse Plea Raises Risk of U.S. Bank Indictment* Jeffer Mangels & Shulman Hodges Announce Formation of 9019BAM!* Kramer Levin Partner Scores Supreme Court Advisory Post* New Bankruptcy Fees to Take Effect June 1* Recent Small-Dollar & Individual Chapter 11 Filings *********601 LEHIGH ASSOCIATES: Case Summary & 7 Top Unsecured Creditors---------------------------------------------------------------Debtor: 601 Lehigh Associates, LLC 601 Lehigh Avenue Union, NJ 07083Case No.: 14-20171Chapter 11 Petition Date: May 20, 2014Court: United States Bankruptcy Court District of New Jersey (Newark)Debtor's Counsel: Avram E. Frisch, Esq. THE LAW OFFICE OF AVRAM E. FRISCH LLC 4 Forest Avenue, Suite 200 Paramus, NJ 07652 Tel: 201-289-5352 Fax: 866-883-9690 Email: firstname.lastname@example.com - and - Barry Scott Miller, Esq. BARRY S. MILLER, ESQ. 70 Clinton Avenue Newark, NJ 07114 Tel: 973-216-7030 Fax: 973-824-2446 Email: firstname.lastname@example.com Assets: $0Total Liabilities: $8.08 millionThe petition was signed by Darren Commander, managing member.A list of the Debtor's seven largest unsecured creditors isavailable for free at http://bankrupt.com/misc/njb14-20171.pdf8 WEST 58TH STREET: Case Summary & 20 Largest Unsecured Creditors-----------------------------------------------------------------Debtor: 8 West 58th Street Hospitality, LLC 8 West 58th Street New York, NY 10022Case No.: 14-11524Chapter 11 Petition Date: May 20, 2014Court: United States Bankruptcy Court Southern District of New York (Manhattan)Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212)-301-6944 Fax: (212) 422-6836 Email: firstname.lastname@example.com Assets: $2.23 millionTotal Liabilities: $1.36 millionThe petition was signed by Max Burgio, managing member.A list of the Debtor's 20 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/nysb14-11524.pdfABLEST INC: Plan Has May 16, 2014 Effective Date------------------------------------------------Ablest Inc., et al., notified the U.S. Bankruptcy Court for theDistrict of Delaware that the Prepackaged Joint Chapter 11 Plan ofReorganization became effective in accordance with its terms onMay 16, 2014. The Plan was confirmed on May 8.The Plan revolves around a court-approved restructuring supportagreement between the Debtors and (i) approximately 70% of thePrepetition First Lien Lenders, representing approximately 82% ofthe claims under the Prepetition First Lien Credit Agreement and(ii) approximately 81% of the Prepetition Second Lien Lenders,representing approximately 87% of the claims under the PrepetitionSecond Lien Credit Agreement; and authorized the Debtors to assumethe so-called "Sorensen Support Agreement." About Ablest Inc.Ablest Inc. and its debtor-affiliates sought bankruptcy protection(Bankr. D. Del. Lead Case No. 14-10717) on April 1, 2014, with aprepackaged plan of reorganization that will reduce debt by $300million.Ablest together with its affiliates is a leading national providerof temporary staffing services in the United States and is thelargest provider of temporary staffing services in California. Itprovides staffing services on temporary, "temp-to-hire", andproject-by-project basis through a network of 312 offices in 48states. The company currently employs 75,000 full and part timeemployees in hourly, salaried, supervisory, management and salespositions plus 1,500 corporate and branch employees.During the fiscal year ended Dec. 29, 2013, the Debtors placedapproximately 300,000 temporary employees and provided staffingservices to 11,500 customers. For fiscal year 2013, the Debtorshad $2 billion in gross revenue.The Debtors have tapped (i) the law firm of Pachulski Stang Ziehl& Jones LLP as co-restructuring counsel; (ii) Skadden, Arps,Slate, Meagher & Flom LLP as co-restructuring counsel andcorporate and securities counsel; (iii) AlixPartners LLP asrestructuring advisors; (iv) Goldman, Sachs & Co., as financialadvisor; and (v) Kurtzman Carson Consultants LLC as claims andnoticing agent.As of April 1, 2014, the Debtors have outstanding secureddebt in an aggregate amount, including accrued interest, ofapproximately $651 million. Ablest's assets are estimated at $100million to $500 million. * * *This concludes the Troubled Company Reporter's coverage of AblestInc. until facts and circumstances, if any, emerge thatdemonstrate financial or operational strain or difficulty at alevel sufficient to warrant renewed coverage.ADVANCED EMISSIONS: Gets NASDAQ Listing Non-Compliance Notice-------------------------------------------------------------Advanced Emissions Solutions, Inc. on May 20 disclosed that itreceived a notice from the NASDAQ Capital Market on May 14, 2014indicating that the Company is not in compliance with NASDAQListing Rules because its Form 10-Q for the period ended March 31,2014 was not filed by May 12, 2014, and because the Companyremains delinquent in filing its Form 10-K for the period endedDecember 31, 2013. The notice, which the Company expected, wasissued due to NASDAQ Marketplace Rule 5250(c)(1), which requirestimely filing of periodic reports with the Securities and ExchangeCommission.The Company's delay in filing these periodic reports is due to itspreviously disclosed review of its historical revenue recognitionpolicy for equipment contracts in its Emission Control segment,its verification of its accounting for interest expense accrualsrelated to taxes on deferred installment gain and certain otheraccounting transactions, the process of assessing theeffectiveness of its internal control over financial reporting,the restatement of its previously issued financial statements forthe first three quarters of 2013, and the re-audit of itsfinancial statements for 2011 and 2012.The Company's management team and its finance and accountingpersonnel are working diligently to complete this process, providethe requested information to its auditors, and finalize thenecessary reviews so that its delinquent periodic reports can befiled.In accordance with the Rules, the Company expects to submit itsplan to regain compliance to NASDAQ no later than June 2, 2014.If NASDAQ accepts the Company's plan, then NASDAQ may grant theCompany an extension until as late as September 29, 2014 to regaincompliance. About Advanced Emissions Solutions, Inc.Advanced Emissions Solutions, Inc. serves as the holding entityfor a family of companies that provide emissions solutions tocustomers in the power generation and other industries.ALION SCIENCE: Conference Call Set Today to Discuss Results-----------------------------------------------------------Alion will host a conference call on May 22, 2014, at 11:00 a.m.EST, 8:00 a.m. PST, to discuss second quarter financial resultsfor Alion's fiscal year 2014. Participants may join theconference call by dialing (866) 814-1916 (toll-free) or (703)639-1360 ten minutes prior to the start of the conference. Theconference code is 1638743. This call is being provided for andis limited to investors in Alion's debt. About Alion ScienceAlion Science and Technology Corporation, based in McLean,Virginia, is an employee-owned company that provides scientificresearch, development, and engineering services related tonational defense, homeland security, and energy and environmentalanalysis. Particular areas of expertise include communications,wireless technology, netcentric warfare, modeling and simulation,chemical and biological warfare, program management.Alion Science has been reporting losses for four consecutive yearsfrom Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Scienceincurred a net loss of $36.59 million.Deloitte & Touche LLP, in McLean, Virginia, issued a "goingconcern" qualification on the consolidated financial statementsfor the year ended Sept. 30, 2013. The independent auditors notedthat the Company does not expect to be able to repay its existingdebt at their scheduled maturities. The Company's financingneeds, its recurring net losses, and its excess of liabilitiesover assets raise substantial doubt about its ability to continueas a going concern, the auditors stated.As of March 31, 2014, the Company had $610.99 million in totalassets, $816.34 million in total liabilities, $61.03 million inredeemable common stock, $20.78 million in common stock warrants,$130,000 in accumulated other comprehensive loss and a $287.29million accumulated deficit. Bankruptcy Warning"The Company's high debt levels, of which $332.5 million matureson November 1, 2014 and Alion's recurring losses will likely makeit more difficult for Alion to raise capital on favorable termsand could hinder its operations. Further, default under theUnsecured Note Indenture or the Secured Note Indenture could allowlenders to declare all amounts outstanding under the Wells FargoAgreement, the Secured Notes and the Unsecured Notes to beimmediately due and payable. Any event of default could have amaterial adverse effect on our business, financial condition andoperating results if creditors were to exercise their rights,including proceeding against substantially all of our assets thatsecure the Wells Fargo Agreement and the Secured Notes, and willlikely require us to invoke insolvency proceedings including, butnot limited to, a voluntary case under the U.S. Bankruptcy Code,"the Company said in the Quarterly Report for the period endedMarch 31, 2014. * * *As reported by the TCR on March 10, 2014, Standard & Poor'sRatings Services said it lowered its corporate credit rating onMcLean, Va.-based Alion Science and Technology Corp. to 'CC' from'CCC+'. "The ratings downgrade reflects a capital structure thatmatures within 12 months, a currently 'weak' liquidity assessment,which we revised from 'less than adequate', and our expectationthat we would classify an exchange offer or similar restructuringundertaken by Alion as distressed," said Standard & Poor's creditanalyst Martha Toll-Reed.ALL-AMERICAN RESTORATIVE: Nursing Homes Seek Bankruptcy Protection------------------------------------------------------------------Clark Kauffman, writing for The Des Moines Register, reported thattwo Iowa nursing homes filed for bankruptcy protection togetherwith its founder, who claimed $7.2 million in debt and $889,000 inassets.According to the report, the two nursing homes are All-AmericanRestorative Care of Washington, Ia., and Regency Rehab and SkilledNursing Center of Council Bluffs, which were placed in the U.S.government's newly updated list of the nation's most troubled carefacilities. The homes' founder is Jerry Rhoads whose potentialliabilities may include five of the six wrongful-death claimsfiled by the estates of former residents of a third care facilityhe once operated.ATP OIL: Files Liquidating Plan and Disclosure Statement--------------------------------------------------------ATP Oil & Gas Corporation filed with the U.S. Bankruptcy Court forthe Southern District of Texas, Houston Division, a plan ofliquidation and accompanying disclosure statement, which proposesto transfer of all the bankrupt company's assets into aliquidating trust and the complete liquidation of those assets bya liquidating trustee. All classes of claims under the Plan areimpaired.Following the transfers, the Debtor will be deemed dissolved. ThePlan was filed in accordance with the May 12 deadline given byBankruptcy Judge Marvin Isgur who previously threatened to convertthe Chapter 11 case to one under Chapter 7 of the Bankruptcy Codeif the deadlines he set were not satisfied.A full-text copy of the Plan dated May 12, 2014, is available forfree at: http://bankrupt.com/misc/ATPOILplan0512.pdf About ATP OilHouston, Texas-based ATP Oil & Gas Corporation is an internationaloffshore oil and gas development and production company focusedin the Gulf of Mexico, Mediterranean Sea and North Sea.ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. CaseNo. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP,serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., isthe conflicts counsel. Motley Rice LLC and Fayard & Honeycutt,APC serve as special counsel. Opportune LLP is the financialadvisor and Jefferies & Company is the investment banker.Kurtzman Carson Consultants LLC is the claims and notice agent.ATP disclosed assets of $3.6 billion and $3.5 billion ofliabilities as of March 31, 2012. Debt includes $365 million on afirst-lien loan where Credit Suisse AG serves as agent. There is$1.5 billion on second-lien notes with Bank of New York MellonTrust Co. as agent. ATP's other debt includes $35 million onconvertible notes and $23.4 million owing to third parties fortheir shares of production revenue. Trade suppliers have claimsfor $147 million, ATP said in a court filing.An official committee of unsecured creditors has been appointed inthe case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &McCloy, in New York, represents the Creditors Committee ascounsel.A seven-member panel of equity security holders has also beenappointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio,Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counselto the Equity Committee.BAY AREA FIN'L: Court Approves Sale of 1,710 Shares---------------------------------------------------Bankruptcy Judge Thomas B. Donovan, on May 14, 2014, entered anamended order authorizing Bay Area Financial Corporation toimmediately sell 1,710 shares of stock of the Bank of SanFrancisco -- out of the 20,000 shares of Bank stock currently heldby the Debtor -- to Dilan Desai for $12.95 per share.The Court also ordered that any and all subsequent private sale(s)for all or a portion of the remaining 18,290 shares of the Bank'sstock is authorized and approved without further notice or orderof Court, provided that any such subsequent sale is at a price ofnot less than $10 per share.The purchaser is entitled to all of the protections afforded bySection 363(m) of the Bankruptcy Code, with respect to the saleand transfer of the 1,710 shares of Bank stock.Any subsequent purchaser(s) of the remaining 18,290 shares of Bankstock will be entitled to the protection.A copy of the amended order is available for free athttp://bankrupt.com/misc/BAYAREA_stocksaleamendedord.pdf About Bay Area FinancialBay Area Financial Corp., a consumer finance company, soughtprotection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.Cal. Case No. 13-38974) on Dec. 9, 2013. The case is assigned toJudge Thomas B. Donovan.The Debtor is represented by Sandford L. Frey, Esq., and Stuart I.Koenig, Esq., at Creim Macias Koenig & Frey LLP.The Debtor disclosed $15,248,851 in assets and $21,239,663 inliabilities as of the Chapter 11 filing. There is no secureddebt, although $141,000 is owing on a priority tax claim.Peter C. Anderson, the U.S. Trustee for Region 16, appointed fivemembers to the Official Committee of Unsecured Creditors. TheCommittee is represented by James C. Bastian, Jr., Esq., andMelissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP.BAY AREA FIN'L: Disclosure Statement Hearing Continued to June 18-----------------------------------------------------------------Bankruptcy Judge Stuart I. Koenig continued until June 18, 2014,at 10:00 a.m., the hearing to consider the adequacy of informationin the Disclosure Statement explaining Bay Area Financial Corp.'sPlan of Reorganization/Liquidation.The Disclosure Statement hearing was originally set for May 14.In a reply to the objection filed by Peter C. Anderson, U.S.Trustee for Region 16, the Debtor said that it intends to filemodifications to its plan and disclosure statement that willhopefully address the concerns identified by the U.S. Trustee inits objection.Additionally, the Debtor said that there is no release of non-Debtor's Plan in violation of Ninth Circuit Law.As reported in the Troubled Company Reporter on May 13, 2014,the U.S. Trustee argued that the protective clauses in theDisclosure Statement and Plan essentially provide a discharge fornon-debtor entities in violation of the Bankruptcy Code. The U.S.Trustee said the Court must deny approval of the DisclosureStatement unless the protective clauses are removed, certainexculpation, releases and injunction provision that are proposedfor the benefit of several parties.The Official Committee of Unsecured Creditors also raised certainissues and concerns it has with the terms of the Debtor's proposedDisclosure Statement and Plan. The Committee is optimistic thatmost if not all of the concerns will be resolved prior to thehearing on the Disclosure Statement. According to the Committee,its counsel and the Debtor's counsel have exchanged multiplecommunications discussing the Committee's comments and concerns.As reported in the TCR on April 15, 2014, under the Plan, Class 1consists of secured tax claims, which consists primarily of claimsof property taxes on the various real estate parcels owned by theDebtor. Class 2 is a secured claim of Residential CreditSolutions, which holds a senior secured lien against the OstinProperty, which property is now owned by the Debtor. Class 3 is ageneral class created for secured claims against any additionalreal estate that the Debtor acquires through foreclosure prior toconfirmation of the Plan.Commercial Paper Account Holders are treated in one or more offour classes, i.e. Classes 4, 5, 6 and 7. Class 8 is the existingshareholders who will receive no distribution under the Plan onaccount of their shares of stock.The sources of all distributions and payments under the Plan willbe, among others: 1. available cash; 2. net sale proceeds of the real estate assets; and 3. plan reserves;The Plan also provides that once the Debtor has sold the assetsand real estate assets, the Plan Administrator has fully performedits duties and made all distributions under the Plan, Bay Area maybe dissolved for all purposes.A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/BAYAREA_ds.pdf About Bay Area FinancialBay Area Financial Corp., a consumer finance company, soughtprotection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.Cal. Case No. 13-38974) on Dec. 9, 2013. The case is assigned toJudge Thomas B. Donovan.The Debtor is represented by Sandford L. Frey, Esq., and Stuart I.Koenig, Esq., at Creim Macias Koenig & Frey LLP.The Debtor disclosed $15,248,851 in assets and $21,239,663 inliabilities as of the Chapter 11 filing. There is no secureddebt, although $141,000 is owing on a priority tax claim.Peter C. Anderson, the U.S. Trustee for Region 16, appointed fivemembers to the Official Committee of Unsecured Creditors. TheCommittee is represented by James C. Bastian, Jr., Esq., andMelissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP.BAY CLUB PARTNERS: Court Denies Legg Mason's Case Dismissal Bid---------------------------------------------------------------On March 6, 2014, secured creditor Legg Mason Real Estate CDOI, Ltd. sought to dismiss Bay Club Partners-472, LLC's Chapter 11case. Legg Mason argued that Bay Club's operating agreementprohibited it from filing for bankruptcy protection. Trail RanchPartners, LLC, a 20% member owner in Bay Club, agreed with LeggMason's petition. Bay Club opposed the dismissal of its case.Bay Club was formed as an Oregon limited liability company in 2005to acquire and operate a large apartment complex in Mesa, Arizona.On November 15, 2005, Legg Mason's predecessor loaned Bay Club$23,600,000, evidenced by a promissory note, to acquire theproperty. Repayment of the loan is secured by a deed of trust onthe property.Loan terms were modified four times, ultimately resulting in theprincipal balance of the note being increased to $24,000,000 andthe maturity date being extended to March 1, 2014. However, byearly 2014, negotiations for further modifications broke down. OnJanuary 17, 2014, Bay Club received a notice of default on theloan obligation from Legg Mason, and Legg Mason offset against theloan debt Bay Club's reserve accounts for taxes, insurance andcapital expenses for the property totaling $345,007.Bay Club filed its Chapter 11 case on January 28, 2014. Thepetition was signed by David Butler on behalf of Bay ClubManagement, LLC, as Bay Club's manager. The consent resolution wassigned in behalf of three of Bay Club's four members, representing80% of Bay Club's member ownership interests. However, norepresentative of Trail Ranch signed the consent resolution, eventhough Mr. Brown was repeatedly asked to do so. In fact, TrailRanch opposed Bay Club's bankruptcy filing.Upon hearing the arguments, Judge Randall L. Dunn opines that: (a) Prepetition waivers of bankruptcy protection are unenforceable because it is a violation of public policy; and (b) Bay Club's Chapter 11 filing was properly authorized by its manager Mr. Butler and Bay Club did go to the trouble of trying to obtain agreement of all its members though Trail Ranch refused.Accordingly, the Bankruptcy Court denies Legg Mason's request. About Bay ClubBay Club Partners-472, LLC, was formed to renovate and operate theresidential property at 2121 W. Main St., Mesa, Arizona, known asMidtown on Main Street. The property has 470 rental units andoffers residents amenities including a fitness center, spa,clubhouse, three swimming pools, a covered play area, assignedparking, and 24-hour emergency maintenance services. As of thebankruptcy filing, the Debtor has leased 91% of the apartments.Bay Club filed a Chapter 11 bankruptcy petition (Bankr. D. Ore.Case No. 14-30394) on Jan. 28, 2014. The Debtor disclosed$28,247,787 in assets and $27,311,084 in liabilities as of theChapter 11 filing. The case has been assigned to Judge Randall L.Dunn. Attorneys at Tonkon Torp LLP serve as counsel to theDebtor.The U.S. Trustee has not appointed a committee of unsecuredcreditors.Legg Mason Real Estate CDO I, Ltd., is represented in the case byLaura J. Walker, Esq., at Cable Huston LLP. * * *Bay Club Partners-472 submitted to the Bankruptcy Court aDisclosure Statement and Chapter 11 Plan dated April 11, 2014.Generally, the Plan provides that (a) Legg Mason CDO Real EstateCapital II, Inc., will be repaid in full with interest by thethird anniversary of the Effective Date; (b) General Unsecuredcreditors will be paid 60% of their Allowed Claim within 90 daysof the Effective Date unless any such creditor elects to be repaidin full with interest within three years of the Effective Date;(c) all membership interests in Debtor will be retained; and (d)Debtor will operate in the ordinary course and pay all Creditorspursuant to the Plan.A hearing on the Disclosure Statement is set for June 20. A copyof the Disclosure Statement is available for free at: http://bankrupt.com/misc/BAYCLUB_116_ds.pdfBAY CLUB PARTNERS: Cash Collateral Payments to Legg Mason Okayed----------------------------------------------------------------Legg Mason Real Estate CDO I, Ltd., requested reconsideration ofthe Bankruptcy Court's ruling on Bay Club Partners-472, LLC's useof cash collateral to require additional payments to Legg Mason.At an April 23, 2014 hearing, the parties agreed, with the Court'sconsent, that: (a) Bay Club is authorized to use cash collateral as determined by MEB Management Services, who will notify the parties of proposed capital expenditure; (b) Bay Club will provide to Legg Mason reporting on use of cash collateral; (c) As adequate protection, Legg Mason is granted perfected liens to secure an amount of its claims; (d) On May 5, 2014, Bay Club will pay $115,000 to Legg Mason and as of June 5, 2014 and each month after that, Bay Club will pay $135,000 to Legg Mason; (e) As of April 5, 2014, and each month after that, Bay Club will submit to Legg Mason a combined tax, insurance, and capital expense reserve for $40,000; and (f) Legg Mason is also receiving adequate protection as a result of (i) the reserve offset for $345,007 received by Legg Mason on January 17, 2014, (ii) the existing equity in Bay Club's real property, and (iii) Legg Mason's continuing security interest in Bay Club's receipts and personal property.Bay Club is represented by: Ava L. Schoen, Esq. Tonkon Torp LLP 888 S.W. Fifth Avenue, Suite 1600 Portland, OR 97204-2099 Telephone: 503-221-1440 Facsimile: 503-274-8779 E-mail: email@example.com About Bay ClubBay Club Partners-472, LLC, was formed to renovate and operate theresidential property at 2121 W. Main St., Mesa, Arizona, known asMidtown on Main Street. The property has 470 rental units andoffers residents amenities including a fitness center, spa,clubhouse, three swimming pools, a covered play area, assignedparking, and 24-hour emergency maintenance services. As of thebankruptcy filing, the Debtor has leased 91% of the apartments.Bay Club filed a Chapter 11 bankruptcy petition (Bankr. D. Ore.Case No. 14-30394) on Jan. 28, 2014. The Debtor disclosed$28,247,787 in assets and $27,311,084 in liabilities as of theChapter 11 filing. The case has been assigned to Judge Randall L.Dunn. Attorneys at Tonkon Torp LLP serve as counsel to theDebtor.The U.S. Trustee has not appointed a committee of unsecuredcreditors.Legg Mason Real Estate CDO I, Ltd., is represented in the case byLaura J. Walker, Esq., at Cable Huston LLP. * * *Bay Club Partners-472 submitted to the Bankruptcy Court aDisclosure Statement and Chapter 11 Plan dated April 11, 2014.Generally, the Plan provides that (a) Legg Mason CDO Real EstateCapital II, Inc., will be repaid in full with interest by thethird anniversary of the Effective Date; (b) General Unsecuredcreditors will be paid 60% of their Allowed Claim within 90 daysof the Effective Date unless any such creditor elects to be repaidin full with interest within three years of the Effective Date;(c) all membership interests in Debtor will be retained; and (d)Debtor will operate in the ordinary course and pay all Creditorspursuant to the Plan.A hearing on the Disclosure Statement is set for June 20. A copyof the Disclosure Statement is available for free at: http://bankrupt.com/misc/BAYCLUB_116_ds.pdfBELLE FOODS: Court Approves Settlement With Creditors Panel-----------------------------------------------------------The Bankruptcy Court has issued an amended order approving acompromise and settlement between Belle Foods, LLC, and theOfficial Committee of Unsecured Creditors resolving certaindisputes.The Court also approved the GUC Trust Agreement with the exceptionof the inclusion of the names of the GUC Trust Board Members andthe GUC Trustee to be selected pursuant to the terms of the GUCTrust Agreement. The GUC Trust will have standing (i) to pursuethe GUC Causes of Action and White Claims in the Chapter 11 case;and (ii) to object, settle and otherwise resolve Unsecured Claimspursuant to the claims allowance process that is established.The Court also approved the releases provided for in thesettlement agreement and the GUC Trust Agreement.Bill White, a party-in-interest in the case, had objected to thejoint motion of the Debtor and the Committee, stating that it hasno benefit to unsecured creditors, benefits no one other than theadministrative claims.The Committee, in its response to Mr. White's objection, notedthat the principal argument in the White Objection appears to bethat the lenders must be sued and various claims must be pursuedin their capacity as the Debtor's pre and post-petition lender,but the argument failed to acknowledge that the same parties areboth funding the settlement, and are compromising their rightsunder the pre and post-petition agreements, including the FinalDIP Order and Sale Order, in order to bring the case to a close. About Belle FoodsBelle Foods, LLC, bought 57 stores from Southern Family MarketsLLC in 2012, and put the business into Chapter 11 reorganization(Bankr. N.D. Ala. Case No. 13-81963) on July 1, 2013, in Decatur,Alabama.The chain is owned by a father and son who purchased the operationwith a $4 million secured term loan and $24 million revolvingcredit from the seller. The stores are in Florida, Georgia,Alabama and Mississippi.D. Christopher Carson, Esq., Brent W. Dorner, Esq., and Marc P.Solomon, Esq., at Burr & Forman, LLP, represent the Debtor ascounsel.Attorneys at Haskell Slaughter Young & Rediker, LLC, inBirmingham, Alabama, and Otterbourg Steindler Houston & Rosen,P.C., in New York, serve as co-counsel to the Official Committeeof Unsecured Creditors.The Debtor reported total assets of $64,972,059 and estimatedliabilities of $16,627,087.BROOKSTONE HOLDINGS: Confirmation Hearing Scheduled for June 23---------------------------------------------------------------Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for theDistrict of Delaware on May 19 approved the disclosure statementexplaining Brookstone Holdings Corp., et al.'s Revised FirstModified Joint Chapter 11 Plan of Reorganization and scheduled ahearing to consider the confirmation of that Plan for June 23,2014, at 10:00 (prevailing Eastern Time).Objections to the Plan must be filed on or before June 16. TheVoting Deadline is also June 16.Prior to the May 19 hearing on the disclosures, the Debtorsrevised the Plan twice: on May 7 -- a blacklined version of whichis available at http://is.gd/XVr2IY-- and on May 16 -- a blacklined version of which is available at http://is.gd/HB1BkgThe May 7 version of the Plan provides, among other things, that"general unsecured claim fund" is defined as "$1,250,000 in Cash,"and "GUC Excess Amount" to mean 15% of the increase in theaggregate value of the consideration under a winning bid, afterpayment of the break-up fee and expense reimbursement, subject toa cap of $1,500,000. The May 7 version, according to BillRochelle, the bankruptcy columnist for Bloomberg News, explained asettlement negotiated in April resolving opposition to plans fordistributing sale proceeds. The May 7 version showed generalunsecured creditors with a recovery from 11.4 percent to 30.5percent, Mr. Rochelle said.The May 16 version of the Plan modified the definition of "GUCExcess Amount" to mean 15% of the increase in the effective datenet distributable cash as a result of the winning bid, afterpayment of the break-up fee and expense reimbursement, subject toa cap of $1,500,000.To recall, the Debtors sought protection under Chapter 11 to sellthe common stock of reorganized Brookstone Holdings Corp. to SPBAcquisition LLC, an affiliate of Spencer Spirit Holdings, Inc.,for $146.3 million, subject to higher and better offers.Competing bids are due May 28, and an auction will follow onJune 2.An ad hoc group of holders of the Debtors' 13.00% Second LienSenior Secured Notes due 2014 entered into a restructuring supportagreement whereby the Ad Hoc Committee agreed to support the SPAand the Plan. Additionally, the Official Committee of UnsecuredCreditors supports the SPA and Plan in light of a globalsettlement among the Debtors, the Ad Hoc Committee, SPB, and theCommittee. As a result of the global settlement, holders ofAllowed General Unsecured Clams will be entitled to greaterrecoveries than they otherwise would have in the absence of theglobal settlement. About Brookstone HoldingsBrookstone Holdings Corp. and its affiliated debtors on April 3,2013, filed for relief under Chapter 11 (Bankr. D. Del. Lead CaseNo. 14-10752) with a plan to sell its business to anotherretailer.Specialty retailer Brookstone operated 242 retail stores across 40states and Puerto Rico as of Feb. 1, 2014. Of those stores, 195are generally located near "center court" in America's topretail centers and 47 are located in airports. Brookstonealso operates an e-commerce business that includes the Brookstonecatalog and http://www.Brookstone.com/An affiliate of Spencer Spirit Holdings Inc., the parent of gift-shop chain Spencer's, has signed a deal to pay $147 million inexchange for 100% of the reorganized debtor's equity, absenthigher and better offers from other parties. As of Dec. 31, 2013,Spencer operated 644 stores in 49 states and Canada.As of the bankruptcy filing, the Debtors owe more than $50 millionon a senior secured prepetition credit facility ($34.1 million ona revolver, $12.3 million on a term loan and $4.7 million onaccount of letters of credit), and $137.3 million to holders ofjunior notes. The Debtors estimate that their unsecured debt isbetween $75 million and $85 million.The agreement with Spencer contemplates that Brookstone,headquartered in New Hampshire, will continue to operate its malland airport stores, catalog, website, and wholesale channels,under the Brookstone brand with current employees remaining attheir respective locations.The Debtors have tapped K&L Gates LLP and Landis Rath & Cobb LLPas attorneys, Deloitte Financial Advisory Services LLP as theirfinancial advisors, Jefferies LLC as their investment banker, andKurtzman Carson Consultants as claims agent.The DIP lenders are represented by Stroock & Stroock & Lavan LLPand Young Conaway Stargatt & Taylor LLP.BUDD CO: PI Claimants Push for Official Asbestos Committee----------------------------------------------------------An ad hoc committee of asbestos personal injury claimants ask theU.S. Bankruptcy Court for the Northern District of Illinois,Eastern Division, to direct the U.S. Trustee to appoint anofficial committee to represent them and others who are similarlysituated in the Chapter 11 case of The Budd Company, Inc.Joseph D. Frank, Esq., at FrankGecker LLP, in Chicago, Illinois,one of the attorneys of the ad hoc committee, asserts in courtpapers that the group of elderly workers sickened by the Debtors'asbestos, or the families of those who have already died ofasbestos-related diseases are not adequately represented in thebankruptcy case, while other groups of creditors, like unionretirees, already have representatives in the case. Mr. Franksays Budd's asbestos liabilities may exceed $50 million.The ad hoc group proposes a June 16 hearing for its request.The ad hoc group is represented by: Frances Gecker, Esq. Joseph D. Frank, Esq. Reed Heiligman, Esq. FRANKGECKER LLP 325 North LaSalle Street, Suite 625 Chicago, Illinois 60654 Tel: (312) 276-1400 Fax: (312) 276-0035 Email: email@example.com email@example.com firstname.lastname@example.com About The Budd CompanyThe Budd Company, Inc., a former supplier to the automotiveindustry, filed for chapter 11 bankruptcy protection (Bankr. N.D.Ill. Case No. 14-11873) on March 31, 2014, with a deal to settlepotential claims against its parent, ThyssenKrupp AG.The company -- which ceased manufacturing operations in 2006 anddoes not have any current employees, facilities or customers --has obligations consisting largely of medical and other benefitsto approximately 10,000 former employees.Liabilities amount to approximately $1 billion with assets ofapproximately $400 million. Most of the debt consists largely ofmedical and other benefits to approximately 10,000 formeremployees.The Hon. Jack B. Schmetterer oversees the case. The Debtor hastapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson WrightPLLC as special counsel, Epiq Bankruptcy Solutions, LLC asnoticing, claims and balloting agent, and Conway MacKenzieManagement Services, LLC's Charles M. Moore as CRO.CASA CASUARINA: Plan Will Not Liquidate All Assets--------------------------------------------------Casa Casuarina, LLC filed with the Bankruptcy Court a memorandumin support of confirmation of its Amended Plan of Reorganization.The Debtor and counsel for the U.S. Trustee have discussed thePlan, and the parties disagree as to whether the Plan, as filed,entitles the Debtor to a discharge.The memorandum also provides that, among other things: a. the plan does not liquidate substantially all of the Debtor's assets, and b. the Debtor will engage in business post-confirmation.As reported in the Troubled Company Reporter on April 1, 2014,Judge Laurel M. Isicoff has issued an order waiving therequirement for the Debtor to file a disclosure statementexplaining its Plan, after finding the plan outline unnecessary.The Court conducted a hearing on Feb. 13, to consider approval ofthe Disclosure Statement. The Court found that the Plan, asamended consistent with the announcements made by the PlanProponent at the Feb. 13 hearing, contains no unimpaired classes.In light of this, the Court found that the requirement of Section1125(a) of the Bankruptcy Code, that a disclosure contain"adequate information" to make "an informed decision" regardingvoting on the plan, is unnecessary, as no party-in-interest willhave a right to vote on the Plan. For these reasons, the Courtwaives any disclosure requirements set forth in Section 1125.The Court also approved a settlement among the Debtor, PeterLoftin, Luxury Resorts, LLC, Loftin Family, LLC, LoftinHospitality, LLC, Global Properties Group, LLC, 1116 Ocean Drive,LLC, BGW Design Limited, Inc., 1501 Event Enterprises, Inc.,Collins Avenue Parking LLC, and Barton G. Weiss.The Plan proposes to pay creditors in full with the proceeds fromthe sale of the Debtor's property at 1116 Ocean Drive, in Miami,Florida, which property was formerly known as the Versace Mansion.The property was sold for $41.5 million. The Debtor says theyhave $5.5 million in trust for the estates, enough to pay allclaims.1116 Ocean Drive, which operated the Versace Mansion before thePetition Date, filed a disputed claim in the amount of $10million. The Debtor disputed the entitlement of 1116 Ocean Driveto pay claim against the estate. The approved settlement providesthat 1116 Ocean Drive will withdraw its claim and will voluntarilydismiss with prejudice Case No. 13-15720 pending before Florida's11th Circuit Court, in and for Miami-Dade County, as to alldefendants.Bill Rochelle, the bankruptcy columnist for Bloomberg News,pointed out that had the former operators of the property notwithdrawn their claim, the recovery by unsecured creditors wouldhave been 40%. The buyer of the mansion, VM South Beach LLC, hadacquired a $34.5 million secured claim and paid most of thepurchase price by waiving mortgage debt, Mr. Rochelle furtherpointed out.A full-text copy of the Plan, revised on March 14, is availablefor free at http://bankrupt.com/misc/CASACASUARINAplan0314.pdfThe Debtor is presented by: Joe M. Grant, Esq. MARSHALL SOCARRAS GRANT, P.L. 197 South Federal Highway, Suite 300 Boca Raton, FL 33432 Tel: (561) 361-1000 Fax: 561.672.7581 E-mail: email@example.com About Casa CasuarinaCasa Casuarina, LLC, owner of Gianni Versace's former South Beachmansion on Ocean Drive in Miami Beach, Florida, filed a Chapter 11petition (Bankr. S.D. Fla. Case No. 13-25645) in Miami on July 1,2013. Peter Loftin signed the petition as manager. Judge LaurelM. Isicoff presides over the case. The Debtor estimated assets ofat least $50 million and debts of at least $10 million. Joe M.Grant, Esq., at Marwill Socarras Grant, P.L., serves as theDebtor's counsel.Until his Ponzi scheme fell apart in 2009, Scott Rothstein hadcontrolled the company that owned the property. Herbert Stettinis the Chapter 11 trustee for Rothstein's law firm RothsteinRosenfeldt Adler PA, which has been in Chapter 11 liquidationsince November 2009.Before Casa Casuarina filed for bankruptcy, Mr. Stettin hadreached agreement to settle his claim to partial ownership.In its schedules, the Debtor disclosed $79,005,976.66 in totalassets and $32,506,799.29 in total liabilities as of the PetitionDate.CASA CASUARINA: Full-Payment Plan Approved in Miami---------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that the bankruptcy judge in Miami on May 16 signed anorder confirming the plan filed by the owners of the formerVersace Mansion on Ocean Drive in Miami Beach, Florida.According to the report, the owners simplified court approval oftheir Chapter 11 plan by paying all creditors in full, withinterest. Papers filed in court stated that a total of zeroballots were filed on or before the voting deadline. All classeswere unimpaired and a ballot was not required.Joe M. Grant, Esq., at Marshall Socarras Grant, P.I., in BocaRaton, Florida, told the bankruptcy court that the amount of$353,885 is available in his trust account for confirmation, whilehis firm holds $5,335,972 in trust, which will be paid tounsecured creditors at confirmation.As previously reported by The Troubled Company Reporter, JudgeLaurel M. Isicoff has issued an order waiving the requirement forthe Debtor to file a disclosure statement explaining its Plan,after finding the plan outline unnecessary. About Casa CasuarinaCasa Casuarina, LLC, owner of Gianni Versace's former South Beachmansion on Ocean Drive in Miami Beach, Florida, filed a Chapter 11petition (Bankr. S.D. Fla. Case No. 13-25645) in Miami on July 1,2013. Peter Loftin signed the petition as manager. Judge LaurelM. Isicoff presides over the case. The Debtor estimated assets ofat least $50 million and debts of at least $10 million. Joe M.Grant, Esq., at Marwill Socarras Grant, P.L., serves as theDebtor's counsel.Until his Ponzi scheme fell apart in 2009, Scott Rothstein hadcontrolled the company that owned the property. Herbert Stettinis the Chapter 11 trustee for Rothstein's law firm RothsteinRosenfeldt Adler PA, which has been in Chapter 11 liquidationsince November 2009.Before Casa Casuarina filed for bankruptcy, Mr. Stettin hadreached agreement to settle his claim to partial ownership.In its schedules, the Debtor disclosed $79,005,976.66 in totalassets and $32,506,799.29 in total liabilities as of the PetitionDate.CHC HELICOPTER: Moody's Affirms B2 Corporate Family Rating----------------------------------------------------------Moody's Investors Service affirmed all ratings of CHC HelicopterS.A. ("CHC S.A.") and its parent, 6922767 Holding S.a.r.l.("Holdings"). The ratings consist of Holdings' B2 Corporate FamilyRating (CFR), B2-PD Probability of Default Rating (PDR), and SGL-3Speculative Grade Liquidity (SGL) and CHC S.A.'s B1 senior securedand Caa1 senior unsecured ratings. As an administrative matter,Moody's assigned a B2 CFR, B2-PD and SGL-3 speculative gradeliquidity rating to CHC Group Ltd. ("CHC"), which is now theultimate parent of both Holdings and CHC S.A. Holdings' ratingswill be withdrawn within the next couple of days. The ratingoutlook for CHC S.A., Holdings and CHC is stable.Ratings RationaleCHC's B2 CFR is driven by its' high leverage, negative free cashflow, complex corporate structure and cyclical exposure. CHC'slarge and quality helicopter fleet however provides criticaltransportation services to a diverse list of highly-rated oil &gas companies globally. Its relationships are generallylongstanding and contractual with about 75% of its helicopterservices revenues derived from fixed monthly fees. CHC alsobenefits from additional diversity through its governmentcontracts as well as its maintenance, repair and overhaulbusiness.CHC has adequate liquidity provided by about $315 million of cashat Jan 31, 2014 (pro-forma $130 million debt repayment and $30million greenshoe proceeds from its recent initial publicoffering) and access to $330 million of its $375 million committedrevolver (after $45 million of outstanding letters of credits).These sources are sufficient to fund Moody's estimate of about$300 million of negative free cash flow (cash from operations lessgross capital expenditures) in fiscal 2015 (ending April 30,2015). Moody's expects the company will maintain compliance withmaintenance covenants on its bank revolver and aircraft leases,although the latter will have much narrower margins. CHC'sliquidity is somewhat enhanced by its ability to sell certainaircraft for value in excess of the lease buyout payments.The stable outlook reflects Moody's expectation that CHC'searnings will modestly improve over the next 12-18 months suchthat adjusted leverage will reduce towards 6.5x.A ratings upgrade would be dependent on leverage trending towardthe 5.5x range and continued expectations that the company will beable to satisfy its sizeable lease funding arrangements.CHC's ratings could be downgraded if leverage appears to be headedabove 7x or its liquidity were expected to become inadequate.Assignments:Issuer: CHC Group Ltd. Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD Speculative Grade Liquidity Rating, Assigned SGL-3 Outlook, Assigned StableAffirmations:Issuer: 6922767 Holding S.a.r.l. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Speculative Grade Liquidity Rating, Affirmed SGL-3Issuer: CHC Helicopter S.A. $1.2 billion senior secured notes Oct, 2020, Affirmed B1, LGD3, 37% $300 million senior unsecured notes Jun, 2021, Affirmed Caa1, LGD5, 85%Outlook Actions:Issuer: 6922767 Holding S.a.r.l. Outlook, Remains StableIssuer: CHC Helicopter S.A. Outlook, Remains StableCHC, headquartered in Vancouver, British Columbia, is asignificant provider of helicopter services to the global offshoreexploration and production industry with operations inapproximately 30 countries.CHESAPEAKE ENERGY: Moody's Hikes Corp. Family Rating to 'Ba1'-------------------------------------------------------------Moody's Investors Service upgraded Chesapeake Energy Corporation'sCorporate Family Rating (CFR) to Ba1 from Ba2 and the company'ssenior unsecured notes ratings to Ba1 from Ba3. Moody's alsoraised Chesapeake's Speculative Grade Liquidity Rating to SGL-2from SGL-3. The rating outlook is stable."The upgrade of Chesapeake Energy's ratings to Ba1 reflects thesubstantial leverage reduction expected from its announced assetsales and oilfield services business spin-off," commented PeteSpeer, Moody's Senior Vice President. "The company has shownstronger capital discipline and is making meaningful progress onreducing its organizational and financial complexity."Ratings RationaleChesapeake announced several asset sales agreements and adefinitive plan to spin-off Chesapeake Oilfield Operating (Ba2,under review for downgrade; renamed Seventy Seven Energy) by theend of June 2014 that will reduce its adjusted debt by almost $2.5billion. The transactions are also expected to raise cash proceedsof $915 million. Pro forma for these transactions, the company'sleverage on average daily production and proved developed (PD)reserves declines to around $21,500/boe and $8/boe, respectively,at March 31, 2014. Stronger natural gas prices combined with theleverage reduction should increase pro forma March 31, 2014retained cash flow (RCF)/debt of 29% towards 35% by the end of2014. This leverage reduction appears sustainable and issupportive of an upgrade to Ba1.The company's liquidity rating was upgraded to SGL-2 from SGL-3 inresponse to Chesapeake's significant cash balance following thesetransactions and full availability on its $4 billion seniorsecured credit facility. Pro forma for the announced transactionsChesapeake had $1.9 billion of cash at March 31, 2014, whichshould fully cover its planned capital expenditures in excess ofoperating cash flow for the remainder of 2014. The company isguiding towards capital expenditures approximating cash flows in2015. This greatly improved ability to live within internallygenerated cash flows and cash balances leaves the revolver asample liquidity for working capital and commodity pricefluctuations. Chesapeake has good headroom for compliance underits revolver covenants and Moody's expect that to be maintained asthe company continues to hedge a significant portion of its futureproduction.The upgrade of the senior notes ratings to Ba1 from Ba3 reflectsboth the overall probability of default of Chesapeake, which wasupgraded to Ba1-PD, and a loss given default of LGD 4 (58%). Thereduced probability of default combined with the much lowerexpected utilization of the $4 billion senior secured revolvingcredit facility resulted in the senior unsecured notes being ratedthe same as Chesapeake's Ba1 CFR. The size of the potentialpriority claim to the assets relative to the senior unsecured debtoutstanding was not large enough to result in a notching down ofthe senior notes from the CFR under Moody's Loss Given DefaultMethodology.Chesapeake's Ba1 CFR incorporates the benefits of its very largeproved reserve and production scale, sizable high quality acreagepositions in multiple basins across the US, and competitivedrillbit finding and development (F&D) costs. The rating alsoreflects the company's improving leverage metrics and decliningfinancial complexity. The ratings are restrained by the company'sstill high exposure to natural gas and low price realizationscaused by a relatively high cost burden for gathering andtransporting its production. While Chesapeake has benefited fromstronger natural gas prices in 2014, its cash margins, leveragedfull-cycle returns and cash flow coverage of debt remain weakerthan most investment grade rated peers.If Chesapeake can increase its cash margins and returns whilecontinuing to achieve its organic reserves and production growthtargets and improving its leverage metrics then the ratings couldbe upgraded to Baa3. A leveraged full-cycle ratio approaching 2xwith RCF/debt sustained above 40% could result in a ratingsupgrade. Conversely, a significant increase in financial leveragecould pressure the ratings. RCF/debt below 25%, debt/PD above$10/boe, or debt/average daily production above $25,000/boe couldresult in a ratings downgrade.Upgrades:Issuer: Chesapeake Energy Corporation Corporate Family Rating, Upgraded to Ba1 from Ba2 Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded to Ba1, 58-LGD4 from Ba3, 62-LGD4 Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1, 58-LGD4 from Ba3, 62-LGD4 Senior Unsecured Shelf, Upgraded to (P)Ba1 from (P)Ba3 Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3Outlook Actions:Issuer: Chesapeake Energy Corporation Outlook, Remains StableThe principal methodology used in this rating was the GlobalIndependent Exploration and Production Industry published inDecember 2011. Other methodologies used include Loss Given Defaultfor Speculative-Grade Non-Financial Companies in the U.S., Canadaand EMEA published in June 2009.Chesapeake Energy Corporation is an independent exploration andproduction company based in Oklahoma City, Oklahoma.CHESAPEAKE ENERGY: S&P Raises CCR to 'BB+'; Outlook Stable----------------------------------------------------------Standard & Poor's Ratings Services said it raised its corporatecredit rating on Chesapeake Energy Corp. to 'BB+' from 'BB-'. Theoutlook is stable. S&P also raised its issue-level rating onChesapeake's senior unsecured debt to 'BB+' from 'BB-'. (Therecovery rating remains '3', which indicates S&P's expectation fora meaningful (50% to 70%) recovery in the event of a default.)S&P has also raised its rating on Chesapeake's preferred stock to'B+' from 'B-'. The liquidity assessment was revised to "strong"from "adequate." The comparable rating analysis assessment wasrevised to "favorable" from "unfavorable."Standard & Poor's rating outlook on Chesapeake Energy Corp. isstable. The current rating already reflects the reduction infinancial leverage that S&P expects to occur over the one-yearperiod addressed by the outlook."The rating could be raised further if Chesapeake can generatesignificant positive free cash flow in its core operations, suchthat free operating cash flow to total debt were sustainably above15%. Likewise, if the company could achieve and sustain debt toEBITDA below 2x," said Standard & Poor's credit analyst ScottSprinzen.On the other hand, the rating could be jeopardized if, contrary toS&P's expectations, there were some combination of a failure tocomplete pending asset sales, operating setbacks, or a growthstrategy and financial policy that were more aggressive than S&Pnow anticipates.CHRYSLER GROUP: Proposes Early Start of Union Contract Talks------------------------------------------------------------Joseph B. White, writing for The Wall Street Journal, reportedthat Fiat Chrysler Automobiles Chief Executive Sergio Marchionnesaid he wants to replace the two-tier wage structure for hourlyworkers at the auto maker's U.S. factories and is willing to startdiscussions immediately with the United Auto Workers union."We've got to get rid of this dichotomy. It's the wrong answer.I don't have two classes of citizens in my shops. It doesn'twork," Mr. Marchionne said during an appearance at the BrookingsInstitution in Washington, D.C., where he discussed the legacy ofthe 2009 federal bailouts of the former Chrysler Group LLC andGeneral Motors Co., the Journal related.Instead, Mr. Marchionne said, UAW workers at Fiat Chrysler's U.S.plants should have a variable pay agreement that allows workers toget paid more when the company prospers, but "share the pain" whentimes are tough, the Journal further related. Mr. Marchionne saidhe would propose allowing veteran workers currently earning thehigher $28-an-hour wage level to keep their pay packages, thereport added.According to the Journal, the UAW and the Detroit Three automakers -- GM, Ford Motor Co. and Chrysler -- are scheduled tonegotiate a new master agreement starting in 2015, replacing acontract pattern negotiated in 2011 in the shadow of theindustry's 2008-09 collapse. About Chrysler GroupChrysler Group LLC, formed in 2009 from a global strategicalliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, RamTruck, Mopar(R) and Global Electric Motorcars (GEM) brand vehiclesand products. Headquartered in Auburn Hills, Michigan, ChryslerGroup LLC's product lineup features some of the world's mostrecognizable vehicles, including the Chrysler 300, Jeep Wranglerand Ram Truck. Fiat will contribute world-class technology,platforms and powertrains for small- and medium-sized cars,allowing Chrysler Group to offer an expanded product lineincluding environmentally friendly vehicles.Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter11 protection from creditors (Bankr. S.D.N.Y (Mega-case), LeadCase No. 09-50002). The U.S. and Canadian governments providedChrysler LLC with $4.5 billion to finance its bankruptcy case.In connection with the bankruptcy filing, Chrysler reached anagreement to sell all assets to an alliance between Chrysler andItalian automobile manufacturer Fiat. Under the terms approved bythe Bankruptcy Court, the company formerly known as Chrysler LLCin June 2009, formally sold substantially all of its assets to thenew company, named Chrysler Group LLC.In January 2014, the American car manufacturer officially became100% Italian when Fiat Spa completed its deal to purchase the 40%it did not already own of Chrysler. Fiat has shared ownership ofChrysler with the health care fund of the United AutomobileWorkers unions since Chrysler emerged from bankruptcy in 209. * * *Standard & Poor's Ratings Services raised its ratings on U.S.-based auto manufacturer Chrysler Group LLC, including thecorporate credit rating to 'BB-' from 'B+' in mid-January 2014.The outlook is stable.COLDWATER CREEK: Creditors Raise Questions About Final Days-----------------------------------------------------------Peg Brickley, writing for The Wall Street Journal, reported thatcreditors have raised questions about what happened in the finaldays before Coldwater Creek handed over the keys to its 330-storechain to liquidators in bankruptcy.According to the Journal, something fueled an unexpected salesboom in the weeks between the April bankruptcy filing and theliquidator takeover in early May. The Journal said it may be thatthe retailer's mature and affluent female shoppers flocked to thestores in search of post-bankruptcy bargains, bringing in morecash than Coldwater Creek expected or it may be, as creditorssuspect, that the company's sales projections were tailored tojustify bankruptcy financing that, as it turned out, wasn'tneeded.When Coldwater filed for Chapter 11 liquidation, it soughtapproval for a $75 million debtor-in-possession financing and wasgiven interim authority to access only $42 million of the amount.The Official Committee of Unsecured Creditors appointed inColdwater's Chapter 11 cases filed a motion asking the Court torescind the Interim DIP Order, arguing that the loan is notnecessary. Coldwater countered that the Committee was "recklesslyhurling numerous false accusations," Bill Rochelle, the bankruptcycolumnist for Bloomberg News, reported. It turned out that theloan was unnecessary only because of the "highly successfulauction sale" yielding "proceeds which exceeded the debtors'expectations and projections," Coldwater Creek said, Mr. Rochelleadded."It is not hyperbole to say that [Coldwater Creek] 'gave away thestore,' with no legitimate business justification for doing so,"the Journal cited the creditors' lawyers as saying in bankruptcycourt papers.Lender Wells Fargo Bank defended the DIP loan saying in courtpapers that the projections backing Coldwater Creek's $42 millionbankruptcy loan request "appeared reasonable," based on a historyof declining sales at the retailer, the Journal said. Wells Fargorefuted the Committee's accusations that the loan it extended tothe Debtors was unnecessary, and possibly entered into underpressure, unsubstantiated and baseless, Law360 reported.Mr. Rochelle said the bankruptcy judge refused to speed a hearingon the motion to rescind loan approval. The committee can raiseits objections on June 12 when the loan comes up for finalapproval, Mr. Rochelle said. About Coldwater CreekColdwater Creek is a multi-channel retailer that offers itsmerchandise through retail stores across the country, its catalogand its e-commerce Web site, http://www.coldwatercreek.com/Originally founded in Sandpoint, Idaho in 1984 as a direct,catalog-based marketer, Coldwater evolved into a multi-channelspecialty retailer operating 334 premium retail stores, 31 factoryoutlet stores and seven day spa locations throughout the UnitedStates.As of the bankruptcy filing, the Debtors domestically employ atotal of approximately 5,990 employees throughout their retaillocations, corporate headquarters and distribution, design andcall centers.Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) onApril 11, 2014, to liquidate their assets.Coldwater Creek Inc. estimated $10 million to $50 million inassets and $100 million to $500 million in liabilities. AffiliateColdwater Creek U.S. Inc. estimated $100 million to $500 millionin assets and liabilities.The Debtors have drawn $37.5 million and have approximately$10 million in letters of credit outstanding under a seniorsecured credit facility (ABL facility) provided by lenders led byWells Fargo Bank, National Association, as agent. The Debtorsalso owe $96 million, which includes accrued interest andapproximately $23 million representing a prepayment premiumpayable, under a term loan from lenders led by CC Holding AgencyCorporation, as agent. Aside from the funded debt, the Debtorshave accumulated a significant amount of accrued and unpaid tradeand other unsecured debt in the normal course of their business.The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, andShearman & Sterling LLP as attorneys, Perella Weinberg Partners LPas financial advisor, Alvarez & Marsal as restructuring advisor,and Prime Clerk LLC as claims and noticing agent.CONNECTEDU INC: Wins Approval of Sale Process---------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that U.S. Bankruptcy Judge Shelley C. Chapman in Manhattanapproved bidding procedures on May 16 for selling most of theassets of ConnectEdu Inc., a developer of Internet-basedsystems connecting students with educators and prospectiveemployers.According to the report, bids are due May 23 for an auction totake place on May 27 if there are competing offers. The saleapproval hearing will occur May 29, the report related.According to court papers, the company hasn't selected a so-calledstalking horse to make the first bid at auction, although it'sseparately negotiating with North Atlantic SBIC IV LP to buy theAcademic Management Systems business, the report further related.North Atlantic is owed $6 million, the report said, citing a courtfiling.ConnectEdu Inc., a maker of education-related technology, filedfor Chapter 11 bankruptcy protection in Manhattan, on April 28,2014. The case is In re ConnectEdu, Inc., Case No. 14-11238(Bankr. S.D.N.Y.). The Debtor's counsel is Wojciech F Jun, Esq.,and Sharon L. Levine, Esq., at Lowenstein Sandler LLP.The filing lists ConnectEdu's assets at between $1 million and$10 million against liabilities of between $10 million and $50million.COOPER-BOOTH: Court Confirms Full-Payment Ch. 11 Plan-----------------------------------------------------Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for theEastern District of Pennsylvania on May 16 signed an orderconfirming the Amended Joint Chapter 11 Plan of Reorganization forCooper-Booth Wholesale Company, L.P., Cooper-Booth TransportationCompany, L.P., and Cooper-Booth Management Company, Inc.No objections to the confirmation of the Plan were filed. Aspreviously reported by The Troubled Company Reporter, the Planprovides for the reorganization of the Debtors and theircontinued existence after the Effective Date as ReorganizedDebtors. The Plan provides for the payment of 100% of the AllowedClaims in each Class. The funds to make the Distributionsrequired under the Plan will be comprised of cash on hand and theloan proceeds from an exit financing facility, which is a seniorcredit facility in an aggregate amount of $35,000,000 to beprovided by the Exit Financing Lender. All obligations to theExit Financing Lender will be secured by first priority liens onall of Debtors' assets.Holders of Claims in Classes 1A, 1B and 3A, which were impairedunder the Plan, voted in support of the Plan, according to areport of plan voting prepared by Maschmeyer Karalis P.C. About Cooper-Booth WholesaleCooper-Booth Wholesale Company, L.P. and two affiliates soughtChapter 11 protection (Bankr. E.D. Pa. Lead Case No. 13-14519) inPhiladelphia on May 21, 2013, after the U.S. government seized theCompany's bank accounts to recover payments made by a largecustomer caught smuggling Virginia-stamped cigarettes into NewYork.Serving the mid-Atlantic region, Cooper is one of the top 20convenience store wholesalers in the country. Cooper suppliescigarettes, snacks, beverages and other food items from Hershey's,Lellogg's, Bic, and Mars to convenience stores. Cooper has beenin the wholesale distribution business since 1865 when the BoothTobacco Company was incorporated in Lancaster, Pennsylvania. TheCompany has been family owned and operated for three generations.Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at MaschmeyerKaralis, P.C., in Philadelphia, serve as the Debtors' bankruptcycounsel. Executive Sounding Board Associates, Inc., is thefinancial advisor. SSG Advisors, LLC, serves as investmentbankers. Blank Rome LLP represents the Debtor in negotiationswith federal agencies concerning the seizure warrant.Cooper-Booth Wholesale Company, L.P., and its affiliates fileda joint disclosure statement in respect of its plan ofreorganization dated Feb. 28, 2014. The Plan provides for thereorganization of the Debtors and their continued existence afterthe Effective Date as Reorganized Debtors. The Plan provides forthe payment of 100% of the Allowed Claims in each Class. Thefunds to make the Distributions required under the Plan will becomprised of cash on hand and the loan proceeds from an exitfinancing facility, which is a senior credit facility in anaggregate amount of $35 million to be provided by an ExitFinancing Lender.CORPORATE EXECUTIVE: S&P Affirms 'BB-' CCR & Revises Outlook------------------------------------------------------------Standard & Poor's Ratings Services affirmed its 'BB-' corporatecredit rating on The Corporate Executive Board Co. (CEB) andrevised its rating outlook to positive from stable."The outlook revision reflects the potential for an upgrade overthe coming 12 months if the company's organic revenue and EBITDAcontinue to grow, its operating performance remains strong, andits credit measures continue to improve," said Standard & Poor'scredit analyst Elton Cerda. "We now assess CEB's financial riskprofile as 'significant' rather than 'aggressive' based on ourexpectation that debt leverage will stay between 3x to 4x over theintermediate term as positive revenue and EBITDA trends offsetdividend increases and an active share repurchase program."Standard & Poor's believes CEB will maintain "strong" liquidityover the intermediate term, characterized by healthy cash balancesand positive working capital dynamics. S&P views CEB's businessrisk profile as "fair" based on the stable and diversesubscription revenues it derives from its research andbenchmarking studies on operational improvement topics, highclient subscription renewals, and good EBITDA margin. We assessthe company's management and governance as "fair."CEB provides research studies and analytical tools to corporateexecutives. Clients use these research studies and other CEBtools to diagnose performance problems and improve businessoperations. This can be more cost-effective than seekingassistance from business consultants.COSTA DORADA: Wants Until May 26 to File Voluntary Dismissal------------------------------------------------------------Costa Dorada Apartments Corp., doing business as Villas de CostaDorada, asks the Bankruptcy Court to extend until May 26, 2014,the time to file and move the Court for a voluntary dismissal.According to the Debtor, on April 28, the Debtor filed a motionrequesting an extension until May 12, to file a voluntarydismissal to continue analyzing additional financial informationof the estate to corroborate the effects of a potential voluntarydismissal specifically, considering averments raised in the caseof Parador Vistamar, Inc. in accordance with the Chapter 11trustee of the case.The Debtor has advanced in the process. The Debtor, however,asserts that a short additional time is required for it toconclude the analysis in the financial information related to itsbusiness endeavors, and the effect, if any, this may have in otherentities participating in the reorganization process. About Costa Dorada ApartmentsCosta Dorada Apartments Corp., dba Villas De Costa Dorada, inIsabela, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr.D.P.R. Case No. 11-03960) on May 10, 2011. The Debtor disclosed$10.7 million in assets and $8.6 million in liabilities as of theChapter 11 filing. The Hon. Enrique S. Lamoutte Inclan, presidesover the case. The petition was signed by Carlos R. FernandezRodriguez, its president. Wigberto Lugo Mender, Esq., at LugoMender & Co., in Guaynabo, Puerto Rico, represents the Debtor ascounsel.CSC HOLDINGS: Moody's Assigns 'Ba2' Sr. Unsecured Bonds Rating--------------------------------------------------------------Moody's Investors Service assigned a Ba2 rating to the proposedsenior unsecured bonds of CSC Holdings, LLC (CSC). Moody's alsoupgraded the rating on CSC's outstanding senior unsecured bonds toBa2 from Ba3, affirmed the Ba2 corporate family for CSC's parentcompany Cablevision Systems Corporation (Cablevision), andmaintained the negative outlook.The company plans to use proceeds primarily to repay a portion ofthe existing CSC term loan.A summary of the action follows.CSC Holdings, LLC Proposed Senior Unsecured Bonds, Assigned Ba2, LGD4, 60% 8.625% Senior Unsecured Bonds due February 2019, Upgraded to Ba2from Ba3, LGD adjusted to LGD4, 60% from LGD4, 61% 6.75% Senior Unsecured Bonds due November 2021, Upgraded to Ba2from Ba3. LGD adjusted to LGD4, 60% from LGD4, 61% 7.625% Senior Unsecured Bonds due July 2018, Upgraded to Ba2 fromBa3. LGD adjusted to LGD4, 60% from LGD4, 61% 7.875% Senior Unsecured Bonds due February 2018, Upgraded to Ba2from Ba3. LGD adjusted to LGD4, 60% from LGD4, 61% Senior Secured Bank Credit Facility, Affirmed Baa3, LGD adjustedto LGD2, 18% from LGD2, 19% Outlook, Remains NegativeCablevision Systems Corporation Corporate Family Rating, Affirmed Ba2 Probability of Default Rating, Affirmed Ba2-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Senior Unsecured Bonds, Affirmed B1 Outlook, Remains NegativeRatings RationaleThe transaction favorably extends maturities, although it couldincrease annual interest expense modestly (about $10 million)given the replacement of bank debt with bonds, with no impact onleverage. Moody's upgraded CSC's senior unsecured notes to Ba2from Ba3 based on the planned reduction of bank debt senior tothese bondholders.The outlook remains negative, despite Moody's expectations forcontinued improvement in financial metrics. Management reducedshareholder rewards to improve its credit profile, with thepotential for continued improvement given the substantial balancesheet cash ($768 million as of March 31) and likely marginimprovement from cost cutting actions. However, Moody's remainsconcerned about Cablevision's growth prospects given its alreadyvery high customer penetration and continued intense competition.Moody's expects capital expenditures to remain high as the companyinvests to maintain its competitive position, which will leaveminimal free cash flow for debt reduction.To sustain its Ba2 corporate family rating, Cablevision's creditmetrics need to improve from the debt-to-EBITDA of 5.3 times andfree cash flow-to-debt of about 2% reported for the twelve monthsthrough March 31. Furthermore, Moody's expect that the EBITDAmargin and growth trajectory for the core cable segment could showmodest improvement from the depressed level of 2012 and 2013 butis unlikely to revert to the stronger performance of 2008 through2011, and as such, the leverage target appropriate for a Ba2 CFRshould migrate lower, specifically to around 4.75 times debt-to-EBITDA. Price increases throughout 2013 and greater pricingdiscipline should lift revenue again in 2014, but escalatingprogramming expenses will likely continue to weigh on results, andMoody's expects the company to continue to invest in its networkand user experience. Cablevision has demonstrated some effort tomitigate the operational challenges with fiscal policy and costcutting, and could further improve its credit profile, though thewillingness to do so remains uncertain. Cablevision reduced itsshare repurchase in 2012 compared to prior years, held itsdividend flat for 2011, 2012, and 2013, and has reduced balancesheet debt by about $550 million since year end 2012, fundedprimarily by cash proceeds from a settlement of litigation withDISH Network LLC and the sale of Bresnan Broadband Holdings LLC.The approximately $768 million cash balance as of March 31 createscapacity for incremental debt reduction, though Moody's believesthe company will continue to hold substantial balance sheet cashto provide flexibility.Moody's expects Cablevision to maintain its industry leadingrevenue per homes passed and penetration across video, data andvoice products despite the intense competition from Verizon FiOS,which supports asset value and the Ba2 corporate family rating.The sizeable customer base also provides a reasonably stablestream of cash flow. Furthermore, Cablevision maintains goodliquidity from balance sheet cash and its revolving creditfacility, affording the company with time for benefits of itsstrategy to continue to take hold. Management's track record ofshareholder oriented activity and investments in risky assetscontinues to constrain the rating, but Moody's believes thecompany will refrain from meaningful share repurchase or dividendincreases prior to a reduction in leverage.The negative outlook reflects the potential for a downgrade ifMoody's does not see the company on a trajectory to bring leveragedown to 4.75 times and to generate improved positive free cashflow. A deterioration of the liquidity profile could also warranta downgrade.Inability to lower leverage to around 4.75 times or to generatefree improving free cash flow could result in a downgrade. Adeterioration of the liquidity profile, inability to achieveEBITDA growth, or a material erosion of subscribers could alsowarrant a downgrade.Moody's would consider a stable outlook based on expectations forleverage sustained around 4.75 times debt-to-EBITDA, expandingfree cash flow, and maintenance of good liquidity. A stableoutlook would also require expectations for continued strongoperating metrics, including a triple play equivalent ratio ofaround 50% and annual revenue per homes passed around $1100 orbetter.Upward momentum is highly unlikely absent management commitment toa more conservative profile and expectations for leveragesustained around 3.5 times debt-to-EBITDA and free cash flow todebt in the high single digits. An upgrade would also requireevidence of resilience of the operations to competition.Headquartered in Bethpage, New York, Cablevision SystemsCorporation serves approximately 2.8 million video customers, 2.8million high speed data customers, and 2.3 million voice customersin and around the New York metropolitan area. Cablevision is thedirect parent of CSC Holdings, LLC (CSC), which also owns NewsdayLLC, the publisher of Newsday and other niche publications. Itsannual revenue is approximately $6.3 billion.DECATUR HOSPITAL: S&P Assigns 'BB+' Rating to $102MM Bonds----------------------------------------------------------Standard & Poor's Ratings Services assigned its 'BB+' long-termrating to approximately $102 million of series 2014 tax-exemptfixed-rate bonds issued by Decatur Hospital Authority, Texas,which does business as Wise Regional Health System, Decatur Texas(Wise). The outlook is stable."The rating reflects our opinion of Wise's strong businessposition; improving operating performance; and only just adequatepro forma balance sheet metrics, which are constrained by thesystem's high pro forma leverage," said Standard & Poor's creditanalyst Karl Propst.Despite Wise Regional's strong business position and improvedoperating profitability, leverage on both a historical and proforma basis is elevated and remains a significant offsettingcredit factor, in S&P's opinion. S&P believes that balance sheetimprovement will be a key factor to attaining an investment-graderating.DETROIT, MI: Police & Firefighters File Objections to Plan----------------------------------------------------------The City of Detroit's Police Officers Association and FireFighters Association filed with the U.S. Bankruptcy Court for theEastern District of Michigan separate objections to the City ofDetroit's Fourth Amended Plan of Adjustment.BankruptcyData, citing court documents, related that the DPOA, oneof the City's two largest public safety unions, said it has beenunable to reach terms on a collective bargaining agreement. DPOAsaid it supports the City's restructuring, but is worried on thefreeze of their accrued pension benefits and the proposed New PFRSPension Formula.The firefighters share DPOA's sentiments on the pension benefitsand further argued that the City has no authority under Chapter 9to force a 10-year pension plan its members and that the plan'sbid to quash members' collective bargaining rights for those 10years is a misuse of the Bankruptcy Code, Law360 related.A plan confirmation hearing is scheduled for late July. About City of Detroit, MichiganThe City of Detroit, Michigan, weighed down by more than$18 billion in accrued obligations, sought municipal bankruptcyprotection on July 18, 2013, by filing a voluntary Chapter 9petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listedmore than $1 billion in both assets and debts.Kevyn Orr, who was appointed in March 2013 as Detroit's emergencymanager, signed the petition. Detroit is represented bylawyers at Jones Day and Miller Canfield Paddock and Stone PLC.Michigan Governor Rick Snyder authorized the bankruptcy filing.The filing makes Detroit the largest American city to seekbankruptcy, in terms of population and the size of the debts andliabilities involved.The City's $18 billion in debt includes $5.85 billion in specialrevenue obligations, $6.4 billion in post-employment benefits,$3.5 billion for underfunded pensions, $1.13 billion on securedand unsecured general obligations, and $1.43 billion on pension-related debt, according to a court filing. Debt service consumes42.5 percent of revenue. The city has 100,000 creditors and20,000 retirees.The Hon. Steven Rhodes oversees the bankruptcy case. Detroit isrepresented by David G. Heiman, Esq., and Heather Lennox, Esq., atJones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,in Los Angeles, California; and Jonathan S. Green, Esq., andStephen S. LaPlante, Esq., at Miller Canfield Paddock and StonePLC, in Detroit, Michigan.Sharon Levine, Esq., at Lowenstein Sandler LLP, is representingthe American Federation of State, County and Municipal Employeesand the International Union.Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, isrepresenting the United Automobile, Aerospace and AgriculturalImplement Workers of America.A nine-member official committee of retired workers was appointedin the case. The Retirees' Committee is represented by Dentons USLLP. Lazard Freres & Co. LLC serves as the Retiree Committee'sfinancial advisor.DOLAN COMPANY: Wants Schedules Filing Deadline Moved to June 12---------------------------------------------------------------The Dolan Company, et al., ask the Bankruptcy Court to extenduntil June 12, 2014, the time to file their schedules of assetsand liabilities, schedules of current income and expenditures,schedules of executory contracts and unexpired leases, andstatement of financial affairs.The Court will consider the matter at hearing on May 27, 2014, at10:00 a.m. Objections, if any, are due May 22, at 4:00 p.m.The Debtors continue to prepare to go forward with confirmation ofthe joint prepackaged chapter 11 plan of reorganization at thescheduled May 27 confirmation hearing. About The Dolan CompanyMinneapolis, Minn.-based The Dolan Company (OTC:DOLN) and itssubsidiaries provide professional services and businessinformation to the legal, financial and real estate sectors.The Dolan Company and several affiliates sought Chapter 11bankruptcy protection (Bankr. D. Del. Case Nos. 14-10614 to14-10637) on March 23, 2014. The Company has said it expects toemerge from bankruptcy within two months.Judge Brendan L. Shannon oversees the cases. Marc Kieselstein,P.C., Jeffrey D. Pawlitz, Esq., and Joseph M. Graham, Esq., atKirkland & Ellis LLP, serve as the Debtors' counsel. Timothy P.Cairns, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., atPachulski Stang Ziehl & Jones LLP, serve as local counsel.Kevin Nystrom serves as the Company's chief restructuring officer.Faegre Baker Daniels LLP serves as the Debtors' special counsel;Peter J. Solomon Company serves as financial advisors; andKurtzman Carson Consultants, LLC, serves s noticing and ballotingagent. Deloitte Tax LLP serves as tax advisors. Zolfo Cooper LLCalso serves as advisors.Dolan listed $236.2 million in total assets and $185.9 million intotal debts at Sept. 30, 2013. The petitions were signed by VickiJ. Duncomb, authorized signatory.Global investment management firm T. Rowe Price Associates, Inc.,owns nearly 10% of the company's stock, while James Dolan owns6.8%.Dolan's e-discovery business, DiscoverReady LLC, did not file achapter 11 petition and its operations will not be affected by thechapter 11 process.On March 18, 2014, Dolan and its lenders and certain of its swapcounterparties executed a restructuring support agreement thatsets forth the material terms of the chapter 11 restructuring andsecures the support of the secured creditors for that process. Inaccordance with the RSA, the Company commenced solicitation forvotes on the chapter 11 plan from secured creditors, the onlyparties entitled to vote under the plan of reorganization.The chapter 11 plan contemplates that the secured lenders willbecome the owner of DiscoverReady and The Dolan Company upon thecompletion of the restructuring process and each business will beoperated as separate and distinct entities. Investment fundsmanaged by Bayside Capital, Inc. will become the majority owner ofDiscoverReady and The Dolan Company. Bayside Capital is anaffiliate of H.I.G. Capital, a global private investment firm withmore than $15 billion of equity capital under management.The chapter 11 plan process will allow the filing subsidiaries ofthe Company to deleverage its capital structure by reducing itsprojected secured debt obligations from approximately $170 millionto approximately $50 million. The RSA also secures support fromthe lenders to refinance DiscoverReady's capital structure with a$10 million unfunded secured revolving facility. The existingpreferred and common shares will be cancelled and will not receivea recovery in the chapter 11 plan. After emergence frombankruptcy, both The Dolan Company and DiscoverReady LLC will beprivately held companies.The lenders are to provide a $10 million DIP loan to fund the cashneeds of the Company and DiscoverReady through the reorganizationprocess.Bayside Capital is represented in the case by Akin Gump StraussHauer & Feld LLP's Michael S. Stamer, Esq., and Sarah LinkSchultz, Esq.An Official Committee of Equity Security Holders is represented byNeil B. Glassman, Esq., GianClaudio Finizio, Esq., and Justin R.Alberto, Esq., at Bayard, P.A., in Wilmington, Delaware; Robert J.Stark, Esq., at Brown Rudnick LLP, in New York; and Steven B.Levine, Esq., at Brown Rudnick LLP, in Boston, Massachusetts.The Debtors have filed a request to disband the Equity Committee,given the "hopeless insolvency" of their estates.DULARA AUTOMOTIVE: Voluntary Chapter 11 Case Summary----------------------------------------------------Debtor: Dulara Automotive Group, LLC dba Big Bell Road Auto Superstore 2020 E. Bell Road Phoenix, AZ 85022Case No.: 14-07683Chapter 11 Petition Date: May 20, 2014Court: United States Bankruptcy Court District of Arizona (Phoenix)Judge: Hon. Madeleine C. WansleeDebtor's Counsel: Olga Zlotnik, Esq. LAW OFFICE OF OLGA ZLOTNIK, PLLC 4921 east le marche ave Scottsdale, AZ 85254 Tel: 928-978-2896 Fax: 866-935-0552 Email: email@example.com Assets: $100,000 to $500,000Estimated Liabilities: $1 million to $10 millionThe petition was signed by Aslam Dulara, manager and member.The Debtor did not file a list of its largest unsecured creditorswhen it filed the petition.EL PASO LLC: Fitch Affirms 'BB+' Issuer Default Rating------------------------------------------------------Fitch Ratings has affirmed the Issuer Default Rating (IDR) anddebt ratings for Kinder Morgan Energy Partners, L.P. (KMP) at'BBB' and the IDRs for Kinder Morgan, Inc. (KMI) and El Paso LLC(EP, formerly El Paso Corporation) at 'BB+'. The Rating Outlookfor KMP, KMI and EP is Stable. EP is a wholly-owned subsidiary ofKMI and its debt is cross-guaranteed by KMI.Approximately $17.1 billion KMP long term debt, $4.1 billion ofKMI long term debt and $3.8 billion EP debt is affected by therating action.KMI is the owner of the general partner (GP) and approximately 10%limited partner (LP) interests in Kinder Morgan Energy Partners,L.P. KMP. Through its ownership of EP, KMI is the owner of the GPand approximately 41% LP interests in El Paso Pipeline PartnersL.P. [El Paso Pipeline Partners Operating Company (EPBO), IDR'BBB-', Rating Outlook Stable by Fitch]. In addition, KMI has a20% interest in NGPL PipeCo LLC (NGPL, IDR 'B-'; Rating OutlookNegative).KEY RATING DRIVERSKMPRating Rationale: KMP's rating and Stable Outlook reflect thesignificant and growing scale and scope of operations; geographicand functional diversity of assets; successful track record inacquiring, expanding, financing and operating energy operations;predictable earnings and cash flow generated from natural gas andrefined products pipelines; and Fitch's expectation for stablecredit metrics in 2014 with adjusted Debt to EBITDA to approximate4.0x or below for the year. Moreover, recent large acquisitionshave been funded in a credit-neutral manner. KMP raised $2.3billion in new equity in 2013, excluding equity issued as part ofits unit for unit purchase of Copano Energy L.L.C. (CPNO). Recentdropdown acquisitions, Tennessee Gas Pipeline Co. (TGP, IDR 'BBB',Rating Outlook Stable)) and El Paso Natural Gas Co. (EPNG, IDR'BBB', Rating Outlook Stable) generate stable cash flows and,along with CPNO's midstream operations, have been good fits withKMP's master limited partnership (MLP) structure. Approximately80% of KMP's cash flows are expected to be generated under longterm fee-based or similar arrangements.Other considerations and credit concerns include KMI's controlover KMP; exposure to interest rates on approximately $5.7 billionof variable rate debt; modestly negative effects of a weak U.S.economy on asset utilization; regulatory challenges and potentialrefunds relating to KMP's Pacific products pipelines; aggressiveexpansion spending; and exposure to changes in NGL and oil pricesand volumes for its CO2 and midstream business segments. Thefinancial impact of commodity price volatility is minimizedthrough hedges which, at the beginning of 2014, had been appliedto approximately 71% of the company's expected 2014 net oilproduction of approximately 38 thousand barrels per day.KMIRating Rationale: KMI's and EP's ratings and Stable Outlookreflect significant scale of its consolidated operations, thequality and diversity of assets held by its operating MLPs, andthe favorable implications of recent and prospective assetdropdowns on KMI's leverage metrics. KMI is now the fourthlargest energy company in the U.S. with a consolidated enterprisevalue of approximately $105 billion. KMI's May 2012, acquisitionof EP has resulted in reduced consolidated business risk given thecash flow stability associated with EP's interstate pipelines.On May 2, 2014, KMI completed the drop down to EPB of a 50%interest in Ruby Pipeline Holding Company, L.L.C. (Ruby; IDR'BBB-'; Rating Outlook Stable), a 50% interest in Gulf LNGHoldings Group, LLC (Gulf LNG) and a 47.5% interest in Young GasStorage. The acquisition was valued at approximately $2 billion,including the assumption of $1.012 billion of debt. Theconsideration included $874.8 million of cash and $97.2 million ofEPB common units. KMI used the cash to pay down its Term Loan.Given KMI's consolidated business risk, Fitch believes thatappropriate leverage for a 'BB+' rating as measured by the totalstandalone debt of KMI and EP to cash from operations should be3.5x or below. In the agency's base case forecast, Fitch believesKMI will be able to attain this metric on a pro forma basis in2014, with standalone parent company leverage having the potentialto drop below 3.0x in the future with the benefit of the dropdownof its interest in Citrus Corp. and related debt repayment.Other considerations and concerns for KMI's ratings include thestructural subordination of its cash flows to debt repayment atits operating MLPs, aggressive capital spending at the MLPs, andexposure to changes in NGL and oil prices and volume risk forKMP's CO2 and midstream business segments. Also considered areboard authorized repurchases of up to $950 million of warrants orcommon stock of KMI through programs instituted beginning in 2012.Approximately $45 million remains outstanding under theauthorizations. Unless future equity repurchases significantlyexceed the current authorized amounts, KMI's leverage metricsshould remain appropriate for its 'BB+' rating.Liquidity is adequate: KMP has a $2.7 billion revolving creditfacility that matures May 1, 2018. It was increased in size from$2.2 billion and extended on May 1, 2013, to compensate for theacquisition of CPNO and the termination of its $700 millionrevolver. There were no borrowings under the facility atMarch 31, 2014. As of March 31, 2014, the amount available underthe facility was reduced by $621 million consisting of $419million of CP borrowings and $202 million of letters of credit.Borrowing capacity under the revolver was $2,079 million. KMP hadcash of $347 million at March 31, 2014. KMP is also party to areserve-based hedging facility with J. Aron & Company/GoldmanSachs for purposes of hedging crude oil. KMP is not required topost margin. The facility has no fixed maturity.On May 6, 2014, KMI entered into a credit agreement extending itscredit facilities in the aggregate principal amount of$2.4 billion consisting of a $650 million Term Loan due May 6,2017 and a $1.75 billion revolving credit facility due May 6,2019. Based on provisions of the credit facilities, effective thesigning of the agreement, all collateral securing the creditfacilities and the company's outstanding notes and debenturesfalls away. At May 6, 2014, $550 million was outstanding underthe revolver. The credit agreement has one financial covenant.Debt to EBITDA cannot exceed 4.75x; no greater than 5.5x during anacquisition period.RATING SENSITIVITIESKMPPositive: Future developments that may, individually orcollectively, lead to positive rating action include:-- A lessening of consolidated business risk as the company acquires and expands pipeline and fixed-fee businesses; and-- A material improvement in credit metrics with sustained leverage at 3.5x or below.Negative: Future developments that may, individually orcollectively, lead to a negative rating action include:-- Increasing leverage to support organic growth and acquisitions;-- Weakening operating performance; and-- Sustained debt/EBITDA above approximately 4.25x.KMIPositive: Future developments that may, individually orcollectively, lead to positive rating action include:-- A lessening of consolidated business risk as the company acquires and expands pipeline and fixed-fee businesses;-- A rating upgrade to KMP; and-- A material improvement in credit metrics with sustained standalone parent leverage below 2.0x.Negative: Future developments that may, individually orcollectively, lead to a negative rating action include:-- Increasing leverage at KMI's operating affiliates to support organic growth and acquisitions;-- A rating downgrade to KMP; and-- A weakening of credit metrics with sustained standalone parent leverage above 4.0x.Fitch affirms the following ratings with a Stable Outlook:Kinder Morgan Energy Partners, L.P. -- IDR at 'BBB'; -- Unsecured debt at 'BBB' -- Short-term IDR at 'F2'; -- Commercial paper at 'F2'.Kinder Morgan, Inc. -- IDR 'BB+'; -- Unsecured notes and debentures at 'BB+'; -- Unsecured revolving credit facility at 'BB+'; -- Term loan facility at 'BB+'.Kinder Morgan Finance Company, LLC -- Unsecured notes at 'BB+'.KN Capital Trust I -- Trust preferred at 'BB-'.KN Capital Trust III -- Trust preferred at 'BB-'.El Paso LLC -- IDR 'BB+'; -- Senior unsecured notes and debentures at 'BB+'.El Paso Energy Capital Trust I -- Trust convertible preferred securities at 'BB-'.ENERGY FUTURE: Aurelius Capital Taps Goodwin Procter as Counsel---------------------------------------------------------------Aurelius Capital Management LP notified the U.S. Bankruptcy Courtfor the District of Delaware that Goodwin Procter LLP will serveas its counsel of record, replacing Stutman, Treister & Glatt PC.The firm may be reached at: William P. Weintraub, Esq. GOODWIN PROCTER LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 Tel: 212-813-8839 Email: firstname.lastname@example.com -- and -- Kizzy L. Jarashow, Esq. GOODWIN PROCTER LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 Tel: 212-459-7341 Email: email@example.com is also represented by: Michael Busenkell, Esq. GELLERT SCALI BUSENKELL & BROWN, LLC 913 N. Market Street, 10th Floor Wilmington, DE 19801 Tel: (302) 425-5800 Fax: (302) 425-5814 Email: firstname.lastname@example.com About Energy Future Holdings, fka TXU Corp.Energy Future Holdings Corp., formerly known as TXU Corp., is aprivately held diversified energy holding company with a portfolioof competitive and regulated energy businesses in Texas. Oncor,an 80 percent-owned entity within the EFH group, is the largestregulated transmission and distribution utility in Texas.The Company delivers electricity to roughly three million deliverypoints in and around Dallas-Fort Worth. EFH Corp. was created inOctober 2007 in a $45 billion leverage buyout of Texas powercompany TXU in a deal led by private-equity companies KohlbergKravis Roberts & Co. and TPG Inc.On April 29, 2014, Energy Future Holdings and 70 affiliatedcompanies sought Chapter 11 bankruptcy protection (Bankr. D. Del.Lead Case No. 14-10979) after reaching a deal with some keyfinancial stakeholders to keep its businesses operating whilereducing its roughly $40 billion in debt.The Debtors' cases have been assigned to Judge Christopher S.Sontchi (CSS). The Debtors are seeking to have their casesjointly administered for procedural purposes.As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4billion in book value and total liabilities of $49.7 billion. TheDebtors have $42 billion of funded indebtedness.EFH's legal advisor for the Chapter 11 proceedings is Kirkland &Ellis LLP, its financial advisor is Evercore Partners and itsrestructuring advisor is Alvarez & Marsal. The TCEH first lienlenders supporting the restructuring agreement are represented byPaul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,and Millstein & Co., LLC, as financial advisor.The EFIH unsecured creditors supporting the restructuringagreement are represented by Akin Gump Strauss Hauer & Feld LLP,as legal advisor, and Centerview Partners, as financial advisor.The EFH equity holders supporting the restructuring agreement arerepresented by Wachtell, Lipton, Rosen & Katz, as legal advisor,and Blackstone Advisory Partners LP, as financial advisor. EpiqSystems is the claims agent.Wilmington Savings Fund Society, FSB, the successor trustee forthe second-lien noteholders owed about $1.6 billion, isrepresented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., andGregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.An Official Committee of Unsecured Creditors has been appointed inthe case. The Committee represents the interests of the unsecuredcreditors of ONLY of Energy Future Competitive Holdings CompanyLLC; EFCH's direct subsidiary, Texas Competitive Electric HoldingsCompany LLC; and EFH Corporate Services Company, and of no otherdebtors. The Committee has selected Morrison & Foerster LLP andPolsinelli PC for representation in this high-profile energyrestructuring. The lawyers working on the case are James M. Peck,Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., atMorrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., atPolsinelli PC.ENERGY FUTURE: Objects to WSFS Motion to Transfer Case------------------------------------------------------Energy Future Holdings Corp., formerly known as TXU Corp.,objected to the motion of Wilmington Savings Fund Society, FSB(WSFS) to transfer the Debtors' cases to the U.S. Bankruptcy Courtfor the Northern District of Texas.EFH notes that the cases were properly filed in the BankruptcyCourt for the District of Delaware. EFH points out that more than20 of the Debtors are Delaware limited liability companies, andvenue is according appropriate in Delaware court.EFH notes that WSFS does not dispute this fact. Instead, it asksthe court to upset the Debtor's decision to file their chapter 11cases in this district and transfer the case to the NorthernDistrict of Texas based on "the interest of justice" and the"inconvenience of the parties." WSFS does not make any claim thatvenue in Wilmington causes it any inconvenience -- its office isless than two miles from the courthouse -- and it is representedby lawyers from the Northeast.EFH also argues that, while WSFS correctly recognizes that theDebtor's business is conducted in Texas, this point "misses theforest for the trees." The Debtors are not trying to avoidunprofitable agreement with customers or employees, nor are theyproposing to change the way in which EFH's core business areoperated. To the contrary, the Debtors are in chapter 11 torestructure their balance sheets. The issue that will come to theforefront in these case 11 cases will accordingly involvecreditors and professionals -- who are principally located in NewYork, not Texas.WSFS has indicated that it will dispute the valuation of theentries seeking chapter 11 protection, which the Court is ascompetent as any other to resolve. The environmental andregulatory concerns that WSFS says favor litigation in Texascourts are simply not relevant.The Debtors intend to comply with all applicable regulatoryrequirements during the chapter 11 cases and will seek allnecessary regulatory approvals, if any, in connection with theDebtor's business operations and any proposed plan reorganization.EFH also argues that WSFS's contention that a Texas court wouldhave a shorter learning curve given the numerous Texas state lawissues that will arise is misplaced; most of the substantive lawapplied will be federal bankruptcy law -- a subject in whichbankruptcy judges in every jurisdiction have comparable expertise-- and Delaware corporate law governs the fiduciary duties of manyof these the Debtors.As a result, whether the Debtors' officers reside and work inTexas, the motion to transfer is of little consequences. But evenif the home addresses of the Debtor's officers were relevant, itwas those Debtors and their officers -- in the best position toanalyze the convenience of their chosen venue -- who choseDelaware, and who knowingly agreed to submit to deposition,meetings and other proceedings on the East Coast.EFH also points out that filing in Delaware was not just theirdecision. The parties to the Restructuring support agreement, whotogether hold tens of billions of debt across the capitalstructure of EFH, EFIH, and TCEH, understood that the Debtorsintend to file in Delaware when they signed on to that agreement. About Energy Future Holdings, fka TXU Corp.Energy Future Holdings Corp., formerly known as TXU Corp., is aprivately held diversified energy holding company with a portfolioof competitive and regulated energy businesses in Texas. Oncor,an 80 percent-owned entity within the EFH group, is the largestregulated transmission and distribution utility in Texas.The Company delivers electricity to roughly three million deliverypoints in and around Dallas-Fort Worth. EFH Corp. was created inOctober 2007 in a $45 billion leverage buyout of Texas powercompany TXU in a deal led by private-equity companies KohlbergKravis Roberts & Co. and TPG Inc.On April 29, 2014, Energy Future Holdings and 70 affiliatedcompanies sought Chapter 11 bankruptcy protection (Bankr. D. Del.Lead Case No. 14-10979) after reaching a deal with some keyfinancial stakeholders to keep its businesses operating whilereducing its roughly $40 billion in debt.The Debtors' cases have been assigned to Judge Christopher S.Sontchi (CSS). The Debtors are seeking to have their casesjointly administered for procedural purposes.As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4billion in book value and total liabilities of $49.7 billion. TheDebtors have $42 billion of funded indebtedness.EFH's legal advisor for the Chapter 11 proceedings is Kirkland &Ellis LLP, its financial advisor is Evercore Partners and itsrestructuring advisor is Alvarez & Marsal. The TCEH first lienlenders supporting the restructuring agreement are represented byPaul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,and Millstein & Co., LLC, as financial advisor.The EFIH unsecured creditors supporting the restructuringagreement are represented by Akin Gump Strauss Hauer & Feld LLP,as legal advisor, and Centerview Partners, as financial advisor.The EFH equity holders supporting the restructuring agreement arerepresented by Wachtell, Lipton, Rosen & Katz, as legal advisor,and Blackstone Advisory Partners LP, as financial advisor. EpiqSystems is the claims agent.Wilmington Savings Fund Society, FSB, the successor trustee forthe second-lien noteholders owed about $1.6 billion, isrepresented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., andGregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.An Official Committee of Unsecured Creditors has been appointed inthe case. The Committee represents the interests of the unsecuredcreditors of ONLY of Energy Future Competitive Holdings CompanyLLC; EFCH's direct subsidiary, Texas Competitive Electric HoldingsCompany LLC; and EFH Corporate Services Company, and of no otherdebtors. The Committee has selected Morrison & Foerster LLP andPolsinelli PC for representation in this high-profile energyrestructuring. The lawyers working on the case are James M. Peck,Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., atMorrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., atPolsinelli PC.ENERGY FUTURE: Cash Tender Early Participation Date Extended------------------------------------------------------------Energy Future Intermediate Holding Company LLC ("EFIH"), a wholly-owned subsidiary of Energy Future Holdings Corp. ("EFH Corp."),and EFIH Finance Inc. ("EFIH Finance" and together with EFIH, the"Issuer") on May 20 disclosed that the early participation datefor its previously announced offer to purchase EFIH Second LienNotes (as defined below) for cash as a voluntary settlement withrespect to the Issuer's obligations under the EFIH Second LienNotes (such settlement, the "EFIH Second Lien Settlement") hasbeen extended from 5:00 p.m., New York City time, on May 23, 2014to 5:00 p.m., New York City time, on May 30, 2014 (the "EarlyParticipation Date"). The EFIH Second Lien Settlement is open toall holders of the Issuer's 11% Senior Secured Second Lien Notesdue 2021 (the "EFIH 11% Second Lien Notes") and 11.750% SeniorSecured Second Lien Notes due 2022 (the "EFIH 11.750% Second LienNotes" and together with the EFIH 11% Second Lien Notes, the "EFIHSecond Lien Notes"). Except for the change to the EarlyParticipation Date, the terms the EFIH Second Lien Settlement areunchanged, including the Expiration Date (as defined below).Upon the terms and subject to the conditions of the offer topurchase with respect to the EFIH Second Lien Settlement, eachholder of EFIH Second Lien Notes that validly tenders its EFIHSecond Lien Notes on or prior to 5:00 p.m., New York City time, onthe Early Participation Date, which may be further extended byEFIH at its sole discretion, will be eligible to receive on theclosing date of the offer (the "Settlement Date") as payment infull of any claims arising out of such holder's interest in theEFIH Second Lien Notes an amount, paid in cash, equal to (i)$1,123.22 for each $1,000 principal amount of EFIH 11% Second LienNotes and (ii) $1,166.22 for each $1,000 principal amount of EFIH11.750% Second Lien Notes tendered based on an assumed SettlementDate of June 11, 2014, which amounts will be decreased in eachcase by $0.14 for each day after June 11, 2014 that the SettlementDate occurs (such amount as may be reduced, the "TotalConsideration" as set forth in the table below). The TotalConsideration includes an early participation payment (the "EarlyParticipation Consideration" as set forth in the table below) of$50.00 per $1,000 principal amount of EFIH Second Lien Notesvalidly tendered on or prior to the Early Participation Date.Each holder that validly tenders its EFIH Second Lien Notes afterthe Early Participation Date and on or prior to the ExpirationDate will be eligible to receive on the Settlement Date an amount,paid in cash, equal to the Total Consideration less the EarlyParticipation Consideration (the "Tender Consideration" as setforth in the table below).(1) Does not include accrued and unpaid interest up to, but notincluding, the Settlement Date, which will be paid on all of theEFIH Second Lien Notes accepted for purchase in the offer.(2) The Total Consideration (and therefore also the TenderConsideration) will be decreased by $0.14 for each day afterJune 11, 2014 that the Settlement Date occurs.The offer period for the EFIH Second Lien Settlement will expireat 11:59 p.m., New York City time, on June 6, 2014 (the"Expiration Date"), unless extended or earlier terminated by theIssuer in its sole discretion. The Issuer does not intend topermit the offer period for the EFIH Second Lien Settlement toexpire prior to the date the EFIH Second Lien Settlement is heard,and approved, by the bankruptcy court.The consummation of the EFIH Second Lien Settlement is subject toseveral conditions, including, among others, the closing of newdebt financing through the issuance of approximately $1.9 billionof 8% Convertible Second Lien Subordinated Secured DIP FinancingNotes due 2016 (the "EFIH Second Lien DIP Notes Financing"), whichis also subject to several conditions. The EFIH Second LienSettlement will not be consummated unless, among other things, thebankruptcy court approves the EFIH Second Lien DIP Notes Financingand the EFIH Second Lien Settlement.Epiq Systems is serving as the Offer Agent and Depositary Agent,and may be contacted by telephone at (646) 282-2500 or toll freeat (866) 734-9393, or by email at firstname.lastname@example.com(please reference "EFIH Second Lien Offer" in the subject line).Other InformationThis press release will not constitute an offer to sell, or thesolicitation of an offer to buy, any EFIH Second Lien Notes, theEFIH Second Lien DIP Notes Financing or any other security. Theoffer to participate in the EFIH Second Lien Settlement is beingmade only pursuant to the offer to purchase and the related letterof transmittal. The offer to participate in the EFIH Second LienSettlement is not being made to persons in any jurisdiction inwhich the making or acceptance thereof would not be in compliancewith the securities, blue sky or other laws of such jurisdiction.Nothing in this press release will constitute or be deemed toconstitute a solicitation by any party of votes to approve orreject a Chapter 11 plan of reorganization. A solicitation withrespect to votes to approve or reject a Chapter 11 plan ofreorganization may only be commenced once a disclosure statementthat complies with section 1125 of the United States Code, 11U.S.C. 101 et. seq., has been approved by the United StatesBankruptcy Court for the District of Delaware. About Energy Future Holdings, fka TXU Corp.Energy Future Holdings Corp., formerly known as TXU Corp., is aprivately held diversified energy holding company with a portfolioof competitive and regulated energy businesses in Texas. Oncor,an 80 percent-owned entity within the EFH group, is the largestregulated transmission and distribution utility in Texas.The Company delivers electricity to roughly three million deliverypoints in and around Dallas-Fort Worth. EFH Corp. was created inOctober 2007 in a $45 billion leverage buyout of Texas powercompany TXU in a deal led by private-equity companies KohlbergKravis Roberts & Co. and TPG Inc.On April 29, 2014, Energy Future Holdings and 70 affiliatedcompanies sought Chapter 11 bankruptcy protection (Bankr. D. Del.Lead Case No. 14-10979) after reaching a deal with some keyfinancial stakeholders to keep its businesses operating whilereducing its roughly $40 billion in debt.The Debtors' cases have been assigned to Judge Christopher S.Sontchi (CSS). The Debtors are seeking to have their casesjointly administered for procedural purposes.As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4billion in book value and total liabilities of $49.7 billion. TheDebtors have $42 billion of funded indebtedness.EFH's legal advisor for the Chapter 11 proceedings is Kirkland &Ellis LLP, its financial advisor is Evercore Partners and itsrestructuring advisor is Alvarez & Marsal. The TCEH first lienlenders supporting the restructuring agreement are represented byPaul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,and Millstein & Co., LLC, as financial advisor.The EFIH unsecured creditors supporting the restructuringagreement are represented by Akin Gump Strauss Hauer & Feld LLP,as legal advisor, and Centerview Partners, as financial advisor.The EFH equity holders supporting the restructuring agreement arerepresented by Wachtell, Lipton, Rosen & Katz, as legal advisor,and Blackstone Advisory Partners LP, as financial advisor. EpiqSystems is the claims agent.Wilmington Savings Fund Society, FSB, the successor trustee forthe second-lien noteholders owed about $1.6 billion, isrepresented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., andGregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.An Official Committee of Unsecured Creditors has been appointed inthe case. The Committee represents the interests of the unsecuredcreditors of ONLY of Energy Future Competitive Holdings CompanyLLC; EFCH's direct subsidiary, Texas Competitive Electric HoldingsCompany LLC; and EFH Corporate Services Company, and of no otherdebtors. The Committee has selected Morrison & Foerster LLP andPolsinelli PC for representation in this high-profile energyrestructuring. The lawyers working on the case are James M. Peck,Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., atMorrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., atPolsinelli PC.ENOVA INTERNATIONAL: S&P Assigns 'B' Issuer Credit Rating---------------------------------------------------------Standard & Poor's Ratings Services said it assigned its 'B' issuercredit rating on Enova International Inc. The rating outlook isstable. At the same time, S&P assigned a 'B' rating on Enova'sproposed offering of $500 million of senior unsecured notes."Our rating on Enova reflects the company's high exposure toregulatory and legislative risks and its concentrated businessmodel," said Standard & Poor's credit analyst Shakir Taylor. "Thecompany's scalable business model, adequate liquidity, andconsistent earnings growth partially offset weaknesses."Enova, which is headquartered in Chicago, offers short-term paydayloans, lines of credit, and unsecured installment loans over theInternet, primarily in the U.S. and U.K. Enova was founded in 2003and acquired by Cash America International Inc. in 2006. In April2014, Cash America announced its intention to evaluate a potentialspin-off of Enova, which S&P expects will be completed by thefirst quarter of 2015. As a result, S&P rates Enova on a stand-alone basis, factoring in none of the positive or negative aspectsof the company's relationship with its parent.Enova is currently funded through an intercompany loan from CashAmerica. Proceeds from the proposed $500 million debt offeringwill be used to retire the intercompany loan and provide a cashdividend to Cash America. As a wholly owned subsidiary, Enova iscurrently a guarantor of Cash America's indebtedness. Uponcompletion of the spin-off, the guarantee on Cash America's debtwill be automatically terminated."We view the possibility of regulatory or legislative changes asan important risk factor for Enova. The company is regulated bythe Consumer Financial Protection Bureau (CFPB) in the U.S. andthe Financial Conduct Authority (FCA) in the U.K. Theseregulators have enormous sway over the industries Enova operatesin. In fact, in April 2014, the FCA adopted several mandates thatwill likely significantly alter the small-dollar lending industryin the U.K. and could weigh on Enova's profitability. However,Enova's management believes that it has made significantadjustments and implemented the majority of the expected changesrelated to the coming U.K. regulatory changes. In the U.S., it isunclear what regulatory changes the CFPB may attempt to institute,but it has already voiced significant concerns about how thepayday loan market operates. Furthermore, in the U.S., Enova'sproducts are regulated at the state level," S&P said."Our stable outlook is based on our expectation that Enova willcontinue to grow while maintaining modest leverage. The outlookalso reflects our expectation that the spin-off from Cash Americawill occur by the first quarter of 2015 and a delay or terminationof the intended spin-off could affect Enova's growth, leverage,and cash flows," S&P added.S&P could lower the rating if the spin-off does not occur, or ifEnova's performance deteriorates because of operational challengesrelated to regulatory or strategic obstacles. If the company'sdebt to EBITDA (including operating leases) exceeds 4.0x on asustained basis or approaches covenant compliance requirements,S&P could also lower the rating.S&P is unlikely to raise the rating in the near to intermediateterm because the primary risk factors -- intense competition andevolving regulatory threats -- are unlikely to abate.FIRST PHILADELPHIA: Seeks to Extend Plan Filing Until July 19-------------------------------------------------------------First Philadelphia Holdings, LLC filed a motion with the U.S.Bankruptcy Court to extend until July 19, 2014, the deadline tofile its Chapter 11 plan and disclosure statement. The Debtoralso seeks to extend the deadline to solicit acceptances on thePlan through Sept. 18, 2014.First Philadelphia Holdings, LLC, is a Pennsylvania limitedliability company formed on or about March 14, 2005. The Debtoris headquartered in New Jersey and is in the business of owningreal estate located at 6501 New State Road a/k/a Tacony Street,Philadelphia, Pennsylvania.The Company filed a Chapter 11 petition (Bankr. D.N.J. Case No.12-39767) on Dec. 21, 2012. The Debtor scheduled $15,000,000 inassets and $10,346,981 in liabilities as of the Chapter 11 filing.Judge Gloria M. Burns presides over the case.Maureen P. Steady, Esq., who has an office in Marlton, New Jersey,serves as the Debtor's bankruptcy counsel. In its schedules, theDebtor disclosed $15,000,000 in total assets and $10,346,981 intotal liabilities.No official committee of unsecured creditors, trustee or examinerhas been appointed in the Debtor's Chapter 11 case.FLINT, MI: Retiree Suit Threatens to Tip City into Bankruptcy-------------------------------------------------------------Michael Martinez, writing for The Detroit News, reported that theCity of Flint, in Michigan, may be pushed over the financial cliffby a lawsuit filed by a group of city retirees who are suing thecity to stop proposed cuts to their health care benefits.According to the report, the health care benefits -- a $5 millionannual burden -- could force Flint to become Michigan's second-largest municipality to file for Chapter 9 bankruptcy protection,following Detroit.FOUR WELLS: Case Summary & 20 Largest Unsecured Creditors---------------------------------------------------------Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Four Wells Limited 14-51269 545 Bristol Drive Aurora, OH 44202 Capital L. Corp. 14-51270 Personal Management Group Inc. 14-51271 Circle T Farm, Inc. 14-51272 T X Four Holdings, LLC 14-51273Chapter 11 Petition Date: May 17, 2014Court: United States Bankruptcy Court Northern District of Ohio (Akron)Judge: Hon. Alan M. KoschikDebtors' Counsel: Marc P Gertz, Esq. GOLDMAN & ROSEN, LTD 11 S Forge St Akron, OH 44304 Tel: (330) 376-8336 Fax: (330) 376-2522 Email: email@example.com - and - Peter G. Tsarnas, Esq. GOLDMAN & ROSEN, LTD. 11 South Forge Street Akron, OH 44304 Tel: (330) 376-8336 Fax: (330) 376-2522 Email: firstname.lastname@example.com Well's Total Assets: $4.74 millionFour Well's Total Liabilities: $3.93 millionThe Debtors disclosed that their secured debt is not less than$4.55 million.The petition was signed by Louis A. Telerico, managing member.A list of Four Wells Limited's three largest unsecured creditorsis available for free at http://bankrupt.com/misc/ohnb14-51269.pdfFREESEAS INC: Amends 250,000 Units Prospectus---------------------------------------------Freeseas Inc. filed an amended Form F-1 relating to the offeringof 250,000 units at a purchase price of $100 per unit, with eachunit consisting of one share of the Company's Series D ConvertiblePreferred Stock, par value $0.001 per share, and Series C Warrantsto purchase 200 percent of the shares of common stock underlyingthe Series D Preferred Stock, at an exercise price of 130 percentof the Series D Preferred Stock conversion price on the initialissuance date of the Series D Preferred Stock, rounded to thenearest cent. Each share of Series D Preferred Stock will have astated value of $100 and will be convertible into such number ofshares of common stock equal to the stated value divided by theconversion price in effect at the time of conversion. The initialconversion price will be the lesser of (i) $1.09 (the closing bidprice of our common stock on May 16, 2014) and (ii) the greater of(1) the closing bid price of the Company's common stock on thedate immediately prior to the closing of this offering, which isexpected to be on May 28, 2014, and (2) $0.981. Assuming a SeriesD Preferred Stock conversion price of $1.09, which was the closingbid price of the Company's common stock on May 16, 2014, eachshare of Series D Preferred Stock would be convertible into 92shares of common stock (rounding up to the nearest whole share)and the warrants included in each unit would be exercisable for184 shares of common stock at an initial exercise price of $1.42per share.The Series D Preferred Stock and Series C Warrants will beimmediately convertible and exercisable, as applicable, subject tocertain ownership limitations. The Series C Warrants will expireon the fifth anniversary of the issuance date thereof. No unitswill be issued, however, and purchasers will receive only sharesof Series D Preferred Stock and Series C Warrants. The Series DPreferred Stock and the Series C Warrants may be transferredseparately immediately following issuance. There is no minimumnumber of units that must be sold in the offering.The Company's common stock is currently quoted on The NASDAQCapital Market under the symbol "FREE." On May 16, 2014, theclosing price of the Company's common stock was $1.14 per share.A copy of the Form F-1/A is available for free at: http://goo.gl/o1jlnH About FreeSeas Inc.Headquartered in Athens, Greece, FreeSeas Inc., formerly known asAdventure Holdings S.A., was incorporated in the Marshall Islandson April 23, 2004, for the purpose of being the ultimate holdingcompany of ship-owning companies. The management of FreeSeas'vessels is performed by Free Bulkers S.A., a Marshall Islandscompany that is controlled by Ion G. Varouxakis, the Company'sChairman, President and CEO, and one of the Company's principalshareholders.The Company's fleet consists of six Handysize vessels and oneHandymax vessel that carry a variety of drybulk commodities,including iron ore, grain and coal, which are referred to as"major bulks," as well as bauxite, phosphate, fertilizers, steelproducts, cement, sugar and rice, or "minor bulks." As ofOct. 12, 2012, the aggregate dwt of the Company's operationalfleet is approximately 197,200 dwt and the average age of itsfleet is 15 years.FreeSeas Inc. reported a net loss of $48.70 million in 2013, a netloss of $30.88 million in 2012 and a net loss of $88.19 million in2011. As of Dec. 31, 2013, the Company had $87.63 million intotal assets, $74.83 million in total liabilities and $12.79million in total shareholders' equity.RBSM LLP, in New York, issued a "going concern" qualification onthe consolidated financial statements for the year ended Dec. 31,2013. The independent auditors noted that the Company hasincurred recurring operating losses and has a working capitaldeficiency. In addition, the Company has failed to meet scheduledpayment obligations under its loan facilities and has not compliedwith certain covenants included in its loan agreements.Furthermore, the vast majority of the Company's assets areconsidered to be highly illiquid and if the Company were forced toliquidate, the amount realized by the Company could besubstantially lower that the carrying value of these assets.These conditions among others raise substantial doubt about theCompany's ability to continue as a going concern.GARLOCK SEALING: Asbestos Claimants Want To Limit Access To Docs----------------------------------------------------------------Law360 reported that asbestos claimants told a North Carolinajudge that Ford Motor Co. and others that won access to documentsrelating to asbestos claims against Garlock Sealing TechnologiesLLC should not be allowed to give other parties access to thatinformation.As previously reported by The Troubled Company Reporter, FordMotor Co., Volkswagen Group of America Inc., and HoneywellInternational Inc. were allowed by the bankruptcy judge presidingGarlock's Chapter 11 case to learn the identities of asbestospersonal-injury plaintiffs who hired lawyers to represent them inthe Garlock case.In a motion to reconsider, the official committee of asbestospersonal injury claimants asked U.S. Bankruptcy Judge George R.Hodges to amend a motion he granted earlier this month thatallowed asbestos defendants to access so-called Rule 2019 filingsin the Garlock bankruptcy case, the Law360 report said.Law360 said in a separate report that Judge Hodges' ruling willbecome a watershed decision that attorneys say will drive solventdefendants to investigate whether asbestos victims disappointed bybleak Chapter 11 recoveries are resorting to making spuriousclaims against them. About Garlock SealingHeadquartered in Palmyra, New York, Garlock Sealing TechnologiesLLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For morethan a century, Garlock has been helping customers efficientlyseal the toughest process fluids in the most demandingapplications.On June 5, 2010, Garlock filed a voluntary Chapter 11 petition(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,to establish a trust to resolve all current and future asbestosclaims against Garlock under Section 524(g) of the U.S. BankruptcyCode. The Debtor estimated $500 million to $1 billion in assetsand up to $500 million in debts as of the Petition Date.Affiliates The Anchor Packing Company and Garrison LitigationManagement Group, Ltd., also filed for bankruptcy.Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,represents the Debtor in their Chapter 11 effort. Garland S.Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counselfor asbestos matters.The Official Committee of Asbestos Personal Injury Claimants inthe Chapter 11 cases is represented by Travis W. Moon, Esq., atHamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in NewYork, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., andJeanna Rickards Koski, Esq., in Washington, D.C. 20005.Joseph W. Grier, III, the Court-appointed legal representative forfuture asbestos claimants, has retained A. Cotten Wright, Esq., atGrier Furr & Crisp, PA, and Richard H. Wyron, Esq., and JonathanP. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel.Judge George Hodges of the United States Bankruptcy Court for theWestern District of North Carolina on Jan. 10, 2014, entered anorder estimating the liability for present and future mesotheliomaclaims against EnPro Industries' Garlock Sealing Technologies LLCsubsidiary at $125 million, consistent with the positions GST putforth at trial.GENERAL MOTORS: Next Fight to Occur July 1 Over Faulty Switches---------------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that General Motors Co. was given a schedule by thebankruptcy judge to deal with initial stages of disputes overwho's liable for economic injuries claimed by owners of ChevroletCobalts and Saturn Ions with defective ignition switches.According to Bloomberg, Judge Robert Gerber of the U.S. BankruptcyCourt for the Southern District of New York directed auto owners'lawyers to submit a list of proposed agreed facts by May 28 andgave GM until June 11 to respond with a list of its own. Bothsides must confer and ideally propose one agreed list of facts byJuly 1, Bloomberg related.Judge Gerber will hold another status conference on July 2,Bloomberg said.GM has asked a Texas federal judge to halt a consumer lawsuitfiled after roughly 2.6 million of the automaker's vehicles wererecalled for an ignition defect, saying bankruptcy andmultidistrict litigation proceeding should conclude first, Law360reported. GM asserts that a stay is necessary to allow thebankruptcy court to determine which claims in the Texas suit areproperly brought against "New GM" as compared to claims that maybe subject to the bankruptcy court's jurisdiction regarding OldGM, the Law360 report related.Joann S. Lublin and Jeff Bennett, writing for The Wall StreetJournal, reported that GM's board has stepped up its response tothe controversy over the automaker's handling of vehicle safetyrecalls, hiring Wachtell, Lipton, Rosen & Katz to review howinformation about potentially dangerous defects flowed to itsmembers. The Journal, citing a person close to the board, saiddirectors at GM weren't previously apprised of troubles with smallcars stalling due to a faulty ignition-switch. Wachtell's probe,according to the Journal, is to ensure that future vehicle safetyissues move more quickly to their attention through GM'smanagement.Patrick G. Lee, writing for Bloomberg News, the Georgia attorneywhose wrongful death suit against GM helped trigger the recall of2.59 million cars is seeking to revive that case, alleging theautomaker fraudulently withheld information ahead of a settlement.Lance Cooper, according to the Bloomberg report, filed a newcomplaint on May 12 in Georgia state court in Marietta, asking ajudge to reopen the matter, which GM settled in September with hisclients, the parents of 29-year-old Brooke Melton. Melton died in2010 when her 2005 Chevy Cobalt lost power in a crash linked tothe defective switch, Bloomberg related. About Motors LiquidationGeneral Motors Corporation and three of its affiliates filed forChapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) onJune 1, 2009. The Honorable Robert E. Gerber presides over theChapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & MangesLLP, assist the Debtors in their restructuring efforts. Al Kochat AP Services, LLC, an affiliate of AlixPartners, LLP, serves asthe Chief Executive Officer for Motors Liquidation Company. GMis also represented by Jenner & Block LLP and Honigman MillerSchwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLPis providing legal advice to the GM Board of Directors. GM'sfinancial advisors are Morgan Stanley, Evercore Partners and theBlackstone Group LLP. Garden City Group is the claims and noticeagent of the Debtors.The U.S. Trustee appointed an Official Committee of UnsecuredCreditors and a separate Official Committee of UnsecuredCreditors Holding Asbestos-Related Claims. Lawyers at KramerLevin Naftalis & Frankel LLP served as bankruptcy counsel to theCreditors Committee. Attorneys at Butzel Long served as counselon supplier contract matters. FTI Consulting Inc. served asfinancial advisors to the Creditors Committee. Elihu Inselbuch,Esq., at Caplin & Drysdale, Chartered, represented the AsbestosCommittee. Legal Analysis Systems, Inc., served as asbestosvaluation analyst.The Bankruptcy Court entered an order confirming the Debtors'Second Amended Joint Chapter 11 Plan on March 29, 2011. The Planwas declared effect on March 31.On Dec. 15, 2011, Motors Liquidation Company was dissolved. Onthe Dissolution Date, pursuant to the Plan and the MotorsLiquidation Company GUC Trust Agreement, dated March 30, 2011,between the parties thereto, the trust administrator and trustee-- GUC Trust Administrator -- of the Motors Liquidation CompanyGUC Trust, assumed responsibility for the affairs of and certainclaims against MLC and its debtor subsidiaries that were notconcluded prior to the Dissolution Date.GENERAL MOTORS: CEO to Provide Update on Internal Probe-------------------------------------------------------Jeff Bennett and Joann S. Lublin, writing for General Motors Co.,reported that Chief Executive Mary Barra returned to Capitol Hillto brief Sen. Claire McCaskill (D., Mo.) and other lawmakers inprivate on the auto maker's efforts to answer their questionsabout delays in recalling cars with defective ignition switches.According to the report, separately, GM took another step in itseffort to speed future responses to safety defects, assigning asenior lawyer to work directly with its newly-appointed vehiclesafety czar. At the same time, GM said general counsel MichaelMillikin, who turns 66 years old in August, will stay on at thecompany, the report related.Ms. Barra's trip to Capitol Hill came as former U.S. AttorneyAnton Valukas wraps up an investigation for GM on why it tooknearly a decade to recall 2.6 million vehicles equipped with afaulty ignition switches, the report further related. Mr. Valukasis expected to present his report to the company in coming weeks,the Journal said. About Motors LiquidationGeneral Motors Corporation and three of its affiliates filed forChapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) onJune 1, 2009. The Honorable Robert E. Gerber presides over theChapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & MangesLLP, assist the Debtors in their restructuring efforts. Al Kochat AP Services, LLC, an affiliate of AlixPartners, LLP, serves asthe Chief Executive Officer for Motors Liquidation Company. GMis also represented by Jenner & Block LLP and Honigman MillerSchwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLPis providing legal advice to the GM Board of Directors. GM'sfinancial advisors are Morgan Stanley, Evercore Partners and theBlackstone Group LLP. Garden City Group is the claims and noticeagent of the Debtors.The U.S. Trustee appointed an Official Committee of UnsecuredCreditors and a separate Official Committee of UnsecuredCreditors Holding Asbestos-Related Claims. Lawyers at KramerLevin Naftalis & Frankel LLP served as bankruptcy counsel to theCreditors Committee. Attorneys at Butzel Long served as counselon supplier contract matters. FTI Consulting Inc. served asfinancial advisors to the Creditors Committee. Elihu Inselbuch,Esq., at Caplin & Drysdale, Chartered, represented the AsbestosCommittee. Legal Analysis Systems, Inc., served as asbestosvaluation analyst.The Bankruptcy Court entered an order confirming the Debtors'Second Amended Joint Chapter 11 Plan on March 29, 2011. The Planwas declared effect on March 31.On Dec. 15, 2011, Motors Liquidation Company was dissolved. Onthe Dissolution Date, pursuant to the Plan and the MotorsLiquidation Company GUC Trust Agreement, dated March 30, 2011,between the parties thereto, the trust administrator and trustee-- GUC Trust Administrator -- of the Motors Liquidation CompanyGUC Trust, assumed responsibility for the affairs of and certainclaims against MLC and its debtor subsidiaries that were notconcluded prior to the Dissolution Date.GENEX HOLDINGS: S&P Assigns 'B' CCR & Rates $310MM Facilities 'B'-----------------------------------------------------------------Standard & Poor's Ratings Services said that it assigned its 'B'long-term corporate credit rating to Wayne, Pa.-based GENEXHoldings Inc. The outlook is stable.At the same time, S&P assigned its 'B' issue-level rating and '3'recovery rating to the new $30 million first-lien revolver and$190 million senior secured first-lien loan, and a 'CCC+' issue-level and '6' recovery rating to the $90 million senior securedsecond-lien term loan. S&P also affirmed its ratings on GENEXServices.All new debt related to the refinancing will be issued by GENEXHoldings Inc. GENEX Services Inc. is the issuer of the existingdebt, and S&P expects to withdraw all ratings on it following theclose of the transaction."Although the refinancing will result in slightly higher debtleverage, the ratio will remain within our tolerance limit for therating," said Standard & Poor's credit analyst Hema Singh.After the debt issuance, S&P expects that pro forma 2014 adjusteddebt-to-EBITDA will increase to 6.6x compared with 5.5x as ofDec. 31, 2013. EBITDA fixed-charge coverage will likely decreaseto about 2.7x from 4.4x as of Dec. 31, 2013.GRAYSBURG HILLS: Case Summary & 2 Largest Unsecured Creditors-------------------------------------------------------------Debtor: Graysburg Hills Golf Course, Inc. 910 Graysburg Hill Road Chuckey, TN 37641Case No.: 14-50850Chapter 11 Petition Date: May 14, 2014Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville)Judge: Hon. Marcia Phillips ParsonsDebtor's Counsel: Dean B. Farmer, Esq. HODGES, DOUGHTY & CARSON, PLLC P. O. Box 869 Knoxville, TN 37901 Tel: 865-292-2307 Fax: 865-292-2252 Email: firstname.lastname@example.com Assets: $1 million to $10 millionEstimated Liabilities: $1 million to $10 millionThe petition was signed by Fred L. Stewart, president.A list of the Debtor's two largest unsecured creditors isavailable for free at http://bankrupt.com/misc/tneb14-50850.pdfHALLWOOD GROUP: Closes Merger with Hallwood Financial-----------------------------------------------------The Hallwood Group Incorporated's stockholders overwhelminglyapproved the merger of HFL Merger Corporation, a wholly -ownedsubsidiary of Hallwood Financial Limited with and into the Companyat the special meeting of stockholders of the Company held onMay 15, 2014.The Merger became effective May 16, 2014, and pursuant to theterms and conditions set forth in the Merger Agreement,HFL Merger Corporation merged with and into the Company, with theCompany continuing as the surviving corporation and as a whollyowned subsidiary of HFL. HFL is controlled by Anthony J.Gumbiner, Chairman and chief executive officer of the Company.At the Effective Time, each Share outstanding immediately prior tothe Effective Time (other than Excluded Shares and any DissentingShares) was converted into the right to receive $12.39 in cash,without interest, whereupon all those Shares were automaticallycancelled and ceased to exist, and the holders of those Sharesceased to have any rights with respect thereto other than theright to receive the Merger Consideration.At the Effective Time, the Company became a wholly ownedsubsidiary of Hallwood Financial with 1,000 shares of common stockissued and outstanding, par value $0.01 per share.On May 19, 2014, as a result of the Merger, the Shares ceasedtrading on the NYSE MKT exchange prior to the open of the marketand the Company became eligible for delisting from the NYSE MKTexchange and termination of registration under the Act. On thatdate, the NYSE MKT filed a Form 25 with the SEC to notify theSecurities and Exchange Commission of the delisting of the Sharesfrom the NYSE MKT and the deregistration of the Shares.The Company intends to terminate its reporting obligations underthe Act by promptly filing a Certification and Notice ofTermination on Form 15 with the SEC. The Company's obligations tofile or furnish certain reports and forms with the SEC will besuspended immediately as of the filing date of the Form 15 andwill cease once the deregistration becomes effective.Hallwood Financial has beneficial ownership of, and sole votingand sole dispositive power with respect to, an aggregate of 1,000shares or 100 percent, of the Surviving Company Shares. HallwoodTrust and Anthony Joseph Gumbiner may be deemed to have sharedvoting and dispositive power with respect to the Surviving CompanyShares owned directly by Hallwood Financial.A copy of the regulatory filing is available for free at: http://goo.gl/sAnq7o About Hallwood GroupDallas, Texas-based The Hallwood Group Incorporated (NYSE MKT:HWG) operates as a holding company. The Company operates itsprincipal business in the textile products industry through itswholly owned subsidiary, Brookwood Companies Incorporated.Brookwood is an integrated textile firm that develops and producesinnovative fabrics and related products through specializedfinishing, treating and coating processes.Prior to October 2009, The Hallwood Group Incorporated held aninvestment in Hallwood Energy, L.P. ("Hallwood Energy"). HallwoodEnergy was a privately held independent oil and gas limitedpartnership and operated as an upstream energy company engaged inthe acquisition, development, exploration, production, and sale ofhydrocarbons, with a primary focus on natural gas assets. TheCompany accounted for the investment in Hallwood Energy using theequity method of accounting. Hallwood Energy filed for bankruptcyin March 2009. In connection with the confirmation of HallwoodEnergy's bankruptcy in October 2009, the Company's ownershipinterest in Hallwood Energy was extinguished and the Company nolonger accounts for the investment in Hallwood Energy using theequity method of accounting.The Hallwood Group incurred net loss of $2.40 million in 2013, anet loss of $17.94 million in 2012 and a net loss of $6.33 millionin 2011. The Company's balance sheet at Dec. 31, 2013, shows$62.12 million in total assets, $23.33 million in totalliabilities and $38.78 million in total stockholders' equity.Deloittee & Touche LLP, in Dallas, Texas, issued a "going concernqualification on the consolidated financial statements for theyear ended Dec. 31, 2013. The independent auditors noted thatthe Company is dependent on its subsidiary to receive the cashnecessary to fund its ongoing operations and obligations. It isuncertain whether the subsidiary will be able to make payment ofdividends to fund the Company's ongoing operations andobligations. These conditions raise substantial doubt about itsability to continue as a going concern.HANESBRANDS INC: Moody's Hikes Corp. Family Rating to 'Ba1'-----------------------------------------------------------Moody's Investors Service upgraded Hanesbrands, Inc.'s CorporateFamily Rating to Ba1 from Ba2 and Probability of Default Rating toBa1-PD from Ba2-PD. Moody's also raised Hanesbrands' seniorsecured revolver to Baa2 from Baa3, and its senior unsecured notesto Ba2 from Ba3. The company's SGL-2 Speculative Grade Liquidityrating was affirmed. The rating outlook is stable.The upgrade reflects Hanesbrands improved operating marginsresulting from a combination of lower overall production costs anda modest increase in revenues. Combined, these two factors havehad a meaningful, and what Moody's considers to be sustainable,favorable impact on the company's credit metrics. Debt/EBITDA iscurrently at 3.2 times and interest coverage is at 4.7 times,their strongest level since the 2006 spin-off by its formerparent.The stable rating outlook reflects Moody's expectation thatHanesbrands will be able to sustain its high operating margins andthat it will continue to make progress achieving cost savingsassociated with the Maidenform acquisition that occurred inOctober 2013. The stable rating outlook also considers Moody'sview that the company will use its free cash flow to fundacquisitions and/or share repurchases as opposed to debtrepayment.Ratings upgraded: Corporate Family Rating, to Ba1 from Ba2 Probability of Default Rating, to Ba1-PD from Ba2-PD $1.1 billion senior secured revolver due 2018, to Baa2 (LGD 2, 18%) from Baa3 (LGD 2, 17%) $1.0 billion senior unsecured notes due 2020, to Ba2 (LGD 5, 72%) from Ba3 (LGD 5, 71%)Ratings RationaleHanesbrands Ba1 Corporate Family Rating reflects the company'ssignificant scale in the global apparel industry -- pro formarevenue to include the acquisition of Maidenform is about $5billion -- leading share in the innerwear product category, andmoderate financial leverage. Debt/EBITDA was 3.2 times andinterest coverage was 4.7 times for the latest 12-month periodended March 29, 2014. Other favorable credit considerationsinclude Hanesbrands' double digit operating margins that are aresult of product innovation, a low cost supply chain, and thecompany's ability to successfully leverage its brands. Keyconcerns include Hanesbrands' significant customer concentration -- three of the company's largest customers currently account formore than 50% of its revenues -- and its exposure to volatileinput costs, such as cotton, which can have a meaningful andunfavorable impact on earnings and cash flows.Further rating improvement is limited by the significant amount ofsecured debt in Hanesbrands' capital structure, and by thecompany's current financial policy that Moody's believes targetscredit metrics at a level too high for an investment grade rating.A higher rating would require that Hanesbrands' demonstrate theability and willingness to maintain debt/EBITDA below 3.0 times aswell as materially reduce its reliance on secured financing.Ratings could be lowered if the company experienced market sharelosses or brand erosion that resulted in negative trends inrevenues or operating performance. Ratings could also be loweredif Hanesbrands were to use debt more aggressively than it has inthe past to fund large acquisitions, or if the company were tomake share repurchases in an amount materially above what isgenerates in free cash flow. Quantitatively, ratings could belowered if, for any reason, it appears that debt/EBITDA will riseto and remain at or above 3.75 times for an extended period oftime.Headquartered in Winston-Salem, NC, Hanesbrands is a manufacturerand distributor of basic apparel products under brands thatinclude Hanes, Champion, Playtex, Bali, L'Eggs, Maidenform andJust My Size. Annual revenue is about $5 billion pro-forma for theacquisition of Maidenform.HCA HOLDINGS: Share Repurchase No Impact on Moody's 'B1' CFR------------------------------------------------------------Moody's Investors Service commented that HCA Holdings, Inc.'sannouncement that it would repurchase approximately $750 millionof its equity in conjunction with a secondary offering by itsequity sponsors is credit negative. Moody's expect that HCA willuse a combination of available cash and drawings on its revolverto fund the purchase, thereby, reducing available liquidity andmodestly increasing leverage. However, HCA's current ratings,including its B1 Corporate Family Rating and B1-PD Probability ofDefault Rating are unchanged. The positive rating outlook alsoremains unchanged.HCA Inc. is a wholly owned subsidiary of HCA Holdings, Inc.(collectively HCA). Headquartered in Nashville, Tennessee, HCA isthe nation's largest acute care hospital company as measured byrevenue. A portion of the equity of HCA is still held by privateequity firms Bain Capital and KKR as well as members ofmanagement. The company generated revenue in excess of $34.5billion, net of the provision for doubtful accounts, in the twelvemonths ended March 31, 2014.HENNIGES AUTOMOTIVE: Moody's Assigns 'B2' Corporate Family Rating-----------------------------------------------------------------Moody's Investors Service assigned ratings to Henniges AutomotiveHoldings, Inc. -- Corporate Family Rating at B2, and Probabilityof Default Rating at B2-PD. In a related action, Moody's assigneda B1 rating to Henniges' new $285 million senior secured term loanfacility. Proceeds from the new term loan along with cash on handwill be used to refinance the company's existing debt, make ashareholder distribution to the company's equity sponsors(affiliates of Littlejohn & Co., LLC), and add cash to Henniges'balance sheet. The rating outlook is stable.The following ratings were assigned:Corporate Family Rating, B2;Probability of Default, B2-PD;B1 (LGD3, 43%), for the $285 million senior secured term loan due2021The $50 million asset based revolving credit facility is not ratedby Moody's.Rating Rationale:Henniges' B2 Corporate Family Rating incorporates the company'shigh leverage following the planned sponsor dividend, modest size,and high customer concentrations. Pro forma for the proposedrecapitalization and shareholder distribution, Henniges' Debt/EBITDA is estimated at 5.2x (including Moody's standardadjustments) for the LTM period ending March 31, 2014. Moody'sestimates that the dividend will return approximately 75% of thesponsor investment in the company. Henniges' modest size, with arevenue base of about $774 million for 2013, is at the low-end ofthe B rating range. The company also has high customerconcentrations with the top three customers representing about 70%of 2013 revenues.Henniges' ratings benefit from the company's position and longhistory as a leading North American manufacturer of sealingsystems (about 82% of revenues) and vibration control products.About 58% of the company's revenues are generated in North Americaand are expected to benefit from continued automobile demand inthe region. About 24% of revenues are generated in Europe which isexperiencing a gradual recovery in macro-economic conditions.Henniges' European revenues also benefit from their concentrationto stronger German automobile manufacturers.The stable outlook reflects Moody's expectation that the company'sfree cash flow generation will better position the company'scredit metrics in the assigned rating range supported a goodliquidity profile.Henniges is anticipated to have an good liquidity profile over thenext twelve months supported by cash on hand and a $50 millionasset based revolving credit facility. Pro forma for the close ofthe transaction, Henniges is expected to have about $16 million ofcash on hand. Moody's anticipates the company to be free cash flowpositive over the near-term with growth in its major markets.While unfunded at closing, the asset based revolving creditfacility has about $2.6MM in letters of credit outstanding andshould meet seasonal liquidity needs. The financial covenantsunder the secured credit facilities are expected to included atotal leverage test with ample cushion over the near-tem.Alternate liquidity will be limited as the company's largelydomestic assets will secure the bank credit facilities.The opportunity for a higher outlook or rating or over theintermediate term will rely on the company's ability to generatefree cash flow to sustain debt/EBITDA below 3.5x andEBITA/interest expense, inclusive of restructuring charges, above3x.Future events that have the potential to drive a lower outlook orrating include weaknesses in regional automotive production orwith one of the company's large customers resulting in debt/EBITDAabove 6x, or EBITA/interest expense below 2x. A weakeningliquidity profile could also drive a negative rating action.Henniges Automotive Holdings, Inc., headquartered in Auburn Hills,MI, is a leading designer and manufacturer of vehicle sealingsystems for doors, windows, trunks, lift gates, sunroofs, andhoods primarily for the sale to companies in the North American,European, and Chinese automotive markets. The company had netsales of approximately $774 million in 2013.HENRY CO: S&P Raises Rating on 2nd Lien Term Loan to 'B-'---------------------------------------------------------Standard & Poor's Ratings Services said it raised its issue-levelrating on U.S.-based roofing cement manufacturer Henry Co. LLC'ssecond-lien term loan to 'B-' from 'CCC+' (one notch lower thanthe corporate credit rating). The upgrade results from S&P'srevision of the recovery rating on the term loan to '5' from '6',indicating its expectation for modest recovery (at the lower endof the 10% to 30% range). The recovery rating revision reflects amodest improvement in S&P's projected second-lien recovery becauseof a lower assumed first-lien debt as the company's first-lienterm loan continues to amortize. Under S&P's analysis, this givesthe second-lien loan access to more of Henry's unencumbered value-- that portion of the equity interests in Henry's Canadiansubsidiary that have not been pledged as collateral.The 'B+' issue-level rating and '2' recovery rating on thecompany's first-lien credit facilities remain unchanged. The 'B'corporate credit rating and stable outlook also remain unchanged,derived from the company's "weak" business risk and "highlyleveraged" financial risk assessments. Henry Co.'s weak businessrisk profile assessment reflects our view of its considerableexposure to cyclical residential and nonresidential constructionend markets, small scale of operations, and significant customerconcentration. S&P's highly leveraged financial risk assessmentreflects typically aggressive financial policies adopted bycompanies owned by financial sponsors.Ratings ListHenry Co. LLC Corporate credit rating B/Stable/--Rating Raised; Recovery Rating Revised To FromHenry Co. LLC Second-lien credit facilities B- CCC+ Recovery rating 5 6HOLT DEVELOPMENT: To File Consensual Amended Plan by May 31-----------------------------------------------------------Holt Development Co., LLC, and Heritage Bank, a secured creditor,submitted to the Bankruptcy Court a third status report regardingthe proposed amendments to the Debtor's Plan of Reorganizationdated Nov. 1, 2013, and the proposed amendments to theaccompanying disclosure statement.The parties' status report provides that, among other things, theDebtor will be filing its consensual amended plan and an amendeddisclosure statement, no later than May 31.At the Jan. 14, 2014 hearing, counsel for the Debtor and Heritageadvised the Court that the Debtor and Heritage had reached anagreement concerning the allowance and treatment of Heritage'ssecured claims in the case, and that the parties were circulatingproposed amendments to the Plan and the Disclosure Statement. Theamended, consensual plan will provide for the conveyance ofcertain portions of the Debtor's properties located at PleasantView Village in Pleasant View, Tennessee.The parties will also be meeting with engineers to address andresolve all issues concerning the Debtor's construction generalpermit with the Tennessee Department of Environment andConservation. The PlanAs reported in the Troubled Company Reporter on Nov. 29, 2013,according to the Disclosure Statement, the primary source offunding for distributions under the Plan to nonpriority unsecurednon-insider creditors is the ongoing revenue stream from theoperations of the Pleasant View Project.The Plan provides for this treatment of claims: Class 3 Claims of Heritage Bank. The reorganized Debtor willexecute and deliver to Heritage Bank a promissory note having aprincipal amount equal to the Loan Balance EDOP. Class 4 Claims of Doris E. Napiwoski. On the Effective Date ofthe Plan, or as soon as practicable thereafter, the followingactions, terms and conditions will be performed and implemented:By warranty deed the Debtor will sell, transfer and convey to M&DInvestments, LLC, a Tennessee limited liability company, all theDebtor's right, title and interest in, under and to all realproperties, or interests therein, which remain subject to theliens provided in the three (3) deeds of trust recordedprepetition for the benefit of the Class 4 Claimant, as the samemay have heretofore been modified. Class 5 Unsecured Claims of Holt Construction, Inc. and DannieR. Holt and Melba Holt. The legal, equitable and contractualrights to which the claims of the Class 5 Claimants entitle theholders thereof are not altered by the Plan, except as follows:all such claims are subordinated to the rights of all otherholders of Allowed Claims in the Case. Class 6 Claims of Pleasant View Village Square, Inc. Thelegal, equitable and contractual rights to which the claims of theClass 6 Claimant entitle the holder thereof are not altered by thePlan. Class 7 Unsecured Claims not entitled to priority and notexpressly included in the definition of any other class. In fullsettlement, satisfaction and discharge of the allowed claims ofthe Class 7 Claimants, the reorganized Debtor will remit to eachClass 7 Claimant on the Effective Date of the Plan cash equal toone-half of the allowed amount of its claim. Class 8 Interests. The legal, equitable and contractual rights,to which the interests of the Class 8 Interests entitle theholders thereof, are not altered by the Plan.A copy of the Disclosure' Statement is available for free at http://bankrupt.com/misc/HOLT_DEVELOPMENT_ds.pdf About Holt DevelopmentHolt Development Co., LLC, filed a Chapter 11 petition (Bankr.M.D. Tenn. Case No. 13-06154) on July 16, 2013. The petition wassigned by Dannie R. Holt as chief manager. Judge Randal S.Mashburn presides over the case. The Debtor estimated assets ofat least $10 million and debts of at least $1 million.In its schedules, the Debtor disclosed $12,577,049 in assets and$10,342,933 in liabilities as of the Petition Date. The Debtor isin the business of developing improved and unimproved propertiesin Pleasant View, Cheatham County, Tennessee.The Debtor is represented by: Thomas H. Forrester, Esq. GULLETT, SANFORD, ROBINSON & MARTIN, PLLC 150 3rd Ave. South, Suite 1700 Nashville, TN 37201 Tel: (615) 244-4994 Fax: (615) 256-6339Heritage Bank is represented by: Robert C. Goodrich, Jr. STITES & HARBISON, PLLC 401 Commerce Street, Suite 800 Nashville, TN 37219 Tel: (615) 244-5200 Fax: (615) 742-4126HOSTESS BRANDS: Names William Toler as New CEO----------------------------------------------Erin McCarthy, writing for The Wall Street Journal, reported thatHostess Brands LLC, the maker of Twinkies and Ding Dongs, said ithas named William Toler as its chief executive and president."I look forward to strengthening our team and working with Bill,who will bring his talents and energy to the next phase of thecompany's growth," Mr. Metropoulos said in a statement.According to the report, citing a Hostess statement, Mr. Tolerpreviously served as chief executive of AdvancePierre Foods andpresident of Pinnacle. The company also said that Rich Seban, whomost recently was the company's president and chief operatingofficer, has been named vice chairman, the report related. About Hostess BrandsFounded in 1930, Irving, Texas-based Hostess Brands Inc., is knownfor iconic brands such as Butternut, Ding Dongs, Dolly Madison,Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride,Twinkies and Wonder. Hostess has 36 bakeries, 565 distributioncenters and 570 outlets in 49 states.Hostess filed for Chapter 11 bankruptcy protection early morningon Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through12-22056) in White Plains, New York. Hostess Brands disclosedassets of $982 million and liabilities of $1.43 billion as of theChapter 11 filing.The bankruptcy filing was made two years after predecessorsInterstate Bakeries Corp. and its affiliates emerged frombankruptcy (Bankr. W.D. Mo. Case No. 04-45814).In the new Chapter 11 case, Hostess has hired Jones Day asbankruptcy counsel; Stinson Morrison Hecker LLP as generalcorporate counsel and conflicts counsel; Perella Weinberg PartnersLP as investment bankers, FTI Consulting, Inc. to provide aninterim treasurer and additional personnel for the Debtors, andKurtzman Carson Consultants LLC as administrative agent.Matthew Feldman, Esq., at Willkie Farr & Gallagher, and HarryWilson, the head of turnaround and restructuring firm MAEVAAdvisors, are representing the Teamsters union.Attorneys for The Bakery, Confectionery, Tobacco Workers and GrainMillers International Union and Bakery & Confectionery Union &Industry International Pension Fund are Jeffrey R. Freund, Esq.,at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., DavidA. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright &Jaworski L.L.P.The official committee of unsecured creditors selected New Yorklaw firm Kramer Levin Naftalis & Frankel LLP as its counsel. TomMayer and Ken Eckstein head the legal team for the committee.Hostess Brands in mid-November 2012 opted to pursue the orderlywind down of its business and sale of its assets after the Bakery,Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced anationwide strike. The Debtor failed to reach an agreement withBCTGM on contract changes.Hostess Brands sold its businesses and most of the plants to fivedifferent buyers for an aggregate of $860 million. Hostess stillhas some plants, depots and other facilities the buyers didn'tacquire.The bankruptcy estate has changed its name to Old HB Inc.JACOBY & MEYERS: Creditors Want Court to Force Firm Into Ch. 11---------------------------------------------------------------Sara Randazzo, writing for The Wall Street Journal, reported thata group of creditors attempting to force defunct consumer law firmJacoby & Meyers Bankruptcy LLP into Chapter 11 protection areurging a court to rule that bankruptcy is the best way to protectunhappy clients left in the lurch by the firm's demise.According to the report, in a filing with the U.S. BankruptcyCourt in New York, creditors like online document service LegalZoom say "the total lack of disclosure and transparency"surrounding the firm's December 2013 closure prompted them to filean involuntary bankruptcy petition against the firm in March.A year and a half later, Jacoby & Meyers Bankruptcy closed and putitself into the hands of a trust intended to liquidate the firmand repay its debts, the report related. Creditors say the firm'strustee isn't going far enough and would like to see the firmunwound through bankruptcy, the report further related.The case is In re Jacoby & Meyers Bankruptcy LLP, 14-bk-10641,U.S. Bankruptcy Court, Southern District of New York (Manhattan).The firm, formed by the 2012 merger of Jacoby & Meyers LLC andMacey Bankruptcy Law PC, ceased operations in December,transferred its assets to trusts and assigned a trustee. The firmonce had 135 offices in all 50 states, with 310 lawyers and 600non-attorney staff.KID BRANDS: Defaults, Faces Possible Bankruptcy-----------------------------------------------Kids Brands Inc. disclosed in its Annual Report on Form 10-K filedwith the Securities and Exchange Commission that it was not incompliance with: -- the financial covenant pertaining to Availability under its credit agreement for the month ended February 28, 2014, the financial covenants pertaining to Availability and gross sales for the month ended March 31, 2014, or -- the covenant requiring the delivery of annual financial statements within 90 days of the end of 2013, accompanied by a report and opinion of its auditors without a going concern or other qualification or exception.As reported by the Troubled Company Reporter on April 11, 2014,Kid Brands has executed a waiver and amendment to its existingcredit agreement with Salus Capital Partners, LLC, as Lender,Administrative Agent and Collateral Agent. The amended creditagreement removes certain restrictions on lending for four months,suspends existing financial covenants through August 31, 2014 andwaives specified events of default and failures of conditions tolending, in consideration for a new collateral coverage ratio, a2% per annum interest rate increase, and Company Board ofDirectors specified, non-voting participation rights, among otherprovisions.Trading of the Company's common stock on the New York StockExchange was suspended as of March 31, 2014. The Company alsoanticipated that it may not be in compliance with both financialcovenants for the month ended April 30, 2014.The Company anticipated that it would determine and disclose inits financial statements for 2013 that there is substantial doubtabout its ability to continue as a going concern, and that arelated explanatory paragraph would be included in the report andopinion of the Company's auditors for such year, and that it wouldconsider the existence of material weaknesses or significantdeficiencies in its internal control over financial reporting forthe year ended December 31, 2013. The Company said the GoingConcern Events may also violate specified provisions of the CreditAgreement, and result in a failure of the conditions to lendingthereunder.Kid Brands said the Company, the Agent and the Required Lendersunder the Credit Agreement executed a waiver and amendment theretoas of April 8, 2014. Amendment No. 4 waived the Existing Eventsof Default, and any event of default or failure of any conditionto lending arising from the violation of specified provisions ofthe credit agreement resulting from the Going Concern Events orthe failure of the Borrowers to make a payment under a materiallicense and receipt of a related notice of breach (which breachhas since been cured). In addition, among other things,compliance with each of the Availability and gross sales financialcovenants was suspended until the month ending August 31, 2014,the availability block was reduced by $0.5 million (i.e., $3.5million, instead of $4.0 million, will be subtracted from amountsotherwise available for borrowing to compute availability) for aperiod of four months, and the permitted transit period for in-transit inventory was increased (thereby increasing the amount ofeligible inventory used to calculate availability) for a period offour months.In consideration, among other things, the Company is subject to anew monthly Collateral Coverage Ratio (the value, as defined inAmendment No. 4, of eligible inventory, intellectual property andtrade receivables to total outstandings under the creditagreement) of 1.0:1.0, interest rate margins applicable to bothrevolver tranches under the credit agreement were increased by2.0% per annum, and the Agent was granted specified Kid Brandsboard of directors observation and participation rights (in a non-voting capacity). If the Company is unable to remain in compliancewith its credit agreement, as so amended, its lenders would beentitled to, among other things, accelerate the loans under thecredit agreement, declare the commitments thereunder to beterminated and/or refuse to permit further draw-downs on therevolver, seize collateral or take other actions of securedcreditors. If the loans are accelerated or commitments terminated,we are likely to face substantial liquidity problems and be forcedto dispose of material assets or operations, seek to obtain equitycapital, or restructure or refinance our indebtedness.The Company said those alternative measures may not be availableor successful."Also, our bank covenants may limit our ability to dispose ofmaterial assets or operations or to restructure or refinance ourindebtedness. Even if we are able to restructure or refinance ourindebtedness, the economic terms may not be favorable to us. Inaddition, an event of default under our credit agreement couldresult in a cross-default under certain license agreements that wemaintain. Any of the foregoing is likely to have a materialadverse effect on the Company's financial condition and results ofoperations, and cause us to become bankrupt or insolvent," KidBrands said."Our debt covenants may affect our liquidity or limit our abilityto complete acquisitions, incur debt, make investments, sellassets, merge or complete other significant transactions."Our current credit agreement includes provisions that placelimitations on a number of our activities, including our abilityto: incur additional debt; create liens on our assets or makeguarantees; make certain investments or loans; pay dividends;repurchase our common stock; dispose of or sell assets; or enterinto acquisitions, mergers or similar transactions. Thesecovenants could restrict our ability to pursue opportunities toexpand our business operations. In addition, substantially allcash, other than cash set aside for the benefit of employees (andcertain other exceptions), is swept and applied to repayment ofamounts outstanding under our credit agreement," the Company said.Stephanie Gleason, writing for Daily Bankruptcy Review, reportedthat Kid Brands could soon be bankrupt or insolvent as its cashdwindles and the company becomes unable to meet its obligations.According to the report, with only $1.2 million in its coffers,Kid Brands has been unable to pay the $16.5 million due tosuppliers and manufacturers, the company said in a U.S. Securitiesand Exchange Commission filing. Suppliers have begun terminatingagreements, writing to demand immediate payment, refusing to shipor requiring cash in advance, the report related. One supplierhas filed a legal complaint and another has made a demand forarbitration, Kid Brands said, the report further related.Meanwhile, KPMG LLP of Short Hills, New Jersey, the Company'sindependent auditor, said the Company may not have sufficientliquidity to support working capital requirements which raisessubstantial doubt about its ability to continue as a goingconcern.A copy of the Company's 2013 Annual Report is available athttp://is.gd/Yl6E7E About Kid BrandsBased in East Rutherford, New Jersey, Kid Brands is a designer,importer, marketer and distributor of branded infant and juvenileconsumer products. It operates through four wholly ownedsubsidiaries -- Kids Line, LLC; LaJobi, Inc.; Sassy, Inc.; andCoCaLo, Inc. Its products include infant bedding and relatednursery accessories and decor, nursery appliances, bath/spaproducts and diaper bags (Kids Line(R) and CoCaLo(R)); nurseryfurniture and related products (LaJobi(R)); and developmental toysand feeding products, bath and baby care items with features thataddress the various stages of an infant's early years, includingthe Kokopax(R) line of baby gear (Sassy(R)). It also marketscertain categories of products under various licenses, includingCarter's(R), Disney(R), Graco(R) and Serta(R).As of Dec. 31, 2013, the Company had total assets of $120,256,000and $111,016,000 in total liabilities.LAGUNA BRISAS: Receiver's Access to Cash Extended Until July 1--------------------------------------------------------------Senior secured creditor Wells Fargo Bank, N.A., Byron Chapman, theduly appointed state court receiver for Laguna Brisas LLC, Kay NamKim and Mehrdad Elie entered into an 11th stipulation extendingthe receiver's use of cash collateral until July 1, 2014.Wells Fargo Bank, N.A., as trustee for the registered holders ofBanc of America Commercial Mortgage, Inc., Commercial MortgagePass-Through Certificates, Series 2006-3, by and through CWCapital Asset Management LLC, solely in its capacity as specialservicer, is represented by: Keith C. Owens, Esq. Jennifer L. Nassiri, Esq. VENABLE LLP 2049 Century Park East, Suite 2100 Los Angeles, CA 90067 Tel: (310) 229-9900 Fax: (310) 229-9901A copy of the approved budget is available for free at: http://bankrupt.com/misc/LAGUNABRISAS_BUdget.pdf About Laguna BrisasLaguna Beach, California-based Laguna Brisas LLC, doing businessas Best Western Laguna Brisas Spa Hotel, is owned by A&J Mutual,LLC, which is owned and operated by Dae In "Andy" Kim and his wifeJane. The Company owns a Best Western Plus Hotel and Spa inLaguna Beach, California.The Company filed for Chapter 11 protection (Bankr. C.D. Cal.Case No. 12-12599) on Feb. 29, 2012. Bankruptcy Judge Mark S.Wallace presides over the case.The Debtor filed the Chapter 11 petition to stop foreclosure saleof the first priority trust deed holder, Wells Fargo Bank. Thehotel has been in possession of and operated by a receiver, BryonChapman of Rim Hospitality, since Oct. 3, 2011.Johnny Kim, Esq. -- no relation to the Debtor's insider, "Andy"Kim -- represents the Debtor as special counsel.The Debtor disclosed $15,097,815 in assets and $13,982,664 inliabilities. The petition was signed by Dae In "Andy" Kim,managing member.The Debtor has filed a Plan to be funded from income the Debtorreceives from the operation of the Hotel. The management of theDebtor will continue to be Andy Kim, as it was prior to theappointment of the Receiver. By the effective date of the Plan,the Receiver will turn over the Debtor's assets to the Debtor.The Debtor, through the management company, Matrix Hospital GroupLLC, will act as the disbursing agent for the purpose of makingthe distributions provided for under the Plan.Creditor Wells Fargo Bank, N.A., is represented by Hamid R.Rafatjoo, Esq., at Venable LLP, as counsel.LAKEVIEW DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors---------------------------------------------------------------Debtor: Lakeview Development Corporation 5251 DTC Parkway, #1185 Englewood, CO 80111Case No.: 14-16938Chapter 11 Petition Date: May 20, 2014Court: United States Bankruptcy Court District of Colorado (Denver)Judge: Hon. Sidney B. BrooksDebtor's Counsel: Lee M. Kutner, Esq. KUTNER BRINEN GARBER, P.C. 1660 Lincoln St., Ste. 1850 Denver, CO 80264 Tel: 303-832-2400 Email: firstname.lastname@example.com Assets: $1 million to $10 millionEstimated Liabilities: $10 million to $ 50 millionThe petition was signed by David M. Summers, president.A list of the Debtor's 20 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/cob14-16938.pdfLANDAUER HEALTHCARE: Joint Liquidation Plan Declared Effective--------------------------------------------------------------The Bankruptcy Court confirmed the joint plan of liquidation ofLMI Legacy Holdings Inc., fka Landauer Healthcare Holdings, Inc.,and its debtor affiliates, dated March 13, 2014, as revised. LMIis authorized to execute the agreements and make distributions ascontained in the plan.Other provisions in the Court's confirmation include: (a) Upon the plan's effective date, LMI's wind down funds will be used to fund any outstanding payments required to consummate the plan and for future needs in winding down their affairs. (b) LMI and each affiliated debtor will continue to exist after the effective date as a separate entity. (c) As of the effective date, the term of current members of their board of directors will expire and the liquidating supervisor, will be deemed the sole director or manager. (d) LMI will assume all insurance policies while all other executory contracts and unexpired leases will be deemed rejected. (e) After the effective date, any pending request to lift the automatic stay will be treated as a move for relief from the injunction provided in the plan. Any amount received by Passaic Healthcare Services, LLC, doing business as Allcare Medical, and Saverio D. Burdi cannot be distributed without Court approval. (f) On the effective date, the ACE D&O policy will be deemed assumed and assigned in accordance with the plan.The effective date of the plan occurred on May 1, 2014.June 2, 2014 is the deadline for filing proofs of claim orrequests for payment of administrative expense claims arisingafter October 21, 2013. All administrative expense requests shouldbe sent to: LMI Legacy Holdings Claims Processing Center c/o Epiq Bankruptcy Solutions, LLC 757 Third Avenue, Third Floor New York, NY 10017As reported by the Troubled Company Reporter, Landauer HealthcareHoldings changed its name to LMI Legacy Holdings Inc. followingthe completion of the sale of substantially all of its assets toan affiliate created by Quadrant Management Inc. Quadrant,through LMI DME Holdings LLC, obtained in early January theCourt's approval to purchase the Debtors' assets for $22 million.A full-text copy of the Asset Purchase Agreement is available forfree at http://bankrupt.com/misc/LANDAUERapa0106.pdfLMI is represented by: Michael R. Nestor, Esq. Matthew B. Lunn, Esq. Justin H. Rucki, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 - and - John A. Bicks, Esq. K&L GATES LLP 599 Lexington Avenue New York, NY 10022-6030 Telephone: (212) 536-3900 Facsimile: (212) 536-3901 - and - Charles A. Dale III, Esq. Mackenzie L. Shea, Esq. K&L GATES LLP One Lincoln Street Boston, Massachusetts 02111 Telephone (617) 261-3100 Facsimile: (617) 261-3175 About Landauer HealthcareHome medical equipment provider Landauer Healthcare Holdings,Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.13-12098) on Aug. 16, 2013, with a deal to sell all assets toQuadrant Management Inc. for $22 million, absent higher and betteroffers.The Company has 32 operating locations, with 50% of inventoryconcentrated in Mount Vernon, New York; Great Neck, New York;Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,which derives revenues by reimbursement from insurers, Medicareand Medicaid, reported net revenues of $128.5 million in fiscalyear ended March 31, 2013.Landauer disclosed $2,978,495 in assets and $53,636,751 inliabilities as of the Chapter 11 filing.The Debtors are represented by Justin H. Rucki, Esq., Michael R.Nestor, Esq., and Matthew B. Lunn, Esq., at Young Conaway Stargatt& Taylor LLP, in Wilmington, Delaware; John A. Bicks, Esq., at K&LGates LLP, in New York; and Charles A. Dale III, Esq., andMackenzie L. Shea, Esq., in Boston, Massachusetts.Carl Marks Advisory Group serves as the Debtor's financialadvisors, and Epiq Systems as claims and notice agent. MaillieLLP serves as the Debtors' tax accountants.The Debtor filed a Chapter 11 restructuring plan that wouldtransfer ownership of the home medical supply company to QuadrantManagement Inc., whose $22 million bid for the company wentunchallenged.Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointedfive members to the official committee of unsecured creditors inthe Chapter 11 cases. The Committee retained Landis Rath & CobbLLP as counsel. Deloitte Financial Advisory Services LLP servesas its financial advisor.LANDAUER HEALTHCARE: Wins Interim Use of Infinite License---------------------------------------------------------The Bankruptcy Court approves, on an interim basis until May 24,2014, the request of LMI Legacy Holdings, Inc., fka LandauerHealthcare Holdings, Inc., and LMI DME Holdings LLC to compelInfinite Corporate to abide by Court-approved settlement andlicense agreements entered into by the parties.Infinite is a global information technology integrator thatassists business in modernizing and migrating their ITinfrastructure.In October 2013, Infinite threatened to terminate LMI's licensedbillings and accounts receivable software. Faced with seriousdisruption of their ongoing business and the success of theirbankruptcy cases, LMI threatened to bring litigation againstInfinite to enforce the terms of the license agreement. Afterextensive discussions, the parties agreed to resolve and settletheir claims dispute by entering into a compromise and settlementagreement, which amended the terms of the license agreement.The settlement extends the terms of the license agreement throughDecember 31, 2016. However, Infinite had informed LMI that thelicense keys will expire way before that date unless it is paid$500,000 to transition the software to a different server.Infinite maintained that the transition is necessary because LMIis operating an obsolete version of the software and they lack theability to issue license keys for obsolete software.Justin H. Rucki, Esq., at Young Conaway Stargatt & Taylor LLP, inWilmington, Delaware, contended that Infinite was attempting tohold LMI hostage for additional funds that are not required to bepaid under the settlement. Without the Infinite 36 license, LMIwill be unable to continue billing patients and payers and will beunable to collect ongoing revenues or manage their cash flow.The hearing on this issue is scheduled for May 23, 2014. About Landauer HealthcareHome medical equipment provider Landauer Healthcare Holdings,Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.13-12098) on Aug. 16, 2013, with a deal to sell all assets toQuadrant Management Inc. for $22 million, absent higher and betteroffers.The Company has 32 operating locations, with 50% of inventoryconcentrated in Mount Vernon, New York; Great Neck, New York;Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,which derives revenues by reimbursement from insurers, Medicareand Medicaid, reported net revenues of $128.5 million in fiscalyear ended March 31, 2013.Landauer disclosed $2,978,495 in assets and $53,636,751 inliabilities as of the Chapter 11 filing.The Debtors are represented by Justin H. Rucki, Esq., Michael R.Nestor, Esq., and Matthew B. Lunn, Esq., at Young Conaway Stargatt& Taylor LLP, in Wilmington, Delaware; John A. Bicks, Esq., at K&LGates LLP, in New York; and Charles A. Dale III, Esq., andMackenzie L. Shea, Esq., in Boston, Massachusetts.Carl Marks Advisory Group serves as the Debtor's financialadvisors, and Epiq Systems as claims and notice agent. MaillieLLP serves as the Debtors' tax accountants.The Debtor filed a Chapter 11 restructuring plan that wouldtransfer ownership of the home medical supply company to QuadrantManagement Inc., whose $22 million bid for the company wentunchallenged.Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointedfive members to the official committee of unsecured creditors inthe Chapter 11 cases. The Committee retained Landis Rath & CobbLLP as counsel. Deloitte Financial Advisory Services LLP servesas its financial advisor.LANGUAGE LINE: S&P Lowers CCR to 'B-' on Incomplete Refinancing---------------------------------------------------------------Standard & Poor's Ratings Services lowered its ratings, includingits corporate credit rating on Monterey, Calif.-basedinterpretation service provider Language Line Holdings LLC to 'B-'from 'B'. The outlook is negative.At the same time, S&P lowered its rating on the senior securedfirst-lien term loan to 'B-' from 'B', and the recovery rating is'3', indicating S&P's expectation of a meaningful (50% to 70%)recovery in the event of a payment default. S&P also lowered therating on the second lien term loan to 'CCC' from 'CCC+', and therecovery rating is '6', indicating S&P's expectation of anegligible (0%-10%) recovery in the event of a payment default."We are downgrading Language Line to 'B-' as a result of thecompany's inability to complete its proposed capital structurerefinancing, said credit analyst Peter Bourdon. "We previouslyupgraded Language Line to 'B' from 'B-' on April 21, 2014, basedon our expectation of an increased cushion of compliance with itstotal leverage covenant. Since the refinancing was not completed,the company is still subject to its 2010 credit agreement, whichincludes aggressive step-downs in the total leverage covenant. Asof March 31, 2014, the company was in compliance with its totalleverage covenant, but the EBITDA cushion was less than 5%."The negative outlook reflects S&P's view that the company mayviolate its total leverage covenants in the next six to 12 months.Downside scenarioS&P could lower the rating if it becomes convinced that companywill not meet its expectations for organic revenue growth of 3% to6%, which S&P expects would result in a greater than 10% decreasein EBITDA and a likely covenant violation.Upside scenarioS&P could revise the outlook to stable if the company obtainsminimal covenant relief or raise the rating if the company is ableto arrange an amendment that provides it a 15% EBITA cushion ofcompliance with its total leverage covenant.LEADING EDGE: Files in Delaware to Liquidate--------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that rather than reorganize, Leading Edge Logistics LLC, athird-party transportation management company, filed a Chapter 7petition on May 19 in U.S. Bankruptcy Court in Delaware toliquidate its business.According to the report, the company said it doesn't expect therewill be anything left to pay unsecured creditors.The Philadelphia-based company had 17 offices in the U.S., Mexicoand Puerto Rico, according to its website, the report related. Itlisted assets and debt as each exceeding $10 million, the reportfurther related. Three affiliates also sought court protection,the report said.The case is In re Leading Edge Logistics LLC, 14-bk-11260, U.S.Bankruptcy Court, District of Delaware (Wilmington).LEVEL 3 COMMUNICATIONS: S&P Puts 'B' CCR on CreditWatch Positive----------------------------------------------------------------Standard & Poor's Ratings Services placed its ratings onBroomfield, Colo.-based telecommunications provider, Level 3Communications Inc., including the 'B' corporate credit rating, onCreditWatch with positive implications."The placement of Level 3 Communications' ratings on CreditWatchwith positive implications follows its release of first quarteroperating results, which include continued sequential growth ofCNS revenues, in particular, enterprise CNS revenue, which alsohelped to increase EBITDA compared with the year-ago quarter,"said Standard & Poor's credit analyst Richard Siderman. "We viewthe CNS revenues generated by enterprise customers as generallymore stable and less susceptible to price compression comparedwith the wholesale CNS and wholesale voice segments. We couldraise ratings by one notch if we believe the company will continueto grow CNS revenue and maintain positive EBITDA momentum," addedMr. Siderman."Our 'B' corporate credit rating on Level 3 includes the use of anegative comparative rating analysis modifier that results in therating being one notch lower than the 'b+' preliminary analyticaloutcome, or "anchor." This incorporates our current view thatintense competition, along with a history of price compression forcertain Level 3 services, exacerbates the already "weak" businessrisk profile. We do not anticipate a favorable revision of our"weak" business risk assessment. Therefore, in resolving theCreditWatch, we will evaluate prospects that continued growth inenterprise CNS and our view of somewhat improved price stabilitycould result in a one notch upgrade," S&P noted.LIGHTSQUARED INC: Ergen Win May Hurt Him in Nevada Lawsuit----------------------------------------------------------Nick Brown, writing for Reuters, reported that Dish NetworkChairman Charles Ergen scored a big win this month in thebankruptcy of LightSquared but the judge who delivered the rulingalso had some harsh words for Ergen, and they could come back tohaunt the chairman in a separate lawsuit in Nevada.According to the report, LightSquared had sued Ergen, accusing himof scheming to improperly take control of LightSquared by secretlyacquiring its loans. U.S. bankruptcy judge Shelley Chapman ruledonly a piece of Ergen's debt deserved to be altered, so therestructuring plan was unfair. That should give Ergen leverage assides negotiate a new deal to restructure LightSquared, which ismajority owned by Phil Falcone's Harbinger Capital Partners,Reuters said, but Ergen may have a harder time in a Nevadalawsuit, where shareholders claim he breached his fiduciary dutyby amassing LightSquared debt on his own behalf, rather thanletting Dish make a play for the company. The shareholders areseeking damages from Ergen and other Dish directors, saying thechairman's actions ultimately cost Dish a deal, the reportrelated. About LightSquared Inc.LightSquared Inc. and 19 of its affiliates filed Chapter 11bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) onMay 14, 2012, to resolve regulatory issues that have prevented itfrom building its coast-to-coast integrated satellite 4G wirelessnetwork.LightSquared had invested more than $4 billion to deploy anintegrated satellite-terrestrial network. In February 2012,however, the U.S. Federal Communications Commission toldLightSquared the agency would revoke a license to build out thenetwork as it would interfere with global positioning systems usedby the military and various industries. In March 2012, theCompany's partner, Sprint, canceled a master services agreement.LightSquared's lenders deemed the termination of the Sprintagreement would trigger cross-defaults under LightSquared'sprepetition credit agreements.LightSquared and its prepetition lenders attempted to negotiate aglobal restructuring that would provide LightSquared withliquidity and runway necessary to resolve its issues with the FCC.Despite working diligently and in good faith, however,LightSquared and the lenders were not able to consummate a globalrestructuring on terms acceptable to all interested parties.Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel tothe Debtors. Alvarez & Marsal North America, LLC, is thefinancial advisor. Kurtzman Carson Consultants LLC serves asclaims and notice agent.LOFINO PROPERTIES: Ch. 11 Trustee May Access Cash Thru June 30--------------------------------------------------------------Bankruptcy Judge Lawrence S. Walter gave his stamp of approval onan agreed third interim order that allows Henry E. Menninger, Jr.,the chapter 11 trustee in the bankruptcy case of LofinoProperties, LLC, to continue using cash collateral in which FirstFinancial Bank, N.A., asserts an interest.The Chapter 11 Trustee seeks authority to use Cash Collateralpending the earlier of the Court's entry of a final orderauthorizing the use of the so-called First Financial CashCollateral or June 30, 2014, or until such later date as may beprovided.The Chapter 11 Trustee said he has an immediate critical need touse Cash Collateral to, among other things, finance the ordinarycost of the Debtors operations and to satisfy working capital andoperational needs. The Trustee's access to sufficient workingcapital and liquidity through the use of Cash Collateral is vitalto the preservation and maintenance of the going concern value ofthe Debtors' consolidated estate and to the Debtors' successfulreorganization. Consequently, without the continued use of CashCollateral, to the extent authorized by this Order, the Debtorsand the consolidated estate would suffer immediate and irreparableharm.As of the Petition Date, and First Financial Bank, N.A. areparties to the loan agreement. First Financial has filed a proofof claim in this case asserting that the amount owing under theLoan Agreement as the petition date was $5,854,978.The Cash Collateral consists of rents in the hands of the Debtorsas of the Petition Date and postpetition rents generated from theoperation of the Debtors' businesses.As additional adequate protection, the Chapter 11 Trustee willmake monthly payments of principal and interest on the FirstFinancial Loan.A copy of the Agreed Order is available at http://is.gd/KPkhYG About Lofino Properties & Southland 75Dayton, Ohio-based Lofino Properties, LLC, which owns retailstores, sought bankruptcy protection (Bankr. S.D. Ohio Case No.13-34099) on Oct. 4, 2013. Lofino Properties listed assets of$19.91 million and liabilities of about $13.15 million.A sister company, Southland 75 LLC, which owns a strip shoppingcenter, sought bankruptcy protection (Bankr. S.D. Ohio Case No.13-34100) on the same day. Southland 75 listed assets of $8.09million and liabilities of $5.62 million.The Hon. Judge Lawrence S. Walter presides over the cases.According to the petitions, attorneys at Pickrel, Schaeffer, andEbeling, in Dayton, Ohio, represent the Debtors as counsel. Thepetitions were signed by Michael D. Lofino, managing member.In re Southland 75, LLC, case no. 13-34100, has been substantivelyconsolidated on lead case no. 13-34099.Henry E. Menninger, Jr., has been appointed the chapter 11trustee, and is represented by: Raymond J. Pikna, Jr., Esq. WOOD & LAMPING LLP 600 Vine Street, Suite 2500 Cincinnati, Ohio 45202 Tel: (513) 852-6033 Fax: (513) 852-6087 E-mail: firstname.lastname@example.com for lender, First Financial Bank, N.A., can be reachedat: Robert G. Sanker, Esq. Jason V. Stitt, Esq. KEATING MUETHING & KLEKAMP PLL One East Fourth Street, Suite 1400 Cincinnati, OH 45202 Tel: 513-579-6587 Fax: 513-579-6457 E-mail: firstname.lastname@example.com email@example.com. REALTY: Accord on Bank's Bid for Stay Relief Approved------------------------------------------------------------Bankruptcy Judge Mildred Caban Flores approved the settlementagreement/stipulation for relief from stay and use of cashcollateral entered into by M A R Realty Corp., Banco PopularPuerto Rico, the Tile Outlet Corp., and Azuljos & Ceramicas, Inc.Judge Flores said that no opposition has been filed.As reported in the Troubled Company Reporter on Jan. 31, 2014,prior to the Petition Date, the Debtor entered into various loanagreements with BPPR, pursuant to which BPPR provided certaincredit facilities to the Debtor. The loans are secured by, amongother things, commercial real estate buildings, parcels of landand residential real estate properties. As part of the LoanDocuments and collateral for the loans, the Debtor granted to BPPRa lien over its cash collateral; specifically, the pre and post-petition rents generated by the Debtor from the real estatecollateral. As of the Petition Date, the amounts due under theloans total $9,740,587, which amounts are secured by the realestate collateral and the cash collateral.BPPR sought relief from the automatic stay to continue andconclude the foreclosure process over the real estate collateral,claiming that (a) the Debtor has failed to provide BPPR adequateprotection; (b) the Debtor has no equity in the real estatecollateral which is fully encumbered in favor of BPPR; and (c) thereal estate collateral is not necessary for the Debtor's effectivereorganization, assuming, that Debtor's reorganization may evenpossible in this case.Prior to the Petition Date, the Debtor defaulted on itsobligations under the loans. On July 8, 2013, BPPR commenced acivil action for foreclosure of mortgages and collection of moniesin the Puerto Rico Court of First Instance, San Juan Section.To resolve the matters, the parties entered into a stipulationdated Feb. 18, which provides that, among other things: 1. the Debtor will have until Sept. 13, 2014, to (i) market thesale of the real estate collateral and obtain an offer to purchasethe properties -- Quebradas Property, Building No. 25, ResidenceNo. 1, Residence No. 2 and Residence No. 3, (ii) reach anagreement regarding such sale with BRPR, and (iii) close on thesale; 2. if the sale transaction is not completed by Sept. 13, theDebtor will consent to the complete and immediate and irrevocableextinguishment of the protections of the automatic stay; and 3. the Debtor will be authorized to use the cash collateraluntil Sept. 13, and make a monthly adequate protection payment toBRPR in the amount of $5,000.A copy of the stipulation is available for free at: http://bankrupt.com/misc/MARREALTY_Stipulation.pdf About M.A.R. RealtyM.A.R. Realty Corp. filed a Chapter 11 petition (Bankr. D.P.R.Case No. 13-09752) on Nov. 25, 2013. Edwin Ramos signed thepetition as president. The Debtor disclosed $11.16 million intotal assets and $10.14 million in total liabilities. Isabel M.Fullana, Esq., at Garcia Arregui & Fullana PSC, serves as theDebtor's counsel. Hon. Mildred Caban Flores presides over thecase.MEE APPAREL: Ecko Unlimited Cancels Auction-------------------------------------------Patrick Holohan, writing for The Deal, reported that MEE ApparelLLC will proceed with an $11.65 million sale of its assets to itsstalking-horse bidder after canceling its May 21 auction due to alack of competing bids.According to the report, the Debtor's counsel, Michael D. Sirota,Esq., at Cole, Schotz, Meisel, Forman & Leonard PA, said JudgeChristine M. Gravelle of the U.S. Bankruptcy Court for theDistrict of New Jersey in Trenton will consider the $11.65 millioncredit bid of Suchman LLC at a May 28 hearing. Mr. Sirota saidthe bid also assumes $6 million on a factoring facility withRosenthal & Rosenthal Inc. from Sept. 24, 2013, the Deal related. About MEE ApparelFounded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEEApparel LLC and MEE Direct LLC are providers of youth apparel andstreetwear under the "Ecko Unltd." and "Unltd." brands. Evolvingfrom just six t-shirts and a can of spray paint, MEE has become afull scale global fashion and lifestyle company. In 2013, MEEApparel generated gross sales of approximately $50 million.MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcypetitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on April2, 2014.The Debtors have a deal to sell the assets to owner and lenderSeth Gerszberg's Suchman, LLC, at a bankruptcy court-sanctionedauction.As of the Petition Date, the Debtors had assets of approximately$30 million and liabilities of $62 million, including $25 millionof debt outstanding to unsecured creditors.Judge Christine M. Gravelle presides over the Chapter 11 cases.Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as theDebtor's counsel. Prime Clerk LLC is the Debtor's claims andnoticing agent. Innovation Capital, LLC, acts as the Debtor'sinvestment banker.The petitions were signed by Jeffrey L. Gregg as chiefrestructuring officer.MF GLOBAL: Former Execs Granted Extra $10MM For Defense Costs-------------------------------------------------------------Law360 reported that Judge Martin Glenn of the U.S. BankruptcyCourt for the Southern District of New York allowed former MFGlobal Inc. executives including Jon Corzine to access anadditional $10 million in insurance proceeds to defend themselvesagainst litigation related to the brokerage's collapse, despitethe judge's annoyance at the "staggering" amount that has alreadybeen spent.According to the Law360 report, Judge Glenn said he would allowthe former officials to increase the $30 million soft cap on theproceeds to $40 million even though that amount won't even coverthe total professional costs that have piled up in the case.Nick Brown, writing for Reuters, reported that lawyers for MFGlobal asked Judge Glenn to impose procedures to limit mountinglegal fees incurred by Mr. Corzine and other former companyinsiders in litigation over their role in MF's 2011 collapse.James Giddens, trustee for MF's former broker-dealer unit, andBruce Bennett, a lawyer for its defunct parent company, in courtpapers said the former Chief Executive Officer, former ChiefOperating Officer Bradley Abelow and other ex-insiders aremounting exorbitant legal bills through excessive defense tactics,Reuters related. About MF GlobalNew York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives.MF Global provides access to more than 70 exchanges around theworld. The firm also was one of 22 primary dealers authorized totrade U.S. government securities with the Federal Reserve Bank ofNew York. MF Global's roots go back nearly 230 years to a sugarbrokerage on the banks of the Thames River in London.On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global FinanceUSA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.Case Nos. 11-15059 and 11-5058), after a planned sale toInteractive Brokers Group collapsed. As of Sept. 30, 2011, MFGlobal had $41,046,594,000 in total assets and $39,683,915,000 intotal liabilities.On Nov. 7, 2011, the United States Trustee appointed the statutorycreditors' committee in the Debtors' cases. At the behest of theStatutory Creditor's Committee, the Court directed the U.S.Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, theBankruptcy Court entered an order approving the appointment ofLouis J. Freeh, Esq., of Freeh Group International Solutions, LLC,as Chapter 11 trustee.On Dec. 19, 2011, MF Global Capital LLC, MF Global Market ServicesLLC and MF Global FX Clear LLC filed voluntary Chapter 11petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and11-15810). On Dec. 27, the Court entered an order installing Mr.Freeh as Chapter 11 Trustee of the New Debtors.On March 2, 2012, MF Global Holdings USA Inc. filed a voluntaryChapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.Freeh also was installed as its Chapter 11 Trustee.Judge Honorable Martin Glenn presides over the Chapter 11 case.J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. EricIvester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serveas bankruptcy counsel. The Garden City Group, Inc., serves asclaims and noticing agent. The petition was signed by Bradley I.Abelow, Executive Vice President and Chief Executive Officer of MFGlobal Finance USA Inc.The Chapter 11 Trustee has tapped (i) Freeh Sporkin & SullivanLLP, as investigative counsel; (ii) FTI Consulting Inc., asrestructuring advisors; (iii) Morrison & Foerster LLP, asbankruptcy counsel; and (iv) Pepper Hamilton as special counsel.The Official Committee of Unsecured Creditors has retainedCapstone Advisory Group LLC as financial advisor, while lawyers atProskauer Rose LLP serve as counsel.The Securities Investor Protection Corporation commencedliquidation proceedings against MF Global Inc. to protectcustomers. James W. Giddens was appointed as trustee pursuant tothe Securities Investor Protection Act. He is a partner at HughesHubbard & Reed LLP in New York.Jon Corzine, the former New Jersey governor and co-CEO ofGoldman Sachs Group Inc., stepped down as chairman and chiefexecutive officer of MF Global just days after the bankruptcyfiling.In April 2013, the Bankruptcy Court approved MF Global Holdings'plan to liquidate its assets. Bloomberg News reported that thecourt-approved disclosure statement initially toldcreditors with $1.134 billion in unsecured claims against theparent holding company why they could expect a recovery of 13.4%to 39.1% from the plan. As a consequence of a settlement withJPMorgan, supplemental materials informed unsecured creditorstheir recovery was reduced to the range of 11.4% to 34.4%. Banklenders will have the same recovery on their $1.174 billion claimagainst the holding company. As a consequence of the settlement,the predicted recovery became 18% to 41.5% for holders of $1.19billion in unsecured claims against the finance subsidiary,one of the companies under the umbrella of the holding companytrustee. Previously, the predicted recovery was 14.7% to 34% onbank lenders' claims against the finance subsidiary.MJC AMERICA: Has Until Oct. 10 to Propose Chapter 11 Plan---------------------------------------------------------The Bankruptcy Court extended MJC America, Ltd.'s exclusiveperiods to file a chapter 11 plan until Oct. 10, 2014, and solicitacceptances for that plan until Dec. 12.The Debtor is represented by: David A. Tilem, Esq. LAW OFFICES OF DAVID A. TILEM 206 N. Jackson Street, Suite 201 Glendale, California 91206 Tel:(818) 507-6000 Fax:(818) 507-6800 E-mail: email@example.com America, Ltd., doing business as Soleus Air System --http://www.soleusair.com/-- which sells Soleus-branded air conditioners and heaters in the U.S., filed for Chapter 11bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in LosAngeles on Dec. 10, 2013.Winston & Strawn LLP serves as special litigation counsel.MJC disclosed $14.0 million in total assets and $15.9 millionin liabilities in its schedules. Accounts receivable of$9.22 million and inventory of $4.12 million comprise most ofthe assets. East West Bank has a scheduled secured claim of$2.1 million on a line of credit, and Hong Kong Gree ElectricAppliances Sales, Ltd., is owed $4.07 million, but only $288,000is secured.MONTANA ELECTRIC: Modifications to Plan Outline Filed-----------------------------------------------------Southern Montana Electric Generation and Transmission Cooperative,Inc., submitted to the Bankruptcy Court a Second AmendedDisclosure Statement explaining the Plan of Reorganization.According to the Disclosure Statement, the original template forthe Disclosure Statement was drafted by Lee A. Freeman, as Chapter11 trustee of the Debtor, and his counsel. The trustee'sDisclosure Statement was ultimately approved by the BankruptcyCourt.Bankruptcy Rule 2012(b) provides, in pertinent part, that whena trustee is removed -- as in the case in the Cooperative's case-- " . . . the successor is automatically substituted as a partyin any pending action, proceeding or matter. . . . " This form ofproposed Disclosure Statement has been amended by the Debtor toreflect modifications consistent with the Debtor's First AmendedPlan of Reorganization.The First Amended Plan of Reorganization provides for thecontinued operation of the Debtor for an estimated four-yearperiod. The Plan is filed with the support of the four remainingmembers of the Debtor consisting of Tongue River ElectricCooperative, Inc., located in Ashland, Montana; Fergus ElectricCooperative, Inc., located in Lewistown, Montana; Mid-YellowstoneElectric Cooperative, Inc., located in Hysham, Montana; andBeartooth Electric Cooperative, Inc. located in Red Lodge,Montana.The Plan is also supported by all of the secured noteholders ofthe Debtor consisting of The Prudential Insurance Company ofAmerica, Universal Prudential Arizona Reinsurance Company,Prudential Investment Management, Inc. as successor in interest toForethought Life Insurance Company, and Modern Woodmen of America.Finally, incorporated within the Plan is a settlement reached withall of the Construction Lienholders which recorded mechanic liensagainst property of the estate.The Plan reflects a comprehensive settlement among the Debtor, theMembers and the Noteholders which, from an Estate perspective,substantially improves upon the terms of a negotiated settlementbetween the Noteholders and the trustee. The Plan resolves theissue of the value of the Noteholders' collateral and eliminatesthe Noteholders' current claim for a $46 million "make-wholeamount". The settlement reached with the Noteholders will resultin a material reduction of the Noteholders' debt, interest raterelief for Reorganized Southern, and a much shorter term withinwhich the Noteholders' restructured debt is repaid.The Plan also provides for recoveries to other secured creditorsand distributions to unsecured creditors that are equal to if notgreater than what they would receive if the Debtor were to beliquidated.A confirmation hearing is scheduled for June 2, at 9:00 a.m.Objections, if any, are due May 30.A copy of the Second Amended Disclosure Statement is available forfree at http://bankrupt.com/misc/SOUTHERNMONTANA_2ds.pdfThe Debtor is represented by: Malcolm H. Goodrich, Esq. Maggie W. Stein, Esq. GOODRICH LAW FIRM, P.C. 2619 St. Johns, Avenue, Suite F P.O. Box 1899 Billings, MT 59103-1899 Tel: (406) 256-3663 Fax: (406) 256-3660 - and - Mark E. Freedlander, Esq. McGUIRE WOODS LLP EQT Plaza 625 Liberty Avenue, 23rd Floor Pittsburgh, PA 15222 Tel: (412) 667-6000 Fax: (412) 667-6050 About Southern Montana ElectricBased in Billings, Montana, Southern Montana Electric Generationand Transmission Cooperative, Inc., was formed to serve five otherelectric cooperatives. The city of Great Falls later joined asthe sixth member. Including the city, the co-op serves apopulation of 122,000. In addition to Great Falls, the servicearea includes suburbs of Billings, Montana.Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montanaestimated assets of $100 million to $500 million and estimateddebts of $100 million to $500 million. Timothy Gregori signed thepetition as general manager.Malcolm H. Goodrich, Esq., and Maggie W. Stein, Esq., at GoodrichLaw Firm, P.C., in Billings, Montana, serve as the Debtor'scounsel.After filing for reorganization in October, the co-op agreed to arequest for appointment of a Chapter 11 trustee. Lee A. Freemanwas appointed as the Chapter 11 trustee in December 2011. He isrepresented by Joseph V. Womack, Esq., at Waller & Womack, andJohn Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M.Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett,P.C.Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana,represents the Unsecured Creditors' Committee as counsel.On Nov. 26, 2013, the Bankruptcy Court removed Mr. Freeman asChapter 11 trustee for SME, at the behest of Fergus ElectricCooperative Inc. Judge Ralph Kirscher said changed circumstances,such as agreement among the co-op's members on a liquidation plan,eliminate the need for a trustee.MONTREAL MAINE: Sale Generates Nothing for Victims--------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that proceeds from the sale of Montreal Maine & AtlanticRailway Ltd.'s operating railroad to Fortress Investment Group LLCcan't go toward victims of the derailment that killed 47 in Lac-Megantic, Quebec, last year.Mr. Rochelle said Robert J. Keach, the trustee for Montreal Maine,said in an email that sale proceeds, valued by the trustee at onlyabout $15.9 million, will go entirely to secured creditors, aftermoney that went into escrow and fees are carved out to payprofessionals.Law360 reported that three employees of Montreal Maine wasscheduled to appear in court after being charged with 47 counts ofcriminal negligence -- one for each life lost -- in relation tothe July derailment. The provincial prosecutor's officer for theprovince of Quebec said engineer Thomas Harding, railway trafficcontroller Richard Labrie, train operations manager Jean Demaitreand the company itself had been charged, Law360 related. UnderCanadian law, criminal negligence that results in death ispunishable by up to life in prison, the office said, Law360further related. About Montreal MaineMontreal, Maine & Atlantic Railway Ltd., the railway company thatoperated the train that derailed and exploded in July 2013,killing 47 people and destroying part of Lac-Megantic, Quebec,sought bankruptcy protection in U.S. Bankruptcy Court in Bangor,Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of sellingits business. Its Canadian counterpart, Montreal, Maine &Atlantic Canada Co., meanwhile, filed for protection fromcreditors in Superior Court of Quebec in Montreal.Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,P.A., has been named as chapter 11 trustee. His firm serves ashis chapter 11 bankruptcy counsel, led by Michael A. Fagone, Esq.,and D. Sam Anderson, Esq. Development Specialists, Inc., servesas the Chapter 11 trustee's financial advisor. Gordian Group,LLC, serves as the Chapter 11 Trustee's investment banker.U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to theU.S. case. The Maine law firm of Verrill Dana served as counselto MM&A. It now serves as counsel to the Chapter 11 Trustee.Justice Martin Castonguay oversees the case in Canada.The Canadian Transportation Agency suspended the carrier'soperating certificate after the accident, due to insufficientliability coverage.The town of Lac-Megantic, Quebec, has sought financial aid torestore the gutted community and a civil complaint alleges afailure to take steps to prevent a derailment.In the Canadian case, Andrew Adessky at Richter Consulting hasbeen appointed CCAA monitor. The CCAA Monitor is represented bySylvain Vauclair at Woods LLP. MM&A Canada is represented byPatrice Benoit, Esq., at Gowling LaFleur Henderson LLP.The U.S. Trustee appointed a four-member official committee ofderailment victims. The Official Committee is represented by:Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins,Esq., at Paul Hastings LLP.There's also an unofficial committee of wrongful death claimantsconsisting of representatives of the estates of the 46 victims.This group is represented by George W. Kurr, Jr., Esq., at Gross,Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP;Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C.Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups,Esq., at Weller, Green Toups & Terrell LLP.After the U.S. Trustee formed the Official Committee, the ad hoccommittee filed papers asking the U.S. Court to have the officialcommittee disbanded. The ad hoc group said it represents 46victims of the disaster.On Jan. 23, 2014, the Debtors won authorization to sellsubstantially all of their assets to Railroad Acquisition HoldingsLLC, an affiliate of New York-based Fortress Investment Group, for$15.7 million. The Bankruptcy Courts in the U.S. and Canadaapproved the sale. The Fortress unit is represented by Terence M.Hynes, Esq., and Jeffrey C. Steen, Esq., at Sidley Austin LLP.On Jan. 29, 2014, an ad hoc group of wrongful-death claimantssubmitted a plan, which would give 75% of the $25 million inavailable insurance to the families of those who died after anunattended train derailed in Lac-Megantic, Quebec, in July. Theother 25% would be earmarked for claimants seeking compensationfor property that was damaged when much of the town burned.Former U.S. Senator George Mitchell, a Democrat who representedMaine in the U.S. Senate from 1980 to 1995 and who is now chairmanemeritus of law firm DLA Piper LLP, would administer the plan andlead the effort to wrap up MM&A's Chapter 11 bankruptcy.As reported by the Troubled Company Reporter on April 3, 2014,Judge Kornreich ruled that the unofficial committee of wrongfuldeath claimants and its counsel have failed to comply with Rule2019 of the Federal Rules of Bankruptcy Procedure, and as a resultof that failure, the Unofficial Committee and its counsel will notbe heard on any pending matter in the case.As reported by the TCR on April 11, 2014, Judge Kornreich rejectedthe disclosure statement for the Plan filed by the ad hoc group ofwrongful-death claimants, holding that the Plan is flawed andunconfirmable.MOORE FREIGHT: Wants SGEF to Comply With Confirmation Order-----------------------------------------------------------The Bankruptcy Court, according to Moore Freight Service, Inc. andG.R.E.A.T. Logistics, Inc.'s case docket, will convene a hearingon May 27, 2014, at 9:00 a.m., to consider the motion to compel SGEquipment Finance USA Corp., to comply with the confirmation orderand Plan or, alternatively, hold SGEF in contempt for violatingthe confirmed plan and the confirmation order.The Debtors said SGEF pursued domestication and collection of ajudgment against Dan Moore arising out of a debt of Moore FreightService, in violation of Section 1141(a) of the Bankruptcy Code.As reported in the Troubled Company Reporter on March 14, 2014,Judge Keith M. Lundin confirmed and approved Second AmendedChapter 11 Plan of Reorganization proposed by the Debtors.The Second Amended Plan incorporates the changes negotiated withcreditors and announced at the hearing in open Court.As reported by The Troubled Company Reporter, the Plan is acomprehensive proposal by the Debtors that provides for thecontinuation of the Debtors' business, payment in full of allAllowed Secured Claims and a fair distribution to unsecuredcreditors.Marquette Transportation Finance, Inc. has agreed to continue toprovide financing to the Debtors following confirmation of thePlan.A copy of the Confirmation Order, along with the Second AmendedPlan version, is available for free at: http://bankrupt.com/misc/MOOREFREIGHT_ConfOrd.PDFThe Debtors are represented by: Barbara D. Holmes, Esq. David P. Canas, Esq. HARWELL HOWARD HYNE GABBERT & MANNER, P.C. 333 Commerce Street, Suite 1500 Nashville, TN 37201 Tel: 615-256-0500 Fax: 615-251-1059 About Moore Freight Service and G.R.E.A.T. LogisticsMoore Freight Service, Inc. and G.R.E.A.T. Logistics Inc. soughtChapter 11 protection (Bankr. M.D. Tenn. Case Nos. 12-08921 and12-08923) in Nashville on Sept. 28, 2012. Moore Freight is afreight service company specializing in flat gas transportation.Founded in 2001, Moore is the largest commercial flat glasslogistics firm in the U.S. It operates in the U.S., Canada andMexico. GLI does not have any operations other than the limited,occasional freight brokerage services currently provided to MooreFreight.Bankruptcy Judge Keith M. Lundin oversees the cases. LTC AdvisoryServices LLC serves as the Debtor's financial advisors. MooreFreight estimated assets and debts of $10 million to $50 million.CEO Dan R. Moore signed the petitions.Counsel for the Debtor's pre-bankruptcy and DIP lender, MarquetteTransportation Finance, Inc., are Linda W. Knight, Esq., atGullett, Sanford, Robinson & Martin, PLLC; and Thomas J. Lallier,Esq., at Foley & Mansfield PLLP.On Sept. 17, 2013, the Court approved Moore Freight Service, Inc.,et al.'s Amended Disclosure Statement describing the Debtors'Amended Plan of Reorganization dated Sept. 16, 2013.The Amended Plan contemplates the continuation of the Debtors'business, payment in full of Allowed Secured Claims, and a fairdistribution to unsecured creditors, which distribution Debtorbelieve far exceeds the amount unsecured creditors would receivein the event of a Chapter 7 liquidation.MORGANS HOTEL: Accommodations Acquisition Holds 6.4% Stake----------------------------------------------------------In an amended Schedule 13D filed with the U.S. Securities andExchange Commission, Accommodations Acquisition Corporation andVector Group Ltd. disclosed that as of May 15, 2014, theybeneficially owned 2,196,447 shares of common stock ofMorgans Hotel Group Co. representing 6.4 percent of the sharesoutstanding. The reporting persons previously owned 1,712,447shares at Aug. 10, 2011. A copy of the regulatory filing isavailable for free at http://goo.gl/F06ZGn About Morgans Hotel GroupBased in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader ofthe hotel industry's boutique sector. Morgans Hotel Groupoperates and owns, or has an ownership interest in, Morgans,Royalton and Hudson in New York, Delano and Shore Club in SouthBeach, Mondrian in Los Angeles and South Beach, Clift in SanFrancisco, Ames in Boston, and Sanderson and St Martins Lane inLondon. Morgans Hotel Group and an equity partner also own theHard Rock Hotel & Casino in Las Vegas and related assets. MorgansHotel Group also manages hotels in Isla Verde, Puerto Rico andPlaya del Carmen, Mexico. Morgans Hotel Group has other propertytransactions in various stages of completion, including projectsin SoHo, New York and Palm Springs, California.Morgans Hotel reported a net loss attributable to commonstockholders of $57.48 million on $236.48 million of totalrevenues for the year ended Dec. 31, 2013, as compared with a netloss attributable to common stockholders of $66.81 million on$189.91 million of total revenues in 2012.The Company's balance sheet at March 31, 2014, showed $695.16million in total assets, $897.21 million in total liabilities,$5.15 million in redeemable noncontrolling interest and a $207.20million total stockholders' deficit.MOTORS LIQUIDATION: Scheduling Order Entered to Settle Issues-------------------------------------------------------------The Bankruptcy Court for the Southern District of New York issueda scheduling order with respect to a number of issues relating toa motion filed by General Motors Company (together with itsconsolidated subsidiaries, "New GM") in which the GUC Trust hasappeared as a party-in-interest.In its quarterly report on Form 10-Q filed April 24, 2014, New GMdisclosed that since the beginning of 2014, New GM had recalledapproximately 2.6 million vehicles to repair ignition switches orto fix ignition lock cylinders and an additional 4.4 millionvehicles to address certain electrical and other safety concerns.In addition, as disclosed in its current report on Form 8-K filedMay 15, 2014, New GM subsequently announced five new safetyrecalls relating to additional defects, affecting approximately2.7 million vehicles. Many of the vehicles affected by theforegoing recalls were manufactured or sold prior to July 10,2009, the date that Motors Liquidation Company (formerly GeneralMotors Corporation) sold substantially all of its assets to New GMpursuant to the provisions of Section 363(b) of Chapter 11 of theUnited States Bankruptcy Code.In the New GM Form 10-Q, New GM also disclosed that 55 putativeclass actions had been filed by various plaintiffs against New GMseeking compensatory damages for economic losses allegedlyresulting from the ignition-switch-related recalls or theunderlying condition of the vehicles covered by those recalls.Since the date of that quarterly report, additional putative classactions have been filed against New GM relating to the IgnitionSwitch Issue. The claims of many of the putative Class Actionsmay be overlapping, and to date, those actions have not beenconsolidated. The Judicial Panel on Multidistrict Litigation hasscheduled a May 29, 2014, hearing to determine whether toconsolidate and transfer the Class Actions filed in federal courtsfor coordinated and consolidated pretrial proceedings.On April 21, 2014, New GM filed a motion with the Court seeking toenforce the Sale Order and Injunction, entered on July 5, 2009,approving the sale of substantially all of the assets of GeneralMotors Corporation to New GM pursuant to Section 363(b) of Chapter11 of the United States Bankruptcy Code, which incorporates theterms of the Master Sale and Purchase Agreement, dated July 10,2009, by and among Old GM, certain of its debtor subsidiaries, andNew GM. Under the terms of the Sale Order and the MSPA, allproduct liability and property damage claims arising fromaccidents or incidents prior to the Closing Date are to remainwith Old GM as general unsecured claims. The GUC Trust hasappeared in the proceedings in the Bankruptcy Court as aninterested party.On May 16, 2014, the Court entered the Scheduling Orderidentifying a number of "threshold issues" for its resolution,including whether a fraud on the Court was committed in connectionwith the Sale Order in respect of the Ignition Switch Issue andwhether any or all of the claims asserted in the Class Actions areclaims against Old GM or the GUC Trust. The GUC Trust intends tovigorously defend its position that none of the claims of thePlaintiffs may be properly asserted against Old GM or the GUCTrust.As previously disclosed, on Sept. 16, 2009, the Court entered thebar order, setting Nov. 30, 2009, as the bar date for filingproofs of claims related to all general unsecured claims againstOld GM and, following the passage of the effective date of OldGM's Second Amended Joint Chapter 11 Plan dated March 18, 2011,the GUC Trust. To date, no Plaintiff has asserted a claim againstthe GUC Trust in connection with the Class Actions. In any event,however, the Scheduling Order provides that the threshold issuesdo not include whether any claims in the Class Actions are timelyor meritorious as against the bankruptcy estate of Old GM or theGUC Trust (notwithstanding the Bar Order).Nonetheless, no assurance may be given that personal injury,property damage and other claims relating to New GM's recallsinvolving GM vehicles manufactured or sold prior to the ClosingDate or settlements previously reached with certain plaintiffs whoasserted personal injury, property damage or other claims due toincidents or accidents that occurred prior to the Closing Date,will not adversely affect the GUC Trust, its assets or the Plan. About Motors LiquidationGeneral Motors Corporation and three of its affiliates filed forChapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) onJune 1, 2009. The Honorable Robert E. Gerber presides over theChapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & MangesLLP, assist the Debtors in their restructuring efforts. Al Kochat AP Services, LLC, an affiliate of AlixPartners, LLP, serves asthe Chief Executive Officer for Motors Liquidation Company. GMis also represented by Jenner & Block LLP and Honigman MillerSchwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLPis providing legal advice to the GM Board of Directors. GM'sfinancial advisors are Morgan Stanley, Evercore Partners and theBlackstone Group LLP. Garden City Group is the claims and noticeagent of the Debtors.The U.S. Trustee appointed an Official Committee of UnsecuredCreditors and a separate Official Committee of UnsecuredCreditors Holding Asbestos-Related Claims. Lawyers at KramerLevin Naftalis & Frankel LLP served as bankruptcy counsel to theCreditors Committee. Attorneys at Butzel Long served as counselon supplier contract matters. FTI Consulting Inc. served asfinancial advisors to the Creditors Committee. Elihu Inselbuch,Esq., at Caplin & Drysdale, Chartered, represented the AsbestosCommittee. Legal Analysis Systems, Inc., served as asbestosvaluation analyst.The Bankruptcy Court entered an order confirming the Debtors'Second Amended Joint Chapter 11 Plan on March 29, 2011. The Planwas declared effect on March 31.On Dec. 15, 2011, Motors Liquidation Company was dissolved. Onthe Dissolution Date, pursuant to the Plan and the MotorsLiquidation Company GUC Trust Agreement, dated March 30, 2011,between the parties thereto, the trust administrator and trustee-- GUC Trust Administrator -- of the Motors Liquidation CompanyGUC Trust, assumed responsibility for the affairs of and certainclaims against MLC and its debtor subsidiaries that were notconcluded prior to the Dissolution Date.MOUNTAIN COUNTRY: Trustee Can Hire Elliot Davis as Accountant-------------------------------------------------------------The Bankruptcy Court, in an amended order, authorized the trusteefor Mountain Country Partners LLC, to employ Elliot Davis LLC asaccountant.Elliot Davis will assist the trustee in preparing necessaryfederal and state tax returns; and provide other accounting andtax services as may be required by the trustee. The trustee willpay Elliot Davis an amount not to exceed the sum of $15,000 toprepare 2013 tax returns.To the best of the trustee's knowledge, Elliot Davis is a"disinterested person" as that term is defined in Section 101(14)of the Bankruptcy Code.The trustee is represented by: Robert Johns, Esq. TURNER & JOHNS, PLLC 216 Brooks Street, Suite 301 Charleston, WV 25301 About Mountain Country PartnersSeven individual investors filed an involuntary Chapter 11bankruptcy petition against Jacksonville, Florida-based MountainCountry Partners, LLC (Bankr. S.D. W.Va. Case No. 12-20094) onFeb. 17, 2012. Judge Ronald G. Pearson presides over the case.Joseph W. Caldwell, Esq., at Caldwell & Riffee, represent thepetitioners.An Order for Relief was entered by the Court on June 25, 2012.Robert L. Johns was appointed Chapter 11 Trustee on July 6, 2012.James W. Lane, Jr., at the Law Offices of Jim Lane, Jr.,represents the Debtor as counsel. The law firm of Turner & Johns,PLLC, represents the Chapter 11 Trustee as counsel. Kay Biscopinkof Elliot Davis, LLP is the Trustee's accountant.NATIONAL VINYL: Case Summary & 14 Largest Unsecured Creditors-------------------------------------------------------------Debtor: National Vinyl Products, Inc. 970 Rozier Street Sainte Genevieve, MO 63670Case No.: 14-10463Chapter 11 Petition Date: May 19, 2014Court: United States Bankruptcy Court Eastern District of Missouri (Cape Girardeau)Judge: Hon. Barry S. SchermerDebtor's Counsel: Robert E. Eggmann, Esq. DESAI EGGMANN MASON LLC 7733 Forsyth Boulevard, Suite 2075 Clayton, MO 63105 Tel: 314-881-0800 Fax: 314-881-0820 Email: firstname.lastname@example.com - and - Thomas H. Riske, Esq. DESAI EGGMANN MASON LLC 7733 Forsyth Blvd., Suite 2075 Clayton, MO 63105 Tel: 314-881-0800 Fax: 314-881-0820 Email: firstname.lastname@example.com Assets: $2.14 millionTotal Liabilities: $3.30 millionThe petition was signed by Raymond O. Walter, president.A list of the Debtor's 14 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/moeb14-10463.pdfNEW ENGLAND COMPOUNDING: Agrees to Give Tenn. $5M Over Outbreak---------------------------------------------------------------Law360 reported that the trustee for New England CompoundingPharmacy Inc., which was linked to a fatal meningitis outbreak,agreed to give the Tennessee Department of Health $5 million inunsecured claims to end administrative proceedings against thecompany claiming it had violated state pharmacy laws leading up tothe outbreak.According to the report, the announced settlement comes less thantwo weeks after trustee and Duane Morris LLP partner Paul Moorefinalized a proposed $100 million settlement with victims ofcontaminated steroid injections that led to the fatal meningitisoutbreak. About New England Compounding PharmacyNew England Compounding Pharmacy Inc., filed a Chapter 11 petition(Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012,after a meningitis outbreak linked to an injectable steroid,methylprednisolone acetate ("MPA"), manufactured by NECC, killed39 people and sickened 656 in 19 states, though no illnesses havebeen reported in Massachusetts. The Debtor owns and operates theNew England Compounding Center is located in Framingham, Mass. InOctober 2012, the company recalled all its products, not justthose associated with the outbreak.Paul D. Moore, Esq., at Duane Morris LLP, in Boston, has beenappointed as Chapter 11 Trustee of NECC. He is represented by: Jeffrey D. Sternklar, Esq. DUANE MORRIS LLP Suite 2400 100 High Street Boston, MA 02110-1724 Tel: 857-488-4216 Fax: 857-401-3034An Official Committee of Unsecured Creditors appointed in the casehas been represented by: BROWN RUDNICK LLP William R. Baldiga, Esq. Rebecca L. Fordon, Esq. Jessica L. Conte, Esq. One Financial Center Boston, MA 02111 Tel: (617) 856-8200 - and - David J. Molton, Esq. Seven Times Square New York, NY 10036 Tel: (212) 209-4800NEWFIELD EXPLORATION: Fitch Affirms 'BB+' IDR; Outlook Stable-------------------------------------------------------------Fitch Ratings has affirmed all ratings for Newfield ExplorationCo. (Newfield; NYSE: NFX). The Rating Outlook is Stable.Approximately $3.0 billion of debt is affected by the ratingaction.Key Rating DriversNewfield's ratings reflect the company's rising liquids exposure,strong reserve replacement history, robust production and cashflow growth targets, adequate liquidity position, and extendedmaturities profile. These considerations are offset by thecompany's heightened execution risk and weaker near-term creditmetrics while implementing its 'shrink to grow' strategy.The company reported net proved reserves of 576 million barrels ofoil equivalent (MMboe) and production of 106 thousand boe per day(Mboepd), excluding nearly 4 Mboepd of natural gas produced andconsumed in operations, from continuing domestic operations forthe year-ended 2013. This results in a reserve life of over 14years. The Fitch-calculated three-year average organic reservereplacement rate is 123%. Production has increased at arelatively modest five-year CAGR of 2.7%. However, liquidsproduction has more than doubled to 59% of total production in2013 from 31% in 2009. The liquids transition has helped tooffset the effects of a weak natural gas pricing environmentresulting in a competitive Fitch-calculated cash netback of$28.83/boe in 2013 compared to a recent company low of $17.56/boein 2009.The company closed on the sale of its Malaysian assets (provedreserves of 11 MMboe as of Dec. 31, 2013) in February 2014 for$898 million. The sale of its China assets (proved reserves of 25MMboe as of Dec. 31, 2013) has been delayed by operational issues,but management anticipates that production will commence and asale completed prior to year-end 2014. An estimated price has notbeen made publicly available, but a standardized measure value(PV10) of $902 million was reported at year-end. China saleproceeds, similar to those received from the Malaysia sale, willbe used to repay any outstanding revolver balance and fundoperations.ROBUST PRODUCTION & CASH FLOW GROWTH TARGETSManagement has outlined a three-year plan that targets a robustcash flow CAGR target of about 20%, or $1.6 billion by 2016,assuming $90/barrel oil and $4/Mcf gas. The plan relies onheightened levels of production growth (10% - 15% annually),increased liquids growth (about 20% CAGR), and the achievement ofoperating efficiencies and cost-savings.About 65% of the company's budgeted $1.6 billion onshore capitalprogram in 2014 is allocated to its promising Anadarko and oil-rich Williston Basins with production estimated to increase 100%to 14.3 MMboe and 40% to 6 MMboe, respectively. The remainingcapex budget is mainly allocated to the company's off-takeconstrained Uinta and liquids-focused Eagle Ford positions, whichare anticipated to grow 5% to 8.6 MMboe and 30% to 4 MMboe,respectively. Newfield's Arkoma acreage, a natural gas play andhistorically a key production contributor, is budgeted to receiveminimal investment and is anticipated to continue to exhibit anaturally declining production profile over the near-term.Management's midpoint production and liquids growth guidance in2014 is approximately 15% to 46 MMboe and 30% to 25.4 MMboe,respectively. About half of the estimated liquids growth isanticipated to come from lower value NGLs mainly attributable tothe Anadarko SCOOP production mix.Newfield reported that first quarter production from continuingdomestic operations increased 20% year-over-year to 10.7 MMboe,including about 0.3 MMboe of natural gas produced and consumed inoperations, exceeding the production midpoint of quarterlyguidance by over 0.4 MMboe. Further, liquids production of 54% ofthe total was generally consistent with the midpoint of quarterlyguidance. Fitch views the first quarter results as an encouragingfirst step in achieving the company's three-year targets, butbelieves the robust target levels are subject to heightenedexecution risk.MODERATING LEVERAGE PROFILENewfield's 2013 leverage metrics increased year-over-year due to a$650 million increase in borrowings to fund capital expenditures,while the production profile and liquids mix remained relativelyflat. The company ended 2013 with an elevated debt/EBITDA of2.6x, which was anticipated by Fitch and better than expectations.Further, year-end debt/proved developed (PD) reserves and debt perflowing barrel metrics were approximately $11/boe and over$28,700, respectively. First quarter debt/EBITDA improved to 2.1xafter the repayment of the company's revolver balance. Under thecompany's three-year plan, management expects the company toapproach free cash flow (FCF) neutrality in 2016 and continue toimprove credit metrics by reducing financing needs via cashproceeds from its international asset sales and cash flow growth.Fitch's base case forecasts Newfield will be about $500 millionand $300 million FCF negative in 2014 and 2015, respectively,using Fitch's oil & gas price deck. Fitch expects the shortfallin 2014 to be primarily funded with asset sale proceeds, assuminga China sale in Q4 2014, with an increasing reliance on the creditfacility pre-close. Fitch's base case results in debt/EBITDA of2.1x with and 2.3x without the China asset sale in 2014. Creditmetrics are forecast to improve further to 1.9x - 2.0x in 2015with or without the China asset sale, assuming productioncommences in late-2014. A China no sale, no production scenariois estimated to result in debt/EBITDA of 2.2x - 2.3x in 2015.The company utilizes a combination of swaps and collared hedges tomanage cash flows and support development funding. Fitch notesthat Newfield, in some cases, utilizes out-of-the-money short putsto help offset hedging costs, which exposes a portion of hedgedcash flows to spot prices in a very weak market pricingenvironment. As of April 28, 2014, the company's anticipated oiland gas production were approximately 85% and 90% hedged for 2014,respectively. The company also has a sizeable 2015 hedge positionequal to approximately 36 Mboepd of oil and 40 Mboepd of naturalgas.ADEQUATE LIQUIDITY POSITIONNewfield has historically maintained a nominal cash balance. Asof March 31, 2014, the company had a higher than average $107million of cash-on-hand. The company's primary source ofliquidity is the $1.4 billion senior unsecured credit facility dueJune 2018. The revolver had no outstanding borrowings as ofMarch 31, 2014.Newfield has an extended maturities profile. The next debtmaturity is the company's $600 million 7.125% senior subordinatednotes due 2018.Financial covenants, as defined in the credit facility agreement,consist of a maximum debt-to-book capitalization ratio of 60% andan EBITDAX/interest expense ratio of at least 3.0x. Othercovenants across debt instruments restrict the ability to incuradditional liens, engage in sale/leaseback transactions, andmerge, consolidate, or sell assets, as well as change in controlprovisions. The company is in compliance with all of itscovenants with ample cushion.MANAGEABLE OTHER LIABILITIESNewfield does not have a defined benefit pension plan. Assetretirement obligations (AROs) were $107 million and $2 millionfrom continuing and discontinued operations, respectively, as ofMarch 31, 2014. Other contingent obligations related tocontinuing and discontinued operations totaled $757 million and$160 million, respectively, on a multi-year, undiscounted basis.Obligations from continuing operation were primarily comprised offirm transportation agreements ($425 million) and operating leasesand other service contracts ($239 million).Additionally, the company entered into oil and gas deliverycommitments for a total of nearly 120 MMboe between 2014 and 2025.The majority of these delivery commitments are associated with itsTesoro and HollyFrontier refinery arrangements to accommodate thecompany's waxy, refinery constrained Uinta production. Managementbelieves its reserves and production will be sufficient to meetthese commitments. Further, Fitch understands that annualdeficiency fees, assuming current production relative to themaximum delivery commitment, would be manageable at less than $20million.RATING SENSITIVITIESPositive: Future developments that may, individually orcollectively, lead to a positive rating action include:-- Increased size, scale, and diversification of Newfield's operations;-- Mid-cycle debt/EBITDA below 2.0x on a sustained basis;-- Debt/flowing barrel under $20,000 and/or debt/PD around $8/boe on a sustained basis.Future positive rating actions will be closely linked to thecompany's ability to increase production, approach FCF neutrality,and improve credit metrics.Negative: Future developments that may, individually orcollectively, lead to a negative rating action include:-- Mid-cycle debt/EBITDA above 2.5x on a sustained basis;-- Debt/flowing barrel of $25,000 - $30,000 and/or debt/PD of $10- $12/boe on a sustained basis;-- A persistently weak oil & gas pricing environment without a corresponding reduction to capex;-- Shareholder friendly actions inconsistent with the expected cash flow profile.Future negative rating actions will be closely linked toNewfield's operational execution and financial flexibility.Fitch has affirmed the following ratings with a Stable Outlook:Newfield Exploration Co. -- Long-term IDR at 'BB+'; -- Senior unsecured bank facility at 'BB+'; -- Senior unsecured notes at 'BB+'; -- Senior subordinated notes at 'BB'.NORTH AMERICAN BREWERIES: S&P Withdraws B+ Sr. Secured Loan Rating------------------------------------------------------------------Standard & Poor's Ratings Services withdrew its 'B+' issue-leveland '2' recovery ratings on Delaware-based North AmericanBreweries Holdings LLC's (NAB's) senior secured term loanfollowing its early repayment.At the same time, S&P raised the corporate credit rating on NAB to'B+' from 'B'. The outlook is stable. S&P subsequently withdrewthe corporate credit rating at the request of the company."The upgrade and stable outlook reflected NAB's improved financialrisk profile and liquidity position following its term loanrepayment, as well as our reassessment of its group member statusto 'highly strategic' to its parent, Cerveceria Costa Rica S.A.,"said Standard & Poor's credit analyst Jean Stout.The rating had previously been constrained by NAB's "highlyleveraged" financial risk profile and "weak" liquidity assessmentstemming from very tight covenant cushion under its term loan,covenant levels that tightened each quarter for the next severalquarters, as well as S&P's doubts about the extent of furthergroup support following an equity infusion by its parent companyin November 2013 to cure NAB's financial covenant violation in the2013 third quarter.The corporate credit rating on NAB also reflected Standard &Poor's view of its "vulnerable" business risk profile.S&P now views NAB's liquidity as "adequate" according to itscriteria. S&P's assessment is based on the company's improvedliquidity position and financial risk profile following the termloan repayment. S&P estimates that sources of liquidity wouldlikely exceed uses by more than 1.2x over the next 12 months, evenif forecasted EBITDA declined by 15%.NORTH JERSEY COMMUNITY: Case Summary & 20 Top Unsecured Creditors-----------------------------------------------------------------Debtor: North Jersey Community Coordinated Child Care Agency, Inc. dba Michael's Energy Factory Childcare Center fdba Barney's Education Center 59 Spruce Street aka 101 Oliver Street Paterson, NJ 07501Case No.: 14-20256Chapter 11 Petition Date: May 20, 2014Court: United States Bankruptcy Court District of New Jersey (Newark)Debtor's Counsel: Sam Della Fera, Esq. TRENK, DIPASQUALE, DELLA FERA & SODONO, P.C. 347 Mt. Pleasant Avenue, Suite 300 West Orange, NJ 07052 Tel: (973) 243-8600 Fax: (973) 243-8677 Email: firstname.lastname@example.com - and - Anthony Sodono, III, Esq. TRENK, DIPASQUALE, DELLA FERA & SODONO, P.C. 347 Mt. Pleasant Avenue, Suite 300 West Orange, NJ 07052 Tel: 973-243-8600 Fax: 973-243-8600 Email: firstname.lastname@example.com Assets: $1 million to $10 millionEstimated Liabilities: $1 million to $10 millionThe petition was signed by Michael Lillo, chairman.A list of the Debtor's 20 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/njb14-20256.pdfOVERSEAS SHIPHOLDING: Wants Additional Agents for Exit Loan-----------------------------------------------------------Overseas Shipholding Group, Inc., et al., ask the Bankruptcy Courtto approve Barclays Bank PLC and UBS Loan Finance LLC, asadditional agents pursuant to the Jefferies Finance LLC exitfinancing commitment letter.The Debtor filed papers seeking authority to enter into an exitfinancing commitment letter that the Debtors will use to emergefrom bankruptcy and fund post-emergence business obligations, andincur and pay certain fees, indemnities, costs and expenses inconnection therewith.According to the Debtors, pursuant to the commitment papers, twoadditional joint lead arrangers and joint book runners for each ofthe credit facilities may be selected by Jefferies to assist witharranging the credit facilities.A copy of the joinder agreement to the commitment letter for theadditional agents is available for free at: http://bankrupt.com/misc/OVERSEAS_additionalagents.pdf About Overseas ShipholdingOverseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered inNew York, is one of the largest publicly traded tanker companiesin the world, engaged primarily in the ocean transportation ofcrude oil and petroleum products. OSG owns or operates 111vessels that transport oil and petroleum products throughout theworld.Overseas Shipholding Group and 180 affiliates filed voluntaryChapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) onNov. 14, 2012, disclosing $4.15 billion in assets and $2.67billion in liabilities. Greylock Partners LLC Chief ExecutiveJohn Ray serves as chief reorganization officer. James L.Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary GottliebSteen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C.Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.Chilmark Partners LLC serves as financial adviser. KurtzmanCarson Consultants LLC is the claims and notice agent.The Export-Import Bank of China, owed $312 million used for theconstruction of five tankers, is represented by Louis R. Strubeck,Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & JaworskiLLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., atFulbright & Jaworski in New York; and John Knight, Esq., andChristopher Samis, Esq., at Richards Layton & Finger PA. ChilmarkPartners, LLC serves as financial and restructuring advisor.Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serveas co-counsel to the official committee of unsecured creditors.FTI Consulting, Inc., is the financial advisor and Houlihan LokeyCapital, Inc., is the investment banker.U.S. Bank National Association is the successor administrativeagent under the $1.5 billion credit agreement, dated as ofFebruary 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., andOSG International, Inc., as joint and several borrowers, (b) theAdministrative Agent and (c) various lenders party thereto.Counsel to the Administrative Agent are Milbank, Tweed, Hadley &McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.Lazard Freres & Co. LLC serves as advisor to the AdministrativeAgent.An official committee of Equity Security Holders has beenappointed in the case. It is represented by Brown Rudnick LLP'sSteven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle,Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H.Strock, Esq. and L. John Bird, Esq. * * *In March 2014, OSG filed a plan of reorganization that hinges on aplan support agreement it struck with lenders holding an aggregateof approximately 77% of amounts outstanding under the Company'sUnsecured Revolving Credit Facility. The Debtors and the so-called Consenting Lenders also agreed to the terms of a$300,000,000 rights offering, which would be backstopped by theConsenting Lenders. The Original Plan generally provided thatcreditors' allowed non-subordinated claims against the Debtorsother than claims under the Unsecured Revolving Credit Facility,would be paid in full, in cash, including post-petition interest,or reinstated and holders of equity interests and claimssubordinated pursuant to section 510(b) of the Bankruptcy Codewould receive a combination of shares of common stock and warrantsissued by reorganized OSG valued at approximately $61,400,000.Under the Original Plan, holders of claims arising out of theUnsecured Revolving Credit Facility would receive their pro ratashare of stock and warrants of the reorganized OSG. In addition,the Original Plan provided that the 7.50% Unsecured Senior Notesdue in 2024 issued by OSG and the 8.125% Unsecured Senior Notesdue in 2018 issued by OSG will be reinstated, following payment ofoutstanding interest. The Debtors also entered into a commitmentletter with Goldman Sachs Bank USA to provide $935,000,000 in exitfinancing to the fund the Debtors' emergence from bankruptcy.Late in April, following negotiations with equity holders and theofficial committee of equity security holders, OSG abandoned theagreement with the Consenting Lenders as well as the OriginalPlan, and filed an amended Plan premised on an equity commitmentagreement with the Equity Holders, who collectively holdapproximately 30% of the outstanding shares of the Company. EachCommitment Party has agreed to purchase shares in a rightsoffering with an aggregate offering amount of $1,500,000,000, andcommitted to purchase shares in respect of unexercisedsubscription rights in the rights offering. The Debtors willdistribute to each Equity Holder one subscription right in respectof each existing equity interest held by such Equity Holder. So-called Class B securities carry an entitlement to distribution ofup to 10 % of the net litigation recovery in the malpracticelawsuit against Proskauer Rose LLP and four of its partners.The Debtors also abandoned the financing deal with Goldman Sachsand, instead, accepted the funding offer from Jefferies FinanceLLC, which consisted of (a) a $600,000,000 term loan secured by afirst lien on the Debtors' U.S. Flag assets; (b) a $600,000,000term loan secured by a first lien on the Debtors' InternationalFlag assets; (c) a $75,000,000 asset based revolving loanfacility; and (d) a $75,000,000 revolving loan facility.Hearing on the disclosure statement explaining the Amended Plan aswell as the Equity Commitment Agreement and the exit financingcommitments is scheduled for May 23, 2014. The Debtors haveproposed a July 14, 2014 Plan confirmation hearing.PGA FLYOVER: Wants Case Closed, Plan Substantially Consummated--------------------------------------------------------------PGA Flyover Corporate Park, LLC, filed with the Bankruptcy Court afinal report and motion for final decree closing its Chapter 11case.Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A.,tells the Court that on Nov. 12, 2013, the Court entered acorrected order confirming its Amended Chapter 11 Plan ofLiquidation dated June 26, 2013, as supplemented. The Plan is nowsubstantially consummated, and the estate is fully administered.Under the Plan, holders of general unsecured claims are impairedand will recover 50% or 100% of their allowed claims. The securedclaim of BBX Capital Asset Management, LLC, is impaired. PGA willcause its properties to be transferred to BBX as payment for theremaining amount of the secured claim. Interests will beextinguished and will not receive any distribution under the Plan.As reported in the Troubled Company Reporter on Nov. 27, 2013,Bankruptcy Judge Erik P. Kimball entered a corrected orderconfirming the Debtor's Amended Plan to reflect an amendment to anagreement with the Debtor's largest creditor.A copy of the new confirmation order is available for free at: http://bankrupt.com/misc/PGA_Flyover_Corrected_Plan_Order.pdfThe Court approved an amendment to the confirmation order afterbeing advised that the agreement with BBX incorporated into thePlan has been amended in a manner that does not impact anycreditor other than BBX.The Court conducted a confirmation hearing on the Plan in July2013. However, due to a dispute between the Debtor and BBX, theactual order memorializing the Court's ruling at the confirmationhearing was not immediately entered.The Debtor explains, "During this gap period, a dispute arosebetween the Debtor and BBX as a result of [Daniel S.] Catalfumo'sfailure to make the $25 million payment and to fully collateralizethe $5 Million Obligation by Aug. 20, 2013, as required under theOriginal June 7, 2013 Settlement Agreement, and certain allegedactions on the part of BBX that the Debtor and Catalfumo assertimpaired or impeded timely performance. In connection with thatdispute, the Debtor filed a motion to extend the Aug. 20, 2013deadline for the payment of the $25 million of the settlement cashproceeds under the Original Settlement Agreement [ECF No. 144] andBBX filed a motion to enforce the Settlement Agreement and forentry of an Order dismissing the Debtor's bankruptcy case withprejudice [ECF No. 155]."On Oct. 11, 2013, and Oct. 21, 2013, the parties attended afurther Judicial Settlement Conference with Judge [Paul G.] Hyman.After lengthy and intense negotiations, the parties reached aconsensual resolution and settled the aforementioned disputepursuant to the Amendment to the Original June 7, 2013 SettlementAgreement attached hereto as Exhibit "A" (the "Amendment")."An integral part of the Amendment is to provide various paymentsand transfers to BBX in accordance with the specific deadlines inthe Amendment."The Plan, as modified to incorporate the terms of the SettlementAgreement, as amended by the Amendment, retains the same overallstructure and goal of the Plan. The Modifications only affectBBX, the Debtor, the Debtor's principal and plan sponsor, Mr.Catalfumo, and various related parties of Mr. Catalfumo. TheModifications do not adversely affect any other parties, andtreatment of creditors other than BBX remains the same."A copy of the Amendment is available at: http://bankrupt.com/misc/pgaflyover.doc229-1.pdf http://bankrupt.com/misc/pgaflyover.doc229-2.pdf About PGA FlyoverPGA Flyover Corporate Park LLC filed a Chapter 11 petition (Bankr.S.D. Fla. Case No. 13-18701) in West Palm Beach, Florida onApril 17, 2013. Lenore M. Rosetto, Esq., and Bradley S.Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., in BocaRaton, Florida, serve as counsel to the Debtor. The Debtordisclosed $10 million to $50 million in assets and liabilities.The Debtor, owner of the mixed use development known as the PGAProfessional and Design Center in Florida, filed a liquidatingplan that would satisfy 100% of its liabilities.PGA Flyover, an entity managed and owned by Florida developerDaniel S. Catalfumo, says it has commenced the bankruptcy case toresolve the wasteful scorched earth litigation tactics engaged inby BBX Capital Asset Management, LLC, the current owner of a finaljudgment of $40.9 million.The PGA Professional and Design Center is located on the Southeastquadrant of PGA Boulevard and RCA Boulevard in Palm Beach Gardens,an attractive location with strong development potential.PICACHO HILLS: Files Schedules of Assets and Liabilities--------------------------------------------------------Picacho Hills Utility Company, Inc., filed with the BankruptcyCourt for the District of New Mexico its schedules of assets andliabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0.00 B. Personal Property $726,850 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0.00 E. Creditors Holding Unsecured Priority Claims $6,839 F. Creditors Holding Unsecured Non-priority Claims $1,362,849 ----------- ----------- TOTAL $726,850 $1,369,688In its petition, the Debtor estimated assets of at least $10million and debts of at least $1 million. About Picacho Hills UtilityPicacho Hills Utility Company, Inc., filed a Chapter 11 petition(Bankr. D. N.M. Case No. 13-10742) on March 7, 2013. The Debtoris represented by William F. Davis & Associates, P.C.PHUC is a public utility as defined by the New Mexico PublicUtility Act, Sec. 62-3-3.G. and provides water and sewer serviceto approximately one thousand residences in Dona Ana County, NewMexico. PHUC is 100% owned by Stephen C. Blanco, who is itspresident.This concludes the Troubled Company Reporter's coverage of PHUCuntil facts and circumstances, if any, emerge that demonstratefinancial or operational strain or difficulty at a levelsufficient to warrant renewed coverage.PICACHO HILLS: June 6 Set as Claims Bar Date--------------------------------------------Creditors of Picacho Hills Utility Company, Inc. must file theirproofs of claims not later than June 20, 2014.Picacho Hills Utility Company, Inc., filed a Chapter 11 petition(Bankr. D. N.M. Case No. 13-10742) on March 7, 2013. The Debtoris represented by William F. Davis & Associates, P.C. The Debtorestimated assets of at least $10 million and debts of at least$1 million.PHUC is a public utility as defined by the New Mexico PublicUtility Act, Sec. 62-3-3.G. and provides water and sewer serviceto approximately one thousand residences in Dona Ana County, NewMexico. PHUC is 100% owned by Stephen C. Blanco, who is itspresident.This concludes the Troubled Company Reporter's coverage of PHUCuntil facts and circumstances, if any, emerge that demonstratefinancial or operational strain or difficulty at a levelsufficient to warrant renewed coverage.PICACHO HILLS: US Trustee Seeks Chapter 7 Conversion----------------------------------------------------Richard A. Wieland, the United States Trustee for Region 20, fileda motion with the U.S. Bankruptcy Court seeking to convert PicachoHills Utility Company, Inc.'s chapter 11 case to Chapter 7.The U.S. Trustee points out that the Debtor is a small business.The debtor's exclusivity period for filing a plan and disclosurestatement is 180 days after the date of the order for relief, andthat exclusivity period expired September 3, 2013. The debtor hasfailed to file a plan or disclosure statement. The failure tofile an acceptable plan and disclosure statement within areasonable time constitutes cause, pursuant to 11 U.S.C. '1112(b)1, for the conversion or dismissal of this case.The UST also said a review of the Claims Register in this casereveals there are claims filed to date in the amount of$1,447,592. In the interest of judicial economy and the interestof the creditors, this case would be better served by conversionto Chapter 7 and with the appointment of a Chapter 7 Trustee. Atthis point, keeping the case in Chapter 11 while the debtor isunable to move toward confirmation in a timely manner, isprejudicial to creditors, therefore, the case needs to come to aconclusion. About Picacho Hills UtilityPicacho Hills Utility Company, Inc., filed a Chapter 11 petition(Bankr. D. N.M. Case No. 13-10742) on March 7, 2013. The Debtoris represented by William F. Davis & Associates, P.C. The Debtorestimated assets of at least $10 million and debts of at least$1 million.PHUC is a public utility as defined by the New Mexico PublicUtility Act, Sec. 62-3-3.G. and provides water and sewer serviceto approximately one thousand residences in Dona Ana County, NewMexico. PHUC is 100% owned by Stephen C. Blanco, who is itspresident.This concludes the Troubled Company Reporter's coverage of PHUCuntil facts and circumstances, if any, emerge that demonstratefinancial or operational strain or difficulty at a levelsufficient to warrant renewed coverage.PORTER BANCORP: SBAV LP Holds 7.5% Equity Stake-----------------------------------------------In an amended Schedule 13D filed with the U.S. Securities andExchange Commission, SBAV LP and its affiliates disclosed thatas of May 15, 2014, they beneficially owned 984,234 shares ofCommon Stock (including warrants to purchase 228,261 shares ofCommon Stock) of Porter Bancorp, Inc., representing 7.5 percent ofthe shares outstanding. A copy of the regulatory filing isavailable for free at http://goo.gl/Zt76nq About Porter BancorpPorter Bancorp, Inc., is a bank holding company headquartered inLouisville, Kentucky. Through its wholly-owned subsidiary PBIBank, the Company operates 18 full-service banking offices in12 counties in Kentucky.Porter Bancorp incurred a net loss attributable to commonshareholders of $3.39 million in 2013, a net loss attributable tocommon shareholders of $33.43 million in 2012 and a net lossattributable to common shareholders of $105.15 million in 2011.The Company's balance sheet at March 31, 2014, showed $1.06billion in total assets, $1.02 billion in total liabilities and$36.33 million in total stockholders' equity.Crowe Horwath, LLP, in Louisville, Kentucky, issued a "goingconcern" qualification on the consolidated financial statementsfor the year ended Dec. 31, 2013. The independent auditors notedthat the Company has incurred substantial losses in 2013, 2012 and2011, largely as a result of asset impairments. In addition, theCompany's bank subsidiary is not in compliance with a regulatoryenforcement order issued by its primary federal regulatorrequiring, among other things, increased minimum regulatorycapital ratios. Additional losses or the continued inability tocomply with the regulatory enforcement order may result inadditional adverse regulatory action. These events raisesubstantial doubt about the Company's ability to continue as agoing concern.POSITIVEID CORP: Delays Form 10-Q for First Quarter---------------------------------------------------PositiveID Corporation filed with the U.S. Securities and ExchangeCommission a Notification of Late Filing on Form 12b-25 withrespect to its quarterly report on Form 10-Q for the quarter endedMarch 31, 2014. PositiveID Corporation was unable, withoutunreasonable effort or expense, to file its quarterly report onForm 10-Q for the quarter ended March 31, 2014, by the May 15,2014, filing date applicable to smaller reporting companies due toa delay experienced by the Company in the completion of itsindependent auditor's review of the financial statements includedin the Quarterly Report. About PositiveIDDelray Beach, Fla.-based PositiveID Corporation has historicallydeveloped, marketed and sold RFID systems used for theidentification of people in the healthcare market. Beginning inearly 2011, the Company has focused its strategy on the growth ofits HealthID business, including the continued development of itsGlucoChip, its Easy Check breath glucose detection device, itsiglucose wireless communication system, and potential strategicacquisition opportunities of businesses that are complementary toits HealthID business.PositiveID reported a net loss attributable to common stockholdersof $13.33 million on $0 of revenue for the year ended Dec. 31,2013, as compared with a net loss attributable to commonstockholders of $25.30 million on $0 of revenue in 2012.The Company's balance sheet at Dec. 31, 2013, showed $1.40 millionin total assets, $5.82 million in total liabilities, all current,$488,000 in mandatorily redeemable preferred stock, and a $4.91million total stockholders' deficit.EisnerAmper LLP, in New York, issued a "going concern"qualification on the consolidated financial statements for theyear ended Dec. 31, 2013. The independent auditors noted thatthe Company has a working capital deficiency and an accumulateddeficit. Additionally, the Company has incurred operating lossessince its inception and expects operating losses to continueduring 2014. These conditions raise substantial doubt about itsability to continue as a going concern.POSITRON CORP: Incurs $861,000 Net Loss in First Quarter--------------------------------------------------------Positron Corporation filed with the U.S. Securities and ExchangeCommission its quarterly report on Form 10-Q disclosing a net lossof $861,000 on $456,000 of sales for the three months endedMarch 31, 2014, as compared with a net loss of $1.20 million on$371,000 of sales for the same period last year.The Company's balance sheet at March 31, 2014, showed $3.20million in total assets, $15.30 million in total liabilities and a$12.10 million total stockholders' deficit.Cash and cash equivalents at March 31, 2014, were $1,178,000compared to $1,744,000 at Dec. 31, 2013. Accounts receivable was$248,000 at March 31, 2014, compared to $247,000 at Dec. 31, 2013.A copy of the Form 10-Q is available for free at: http://goo.gl/Z0NHNz About Positron CorporationHeadquartered in Fishers, Indiana, Positron Corporation is amolecular imaging company focused on nuclear cardiology.Positron reported a net loss of $7.10 million on $1.63 million ofsales for the year ended Dec. 31, 2013, as compared with a netloss of $7.95 million on $2.80 million of sales during the prioryear.Sassetti LLC, in Oak Park, Illinois, issued a "going concern"qualification on the consolidated financial statements for theyear ended Dec. 31, 2013. The independent auditors noted thatthe Company has a significant accumulated deficit which raisessubstantial doubt about the Company's ability to continue as agoing concern. Bankruptcy WarningThe Company had cash and cash equivalents of approximately$1,744,000 at December 31, 2013. The Company utilized $2,520,000proceeds from issuance of convertible debt and securities, and$2,285,000 proceeds from non-interest bearing advances to fundoperating activities during the year ended December 31, 2013. TheCompany had accounts payable and accrued liabilities ofapproximately $1,401,000 and a negative working capital ofapproximately $12,084,000. The Company believes that it maycontinue to experience operating losses and accumulate deficits inthe foreseeable future."If we are unable to obtain financing to meet our cash needs wemay have to severely limit or cease our business activities or mayseek protection from our creditors under the bankruptcy laws," theCompany said in the 2013 Annual Report.PRECISION OPTICS: Incurs $380,000 Net Loss in March 31 Quarter--------------------------------------------------------------Precision Optics Corporation, Inc., filed with the U.S. Securitiesand Exchange Commission its quarterly report disclosing a net lossof $380,434 on $833,451 of revenues for the three months endedMarch 31, 2014, as compared with a net loss of $349,994 on$655,341 of revenues for the same period during the past year.For the nine months ended March 31, 2014, the Company had a netloss of $843,608 on $2.74 million of revenues as compared with anet loss of $1.61 million on $1.71 million of revenues for thesame period in 2013.The Company's balance sheet at March 31, 2014, showed $1.89million in total assets, $919,074 in total liabilities, allcurrent, and $975,505 in total stockholders' equity.A copy of the Form 10-Q is available for free at: http://goo.gl/CQshiQ About Precision OpticsHeadquartered in Gardner, Massachusetts, Precision OpticsCorporation, Inc., has been a developer and manufacturer ofadvanced optical instruments since 1982. The Company designs andproduces high-quality micro-optics, medical instruments and otheradvanced optical systems. The Company's medical instrumentationline includes laparoscopes, arthroscopes and endocouplers and aworld-class product line of 3-D endoscopes for use in minimallyinvasive surgical procedures.Precision Optics reported a net loss of $1.78 million for theyear ended June 30, 2013, as compared with net income of $960,972for the year ended June 30, 2012.PRESSURE BIOSCIENCES: Incurs $3.1 Million Net Loss in 1st Quarter-----------------------------------------------------------------Pressure Biosciences Inc. filed with the U.S. Securities andExchange Commission its quarterly report on Form 10-Q disclosing anet loss applicable to common shareholders of $3.08 million on$404,147 of total revenue for the three months ended March 31,2014, as compared with a net loss applicable to commonshareholders of $1.39 million on $370,737 of total revenue for thesame period in 2013.The Company's balance sheet at March 31, 2014, showed $1.71million in total assets, $2.95 million in total liabilities and a$1.24 million total stockholders' deficit."As of March 31, 2014, we did not have adequate working capitalresources to satisfy our current liabilities. Based on ourcurrent projections, including equity financing subsequent toMarch 31, 2014, we believe we will have the cash resources thatwill enable us to continue to fund normal operations," the Companystated in the Report.A copy of the Form 10-Q is available for free at: http://goo.gl/yNwNwG About Pressure BiosciencesPressure BioSciences, Inc., headquartered in South Easton,Massachusetts, holds 14 United States and 10 foreign patentscovering multiple applications of pressure cycling technology inthe life sciences field.Pressure Biosciences reported a net loss applicable to commonshareholders of $5.24 million on $1.50 million of total revenuefor the year ended Dec. 31, 2013, as compared with a net lossapplicable to common stockholders of $4.40 million on $1.23million of total revenue in 2012.Marcum LLP, in Boston, Massachusetts, issued a "going concern"qualification on the consolidated financial statements for theyear ended Dec. 31, 2013. The independent auditors noted thatthe Company has had recurring net losses and continues toexperience negative cash flows from operations. The auditors daidthese conditions raise substantial doubt about its ability tocontinue as a going concern.PROMMIS HOLDINGS: Nathaniel Sobayo Allowed to Pursue Claims-----------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware approved anagreed order granting Nathaniel Basola Sobayo relief from theautomatic stay and plan injunction set forth in Prommis Holdings,LLC, et al.'s First Amended Plan of Liquidation.Mr. Sobayo is allowed to prosecute a wrongful foreclosure-relatedlawsuits pending in the Superior Court of the State of California,County of San Mateo styled Nathaniel Basola Sobayo v. Chase Bank,et al., and to pursue claim therein.The Court ordered that the automatic stay and the Plan injunction,as they are modified by the order, do not act as a stay againstthe plaintiff's claims for monetary damages, injunctive relief,and declaratory relief against JP Morgan Chase Bank, N.A. andMortgage Electronic Registration Systems, Inc. in the Action, orChase's or MERS' defense against those claims.As reported in the Troubled Company Reporter on Dec. 3, 2013, thePlan dated Nov. 12, 2013, contemplates the liquidation of theDebtors' remaining assets and distribution to creditors. The Plandesignates for the Company 9 classes of claims and interests.The material terms of the plan include, among other things: 1. The Company will conclude that liquidation of its assets pursuant to the Plan. To the extent proceeds are available for distribution, allowed claims receiving distributions will be paid on, or as soon as practicable after, the Effective Date. 2. Secured lender claims will receive distributions of all realized secured lender cash collateral and any secured lender other collateral, subject only to permitted expenditures and terms of the carve out. 3. Allowed general unsecured claims will receive on account of the allowed general unsecured claim such holder's pro rate share of any proceeds of the respective Liquidating Trust assets, only after satisfaction in full of all allowed claims in Classes 1, 2, 3 and 4 with interest and fees as allowable under applicable law. 4. Holders of Intercompany claims will receive no distribution on account of the Intercompany claims.A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/PROMMISHOLDINGSds.pdf About Prommis HoldingsAtlanta, Georgia-based Prommis Holdings, LLC, and its 10affiliates delivered their petitions for voluntary bankruptcyunder Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead CaseNo. 13-10551) on March 18, 2013.Three subsidiaries -- EC Closing Corp., EC Closing Corp. ofWashington, and EC Posting Closing Corp. -- sought Chapter 11protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) onJune 25, 2013.Prommis Holdings estimated assets between $10 million and $50million and debts between $50 million and $100 million. PrommisSolutions, LLC, a debtor-affiliate disclosed $18,488,803 in assetsand $260,232,313 in liabilities as of the Chapter 11 filing.Judge Brendan Linehan Shannon presides over the case. Steven K.Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves asthe Debtors' counsel, while David S. Meyer, Esq., at Kirkland &Ellis LLP serves as co-counsel. The Debtors' restructuringadvisor is Huron Consulting Services, LLC. Donlin Recano &Company, Inc., is the Debtors' claims agent.According to the Disclosure Statement and Plan of Liquidationdated Nov. 12, 2013, the Plan contemplates the liquidation of theDebtors' remaining assets and distribution to creditors. The Plandesignates for the Company 9 classes of claims and interests.The Official Committee of Unsecured Creditors tapped Saul EwingLLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting,Inc., as its financial advisor.PROMMIS HOLDINGS: Settlement with Cypress Innovations Approved--------------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware approvedthe term sheet of the settlement among Huron Consulting Group,LLC, as Liquidating Trustee for Prommis Liquidating Trustee, assuccessor to Prommis Holdings, LLC, et al., with CypressInnovations, Inc., and a principal of Cypress.Objections to the settlement, including those of CourtlandProducts Corp., as administrative agent and collateral agent forthe lenders, are overruled.As reported in the Troubled Company Reporter on Feb. 28, 2014, theLiquidating Trustee, in its motion, said the Debtor determined tosettle the time-consuming and burdensome litigation involving theparties. The Debtors were confident that litigation of theDebtors' claims against Cypress would likely yield completesuccess, in the sense of obtaining a money judgment with an awardof pre- and post-judgment interest.The Liquidating Trustee noted that on Dec. 19, 2013, the Courtentered an order approving the Disclosure Statement and confirmingthe Debtors' First Amended Plan of Liquidation. The Plan becameeffective on Dec. 27, 2013.On May 29, 2013, the Court approved the sale. In conjunction withthe sale order, the parties negotiated and entered into an assetpurchase agreement and a transition services agreement. Theparties closed on the APA on June 1, 2013, and Cypress made itsone and only payment under the APA to date at closing. On the eveof the due date of it first post-closing installment (which wasdue on Aug. 30, 2013), Cypress and its principal Bob Hoschnotified the Debtors that they were withholding payment. Cypressfailed to make any further payments required to be made under theAPA, and also failed to make certain payments owed under the TSA.In this relation, the parties agreed to settle the matter. TheDebtors believed the settlement terms agreed to at the Nov. 4mediation, which included payment of all amounts due under the APAin monthly installments, along with a $1 million last dollarguarantee by Mr. Hosch, among other terms, reflected a reasonableagreement under difficult circumstances.However, the lenders were unwillingness to support the Term Sheet.The Debtors expected that an agreement could be reached to modifythe terms of the proposed settlement so as to obtain a consensualresolution among the Debtors, Cypress and the lenders. About Prommis HoldingsAtlanta, Georgia-based Prommis Holdings, LLC, and its 10affiliates delivered their petitions for voluntary bankruptcyunder Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead CaseNo. 13-10551) on March 18, 2013.Three subsidiaries -- EC Closing Corp., EC Closing Corp. ofWashington, and EC Posting Closing Corp. -- sought Chapter 11protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) onJune 25, 2013.Prommis Holdings estimated assets between $10 million and $50million and debts between $50 million and $100 million. PrommisSolutions, LLC, a debtor-affiliate disclosed $18,488,803 in assetsand $260,232,313 in liabilities as of the Chapter 11 filing.Judge Brendan Linehan Shannon presides over the case. Steven K.Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves asthe Debtors' counsel, while David S. Meyer, Esq., at Kirkland &Ellis LLP serves as co-counsel. The Debtors' restructuringadvisor is Huron Consulting Services, LLC. Donlin Recano &Company, Inc., is the Debtors' claims agent.According to the Disclosure Statement and Plan of Liquidationdated Nov. 12, 2013, the Plan contemplates the liquidation of theDebtors' remaining assets and distribution to creditors. The Plandesignates for the Company 9 classes of claims and interests.The Official Committee of Unsecured Creditors tapped Saul EwingLLP and Hahn & Hessen LLP as its co-counsels, and FTI Consulting,Inc., as its financial advisor.REDE ENERGIA: Petitioner Balks at Noteholders' Delaying Tactic--------------------------------------------------------------Petitioner Jose Carlos Santos filed a reply to the objection ofthe Ad Hoc Group of Rede Noteholders to the petition forrecognition of the Brazilian bankruptcy proceeding involving RedeEnergia S.A., stating that the Ad Hoc Group's objection is aimedat blocking any order that grants full faith and credit in theUnited States to the confirmed Brazilian Reorganization Plan andpermits the Indenture Trustee and the DTC to take the actions inthe United States necessary to facilitate plan distributions toNoteholders.The Petitioner related that on Nov. 14, 2013, Rede successfullyconfirmed its Brazilian Reorganization Plan. On Jan. 16, 2014, aspart of the process of implementing that plan, Rede's ForeignRepresentative commenced the chapter 15 case and on Jan. 29,served the motion to parties-in-interest, and published the court-approved notice of the initial hearing. On Feb. 25, the last dayfor objections to the motion, only one party stepped forward tocontest the relief requested -- an ad hoc group.Additionally, the Petitioner explained that, among other things: 1. the Court is not a proper forum for the Ad Hoc Group to re-litigate issues of Brazilian Bankruptcy Law; 2. the limited relief requested here by the Foreign Representative is appropriate under Chapter 15 of the Bankruptcy Code; and 3. the requested enforcement relief should not be delayed pending resolution of any appeals in Brazil. About Rede Energia S.A.Rede Energia S.A. operates through its subsidiaries, which areengaged in the distribution, generation and trading of electricityin Brazil. Rede supplies electricity to 3.3 million customers in436 municipalities in six Brazilian states.In 2012, Rede distributed 14,442 GWh of energy, recorded net lossof R$665.8 million, and gross operating revenue of R$7.515billion. As of Dec. 31, 2012, Rede and its subsidiaries' totalassets were valued at R$9 billion.Rede Energia filed a Chapter 15 petition in Manhattan (Bankr.S.D.N.Y. Case No. 14-10078) on Jan. 16, 2014, to seek recognitionof its restructuring proceedings in Brazil.Rede Energia is estimated to have more than $1 billion in assetsand liabilities.Jose Carlos Santos, the administrator in the Brazilian judicialreorganization proceeding, as foreign representative, signed theChapter 15 bankruptcy petition. He is represented by John K.Cunningham, Esq., at White & Case, LLP, in Miami.Rede was previously the parent of Centrais Electricas do Para S.A.("CELPA"), an electricity distribution concessionary for the Pararegion in Brazil. CELPA filed a judicial restructuring proceedingin Brazil in 2012 pursuant to which Rede's ownership in CELPA wassold to a non-affiliated third party. CELPA filed a petition forChapter 15 relief (Bankr. S.D.N.Y. Case No. 12-14568) in Manhattanon Nov. 9, 2012. The CELPA case was closed April 25, 2013.REGIONAL CARE: Court Confirms Plan Following Asset Sale to Banner-----------------------------------------------------------------Judge Eileen W. Hollowell of the U.S. Bankruptcy Court for theDistrict of Arizona on May 15 confirmed the Second Amended JointChapter 11 Plan of Reorganization for Regional Care Services Corp.and its debtor affiliates.The Plan provides for the sale of substantially all of theDebtors' assets to Banner Health pursuant to an asset purchaseagreement dated Feb. 4, 2014; the assumption and assignment to theBuyer of certain executory contracts and unexpired leases; and thecreation of a creditor trust to, among other things, liquidate andadminister remaining assets, analyze, object to and resolveclaims, prosecute, abandon and resolve causes of action, makedistributions to holders of allowed claims and wind-down theestates. Scott Davis will be appointed as Creditor Trustee.Prior to the May 15 confirmation hearing, the Debtors filed anamended plan to incorporate minor changes. The confirmed Planprovides that it does not change the effect of Banner's assumptionthrough operation of Section 365 of the Bankruptcy Code orotherwise, and must be consistent with Medicare statute andMedicare regulations. The confirmation order makes clear that thenothing in the Plan will cause the Debtors' Medicare ProviderAgreement with Centers for Medicare & Medicaid Services, UnitedStates Department of Health and Human Services, to be deemedrejected under the Plan.The Debtors and Banner Health also modified the APA to providethat if the Seller and the Buyer do not agree on the value of theSeller Cost Report Liabilities, the sum of (i) the agreed portion,if any, of the value, plus (ii) the disputed portion of the valuewill be deducted from the closing date payment provided that theagreed portion plus the disputed portion will not exceed $553,376.All objections to the Plan that have not been withdrawn, waived,or resolved are overruled on the merits. The U.S. Trusteeobjected to the Plan as providing improper third-party releases.The Debtors countered that true third-party releases were amendedout of the Plan at the Disclosure Statement stage and theexculpation provision was disclosed prominently in the Plan. Nota single creditor, regardless of class, has objected to theproposed exculpation, the Debtors said. In fact, as evidenced bythe declaration of Stephenie Kjontvedt, a vice president, seniorconsultant at Epiq Bankruptcy Solutions, LLC, holders of claims inclasses entitled to vote under the Plan gave their overwhelmingsupport to the Plan. A full-text copy of the voting andtabulation results is available at: http://bankrupt.com/misc/REGIONALCAREballot0512.pdfPinal County Treasurer, Med One Capital Funding LLC, Aetna Inc.and its affiliates, 3M Company, Great Western Bank, also objectedto the Plan but these objection was resolved and were subsequentlywithdrawn.A full-text copy of the May 14 Amendments to the Plan is availableat http://bankrupt.com/misc/REGIONALCAREplan0514.pdf About Casa Grande Community Hospital and Regional Care ServicesRegional Care Services Corp., Casa Grande Community Hospital d/b/aCasa Grande Regional Medical Center, Regional Care Physician'sGroup, Inc., and Casa Grande Regional Retirement Community soughtChapter 11 protection (Bankr. D. Ariz. Lead Case No. 14-01383) inTucson, Arizona, on Feb. 4, 2014.The Debtors, one of the largest employers in Pinal County, operatean award winning, full service non-profit community hospitalserving more than 65,000 patients each year from the largely ruralcommunities of Casa Grande, Sacaton, Eloy, Florence andsurrounding communities.CGRMC is a 177-licensed bed, general acute care hospital locatedin Casa Grande, Arizona. RCSC is the sole member and sponsor ofCGRMC, RCPG and CGRRC.As of the Petition Date, CGRRC's management consists of RonaCurphy as President, Cherie McGlynn as Chairman, David Fitzgibbonsas Vice Chairman, and John Robert McEvoy as Secretary/Treasurer.Michael McGrath, Esq., and Kasey C. Nye, Esq., at Mesch, Clark &Rothschild, P.C., in Tucson, Arizona; and Michael J. Pankow, Esq.,and Joshua M. Hantman, Esq., at Brownstein Hyatt Farber Schreck,LLP, in Denver, Colorado, serve as counsel to the Debtor.Casa Grande Hospital estimated $50 million to $100 million inassets and liabilities.The Debtors have filed a Plan of Reorganization to effectuate thesale of substantially all of their assets to Phoenix-based BannerHealth pursuant to a binding Asset Purchase Agreement datedFeb. 4, 2014.Banner Health is also providing $6.2 million of DIP financing.Banner Health is represented in the case by Robert M. Charles,Jr., Esq., and Susan M. Freeman, Esq., at Lewis Roca RothgerberLLP, as counsel.REVSTONE INDUSTRIES: Huron Completes Sale of Multiple Businesses----------------------------------------------------------------Huron Business Advisory completed multiple sales of RevstoneIndustries businesses, including MW Texas Die Casting, Inc.,Metavation, Vassar Foundry, and Contech's Dowagiac facility.Huron's capital advisory team, led by Geoffrey Frankel, managingdirector, provided sell-side M&A advisory services to assistRevstone Industries (a chapter 11 debtor) in the divestiture ofvarious subsidiary businesses in the industrial and automotiveindustry.Huron served as sell-side and financial advisor to MW Texas DieCasting, Inc. through its out-of-court restructuring. MW Texas DieCasting, Inc., based out of Gladewater, Texas, is a manufacturerof more than 350 aluminum die cast components servicing a diversegroup of customers and industries.Huron served as sell-side and financial advisor to Metavationthrough its restructuring and 363 asset sale to Dayco Products.Metavation is a North American-based manufacturer of crankshaftdamper pulleys with a research and development center inHillsdale, Michigan; manufacturing operations in Mount Pleasant,Vassar, and Hillsdale, Michigan, and San Luis Potosi, Mexico; aswell as a corporate headquarters office in Southfield, Michigan.Huron served as sell-side advisor to Contech Castings in the saleof its Dowagiac, Michigan facility to Premier Tool & Die CastCorp. Contech's Dowagiac facility is a 1950's-era high pressuredie casting and CNC machining facility that served as a tier I andtier II supplier of automotive parts to domestic and internationalOEMs. Contech shuttered this 174,000 square foot facility in thesummer of 2009 in a move to consolidate operations into four mainfacilities.Huron served as sell-side and financial advisor to Vassar Foundrythrough its restructuring and 363 asset sale to Myron BowlingAuctioneers.Huron may be reached at: Geoffrey S Frankel Huron Consulting Group 2000 Auburn Dr Ste 200 Beachwood, OH 44122-4328 USA Tel: (216) 310-3464 E-mail: firstname.lastname@example.com About Revstone Industries et al.Lexington, Kentucky-based Revstone Industries LLC, a maker oftruck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. CaseNo. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannonoversees the case. Laura Davis Jones, Esq., Timothy P. Cairns,Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & JonesLLP represent Revstone. In its petition, Revstone estimated under$50 million in assets and debts.Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.Case No. 12-13263) on Dec. 3, 2012.Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.Judge Shannon also oversees the cases.Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcycounsel to Greenwood and US Tool. Greenwood estimated $1 millionto $10 million in assets and $10 million to $50 million in debts.US Tool & Engineering estimated under $1 million in assets and$1 million to $10 million in debts. The petitions were signed byGeorge S. Homeister, chairman.Metavation, also known as Hillsdale Automotive, LLC, joined parentRevstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.13-11831) to sell the bulk of its assets to industry rival Daycofor $25 million, absent higher and better offers.Metavation has tapped Pachulski as its counsel. Pachulski alsoserves as counsel to Revstone and Spara. Metavation also hastapped McDonald Hopkins PLC as special counsel, and RustConsulting/Omni Bankruptcy as claims agent and to provideadministrative services. Stuart Maue is fee examiner.Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at WombleCarlyle Sandridge & Rice, LLP, represent the Official Committee ofUnsecured Creditors in Revstone's case.Boston Finance Group, LLC, a committee member, also has hired ascounsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLAPiper LLP.REVSTONE INDUSTRIES: To Auction Canadian Aarkel Business in June----------------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that Revstone Industries LLC, a maker of truck engineparts, will hold an auction on June 5 to determine whether $14.1million is the best offer it can get for Aarkel Tool & Die Inc.,an indirectly owned, non-bankrupt Canadian unit that makes die-cast tooling.According to the report, competing bids are due June 3 in advanceof the June 5 auction and a June 9 hearing to approve a sale tothe prevailing bidder. The opening bid will come from ZynikCapital Corp., the report said.Mr. Rochelle related that Revstone will file a revised Chapter 11plan to incorporate a settlement among creditors and the PensionBenefit Guaranty Corp. that the bankruptcy court approved May 9.Revstone has asked the bankruptcy court in Wilmington, Del., toextend its plan-filing deadline until June 3, the 18-month maximumpermitted by the Bankruptcy Code, Mr. Rochell further related.Mr. Rochelle noted that Revstone used its settlement with the PBGCas the springboard to a global settlement intended to conclude ahighly contentious Chapter 11 liquidation. In the globalsettlement approved May 9, the PBGC's projected recovery is cut to$75 million to $80 million, the report said. The PBGC will alsogive $3 million of its recovery for an up-front payment tounsecured creditors under a Chapter 11 plan, the report added.In addition, from the first $2 million in recoveries fromlawsuits, $1.5 million will go to bankruptcy expenses and $500,000to unsecured creditors, the report said. Boston Finance gets $7.3million immediately, along with a $8.5 million unsecured claim,although it won't be paid from the $5 million the PBGC carves outfor unsecured creditors, the report noted. About Revstone Industries et al.Lexington, Kentucky-based Revstone Industries LLC, a maker oftruck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. CaseNo. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannonoversees the case. Laura Davis Jones, Esq., Timothy P. Cairns,Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & JonesLLP represent Revstone. In its petition, Revstone estimated under$50 million in assets and debts.Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.Case No. 12-13263) on Dec. 3, 2012.Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.Judge Shannon also oversees the cases.Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcycounsel to Greenwood and US Tool. Greenwood estimated $1 millionto $10 million in assets and $10 million to $50 million in debts.US Tool & Engineering estimated under $1 million in assets and$1 million to $10 million in debts. The petitions were signed byGeorge S. Homeister, chairman.Metavation, also known as Hillsdale Automotive, LLC, joined parentRevstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.13-11831) to sell the bulk of its assets to industry rival Daycofor $25 million, absent higher and better offers.Metavation has tapped Pachulski as its counsel. Pachulski alsoserves as counsel to Revstone and Spara. Metavation also hastapped McDonald Hopkins PLC as special counsel, and RustConsulting/Omni Bankruptcy as claims agent and to provideadministrative services. Stuart Maue is fee examiner.Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at WombleCarlyle Sandridge & Rice, LLP, represent the Official Committee ofUnsecured Creditors in Revstone's case.Boston Finance Group, LLC, a committee member, also has hired ascounsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLAPiper LLP.RIVERWALK JACKSONVILLE: Sabadell Wants to Prohibit Use of Cash--------------------------------------------------------------Riverwalk Jacksonville Development, LLC, mortgaged property toSabadell United Bank, N.A., based on a promissory note datedJune 5, 2011.Niall T. McLachlan, Esq., at Carlton Fields Jorden Burt, P.A., inMiami, Florida, relates that as of filing for Chapter 11protection, Riverwalk owes Sabadell over $3.8 million plus costsand attorneys' fees.Mr. McLachlan explains that the rents to the mortgaged propertyare Sabadell's cash collateral. Sabadell does not consent toRiverwalk's use of its cash collateral to employ counsel or forany other purpose unless adequate protection is provided.Accordingly, Sabadell asks the Court to prohibit Riverwalk's useof its cash collateral.Mr. McLachlan tells the Court that Riverwalk has not requestedSabadell's consent and no agreement has been reached regardingcash collateral and adequate protection issues.Hearing on Sabadell's request is scheduled on June 4, 2014.Riverwalk Jacksonville Development, LLC, owner of the land andparking surrounding the Wyndham RiverWalk Jacksonville, filed aChapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 14-19672) onApril 28, 2014, in Miami. Stevan J. Pardo signed the petition asmanaging member. The Debtor estimated assets of at least $10million and debts of at least $1 million. Geoffrey S. Aaronson,Esq., at Aaronson Schantz P.A. serves as the Debtor's counsel.Judge Laurel M Isicoff oversees the case.RIVERWALK JACKSONVILLE: Asks Court to Allow Use of Cash Collateral------------------------------------------------------------------Riverwalk Jacksonville Development, LLC, asks the Court to approvethe use of cash collateral and its adequate protectionarrangements.Riverwalk owns and operates four real properties in downtownJacksonville that consists about 10.4 acres of prime commercialspace. Three of the four properties are encumbered in mortgagesfor about $5.1 million: (1) 1501 Riverplace Boulevard Sabadell mortgage Fair market value $4.6 million (2) 1643 Prudential Drive Unencumbered Fair market value $4 million (3) 0 Prudential Drive West Parking Real estate taxes $16,669 U.S. Century mortgage Fair market value $1.5 million (4) 0 Prudential Drive East Parking and Hotel Real estate taxes $33,688 U.S. Century mortgage Fair market value $5 millionSabadell United Bank, N.A., holds a first mortgage to property 1,the amount of which is disputed. Riverwalk contests theacceleration of the loan and imposition of 25% default rateinterest since December 23, 2013, and believes that the actualprincipal and interest owed is $3.6 Million. Sabadell asserts thatthe debt is closer to $3.8 Million.The U.S. Century Bank mortgage debt for properties 3 and 4 isabout $1.5 million. With properties 3 and 4 worth about$6.5 million, Riverwalk believes that the bank has substantialequity cushion over its debt.Geoffrey S Aaronson, Esq., at Aaronson Schantz P.A., in Miami,Florida, explains that Riverwalk's case was precipitated by a lackof cash flow due to a substantially undervalued 1980 ground leasewith the Chart House restaurant. The lease is in default and wasterminated and remains subject to State Court litigation. Becauseof the economic recession, Riverwalk has been unable to proceedwith anticipated development activity. There are numerousalternative development projects being negotiated but the filingof a Chapter 11 petition was necessary to avoid the forfeiture ofsubstantial equity to Sabadell and to preserve the Riverwalk'sability to complete negotiations regarding alternative projects.Riverwalk propose to adequately protect U.S. Century Bank andSabadell. Mr. Aaronson points out that U.S. Century Bank isclearly protected by a $5 million equity cushion, which is thedifference between the bank's lien and the properties' fair marketvalue. The properties are insured and maintained and Riverwalkwill be escrowing real estate taxes.As to Sabadell, Mr. Aaronson points out that it is protected by: (a) An equity cushion equal to somewhere between 28% (based upon a debt of $3.6 million) and 20% (based upon a debt of $3.8 million). (b) Continued receipt of Chart House restaurant rents for $5,095.00 per month. (c) Payment of the 2013 real estate taxes on property 1 by Charthouse pursuant to its lease obligation. Chart House is responsible for payment of $78,000 of the real estate taxes. Riverwalk has been advised that Chart House thus far has paid Sabadell $40,000. If Chart House fails or refuses to pay the remainder of the 2013 real estate taxes within 60 days, Riverwalk will consider lease rejection and the filing with the Court of a request to compel payment. (d) Riverwalk will escrow $5,000 per month for non-Charthouse real estate obligation associated with property 1, to be paid to the County for ongoing 2014 real estate taxes. (e) Commencing 120 days after filing the Chapter 11 case, Riverwalk will pay Sabadell directly additional monthly payments of $5,000 a month.Riverwalk believes that its proposal fairly and adequatelyprotects Sabadell going forward through December 2014, permittingit to conclude substantial reorganization and development ongoingnegotiations. In contrast, foreclosure of property 1 by Sabadellwould result in a windfall and not mere repayment of its debt,notes Mr. Aaronson.Mr. Aaronson assures the Court that Riverwalk intends to abide byits budget with a limitation of 10% fluctuation. Riverwalk willmaintain its properties in clean and proper condition and maintainall insurances on the properties.Riverwalk is represented by: Geoffrey S Aaronson, Esq. Tamara D. McKeown, Esq. Miami Tower, 27th Floor Miami, FL 33131 Tel: 786-594-3000 786-594-3528 (Direct) Fax: 305-424-9336 Cell 786-543-2487 E-mail: email@example.com firstname.lastname@example.com Jacksonville Development, LLC, owner of the land andparking surrounding the Wyndham RiverWalk Jacksonville, filed aChapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 14-19672) onApril 28, 2014, in Miami. Stevan J. Pardo signed the petition asmanaging member. The Debtor estimated assets of at least $10million and debts of at least $1 million. Geoffrey S. Aaronson,Esq., at Aaronson Schantz P.A. serves as the Debtor's counsel.Judge Laurel M Isicoff oversees the case.RYNARD PROPERTIES: Has Until July 11 to Propose Chapter 11 Plan---------------------------------------------------------------Bankruptcy Judge Jennie D. Latta established certain proceduresand dates to promote the efficient administration of RynardProperties Ridgecrest LP's Chapter 11 case.The Debtor is directed to do or perform, among other things: A. file a disclosure statement and plan by July 11, 2014; B. file any motions pursuant to Section 365 of the BankruptcyCode, and Fed. R. Bankr. P. 6006 within 60 days after the date ofthe order for relief; C. file an estimate within 30 days after the entry of the orderof the administrative expenses expected to be incurred by thebankruptcy estate, including budgets for professionals employed bythe Debtor, any committee, any secured creditor, and any otherperson, who expect to be reimbursed from the bankruptcy estate; D. manage and operate the property of the estate, ifapplicable, according to the requirements of the laws of the Statein which such property is located; and E. timely file all postpetition tax returns and make timelypayment of all post-petition taxes and serve copies of suchreturns upon the United States trustee. About Rynard Properties Ridgecrest LPRynard Properties Ridgecrest LP is a Tennessee limitedpartnership. Its principal place of business is 2881 RangelineRoad, Memphis, TN 38127, and the Debtor operates a 256 unitmultifamily apartment complex of Section 8 housing namedRidgecrest Apartments and currently has TESCO operating thecomplex as leasing agent.The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signedthe petition as secretary/treasurer of Ridgecrest LLC, generalpartner of the Debtor. In its schedules, the Debtor disclosed$16,231,959 in total assets and $8,734,000 in total liabilities.Toni Campbell Parker serves as the Debtor's counsel. JudgeJennie D. Latta oversees the case.The Debtor says it has no creditors holding unsecured priorityclaims.According to the docket, the Chapter 11 plan and disclosurestatement are due July 11, 2014.RYNARD PROPERTIES: U.S. Trustee Unable to Form Creditors Panel--------------------------------------------------------------The U.S. Trustee for Region 8 notified the Bankruptcy Court thatit was unable to appoint an official committee of unsecuredcreditors in the Chapter 11 case of Rynard Properties RidgecrestLP.The U.S. Trustee said that despite efforts to contact eligibleholders of unsecured claims, there has not been sufficientwillingness to serve on a committee of unsecured creditors in thecase.The U.S. Trustee, in a separate docket entry, reported that themeeting of creditors required under Section 341 of the BankruptcyCode has been held and conducted as scheduled. About Rynard Properties Ridgecrest LPRynard Properties Ridgecrest LP is a Tennessee limitedpartnership. Its principal place of business is 2881 RangelineRoad, Memphis, TN 38127, and the Debtor operates a 256 unitmultifamily apartment complex of Section 8 housing namedRidgecrest Apartments and currently has TESCO operating thecomplex as leasing agent.The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signedthe petition as secretary/treasurer of Ridgecrest LLC, generalpartner of the Debtor. In its schedules, the Debtor disclosed$16,231,959 in total assets and $8,734,000 in total liabilities.Toni Campbell Parker serves as the Debtor's counsel. JudgeJennie D. Latta oversees the case.The Debtor says it has no creditors holding unsecured priorityclaims.According to the docket, the Chapter 11 plan and disclosurestatement are due July 11, 2014.SAN BERNARDINO, CA: Agrees w/ CalPERS to Delay Bankruptcy Appeal----------------------------------------------------------------Ryan Hagen, writing for The San Bernardino Sun, reported that theCalifornia Public Employees Retirement System has again agreed topush back its appeal of San Bernardino's eligibility and cancel anAugust hearing in the U.S. Court of Appeals for the Ninth Circuit,saying in a joint filing with the City that the delay is "criticalto the success of the ongoing mediation."According to The Sun, the motion, which has been accepted by thecourt, changes the deadline for the pension giant -- and largestcreditor in San Bernardino's bankruptcy case -- to file an openingbrief arguing the city doesn't qualify for Chapter 9 protectionfrom Monday to July 21, with the city's response due by Aug. 20.Official for the City and CalPERS have been working with retiredbankruptcy judge Gregg Zive in confidential mediation sessionssince November, The Sun noted.Tim Reid, writing for Reuters, said the federal judge overseeingSan Bernardino's bankruptcy expressed frustration over the slowprogress of talks between the city and CalPERS and has said shewill probably set a deadline for the City to file a bankruptcyplan at the next hearing on June 19. About San Bernardino, Calif.San Bernardino, California, filed an emergency petition formunicipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. SanBernardino, a city of about 210,000 residents roughly 65 miles(104 km) east of Los Angeles, estimated assets and debts of morethan $1 billion in the bare-bones bankruptcy petition.The city council voted on July 10, 2012, to file for bankruptcy.The move lets San Bernardino bypass state-required mediation withcreditors and proceed directly to U.S. Bankruptcy Court.The city is represented that Paul R. Glassman, Esq., at StradlingYocca Carlson & Rauth.San Bernardino joined two other California cities in bankruptcy:Stockton, an agricultural center of 292,000 east of San Francisco,and Mammoth Lakes, a mountain resort town of 8,200 south ofYosemite National Park.The City was granted Chapter 9 protection on Aug. 28, 2013.SANMINA CORPORATION: Moody's Rates $350MM Sr. Secured Notes 'Ba2'-----------------------------------------------------------------Moody's Investors Service assigned Ba2 LGD3-35% ratings to SanminaCorporation's $350 million senior secured note offering, andchanged the ratings outlook to positive. The proceeds of the noteswill be used for general corporate purposes, including a partialredemption of the company's senior unsecured notes. As part of therating action, Moody's affirmed the company's Ba3 Corporate Family(CFR), Ba3-PD Probability of Default (PDR), and B1 unsecured notesratings. The Speculative Grade Liquidity Rating remains unchangedat SGL-2, indicating good liquidity.Ratings RationaleThe change in outlook reflects Moody's views that Sanmina'soperating turnaround and healthier financial profile will enableit to improve its credit protection and profitability measuresover the next 12-18 months. Overall, Sanmina's Ba3 CFR reflectsthe significant reduction in debt and financial leverage over thelast several years. The proposed note offering will further reducethe company's interest expense.The company's business prospects have also improved throughgreater diversification away from its historic dependence oncommunications and computing customers, with major contract winsin the defense, industrial and healthcare sectors, including asuccessful entry into the oil & gas sector. Moody's expects thecompany's evolving product and services mix to increase operatingprofit margin over the next 12-18 months to about 4%. In addition,Sanmina's improved credit profile affords it greater flexibilityto manage operating and business challenges, which are persistentin the contract manufacturing sector.Sanmina's SGL-2 speculative grade liquidity rating indicates goodliquidity, supported by Moody's expectation of the companymaintaining cash balances of at least $400 million (cash balanceswere $391 million as of March 29, 2014). Moody's also expectsSanmina to generate positive free cash flow of around $150 millionover the next twelve months as revenue grows following improveddemand in Sanmina's end markets, particularly in the industrialand healthcare segments. Sanmina has no near-term debt maturities,with the nearest maturing debt being the $40 million mortgage duein the third fiscal quarter of 2015. Sanmina's productivityimprovements, a variable cost structure and better working capitalmanagement have resulted in steady free cash flow generation,which Moody's expect to continue.The senior secured notes are rated Ba2 LGD3-35%, one notch abovethe CFR reflecting their senior position relative to the company'ssignificant unsecured obligations. The senior unsecured notes areB1 LGD5-78%, reflecting the substantial amount of accounts payableat Sanmina's non-US, operating units, where the assets are. Thesenior unsecured notes are junior to the claims arising from thesenon-US accounts payable.What Could Change the Rating - UPSanmina's ratings could be considered for an upgrade if thecompany continues its path of tangible progress in operating andfinancial metrics improvement, evidenced by maintaining gross andoperating margins of at least 8.5% and 4.0%, respectively, leadingto consistent operating profits of at least $250 million. Theratings could also be considered for an upgrade if the companysustains total debt to EBITDA under 2.5x (Moody's adjusted) andsuccessfully executes working capital initiatives to consistentlydeliver free cash flow greater than $200 million.What Could Change the Rating - DOWNThe rating could be downgraded if Sanmina reverses its operatingimprovements, experiences substantial revenue erosion, such thatits profitability metrics deteriorate (e.g., gross margins below7.0% or operating margins below 3.0% on a sustained basis), or thecompany sustains negative free cash flow or its cash levels fallbelow $400 million for an extended period. Ratings would also bepressured if the company's adjusted debt to EBITDA leveragereverts to levels above 3.5 times.Rating Actions:Senior Secured Notes due -- Assigned Ba2 (LGD3- 35%)Corporate Family Rating -- Affirmed Ba3Probability of Default Rating -- Affirmed Ba3-PDSenior Unsecured Notes due 2019 -- Affirmed B1 (LGD5-78% fromLGD5-79%)Outlook changed to Positive from StableSanmina Corporation is one of the world's largest electronicsmanufacturing services (EMS) companies providing a full spectrumof integrated, value-added solutions to original equipmentmanufacturers (OEMs).SAVIENT PHARMACEUTICALS: Wins Ch. 11 Plan Approval--------------------------------------------------Savient Pharmaceuticals, Inc., et al., on May 19 obtained from theU.S. Bankruptcy Court for the District of Delaware approval of itsFirst Amended Plan of Liquidation after Judge Mary Walrath issueda findings of fact, conclusions of law, and order confirming thePlan.As previously reported by The Troubled Company Reporter, the Planfollows the sale of substantially all of the Debtors' assets toCrealta Pharmaceuticals LLC.The Plan impairs senior secured noteholder claims and generalunsecured claims. The Plan also impairs intercompany claims,subordinated 510(c) claims and subordinated 510(b) claims,although holders of these claims are not entitled to vote on thePlan.Senior secured noteholder claims will be deemed allowed by thePlan in the aggregate amount of $147,533,716 as of the effectivedate. Each holder of Senior Secured Notes will receive pro ratashares of (i) the final cash sweep proceeds, (ii) any cash fromthe professional fee reserve and administrative claim reservereturned by the liquidating trustee to be appointed under thePlan, and (iii) the net proceeds of the remaining assets. Holdersof general unsecured claims will receive their pro rata share ofthe Liquidating Trust Interests. Noteholders should have an 87.5percent recovery, while general unsecured creditors see 1.3percent. About Savient PharmaceuticalsHeadquartered in Bridgewater, New Jersey, Savient Pharmaceuticals,Inc. -- http://www.savient.com/-- is a specialty biopharmaceutical company focused on developing andcommercializing KRYSTEXXA(R) (pegloticase) for the treatment ofchronic gout in adult patients refractory to conventional therapy.Savient has exclusively licensed worldwide rights to thetechnology related to KRYSTEXXA and its uses from Duke Universityand Mountain View Pharmaceuticals, Inc.The Company and its affiliate, Savient Pharma Holdings, Inc.,sought protection under Chapter 11 of the Bankruptcy Code (Bankr.D. Del. Case No. 13-12680) on Oct. 14, 2013. In its schedules,Savient Pharmaceuticals listed $43,065,650 in total assets and$284,078,461 in total liabilities.The Debtors are represented by Kenneth S. Ziman, Esq., and DavidM. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, inNew York; and Anthony W. Clark, Esq., at Skadden Arps SlateMeagher & Flom LLP, in Wilmington, Delaware. Cole, Schotz,Meisel, Forman & Leonard P.A., also serves as the Company'sconflicts counsel, and Lazard Freres & Co. LLC serves as itsfinancial advisor. GCG Inc. serves as the Debtors' claims agent.Kramer Levin Naftalis & Frankel LLP is the Debtors' specialintellectual property counsel.U.S. Bank National Association, as Indenture Trustee andCollateral Agent, is represented by Clark T. Whitmore, Esq., atMaslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota.The Unofficial Committee of Senior Secured Noteholders isrepresented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq.,and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton &Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young,Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware.The Troubled Company Reporter reported on Jan. 15, 2014, thatSavient Pharmaceuticals has completed the sale of substantiallyall of its assets, including all KRYSTEXXA assets, to CrealtaPharmaceuticals for gross proceeds of approximately $120.4million.Savient Pharmaceuticals has filed with the Bankruptcy Court a planof liquidation following the sale to Crealta. The Plan impairssenior secured noteholder claims and general unsecured claims.The Plan also impairs intercompany claims, subordinated 510(c)claims and subordinated 510(b) claims, although holders of theseclaims are not entitled to vote on the Plan.SCIENTIFIC GAMES: Moody's Rates $375MM Senior Notes 'B3'--------------------------------------------------------Moody's Investors Service assigned a B3 rating to Scientific GamesInternational, Inc.'s ("SGI") proposed $375 million 7-year seniorsubordinated notes. Scientific Game Corporation's ("SGC", and theparent of SGI) B1 Corporate Family Rating, B1-PD Probability ofDefault Rating, Ba3 senior secured bank facility rating, B3 seniorsubordinated notes rating, and stable rating outlook areunaffected.The proceeds of the proposed note issuance will be used torefinance SGI's existing 9.25% $350 million senior subordinatednotes due 2019, pay the early redemption premium, financing feesand expenses, and for general corporate purposes. This transactionmodestly improves SGC's liquidity as the proposed refinancing willresult in lower interest expense as the company retires the highercoupon 9.25% notes. The refinancing also improves the company'sdebt maturity profile. Prior to this transaction, a majority ofSGC's and SGI's debt matured between 2018 and 2020.The B3 rating on SGI $350 million senior subordinated notes due2019 will be withdrawn upon closing of this transaction. Allratings are subject to the execution of the transaction ascurrently proposed and Moody's review of final documentation.New rating assigned:Scientific Games International, Inc.:$375 million 7-year senior subordinated notes at B3 (LGD 5, 88%)Ratings unchanged:Scientific Games Corporation:Corporate Family Rating at B1Probability of Default Rating at B1-PD$250 million 8.125% senior subordinated notes due 2018 at B3 (LGD5, 88%)Scientific Games International, Inc.:$300 million senior secured revolving credit facility due 2018 atBa3 (LGD 3, 35%)$2,300 million senior secured term loan B due 2020 at Ba3 (LGD 3,35%)$300 million 6.25% senior subordinated notes at B3 (LGD 5, 88%)Rating to be withdrawn once transaction closes:Scientific Games International, Inc.:$350 million 9.25% senior subordinated notes due 2019 at B3 (LGD5, 88%)Ratings RationaleSGC's B1 Corporate Family Rating considers the company's highleverage, continued integration risk of WMS, and Moody's view thatthe anemic macro-economic environment may curtail spending ondiscretionary purchases such as lottery tickets and gaming. Alsoconsidered are the significant capital investment requirements ofthe lottery sector, and that pricing on new contracts, re-bids andextensions may decline due to competitive pressure. Positiverating considerations include SGC's large installed base of gamingmachines and lottery terminals, extensive portfolio of licensedbrands, and good customer and geographic diversity. The ratingalso incorporates the recurring nature of the company's contract-based earnings and cash flow and its substantial presence in theinstant ticket segment of the lottery industry, recent lotterycontract wins.SGC's stable rating outlook reflects Moody's expectation thatdespite the key credit concerns previously mentioned, the companywill be able to generate a level of free cash flow that willenable it to repay enough debt to avoid a further increase inleverage. Ratings could be lowered if SGC's debt/EBITDA remainsabove 5.5 times over the intermediate term. A higher rating wouldrequire that SGC achieve and maintain debt/EBITDA at or below 4.25times and EBITDA less capital expenditures/interest at or above4.0 times. A higher rating would also require that SGC maintainits good liquidity profile.Scientific Games Corporation is an integrated supplier of instanttickets, systems, and services to lotteries worldwide. The companyalso supplies server-based gaming terminals and systems,interactive betting terminals and systems, and wagering systemsand services to licensed bookmakers, bingo halls and arcades. WMSdesigns, manufactures and markets video and mechanical reel-spinning gaming machines, and video lottery terminals.SEAGATE HDD: Moody's Rates $500MM Senior Unsecured Notes 'Ba1'--------------------------------------------------------------Moody's Investors Service assigned a Ba1 rating to Seagate HDDCayman's $500 million senior unsecured note offering. The netproceeds from the offering will be used for general corporatepurposes, including retiring existing debt and capitalexpenditures. The rating outlook is stable.Ratings RationaleSeagate's rating reflects the company's very strong marketposition within the hard disk drive (HDD) industry, and thestabilization of the historic sales and cash flow volatility inthe industry following significant consolidation over the lastdecade. Given the high operating leverage in the business model,Moody's expects Seagate to generate solid profit and free cashflow over the next couple of years and deliver strong creditmetrics compared to other companies also rated at the Ba1 level.The rating also incorporates the long term risks presented bySeagate's single business-line focus, current competition andthreat of potential product obsolescence and substitution fromemerging solid state drive (SSD) deployments. The ratings are alsoconstrained by the company's shareholder-friendly financialpolicies with regard to potentially sizable share buybacks andhigh dividend payments at a time when free cash flow ismeaningfully high.Rating AssignedSenior Unsecured Notes, due 2023 -- Ba1 LGD3 -- 45%The stable rating outlook incorporates Moody's view for favorablenear-term HDD storage industry fundamentals, cash generatingprospects and a strong financial profile for Seagate.What Could Change the Rating - UPSeagate's CFR could be upgraded if the company maintains its solidposition in the HDD industry, takes steps to protect its revenuebase amid the storage technology evolution, and demonstratesconservative financial policies, including Moody's adjustedleverage of less than 1x total debt to EBITDA on a sustained basiswhile maintaining cash balances of at least $1.5 billion.What Could Change the Rating - DOWNSeagate's rating could be downgraded if the company experienced aloss of technological leadership that led to sustained marketshare losses in the HDD industry and resulted in lowerprofitability. Material revenue and EBITDA declines could resultin negative credit implications. Additionally, Moody's coulddowngrade the rating if Seagate generated operating losses and/ornegative free cash flow on a sustained basis or engaged inaggressive financial policies resulting in diminished liquidity.The principal methodology used in this rating was GlobalTechnology Hardware published in October 2010. Other methodologiesused include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June2009.SHELBOURNE NORTH WATER: Has Until Oct. 31 to Solicit Plan Votes---------------------------------------------------------------Bankruptcy Judge Janet S. Baer extended until Oct. 31, 2014, theexclusive period during which only Shelbourne North Water Street,L.P., may file a plan of reorganization or solicit acceptances forthat plan.On March 10, the Debtor filed its plan and accompanying DisclosureStatement. Subsequently, on April 17, the Debtor filed itsAmended Joint Plan, which incorporated certain terms of the planinvestment agreement and the settlement agreement. The Planincorporates the terms of the PIA and provides for full, or nearlyfull payment of all allowed timely-filed claims against theestate.The Debtor said that on Feb. 6, 2014, the Debtor requested for theapproval of the PIA between the Debtor and Atlas ApartmentHoldings LLC, pursuant to which Atlas will provide plan-relatedfinancing that will facilitate a substantial payment on allallowed claims, and ultimately allow the Debtor to build theSpire.Several creditors, including the holder of the Debtor's primarysecured debt, RMW Acquisition Company, LLC, filed objections tothe PIA Motion, arguing among other things that any plan proposedby the Debtor predicated on the PIA likely would not meet thefeasibility requirement of Section 1129(a)(11) of the BankruptcyCode.After briefing the issues, taking discovery and preparing fortrial on the PIA Motion, the parties entered into a settlementagreement, which was approved by the Court on March 26, 2014.In summary, the financial terms of the settlement agreementprovide for confirmation of a plan under which there would bepayments to RMW and other non-insider creditors by a date certain(Oct. 31, 2014, or March 31, 2015), or alternatively, transfer ofthe Debtor's real property to RMW or its designee with substantialpayments to non-insider creditors funded by RMW. The Amended Plan dated April 15The Plan was proposed by Shelbourne North Water Street, L.P., RMWAcquisition Company LLC, RMW CLP Acquisitions LLC, and RMW CLPAcquisitions II LLC.Pursuant to the settlement agreement and PIA, as approved by theBankruptcy Court, the Plan contemplates the disposition of theDebtor's assets and the treatment of the Debtor's creditors by oneof two alternative transactions.The Debtor expects to pay in full all Allowed Claims, exceptclaims held by the Shelbourne Affiliates, without interest.Excluding claims held by the Shelbourne Affiliates, claimstotaling approximately $120 million have been timely filed againstthe bankruptcy estate.Atlas (or one of its affiliates) and the Tier One Capital Providerwill provide funding, which will not in any event exceed$135,000,000, which will be used to pay: (i) all amounts necessaryto confirm the Plan, including all amounts required to pay AllowedClaims, (ii) any Origination Fee, (iii) all third-party closingcosts, expenses and fees, including due diligence costs andexpenses, reasonably approved by the Tier One Capital Provider,and (iv) an aggregate $5 million cash payment to Chicago SpireLLC, Shelbourne Lakeshore, Ltd. and Garrett Kelleher in exchangefor (x) all applicable development rights, licenses, intellectualproperty, causes of action, and executory contracts associatedwith the Property and (y) the release of all of their Claims.On the Effective Date, the assets of the estate will either (1)vest in the Reorganized Debtor, or (1) be transferred to SPE orone or more of its designees pursuant to the Atlas PropertyTransfer Option.If the Debtor fails to timely make the payments to RMW Acquisitionin accordance with the settlement agreement and settlement order,the Debtor will transfer the property by warranty deed to RMWAcquisition or its assignee or designee on the applicableEffective Date.As a precondition to the transfer of the property to RMWAcquisition, RMW Acquisition will pay: (i) all allowed, timelyfiled Administrative Claims and priority Claims asserted againstthe Estate; provided, however, that RMW Acquisition will dedicateno more than $50,000 on account of Allowed Priority Tax Claimsand, to the extent such Priority Tax Claims exceed $50,000, suchadditional amounts will be paid directly from the amount to bepaid under the following subsection (ii); (ii) an amount to theEstate equal to the full amount of all Allowed Claims, other thanClaims of the Shelbourne Affiliates, that were scheduled as of theentry of the Settlement Order as not contingent, unliquidated ordisputed and those that actually and timely filed a proof of claimby the Bar Date; and (iii) the Debtor Affiliate Payment to bedistributed directly to Atlas and Shelbourne DevelopmentAffiliates.A copy of the Amended Plan is available for free athttp://bankrupt.com/misc/SHELBOURNE213_planamended.pdf About Shelbourne North Water Street L.P.A group of creditors filed an involuntary Chapter 11 petitionagainst Chicago, Illinois-based Shelbourne North Water Street L.P.on Oct. 10, 2013 (Bankr. D. Del. Case No. 13-12652). The case isassigned to Judge Kevin J. Carey.The petitioners are represented by Zachary I Shapiro, Esq., andRussell C. Silberglied, Esq., at Richards, Layton & Finger, P.A.,in Wilmington, Delaware.The Debtor consented on Nov. 8, 2013, to being in Chapter 11reorganization.FrankGecker LLP represents the Debtor in its restructuringefforts.SHELBOURNE NORTH WATER: Wants Brown Udell Firm's Claim Disallowed-----------------------------------------------------------------Shelbourne North Water Street, L.P., filed a reply in support ofits objection to the allowance of Claim No. 15-1 asserted by thelaw firm of Brown, Udell, Pomerantz & Delrahim, Ltd.BUPD filed the claim against the Debtor asserting a right topayment for legal services provided not to the Debtor, but ratherto Garrett Kelleher, Shelbourne Development Group, Inc., andChicago Spire, LLC. The schedule of running balances reflectsthat BUPD submitted invoices to Kelleher totaling $281,563, ofwhich $203,204 was paid, leaving an unpaid balance of $78,358.On Feb. 24, 2014, the Debtor filed its objection on the groundsthat the evidence submitted in support of the claim demonstratesthat the underlying obligation is owed by the clients, not theDebtor.On April 3, BUPD filed its response to the objection, stating itconcedes that the claim is based on legal services that BUPDprovided to the clients pursuant to retainer agreements betweenBUPD and the clients. Specifically, BUPD alleges that on Aug. 27,2009, Development and Kelleher, individually, retained BUPD,pursuant to a retainer agreement dated Aug. 25, 2009, to defendthem in litigation commenced by Bank of America, N.A.In support of its objection, the Debtor stated that it isundisputed that BUPD filed the claim to seek payment for legalservices that BUPD provided to the clients pursuant to contractsentered into with the clients, rather than the Debtor.Nonetheless, in an attempt to benefit from the prospect of a 100percent distribution to the Debtor's creditors pursuant to theDebtor's proposed plan of reorganization, BUPD argued that theCourt must disregard the presumed separate corporate identity ofthe Debtor. However, BUPD has failed to make any persuasiveallegation that would support piercing the Debtor's corporateveil. About Shelbourne North Water Street L.P.A group of creditors filed an involuntary Chapter 11 petitionagainst Chicago, Illinois-based Shelbourne North Water Street L.P.on Oct. 10, 2013 (Bankr. D. Del. Case No. 13-12652). The case isassigned to Judge Kevin J. Carey.The petitioners are represented by Zachary I Shapiro, Esq., andRussell C. Silberglied, Esq., at Richards, Layton & Finger, P.A.,in Wilmington, Delaware.The Debtor consented on Nov. 8, 2013, to being in Chapter 11reorganization.FrankGecker LLP represents the Debtor in its restructuringefforts.SILVERSUN TECHNOLOGIES: Posts $120,700 Net Income in 1st Quarter----------------------------------------------------------------Silversun Technologies, Inc., filed with the U.S. Securities andExchange Commission its quarterly report on Form 10-Q disclosingnet income of $120,741 on $4.92 million of net total revenues forthe three months ended March 31, 2014, as compared with net incomeof $115,530 on $4.04 million of net total revenues for the sameperiod in 2013.As of March 31, 2014, the Company had $3.92 million in totalassets, $4.15 million in total liabilities and a $229,313 totalstockholders' deficit.As of March 31, 2014, the Company had $1,106,909 in cash;$1,584,828 in accounts receivable; $91,853 in long term debt; andtotal stockholders' deficit of $229,313.Commenting on the results, Mark Meller, Chairman and CEO ofSilverSun, stated, "Our first quarter performance continued ourtrend of record quarterly results. Our recent acquisition of ESCSoftware, robust cash position and the ever increasing strength ofour recurring revenue channels give us confidence that we willcontinue to achieve record results throughout 2014."Continuing, Meller said, "The Company continues to aggressivelyseek out acquisitions in the cloud service provider and Small andMedium-Sized Business software marketplace. We hope to be in aposition to announce further acquisitions in the coming weeks andmonths."A copy of the Form 10-Q as filed with the U.S. Securities andExchange Commission is available for free at http://goo.gl/dOD5tX About SilverSunLivingston, N.J.-based SilverSun Technologies, Inc., formerlyknown as Trey Resources, Inc., focuses on the business softwareand information technology consulting market, and is looking toacquire other companies in this industry. SWK Technologies, Inc.,the Company's subsidiary and the surviving company from theacquisition and merger with SWK, Inc., is a New Jersey-basedinformation technology company, value added reseller, and masterdeveloper of licensed accounting and financial software publishedby Sage Software. SWK Technologies also publishes its ownproprietary supply-chain software, the Electronic Data Interchange(EDI) solution "MAPADOC." SWK Technologies sells services andproducts to various end users, manufacturers, wholesalers anddistribution industry clients located throughout the UnitedStates, along with network services provided by the Company.Silversun Technologies posted net income of $322,548 on $17.40million of net total revenues for the year ended Dec. 31, 2013, ascompared with a net loss of $1.23 million on $13.17 million of nettotal revenues for the year ended Dec. 31, 2012.SIMPLY WHEELZ: To Auction Five Airport Car-Rental Sites-------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that Advantage Rent A Car will auction five airport car-rental locations that weren't sold to any of the three buyers whosnapped up most of what had been the fourth-largest auto rentalbusiness in the U.S.According to the report, bids are due May 23 and an auction willtake place May 27, with a preliminary hearing the same day on saleapproval. The final approval hearing is set for May 29, thereport related.No buyers are under contract yet, the report related. The airportlocations up for bid are in Hartford, Connecticut; Richmond,Virginia; San Jose, California; Orlando, Florida; and Portland,Oregon, the report noted.As previously reported by The Troubled Company Reporter, AvisBudget Car Rental, LLC, purchased 12 airport locations for anaggregate price of $6,012,274, while The Hertz Corporationpurchased 10 airport locations for $3,708,000. About Simply Wheelz LLCSimply Wheelz LLC sought protection under Chapter 11 of theBankruptcy Code (Bankr. S.D. Miss. Case No. 13-03332) on Nov. 5,2013. The case is assigned to Judge Edward Ellingon. The Debtordisclosed $413,502,259 in assets and $322,230,695 in liabilitiesas of the Chapter 11 filing.The Debtors are represented by Christopher R. Maddux, Esq., andStephen W. Rosenblatt, Esq., at Butler Snow O'Mara Stevens &Cannada, in Ridgeland, Mississippi. Simply Wheelz tapped EPIQBankruptcy Solutions LLC as noticing and claims agent, andCapstone Advisory Group, LLC, as financial advisor.The Troubled Company Reporter reported on Jan. 7, 2014, that theBankruptcy Court has approved the sale of substantially all of theDebtors' assets to The Catalyst Group, Inc., in exchange for the$46 million loan that is financing the Chapter 11 reorganization.SIONIX CORP: Delays Form 10-Q for First Quarter-----------------------------------------------Sionix Corporation said it has experienced a delay in completingthe information necessary for including in its quarterly report onForm 10-Q, in particular its financial statements, for the quarterended March 31, 2014. The Company expects to file the March 2014Quarterly Report within five days of the prescribed due date. About Sionix Corp.Los Angeles, Calif.-based Sionix Corporation designs, develops,markets and sells cost-effective water management and treatmentsolutions intended for use in the oil and gas, agriculture,disaster relief, and municipal (both potable and wastewater)markets.Sionix incurred a net loss of $5.76 million for the year endedSept. 30, 2012, compared with a net loss of $6.30 million duringthe prior year. The Company's balance sheet at June 30, 2013,showed $1.04 million in total assets, $7.62 million in totalliabilities and a $6.58 million total stockholders' deficit.Kabani & Company, Inc., in Los Angeles, California, issued a"going concern" qualification on the consolidated financialstatements for the year ended Sept. 30, 2012. The independentauditors noted that the Company has incurred cumulative losses of$37,560,000. In addition, the company has had negative cash flowfrom operations for the years ended Sept. 30, 2012, of $2,568,383.These factors raise substantial doubt about the Company's abilityto continue as a going concern.SHUBH HOTELS: Boca Raton Guest Suites Auctions for $9.23 Million----------------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that a U.S. bankruptcy judge in West Palm Beach, Florida,formally approved the sale of the Guest Suites hotel in BocaRaton, on May 16.The sale went for $9.23 million at auction, with an initial bid of$9.1 million, according to the report. The hotel was the objectof a spirited auction, as five potential buyers were qualified asbidders, including United Central Bank, which held a mortgage onthe hotel and was owed $36.2 million, the report related. Thebank agreed to allow as much as $635,000 from sale proceeds to beused for fees earned by the Chapter 11 trustee and herprofessionals and carved out $500,000 for unsecured creditors andtax claims, the report further related.Shubh Hotels Boca, LLC, sought protection under Chapter 11 of theBankruptcy Code on Feb. 24, 2014. The case is In re Shubh HotelsBoca, LLC, Case No. 14-14225 (Bankr. S.D. Fla.). The Debtor'scounsel is Susan D. Lasky, Esq., at SUSAN D LASKY, PA, in FortLauderdale, Florida. The Debtors said its estimated assets rangefrom $0 to $50,000, while its estimated liabilities range from $10million to $50 million. The petition was signed by Atul Bisaria,manager.SOUNDELUX: Files Ch.11; Closes Hollywood, Santa Monica Facilities-----------------------------------------------------------------David Robb, writing for The Deadline, reported that Soundelux,Hollywood's independent provider of postproduction sound services,released a statement saying it is filing for Chapter 11 bankruptcyprotection "to streamline the company's cost structure whilepreparing the company for sale." The company closed itsfacilities in Hollywood and Santa Monica as a result of thefiling.According to the report, the closure of the facilities resulted inlayoffs of about 30 of the historic postproduction sound studio's200 employees, said Leslie Cohen, the company's bankruptcyattorney. Soundelux said it plans to remain open and fullyoperational during restructuring, the report related.The company has been a Hollywood landmark for more than 50 years,providing sound services to thousands of films and TV showsincluding The Hunger Games, Skyfall, Django Unchained, Divergent,The Heat, The Lone Ranger, 42, Pacific Rim, The Dark Knight, TheTwilight Saga: Breaking Dawn, Inception, Mad Men, CSI, CSI: NY,Person Of Interest, Family Guy and HBO's Game Of Thrones,Entourage, Big Love, Girls and The Newsroom, the report said.SPANISH BROADCASTING: S&P Lowers CCR to 'CCC+'; Outlook Negative----------------------------------------------------------------Standard & Poor's Ratings Services lowered its corporate creditrating on U.S. Spanish-language broadcaster Spanish BroadcastingSystem Inc. (SBS) to 'CCC+' from 'B-'. The outlook is negative.At the same time, S&P lowered its issue-level ratings on thecompany's 12.5% notes due 2017 to 'CCC+' from 'B-'. S&P'srecovery rating remains unchanged at '3', indicating itsexpectation for meaningful recovery (50% to 70%) in the event of apayment default."The downgrade reflects our view that the company's currentcapital structure is unsustainable, given its inability to redeemits preferred stock, which was put to the company in October of2013," said Standard & Poor's credit analyst Chris Valentine.Since October, the company has been unable to come to an agreementwith the preferred holders. Failure to repurchase the preferredstock did not represent an event of default under the secured debtagreement, as there are no cross default provisions. However, ittriggered a voting rights event and it prevents the company fromincurring additional debt in the future, based on the indenturefor the 12.5% senior secured notes, absent an amendment of thedebt incurrence limitations. If not remedied, SBS will not beable to refinance its 12.5% senior secured notes when they comedue in 2017. S&P's 'CCC+' corporate credit rating reflects thesignificant refinancing risk surrounding the company, and alsoreflects tightening liquidity, high debt service costs, andpressure to improve TV segment profitability.S&P views SBS' business risk profile as "vulnerable," resultingfrom advertising demand cyclicality, the company's significantcash flow concentration in a few large U.S. Hispanic markets,competition from much larger rivals, and modest profit at its MegaTV startup network. These factors more than offset the company'shealthy EBITDA margin and favorable Hispanic demographic trends.SBS owns and operates 20 radio stations with significant revenueconcentration in three markets -- New York City, Los Angeles, andMiami -- which are highly competitive markets for Hispanic radioand general media. Key competition includes UnivisionCommunications Inc., which has significantly greater scale andresources. In addition, the company owns and operates three TVstations affiliated with its Mega TV network. Mega TV distributesprogramming through cable and satellite operators. Largelythrough cost reductions, Mega TV has recently become modestlyprofitable. Aided by SBS' investments in programming andpersonnel, S&P expects Mega TV to continue generating a modestprofit, absent a reversal in recent audience trends under itsbase-case scenario. S&P's management and governance assessment is"fair."SBS has a "highly leveraged" financial risk profile, in S&P'sview, based on its fully adjusted debt-to-EBITDA ratio (includingpreferred stock and accrued dividends) above 8.5x as of March 31,2013, consistent with the 5x and higher leverage that S&Passociates with a highly leveraged financial risk profile. Thecompany also has extremely thin interest coverage of 1.1x. S&Pexpects leverage to remain in the high-8x area in 2014 and 2015.Failure to redeem the preferred stock in October precludes thecompany from incurring additional debt based on the indenture. Ifnot remedied, SBS will not be able to refinance its 12.5% seniorsecured notes when they come due in 2017. S&P believes thatmarginal discretionary cash flow, together with narrowing EBITDAcoverage of interest, could jeopardize liquidity and debt serviceprior to 2017. Cash balances have been somewhat stable over thelast few years, at roughly $25 million, while debt leverage hasslowly increased largely as a result of modest EBITDA declines andthe high accreting level of the preferred stock (which S&Pincludes in its debt calculation). S&P also sees a risk that thecurrent negative discretionary cash flow deficit could widen overthe next 12 to 18 months.SPANSION INC: Noteholders Awarded for Assisting Reorganization--------------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that Judge Kevin J. Carey of the U.S. Bankruptcy Court forthe District of Delaware awarded $228,000 to an ad hoc committeeof convertible Noteholders of Spansion Technology Inc.,recognizing the group's contribution to the reorganization of themaker of flash-memory chips.The ad hoc committee of convertible Noteholders and anotherunofficial group, the ad hoc committee of equity security holders,requested more than $5.2 million in fees for their professionals,according to Law360. Judge Carey rejected majority of therequest, ruling that the unofficial groups had added little valueto the case.Judge Carey, however, awarded $228,000 to the ad hoc group ofconvertible Noteholders, noting that "notwithstanding itslitigious litigation strategy," contributed by assisting the courtin determining the company's enterprise value, which was thesubject of a contentious hearing for approval of thereorganization plan, Mr. Rochelle said.The noteholders' objection to Spansion's valuation helped JudgeCarey decide the company's value was $872 million to $944 million,Mr. Rochelle added. About SpansionSpansion Inc. -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storingand protecting digital content in wireless, automotive,networking and consumer electronics applications. Spansion,previously a joint venture of AMD and Fujitsu, is the largestcompany in the world dedicated exclusively to designing,developing, manufacturing, marketing, selling and licensing Flashmemory solutions.Spansion Inc., Spansion LLC, Spansion Technology LLC, SpansionInternational, Inc., and Cerium Laboratories LLC filed voluntarypetitions for Chapter 11 bankruptcy on March 1, 2009 (Bankr. D.Del. Lead Case No. 09-10690). On Feb. 9, 2009, Spansion'sJapanese subsidiary, Spansion Japan Ltd., voluntarily entered intoa proceeding under the Corporate Reorganization Law (Kaisha KoseiHo) of Japan to obtain protection from its creditors as part ofthe company's restructuring efforts. None of Spansion'ssubsidiaries in countries other than the United States and Japanare included in the U.S. or Japan filings. Michael S. Lurey,Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., atLatham & Watkins LLP, served as bankruptcy counsel. Michael R.Lastowski, Esq., at Duane Morris LLP, served as the Delawarecounsel. Epiq Bankruptcy Solutions LLC, is the claims agent.The United States Trustee appointed an official committee ofunsecured creditors in the case. As of Sept. 30, 2008, Spansiondisclosed total assets of US$3,840,000,000, and total debts ofUS$2,398,000,000.Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009(Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner'scounsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. SpansionJapan had US$10 million to US$50 million in assets and US$50million to US$100 million in debts.Spansion submitted its first plan of reorganization on Oct. 26,2009, and gained approval from the U.S. Bankruptcy Court on itsamended disclosure statement on Dec. 22, 2009. Spansionreceived confirmation from the U.S. Bankruptcy Court for its planon April 16, 2010, and emerged from Chapter 11 protection May 10,2010.Spansion entered Chapter 11 reorganization with more than$1.5 billion in debt. Spansion emerged a well-capitalized companywith less than $480 million in debt and roughly $230 million incash, which is supplemented with an undrawn credit line of up to$65 million.STRATUS MEDIA: Delays Form 10-Q, Expects $1.4MM Net Loss in Q1--------------------------------------------------------------RestorGenex Corporation filed with the U.S. Securities andExchangeCommission a Notification of Late Filing on Form 12b-25 withrespect to its quarterly report on Form 10-Q for the quarter endedMarch 31, 2014. The Company said it requires additional time tocomplete the financial statements for the three months ended March31, 2014, and cannot, without unreasonable effort and expense,file its Form 10-Q on or before the prescribed filing date. It isanticipated that the net loss for the three months ended March 31,2014, will be approximately $1,400,000, compared with the loss forthe three months ended March 31, 2013, of $2,601,155. About Stratus MediaSanta Barbara, Calif.-based Stratus Media Group, Inc., is anowner, operator and marketer of live sports and entertainmentevents. Subject to the availability of capital, the Companyintends to aggregate a large number of complementary live sportsand entertainment events across North America and internationally.As reported by the TCR on Dec. 2, 2013, Stratus Media completedits merger with Canterbury Acquisition LLC and HygeiaTherapeutics, Inc. Effective Nov. 18, 2013, Canterbury and Hygeiabecame wholly owned subsidiaries of theCompany.Stratus Media disclosed a net loss of $6.84 million on $374,542 oftotal revenues for the year ended Dec. 31, 2012, as compared witha net loss of $23.63 million on $570,476 of total revenues for theyear ended Dec. 31, 2011. The Company's balance sheet atSept. 30, 2013, showed $3.23 million in total assets, $9.57million in total liabilities, all current, and a $6.33 milliontotal shareholders' deficit.Goldman Kurland and Mohidin LLP, in Encino, California, issued a"going concern" qualification on the consolidated financialstatements for the year ended Dec. 31, 2012. The independentauditors noted that Stratus Media has suffered recurring lossesand has negative cash flow from operations which conditions raisesubstantial doubt as to the ability of the Company to continue asa going concern.SUNVALLEY SOLAR: Incurs $214,000 Net Loss in First Quarter----------------------------------------------------------Sunvalley Solar, Inc., filed with the U.S. Securities and ExchangeCommission its quarterly report on Form 10-Q disclosing a net lossof $214,259 on $2,048 of revenues for the three months endedMarch 31, 2014, as compared with a net loss of $389,148 on $12,656of revenues for the same period in 2013.The Company's balance sheet at March 31, 2014, showed $7.60million in total assets, $5.93 million in total liabilities and$1.66 million in total stockholders' equity.A copy of the Form 10-Q is available for free at: http://goo.gl/bovNJ8 About Sunvalley SolarSunvalley Solar, Inc., is a California-based solar powertechnology and system integration company. Since the inception ofits business in 2007, the company has focused on developing itsexpertise and proprietary technology to install residential,commercial and governmental solar power systems.Sunvalley Solar disclosed a net loss of $1.76 million on $3.74million of revenue for the year ended Dec. 31, 2012, as comparedwith a net loss of $398,866 on $5.82 million of revenue for theyear ended Dec. 31, 2011.Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a"going concern" qualification on the consolidated financialstatements for the year ended Dec. 31, 2012. The independentauditors noted that the Company had losses from operations of$1,767,902 and accumulated deficit of $3,125,692, which raisessubstantial doubt about its ability to continue as a goingconcern.TELEFLEX INC: S&P Assigns 'BB' Rating to $250MM Unsecured Notes---------------------------------------------------------------Standard & Poor's Ratings Services assigned its 'BB' issue-levelrating to Teleflex Inc.'s $250 million unsecured notes due 2024.The recovery rating is '3', indicating S&P's expectations ofmeaningful recovery (50%-70%) of principal in the event ofdefault. Teleflex will use proceeds of the notes to retire aportion the outstanding balance on its revolving credit facility.The notes provide a more permanent financing vehicle for VidacareCorp., which Teleflex acquired in December 2013."At the same time, we are affirming our senior secured debt ratingof 'BBB-' and recovery rating of '1' on the company's revolvingcredit facility, reflecting prospects of very high recovery (90%-100%) of principal in the event of a default. We are lowering ourdebt rating on the company's subordinated debt to 'B+' from 'BB-'and revising the recovery rating to '6' from '5'. This reflectsprospects for negligible recovery (0-10%) of principal in theevent of a default. The downgrade results from a new class ofdebt (senior unsecured) that would rank ahead of subordinatedlenders in bankruptcy," S&P said.Teleflex manufactures and supplies medical devices for criticalcare and surgical applications. S&P's 'BB' corporate creditrating on Teleflex reflects its "fair" business risk profile and"significant" financial risk profile. Despite product andgeographic diversity, Teleflex's products compete with those ofsignificantly larger industry participants such as Ethicon (adivision of Johnson & Johnson), Smith & Nephew, Bard (C.R.) Inc.,and CareFusion Corp. While improving, profitability remainssomewhat low compared with medical device company peers.RATINGS LISTTeleflex Inc. Corporate Credit Rating BB/Stable/--New RatingTeleflex Inc. $250 mil unsecured notes due 2024 BB Recovery rating 3Rating Lowered To FromTeleflex Inc. Subordinated B+ BB Recovery Rating 6 5Rating AffirmedTeleflex Inc. Revolving credit facility BBB- Recovery Rating 1THORNBURG MORTGAGE: Ex-CEO Denies Lying On TV In Bid To Nix Suit----------------------------------------------------------------Law360 reported that the former CEO of TMST Inc. urged a federaljudge to can the U.S. Securities and Exchange Commission's claimsthat he misled investors about the capital position of the since-collapsed mortgage lender in a televised interview given the dayof a purportedly misleading 2007 annual report.According to the report, Larry A. Goldstone argued in New Mexicofederal court that he provided accurate information based on dataavailable at the time in a live television interview on CNBC's"Street Signs" with Erin Burnett on Feb. 28, 2008.The case is Securities and Exchange Commission v. Goldstone etal., Case No. 1:12-cv-00257 (D.N.M.) before Judge James O.Browning. About Thornburg MortgageBased in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)-- http://www.thornburgmortgage.com/-- was a single-family residential mortgage lender focused principally on prime andsuper-prime borrowers seeking jumbo and super-jumbo adjustablerate mortgages. It originated, acquired, and retained investmentsin adjustable and variable rate mortgage assets. Its ARM assetscomprised of purchased ARM assets and ARM loans, includingtraditional ARM assets and hybrid ARM assets.Thornburg Mortgage and its four affiliates filed for Chapter 11bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009.Thornburg changed its name to TMST, Inc.Judge Duncan W. Keir is handling the case. David E. Rice, Esq.,at Venable LLP, in Baltimore, Maryland, served as counsel toThornburg Mortgage. Orrick, Herrington & Sutcliffe LLP served asspecial counsel. Jim Murray and David Hilty of Houlihan LokeyHoward & Zukin Capital, Inc., served as investment banker andfinancial advisor. Protiviti Inc. served as financial advisoryservices. KPMG LLP served as the tax consultant. Epiq Systems,Inc., serves claims and noticing agent. Thornburg disclosed totalassets of $24.4 billion and total debts of $24.7 billion, as ofJan. 31, 2009.On Oct. 28, 2009, the Court approved the appointment of Joel I.Sher as the Chapter 11 Trustee for the Company, TMST AcquisitionSubsidiary, Inc., TMST Home Loans, Inc., and TMST HedgingStrategies, Inc. He is represented by his firm, Shapiro SherGuinot & Sandler.TONGJI HEALTHCARE: Incurs $63,000 Net Loss in First Quarter-----------------------------------------------------------Tongji Healthcare Group, Inc., filed with the U.S. Securities andExchange Commission its quarterly report on Form 10-Q disclosing anet loss of $63,013 on $540,953 of total operating revenues forthe three months ended March 31, 2014, as compared with a net lossof $90,188 on $485,577 of total operating revenues for the sameperiod in 2013.As of March 31, 2014, the Company had $16.16 million in totalassets, $16.90 million in total liabilities, $1.25 million incontingencies, and a $2 million total stockholders' deficit."We generally finance our operations through our operating profitsand borrowings from related parties. As of the date of thisreport, we have not experienced any difficulty in raising fundsfrom related parties, and we have not experienced any liquidityproblems in settling our payables in our ordinary course ofbusiness. We believe that we have adequate funds and capital withrespect to conducting its business over the next twelve months,"the Company stated in the Report.A copy of the Quarterly Report is available for free at: http://goo.gl/hqhlFW About Tongji HealthcareBased in Nanning, Guangxi, the People's Republic of China, TongjiHealthcare Group, Inc., a Nevada corporation, operates NanningTongji Hospital, a general hospital with 105 licensed beds.Tonji Healthcare reported a net loss of $729,685 on $2.37 millionof total operating revenue for the year ended Dec. 31, 2013, ascompared with a net loss of $1.20 million on $2.77 million ofrevenue for the year ended Dec. 31, 2012.Anton & Chia, LLP, in Newport Beach, California, issued a "goingconcern" qualification on the consolidated financial statementsfor the year ended Dec. 31, 2013."The Company's ability to continue as a going concern ultimatelyis dependent on the management's ability to obtain equity or debtfinancing, attain further operating efficiencies, and achieveprofitable operations. Over the past years, the Company had beensuccessful in raising funds from related parties to fund theoperation and new hospital construction. The consolidatedfinancial statements do not include any adjustments relating tothe recoverability and classification of recorded asset amounts oramounts and classification of liabilities that might be necessaryshould the Company not be able to continue as a going concern,"the filing stated.TOTAL PROTECTION: Case Summary & 20 Top Unsecured Creditors-----------------------------------------------------------Debtor: Total Protection Services Carolinas, LLC 5625 Fairview Road Charlotte, NC 28209Case No.: 14-30846Chapter 11 Petition Date: May 15, 2014Court: United States Bankruptcy Court Western District of North Carolina (Charlotte)Judge: Hon. Craig J. WhitleyDebtor's Counsel: James H. Henderson, Esq. JAMES H. HENDERSON, P.C. 1201 Harding Place Charlotte, NC 28204-2248 Tel: 704.333.3444 Fax: 704.333.5003 Email: firstname.lastname@example.com Assets: $0 to $50,000Estimated Liabilities: $1 million to $10 millionThe petition was signed by Phrantceena T. Halres, manager.A list of the Debtor's 20 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/ncwb14-30846.pdfTRAVELPORT HOLDINGS: Selling 7.5 Million Shares of Orbitz---------------------------------------------------------Travelport Limited is offering, through a subsidiary, 7.5 millionshares of common stock of Orbitz Worldwide, Inc., in anunderwritten public offering. If the sale is consummated theunderwriters would have a 30 day option to purchase up to anadditional 1.125 million shares from the Selling Stockholder.Orbitz Worldwide will not receive any proceeds from the offering.Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLCare serving as lead joint book-running managers. Deutsche BankSecurities Inc. and UBS Securities LLC are acting as joint book-running managers of the offering. Cowen and Company, LLC, isserving as co-manager of the offering. The offering of securitiesis made only by means of a written prospectus and relatedprospectus supplement, which together will form a part of OrbitzWorldwide's effective registration statement. The prospectus andprospectus supplement relating to the offering will be filed withthe U.S. Securities and Exchange Commission and will be availableon the SEC's Web site at www.sec.gov. Alternatively, whenavailable, copies of the prospectus and prospectus supplementrelating to this offering may be obtained from Credit SuisseSecurities (USA) LLC, Attention: Prospectus Department, OneMadison Avenue, New York, New York 10010, or by calling 800-221-1037 or by emailing a request to email@example.com; or from Morgan Stanley & Co. LLC, Attention:Prospectus Department, 180 Varick Street, 2nd Floor, New York, NewYork 10014, or by calling 866-718-1649 or by emailing a request email@example.com; or from Deutsche Bank SecuritiesInc., Attention: Prospectus Group, 60 Wall Street, New York, NY10005, or by calling 800-503-4611 or by emailing a request email@example.com; or from UBS Investment Bank, Attention:Prospectus Department, 299 Park Avenue, New York, NY 10171, or bycalling 877-827-7275.The offering is subject to market conditions and the amount ofshares offered may change. About Travelport HoldingsHeadquartered in Atlanta, Georgia, Travelport provides transactionprocessing services to the travel industry through its globaldistribution system business, which includes the group's airlineinformation technology solutions business. During FYE2011, thegroup reported revenues and adjusted EBITDA of US$2 billion andUS$507 million, respectively.Travelport Limited incurred a net loss attributable to the Companyof $192 million in 2013, as compared with a net loss attributableto the Company of $236 million in 2012. As of March 31, 2014, theCompany had $3.18 billion in total assets, $4.39 billion in totalliabilities and a $1.20 billion total deficit. * * *As reported by the TCR on March 7, 2014, Standard and Poor'sRating Services said that it lowered to 'SD' (selective default)from 'CCC+' its long-term corporate credit ratings on U.S.-basedtravel services provider Travelport Holdings Ltd. and its indirectprimary operating subsidiary Travelport LLC (together,Travelport). The downgrades follow the completion of Travelport'sdebt-to-equity swap of its senior subordinated notes due 2016.TUSCANY INTERNATIONAL: U.S. Trustee Is Sole Objector to Plan------------------------------------------------------------Bill Rochelle, the bankruptcy columnist for Bloomberg News,reports that no party-in-interest except for the U.S. Trusteelodged formal objections to Tuscany International Drilling Inc.'splan of reorganization, allowing the bankruptcy court inWilmington, Del., to easily confirm the plan at the May 19hearing.According to the Bloomberg report, the U.S. Trustee complainedthat the Plan, which see lenders swap up to $155 million in debtto acquire the reorganized oilfield services company, dispensesunjustifiably broad releases and immunities to company officers,participants in the bankruptcy, professionals and some creditors.The U.S. Trustee also complained that the Plan can't immunizeanyone from liability for acts that may occur in the future. About Tuscany InternationalTuscany International Holdings (U.S.A.) Ltd. and TuscanyInternational Drilling Inc. sought protection from creditors underChapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead CaseNo. 14-10193) in Delaware on Feb. 2, 2014.Tuscany also commenced ancillary proceedings in the Courtof Queen's Bench of Alberta under the Companies' CreditorsArrangement Act.Pursuant to a restructuring support agreement with prepetitionlenders holding 95% of the prepetition loans, the Debtors haveagreed to sell substantially all of the assets of TID to lendersin exchange for a credit bid of certain of their debt, effectuatedthrough a plan of reorganization.Headquartered in Calgary, Alberta, Tuscany is engaged in thebusiness of providing contract drilling and work-over servicesalong with equipment rentals to the oil and gas industry. Tuscanyis currently focused on providing services to oil and natural gasoperators in South America. Tuscany has operating centers inColombia, Brazil, and Ecuador. The Debtor disclosed $414,624,292in assets and $207,332,530 in liabilities as of the Chapter 11filing.The Colombian and Brazilian businesses are operated by certainnon-debtor affiliates, while the Ecuador business is operated bybranch office of debtor TID. As of the Petition Date, Tuscanyentities owned 26 rigs, of which 12 are located in Colombia, ninein Brazil and five in Ecuador. Of the 26 rigs, 15 were contractedand operational as of the Petition Date and five were directlyowned by the Debtors.Latham & Watkins LLP's Mitchell A. Seider, Esq., Keith A. Simon,Esq., David A. Hammerman, Esq., and Annemarie V. Reilly, Esq.; andYoung Conaway Stargatt & Taylor, LLP's Michael R. Nestor, Esq.,and Kara Hammond Coyle, Esq., serve as the Debtors' co-counsel.FTI Consulting Canada, Inc.'s Deryck Helkaa is the chiefrestructuring officer. Prime Clerk LLC is the claims and noticeagent, and administrative agent. McCarthy Tetrautt LLP is thespecial Canadian counsel. Deloitte & Touche LLP provides taxservices. GMP Securities, LLC serves as investment banker.The Debtors' plan of reorganization dated March 3, 2014, proposesthat a newly-formed entity organized by certain prepetitionlenders will credit bid a principal amount of the PrepetitionCredit Agreement Claims or DIP Facility Claims to be determined inexchange for all or substantially all of the assets of the HoldCo.The Bankruptcy Court has entered an order approving the biddingprocedures for the sale of all or any portion of the Debtors'assets or the new capital stock of Reorganized HoldCo, asreorganized under the Plan. These bidding procedures are to beutilized by the Debtors in the postpetition sale process in aneffort to secure the highest or otherwise best offer for the saleof the Debtors' businesses.The U.S. Trustee said that an official committee of unsecuredcreditors has not been appointed in the Debtors' cases.An Official Committee of Equity Security Holders has beenappointed in the case. The Equity Committee has tapped asbankruptcy counsel Adam G. Landis, Esq., Kerri K. Mumford, Esq.,James S. Green Jr., Esq., J. Landon Ellis, Esq., and Joseph D.Wright, Esq., at Landis Rath & Cobb LLP.UNILAVA CORP: Reports $229,600 Net Loss in First Quarter--------------------------------------------------------Unilava Corporation filed with the U.S. Securities and ExchangeCommission its quarterly report on Form 10-Q disclosing a net lossof $229,651 on $544,057 of revenue for the three months endedMarch 31, 2014, as compared with a net loss of $428,281 on$763,896 of revenue for the same period in 2013.The Company's balance sheet at March 31, 2014, showed $2.52million in total assets, $9.44 million in total liabilities and a$6.91 million total stockholders' deficit.As of March 31, 2014, the Company had cash and cash equivalents ofapproximately $28,159."The Company has and will continue to use significant capital togrow and acquire market share. These factors raise substantialdoubt about the ability of the Company to continue as a goingconcern. In this regard, management is proposing to raise anynecessary additional funds not provided by operations throughloans or through sales of their common stock. There is noassurance that the Company will be successful in raising thisadditional capital or in achieving profitable operations. Thefinancial statements do not include any adjustments relating tothe recoverability and classification of recorded asset amounts oramounts and classification of liabilities that might result fromthis uncertainty," the Company stated in the Report.A copy of the Form 10-Q is available for free at: http://goo.gl/pOEapQ About Unilava CorporationUnilava Corporation (OTC BB: UNLA) -- http://www.unilava.com/-- is a diversified communications holding company incorporated underthe laws of the State of Wyoming in 2009. Unilava and itssubsidiary brands provide a variety of communications services,products, and equipment that address the needs of corporations,small businesses and consumers. The Company is licensed toprovide long distance services in 41 states throughout the U.S.and local phone services across 11 states. Through its carrier-grade microwave wireless broadband infrastructure and broadbandInternet access partners, the Company also offers mobile and high-definition IP-hosted voice services to residential customers andcorporate clients. Additionally, Unilava delivers a comprehensiveand integrated suite of fee-based online and mobile advertisingand web services to a broad array of business enterprises.Headquartered in San Francisco, the Company has regional officesin Chicago, Seoul, Hong Kong, and Beijing.Unilava reported a net loss of $1.58 million in 2012, as comparedwith a net loss of $2.98 million in 2011.Shelley International CPA, in Mesa, AZ, issued a "going concern"qualification on the consolidated financial statements for theyear ended Dec. 31, 2012. The independent auditors noted thatthe Company has suffered losses from operations, which raisessubstantial doubt about its ability to continue as a goingconcern.UNIVERSAL COOPERATIVES: Has Interim OK to Obtain $3.9MM DIP Loan----------------------------------------------------------------Universal Cooperatives, Inc., et al., obtained interim authorityfrom the U.S. Bankruptcy Court for the District of Delaware toobtain postpetition financing up to an aggregate principal amountof $3,977,784, from Bank of America, N.A., as administrative agentfor itself and for a syndicate of financial institutions.The Debtors are also given interim authority to use cashcollateral securing their prepetition indebtedness. BAC is alsothe prepetition lender of the Debtors, owed about $9 million on arevolving credit and term loan.The Interim Order provides that Prepetition Secured Parties aregranted a replacement security interest in and junior lien uponall the Collateral, and which Adequate Protection Lien will besubject to disgorgement to the extent that Prepetition Liens aresuccessfully challenged by third parties.Andrew L. Magaziner, Esq., at Young Conaway Stargatt & Taylor,LLP, in Wilmington, Delaware, representing the Debtors, related inpapers filed in Court that subsequent to filing the DIP Motion,the Debtors entered into good faith negotiations with the Officeof the U.S. trustee for the District of Delaware regarding theterms of the proposed form of order approving the DIP Motion on aninterim basis. As a result of those discussions, the Debtorspresented a consensual form of Interim Order at a hearing held onMay 13. At the hearing, Bankruptcy Judge Mary Walrath requestedclarification regarding the Debtors' proposed postpetition budget.A final hearing is scheduled for June 6, 2014, at 10:30 a.m.Objections must be submitted no later than May 30 and must beserved on the following: (a) counsel to the Debtors: Michael Small, Esq. FOLEY & LARDNER LLP 321 N. Clark Street, Suite 2800 Chicago, IL 60654 (b) counsel to BAC, as Agent: Gregory M. Gartland, Esq. WINSTON & STRAWN LLP 35 West Wacker Drive Chicago, IL 60601 Email: email@example.com (c) Office of the U.S. Trustee for the District of DelawareAt the June 6 hearing, Judge Walrath will also consider theDebtors' request for an extension of their time to file schedulesof assets and liabilities and statements of financial affairs.The Debtors' current deadline to file their Schedules andStatements is June 10. The Debtors seek extension of thatdeadline until July 10 because compilation of information frombooks, records and documents requires an expenditure ofsubstantial time and effort.A full-text copy of the Interim DIP Order with Budget is availableat http://bankrupt.com/misc/UNIVERSALdipord.pdf About Universal CooperativesAs an inter-regional farm supply cooperative, UniversalCooperatives, Inc. consolidates the purchasing power of itsmembers to procure, and/or manufacture, and distribute highquality products at competitive prices. Universal has 14 votingmembers and over 50 associate members.Eagan, Minnesota-based Universal Cooperatives and its affiliatessought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are HeritageTrading Company, LLC; Bridon Cordage LLC; Universal CropProtection Alliance, LLC; Agrilon International, LLC; and Pavalon,Inc. UCI do Brasil, a majority-owned subsidiary located inBrazil, is not a debtor in the Chapter 11 casesThe cases are assigned to Judge Mary F. Walrath.Universal estimated $1 million to $10 million in assets and $10million to $50 million in debt. Heritage estimated less than $10million in assets and debt.The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP,and Foley & Lardner LLP as counsel; The Keystone Group, asfinancial advisor and Prime Clerk as notice and claims agent.Bank of America, N.A., as agent for the DIP Lenders, isrepresented by Daniel J. McGuire, Edward Kosmowski, Esq., andGregory M. Gartland, Esq., at Winston & Strawn, LLP.UNIVERSAL COOPERATIVES: Employs Foley & Lardner as Counsel----------------------------------------------------------Universal Cooperatives, Inc., et al., seek authority from the U.S.Bankruptcy Court for the District of Delaware to employ Foley &Lardner LLP as attorneys to render the following services: * provide legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business, management of their properties and the potential sale of their assets; * prepare and pursue confirmation of a plan and approval of a disclosure statement; * prepare on behalf of the Debtors necessary applications, motions, answers, orders, reports and other legal papers; * appear in Court and to protect the interests of the Debtors before the Court; * advise the Debtors regarding general corporate matters, state and federal regulatory matters, finance matters, international law matters, agricultural law matters, labor and employment matters, intellectual property matters, environmental law matters; * represent and advise the Debtors in litigation; * perform all other legal services for the Debtors which may be necessary and proper in these proceedings.The rates for the principal attorneys and paralegal currentlydesignated to represent the Debtors and their hourly rates are: Mark L. Prager, Esq. Partner $822 Michael J. Small, Esq. Partner $676 Lars A. Peterson, Esq. Associate $493 Emil P. Khatchatourian, Esq. Associate $366 Katherine Hall Paralegal $239The Debtors have also agreed to pay Foley's reasonable fees andexpenses in connection with Foley's preparation of its retentionand fee applications during these Chapter 11 Cases. Moreover, theDebtors will reimburse Foley for all expenses incurred inconnection with the representation of a client.Foley was retained by the Debtors pursuant to an engagement letterdated March 27, 2014 and an amendment to the engagement letterdated April 17, 2014 .During the 90 days prior to the Petition Date, Foley receivedpayments of retainers and replenishments thereof from the Debtorsfor application toward payment of subsequent prepetitionprofessional services in the aggregate amount of approximately$257,740 in fees and $682 in expense reimbursements, for a totalof $258,422. On May 9, 2014, Foley received a payment from theDebtors in the amount of $220,000 for use as a retainer inconnection with the postpetition representation of the Debtors.Mr. Small assures the Court that his firm is a "disinterestedperson" as the term is defined in Section 101(14) of theBankruptcy Code and does not represent any interest adverse to theDebtors and their estates. Mr. Small, however, discloses that isfirm represents Bank of America, N.A., in matters unrelated to theChapter 11 cases.The firm may be reached at: Mark L. Prager, Esq. Michael J. Small, Esq. Emil P. Khatchatourian, Esq. Lars A. Peterson, Esq. FOLEY & LARDNER LLP 321 North Clark Street, Suite 2800 Chicago, IL 60654-5313 Telephone: (312) 832-4500 Facsimile: (312) 832-4700A hearing to consider approval of the employment application willbe held on June 6, 2014 at 10:30 a.m. (ET). Objections are dueMay 30. About Universal CooperativesAs an inter-regional farm supply cooperative, UniversalCooperatives, Inc. consolidates the purchasing power of itsmembers to procure, and/or manufacture, and distribute highquality products at competitive prices. Universal has 14 votingmembers and over 50 associate members.Eagan, Minnesota-based Universal Cooperatives and its affiliatessought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are HeritageTrading Company, LLC; Bridon Cordage LLC; Universal CropProtection Alliance, LLC; Agrilon International, LLC; and Pavalon,Inc. UCI do Brasil, a majority-owned subsidiary located inBrazil, is not a debtor in the Chapter 11 casesThe cases are assigned to Judge Mary F. Walrath.Universal estimated $1 million to $10 million in assets and $10million to $50 million in debt. Heritage estimated less than $10million in assets and debt.The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP,and Foley & Lardner LLP as counsel; The Keystone Group, asfinancial advisor and Prime Clerk as notice and claims agent.Bank of America, N.A., as agent for the DIP Lenders, isrepresented by Daniel J. McGuire, Edward Kosmowski, Esq., andGregory M. Gartland, Esq., at Winston & Strawn, LLP.UNIVERSAL COOPERATIVES: Hires Young Conaway as Local Counsel------------------------------------------------------------Universal Cooperatives, Inc., et al., seek authority from the U.S.Bankruptcy Court for the District of Delaware to employ YoungConaway Stargatt & Taylor, LLP, as local Delaware counsel.The professional services that Young Conaway will render to theDebtors include the following: * providing legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their businesses, management of their properties, and the sale of their assets; * preparing and pursuing confirmation of a plan and approval of a disclosure statement; * preparing on behalf of the Debtors necessary applications, motions, answers, orders, reports, and other legal papers; * appearing in Court and protecting the interests of the Debtors before the Court; and * performing all other legal services for the Debtors that may be necessary and proper in these proceedings.The principal attorneys and paralegal presently designated torepresent the Debtors and their current standard hourly ratesare: Robert S. Brady, Esq. Partner $765 Andrew L. Magaziner, Esq. Associate $350 Travis G. Buchanan, Esq. Associate $300 Michael Girello Paralegal $240The firm will also be reimbursed for any necessary out-of-pocketexpenses.Young Conaway was retained by the Debtors pursuant to anengagement agreement dated as of May 5, 2014. In accordance withthe Engagement Agreement, on May 9, Young Conaway received aretainer in the amount of $50,000 in connection with the planningand preparation of initial documents, its proposed postpetitionrepresentation of the Debtors, and chapter 11 filing fees. YoungConaway received no other payments from the Debtors in the 12months before the Petition Date for services rendered or to berendered in contemplation of or in connection with thesechapter 11 cases. Prior to the Petition Date, Young Conawayincurred fees in the amount of $39,929 and expenses in the amountof $7,586 in connection with filing fees due at the outset of thecases. Thus, Young Conaway is holding a postpetition retainer of$2,484 as security for postpetition services and expenses.Mr. Brady assures the Court that it is a "disinterested person" asthe term is defined in Section 101(14) of the Bankruptcy Code anddoes not represent any interest adverse to the Debtors and theirestates. Mr. Brady, however, discloses that his firm currentlyrepresents a U.S. Bank affiliate, Travelers Insurance Co., aVerizon Communications, Inc. affiliates, State of Delaware, aChubb Group of Insurance Companies affiliate, and AIG affiliatesin matters wholly unrelated to the Debtors or their Chapter 11cases:The firm may be reached at: Robert S. Brady, Esq. Andrew L. Magaziner, Esq. Travis G. Buchanan, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253A hearing to consider approval of the employment application willbe held on June 6, 2014 at 10:30 a.m. (ET). Objections are dueMay 30. About Universal CooperativesAs an inter-regional farm supply cooperative, UniversalCooperatives, Inc. consolidates the purchasing power of itsmembers to procure, and/or manufacture, and distribute highquality products at competitive prices. Universal has 14 votingmembers and over 50 associate members.Eagan, Minnesota-based Universal Cooperatives and its affiliatessought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are HeritageTrading Company, LLC; Bridon Cordage LLC; Universal CropProtection Alliance, LLC; Agrilon International, LLC; and Pavalon,Inc. UCI do Brasil, a majority-owned subsidiary located inBrazil, is not a debtor in the Chapter 11 casesThe cases are assigned to Judge Mary F. Walrath.Universal estimated $1 million to $10 million in assets and $10million to $50 million in debt. Heritage estimated less than $10million in assets and debt.The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP,and Foley & Lardner LLP as counsel; The Keystone Group, asfinancial advisor and Prime Clerk as notice and claims agent.Bank of America, N.A., as agent for the DIP Lenders, isrepresented by Daniel J. McGuire, Edward Kosmowski, Esq., andGregory M. Gartland, Esq., at Winston & Strawn, LLP.UNIVERSAL COOPERATIVES: Taps Keystone for Management Services-------------------------------------------------------------Universal Cooperatives, Inc., et al., seeks authority from theU.S. Bankruptcy Court for the District of Delaware to employKeystone Consulting Group, LLC, to provide interim managementservices, and designate Christophe Jeannin as chief restructuringofficer.The Debtors anticipate that during the Chapter 11 Cases, inaddition to the ordinary course duties of a CRO, Mr. Jeannin andthe Additional Personnel will perform a broad range of services,including, without limitation, the following: * Communicate with the Debtors' stakeholders, including but not limited to vendors, customer, employees, lenders, creditor committees, Court officials, attorneys and other services providers; * Together with the Debtors' leadership team, lead the implementation of the restructuring plan, including devising operational changes as deemed necessary; * Make employment-related decisions following consultation with the Debtors' general counsel or other designated independent legal counsel; * Monitor daily cash allocation and cash management processes, including the preparation of reports to manage the DIP budget and associated financing; * Together with the Debtors' leadership team, lead and manage the marketing and auction process for the Debtors' going concern assets with both strategic and financial buyers; and * Assist in communications and/or negotiations with outside constituents including banks and their advisors.Mr. Jeannin will be paid $775 per hour for his role as CRO.Additional Keystone personnel expected to perform services for theDebtors and their hourly rates are the following: Name Description Rate ---- ----------- ---- Andy Rolfe Ancillary Support & Financial Planning $875 Mark Harvey Marketing and Sale Process Planning $425 Rob Cerato Cash Management, Financial Planning, and Operational Analysis $200To the extent additional Keystone personnel provide services tothe Debtors during the pendency of these cases, Keystone's feeswill be based on the hours spent by the personnel at Keystone'sapplicable hourly rates, which are as follows: Managing Director $875 Director $775 Principal $425-$575 Associate $250-$325 Analyst $175-$275The Debtors will also reimburse Keystone for all reasonable andnecessary expenses incurred in connection with the Chapter 11cases.Keystone received an initial retainer of $60,000 on Feb. 11, 2014,from the Debtors. During the 90 days prior to the Petition Date,the Debtors paid Keystone a total of $955,666 incurred inproviding services to the Debtors in contemplation of, and inconnection with, prepetition restructuring activities. Inaddition to the Initial Retainer, Keystone also received a$275,000 retainer on May 9, 2014, to be held as security forpostpetition services and expenses incurred in connection with,and during the pendency of, the Chapter 11 cases.Mr. Jeannin, a director of Keystone Consulting Group, LLC, assuresthe Court that his firm is a "disinterested person" as the term isdefined in Section 101(14) of the Bankruptcy Code and does notrepresent any interest adverse to the Debtors and their estates.He, however, discloses that Bank of America, N.A., is a referralsource, Keystone client, and lender to various Keystone clients inmatters unrelated to the Debtors or their Chapter 11 cases. Headds that Foley & Lardner LLP, proposed counsel to the Debtors,has served as legal counsel for past Keystone clients in mattersunrelated to the Debtors or the Chapter 11 cases.A hearing to consider approval of the employment application isscheduled for June 6, 2014 at 10:30 a.m. (ET). Objections are dueMay 30. About Universal CooperativesAs an inter-regional farm supply cooperative, UniversalCooperatives, Inc. consolidates the purchasing power of itsmembers to procure, and/or manufacture, and distribute highquality products at competitive prices. Universal has 14 votingmembers and over 50 associate members.Eagan, Minnesota-based Universal Cooperatives and its affiliatessought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are HeritageTrading Company, LLC; Bridon Cordage LLC; Universal CropProtection Alliance, LLC; Agrilon International, LLC; and Pavalon,Inc. UCI do Brasil, a majority-owned subsidiary located inBrazil, is not a debtor in the Chapter 11 casesThe cases are assigned to Judge Mary F. Walrath.Universal estimated $1 million to $10 million in assets and $10million to $50 million in debt. Heritage estimated less than $10million in assets and debt.The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP,and Foley & Lardner LLP as counsel; The Keystone Group, asfinancial advisor and Prime Clerk as notice and claims agent.Bank of America, N.A., as agent for the DIP Lenders, isrepresented by Daniel J. McGuire, Edward Kosmowski, Esq., andGregory M. Gartland, Esq., at Winston & Strawn, LLP.UNIVERSAL COOPERATIVES: Employs Prime Clerk as Admin. Advisor-------------------------------------------------------------Universal Cooperatives, Inc., et al., seek authority from the U.S.Bankruptcy Court for the District of Delaware to employ PrimeClerk LLC as administrative advisor to: (a) assist with, among other things, solicitation, balloting, and tabulation and calculation of votes, as well as prepare any appropriate reports, as required in furtherance of confirmation of any chapter 11 plan in these cases; (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results for any chapter 11 plan(s) in the Chapter 11 cases; (c) gather data in conjunction with the preparation, and assist with the preparation, of the Debtors' schedules of assets and liabilities and statements of financial affairs; (d) provide a confidential data room; (e) manage any distributions pursuant to any confirmed Chapter 11 plan(s) in these cases; and (f) provide other claims processing, noticing, solicitation, balloting, and administrative services described in the Engagement Agreement.Michael J. Frishberg, the Co-President and Chief Operating Officerfor Prime Clerk LLC, assures the Court that his firm is a"disinterested person" as the term is defined in Section 101(14)of the Bankruptcy Code and does not represent any interest adverseto the Debtors and their estates.The Debtors have sought and obtained Court authority to employPrime Clerk to serve as claims and noticing agent for the Debtorsto, among other things: (i) distribute required notices toparties-in-interest; (ii) receive, maintain, docket, and otherwiseadminister the proofs of claim filed in the Debtors' cases; and(iii) provide other noticing, claims, and administrative services.A hearing on the Debtors' application to employ Prime Clerk asadministrative advisor is scheduled for June 6, 2014 at 10:30 a.m.(ET). Objections are due May 30. About Universal CooperativesAs an inter-regional farm supply cooperative, UniversalCooperatives, Inc. consolidates the purchasing power of itsmembers to procure, and/or manufacture, and distribute highquality products at competitive prices. Universal has 14 votingmembers and over 50 associate members.Eagan, Minnesota-based Universal Cooperatives and its affiliatessought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are HeritageTrading Company, LLC; Bridon Cordage LLC; Universal CropProtection Alliance, LLC; Agrilon International, LLC; and Pavalon,Inc. UCI do Brasil, a majority-owned subsidiary located inBrazil, is not a debtor in the Chapter 11 casesThe cases are assigned to Judge Mary F. Walrath.Universal estimated $1 million to $10 million in assets and $10million to $50 million in debt. Heritage estimated less than $10million in assets and debt.The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP,and Foley & Lardner LLP as counsel; The Keystone Group, asfinancial advisor and Prime Clerk as notice and claims agent.Bank of America, N.A., as agent for the DIP Lenders, isrepresented by Daniel J. McGuire, Edward Kosmowski, Esq., andGregory M. Gartland, Esq., at Winston & Strawn, LLP.UNIVERSAL LOGISTICS: Case Summary & 20 Top Unsecured Creditors--------------------------------------------------------------Debtor: Universal Logistics Group West Inc. 1000 New County Road Secaucus, NJ 07094Case No.: 14-20162Chapter 11 Petition Date: May 19, 2014Court: United States Bankruptcy Court District of New Jersey (Newark)Judge: Hon. Rosemary GambardellaDebtor's Counsel: Lawrence F. Morrison, Esq. MORRISON TENENBAUM PLLC 87 Walker Street Floor 2 New York, NY 10013 Tel: 212-620-0938 Fax: (646) 390-5095 Email: email@example.com Assets: $0 to $50,000Estimated Liabilities: $1 million to $10 million0The petition was signed by Paul Greenspan, president.A list of the Debtor's 20 largest unsecured creditors is availablefor free at http://bankrupt.com/misc/njb14-20162.pdfUTSTARCOM HOLDINGS: Two Directors Resigned------------------------------------------UTStarcom announced the resignation of two members of its board ofdirectors as part of its initiative to streamline the Company'scorporate governance structure and improve the efficiency of theboard.Mr. Tianruo Pu, the current chief financial officer of theCompany, has resigned from the board, effective May 13, 2014. Mr.Pu has been a member of the Company's board since Nov. 17, 2011.Mr. Pu will remain as the Company's chief financial officer.Additionally, Mr. Baichuan Du, who has completed a full three-yearterm as an independent director, has resigned from the board,effective May 13, 2014.The Company does not intend to fill the vacancies left by theseresignations. The board of directors going forward will consistof six directors, including four independent directors. And thenationalities of the six directors are 3 US citizens, 1 Canadian,and 2 Chinese. About UTStarcom, Inc.UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions andinternational service and support. The Company sells itssolutions to operators in both emerging and establishedtelecommunications markets around the world. UTStarcom enablesits customers to rapidly deploy revenue-generating access servicesusing their existing infrastructure, while providing a migrationpath to cost-efficient, end-to-end IP networks. The Company'sheadquarters are currently in Alameda, California, with itsresearch and design operations primarily in China.UTStarcom Holdings reported a net loss of $22.73 million on$164.43 million of net sales for the year ended Dec. 31, 2013, ascompared with a net loss of $35.57 million on $186.72 million ofnet sales for the year ended Dec. 31, 2012. As of March 31, 2014,the Company had $345.90 million in total assets, $202.79 millionin total liabilities and $143.11 million in total equity."We have a history of operating losses and may not have sufficientliquidity to execute our business plan or to continue ouroperations without obtaining additional funding or sellingadditional securities. We may not be able to obtain additionalfunding under commercially reasonable terms or issue additionalsecurities," the Company said in the Annual Report for the yearended Dec. 31, 2013.VELTI DR LIMITED: Chapter 15 Case Summary-----------------------------------------Chapter 15 Petitioners: Nicholas Guy Edwards and Robert James HardingChapter 15 Debtor: Velti DR LimitedChapter 15 Case No.: 14-11270Type of Business: The Debtor's principal activities were the development and marketing of mobile advertising platforms. The Debtor is not anymore operating and has sold the majority of its assets immediately following the appointment of administrators.Chapter 15 Petition Date: May 21, 2014Court: United States Bankruptcy Court District of Delaware (Delaware)Judge: Hon. Peter J. WalshChapter 15 Petitioners' R. Craig Martin, Esq.Counsel: Stuart M. Brown, Esq. DLA PIPER LLP (US) 919 North Market Street, Suite 1500 Wilmington, DE 19801 Tel: 302-468-5655 Fax: 302-778-7834 Email: firstname.lastname@example.com email@example.com - and - Richard A. Chesley, Esq. Matthew M. Murphy, Esq. Chun I. Jang, Esq. DLA PIPER LLP (US) 203 N. LaSalle Street, Suite 1900 Chicago, IL 60601 Tel: (312) 368-4000 Fax: (312) 236-7516 Email: email@example.com email@example.com email@example.com Assets: $10 million to $50 millionEstimated Debts: $100 million to $500 millionPending bankruptcy case filed by an affiliate: Debtor: Velti, Inc., et al. Case No.: 13-12878 Petition Date: 11/04/2013 Judge: Hon. Peter J. WalshVOGUE INTERNATIONAL: Moody's Assigns B2 Corporate Family Rating---------------------------------------------------------------Moody's Investors Service assigned Vogue International LLC a B2Corporate Family Rating, B3-PD Probability of Default Rating, andB2 ratings to the company's $445 million senior secured creditfacility instruments. Vogue utilized the net proceeds from a $415million term loan to fund a $400 million distribution to itsfounder Todd Christopher and pay transaction fees and expenses.Concurrent with the February 2014 financing, The Carlyle Grouppurchased 49% of Vogue's equity from Todd Christopher forapproximately $391 million. Vogue did not receive any proceedsfrom Carlyle's equity acquisition. This is the first time Moody'shas rated Vogue. The rating outlook is stable.Moody's assigned the following ratings to Vogue International LLC: Corporate Family Rating at B2 Probability of Default Rating at B3-PD Senior Secured Bank Credit Facility (Revolver and Term Loan) atB2, LGD3 - 35%Rating Outlook is StableRatings RationaleVogue's B2 CFR reflects its good market position in a nichesegment of the mass hair care category, recent significant marketshare gains, and positive projected free cash flow. Thesestrengths are tempered by its modest scale, limited operatinghistory at current sales levels, narrow product focus, highcustomer concentration, strong competition and moderate leverage.The company has good insight into consumer preferences forshampoos and conditioners and is benefiting from significantdistribution gains in recent years. Moody's nevertheless believesthat revenue growth will slow to a level closer to the low singledigit category growth rate as distribution gains moderate, andthat earnings are vulnerable to changing customer demand andcompetitor actions. Moody's projects that Vogue's moderate debt-to-EBITDA leverage (3.6x LTM 3/31/14 incorporating Moody'sstandard adjustments) will decline over the next 12 months as itcontinues to grow, but that leverage is vulnerable to swings basedon anticipated EBITDA volatility and event risk under partialprivate equity ownership. Vogue is also heavily reliant on itsfounder, which creates succession risk.Vogue's B3-PD rating reflects the 65% family recovery rateassumption utilized for companies with a capital structureconsisting of one class of first lien bank debt with financialmaintenance covenants.Vogue has a good liquidity position supported by existing cash($13.4 million as of 3/31/14) and approximately $40 million ofprojected free cash flow. These cash sources provide good coverageof the $4.15 million required annual term loan amortization andany remaining expenses associated with the class action lawsuitrelated to use of the ORGANIX trademark for which a judge-approvedsettlement has been reached. Vogue's undrawn $30 million revolverexpiring in February 2019 provides additional liquidity support.Moody's expects that Vogue will maintain a healthy EBITDA cushionwithin the maximum first lien senior secured leverage covenant,although significant covenant step downs by the end of 2015 willreduce the cushion if growth slows.Vogue's stable rating outlook reflects Moody's view that thecompany will continue to benefit from distribution gains to growrevenue and EBITDA over the next 12 months and that the companywill maintain a good liquidity position. Moody's projects thatdebt-to-EBITDA leverage will decline to a mid 3x range over thenext 12 months.Customer or competitor actions that pressure Vogue's revenue andEBITDA through a deterioration in market share, retaildistribution or pricing could result in a downgrade. Acquisitions,shareholder distributions or other actions that increase debt-to-EBITDA above 4.5x, or a deterioration in liquidity could alsoresult in a downgrade.An upgrade is unlikely at this time, but could be considered ifVogue increases its scale and product diversity, demonstrates alonger-term track record of profitable growth, and develops asolid succession plan. Vogue would also need to maintainconservative financial policies including debt-to-EBITDA leveragebelow 3.0x and maintain a good liquidity position to be consideredfor an upgrade.The principal methodology used in this rating was the GlobalPackaged Goods published in June 2013. Other methodologies usedinclude Loss Given Default for Speculative-Grade Non-FinancialCompanies in the U.S., Canada and EMEA published in June 2009.Vogue, headquartered in Clearwater, FL, develops, markets,distributes and sells hair care products primarily to mass marketconsumers. Vogue's main brand is OGX, with its styling brand - FXEffects -- accounting for less than 5% of revenue. Vogue wasfounded in 1986 by Todd Christopher who sold 49% of the company toThe Carlyle Group in February 2014. Revenue for the 12 monthsended March 2014 was approximately $210 million.WATERFRONT OFFICE: Seeks Final Decree Closing Case--------------------------------------------------Waterfront Office Building, LP filed a motion with the U.S.Bankruptcy Court seeking a final decree order closing the Debtor'scase.The Debtors' Third Amended Plan of Reorganization was confirmed byCourt Order on February 25, 2014.Stamford, Conn.-based Waterfront Office Building, LP, filed avoluntary Chapter 11 petition (Bankr. D. Conn. Case No. 12-52121)in Bridgeport on Nov. 27, 2012, listing $50 million to $100million in both assets and debts. The Debtor owns a 206,186square foot multi-tenant office building on 8.1 waterfront acreswith two on site restaurants and an adjacent 71-slip marina.Summer Office Building, LP, also filed for Chapter 11 (Bankr. D.Conn. Case No. 12-52122), listing $10 million to $50 million inassets and $50 million to $100 million in debts.Judge Alan H.W. Shiff oversees the Chapter 11 cases. Thepetitions were signed by Paul Kuehner, manager of managing memberof sole member of Debtor's GP.DG Hyp is represented by John Carberry, Esq., at Cumming &Lockwood LLC, in Stamford, Connecticut; and Deborah J. Piazza,Esq., at Tarter Krinsky & Drogin LLP, in New York.This concludes the Troubled Company Reporter's coverage ofWaterfront Office Building until facts and circumstances, if any,emerge that demonstrate financial or operational strain ordifficulty at a level sufficient to warrant renewed coverage.WEST CORP: To Acquire Health Advocate for $265 Million------------------------------------------------------West Corporation has entered into an agreement to acquire HealthAdvocateTM, Inc., an independent provider of healthcare advocacyservices.Health Advocate serves 40+ million Americans through more than10,000 client relationships, including many of the nation'slargest employers, by helping members personally navigatehealthcare and insurance-related issues, saving them time andmoney. Health Advocate leverages the power of pricingtransparency and personalized health communications to helpmembers make better informed decisions and get more value out ofthe healthcare system. Additional services include wellnesscoaching, employee assistant programs (EAP), nurse line,biometrics screenings and chronic care solutions. HealthAdvocate's leading-edge technology platform combined withclinical, health plan and claims billing experts can supportconsumers with a wide range of healthcare or health insuranceissues."Healthcare is an important market for West Corporation," saidNancee Berger, president and COO of West Corporation. "HealthAdvocate's solutions in consumer navigation, engagement,prevention and chronic care combined with West's existinghealthcare communication services enriches our ability to helpsolve some of the challenges within the healthcare market. Withsignificant clinical resources on staff, including MDs and RNs,Health Advocate significantly deepens and expands West'shealthcare expertise.""We are excited to join West Corporation," said Michael J.Cardillo, president, CEO and cofounder of Health Advocate. "Westhas technology, operational expertise and client relationships tofuel Health Advocate's growth."The purchase price for Health Advocate is approximately $265million excluding working capital adjustments. West expects tofund the purchase with a combination of cash on hand, itsrevolving trade accounts receivable financing facility and itsSenior Secured Revolving Credit Facility. Closing of thistransaction, which is subject to customary closing conditions, isexpected to occur within 60 days. In 2013, Health Advocate hadrevenue of approximately $86 million."We look forward to adding the talented group of leaders at HealthAdvocate to our team," said Tom Barker, chairman and CEO of WestCorporation. "This transaction will benefit the Companyfinancially as Health Advocate brings revenue growth in the mid-teens, strong profitability, low client concentration anddiversity of revenue. At the time of closing, we expect to updateour 2014 guidance." About West CorporationFounded in 1986 and headquartered in Omaha, Nebraska, WestCorporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies,organizations and government agencies. West Corporation has ateam of 41,000 employees based in North America, Europe and Asia.West Corp posted net income of $143.20 million in 2013, ascompared with net income of $125.54 million in 2012. TheCompany's balance sheet at March 31, 2014, showed $3.54 billion intotal assets, $4.25 billion in total liabilities and a $709.40million total stockholders' deficit. Bankruptcy Warning"If we cannot make scheduled payments on our debt, we will be indefault, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its quarterly report for the period ended March 31, 2014. * * *As reported by the TCR on June 21, 2013, Standard & Poor's RatingsServices raised its corporate credit rating on Omaha, Neb.-basedbusiness process outsourcer West Corp. to 'BB-' from 'B+'. Theupgrade reflects Standard & Poor's view that lower debt leverageand a less aggressive financial policy will strengthen thecompany's financial profile.In the April 4, 2013, edition of the TCR, Moody's Investor Serviceupgraded West Corporation's Corporate Family Rating to B1 from B2."The CFR upgrade to B1 reflects West's shift to a moreconservative capital structure and financial policies as apublicly owned company", stated Moody's analyst Suzanne Wingo.* Educ. Dept. Urged to Clarify Student Loan Bankruptcies Policy---------------------------------------------------------------Mark Keierleber, writing for The Chronicle of Higher Education,reported that seven Democratic members of Congress are pushing forclarity and lenience in how the Department of Education and itscontractors forgive student-loan borrowers who are bankrupt andunable to pay back their loan debt."Because federal law treats student debt as nondischargeable inbankruptcy proceedings, borrowers can be burdened with this debtfor a lifetime even if circumstances make it unlikely that theborrower will ever be able to repay," the members wrote in aletter to the education secretary, Arne Duncan, the reportrelated.Under federal law, student-loan borrowers are unable to dischargetheir debt in bankruptcy unless they can demonstrate "unduehardship" in paying it back, the report further related.Education Department contractors often block attempts to proveundue hardship, the letter argues, by "aggressively challenging"borrowers' claims that they are unable to make payments, accordingto the report.According to the letter, the department should create "clearstandards" for borrowers to qualify for discharging their student-loan debt, the report added.* Credit Suisse Plea Raises Risk of U.S. Bank Indictment--------------------------------------------------------Ronald Orol, writing for The Deal, reported that analysts andobservers describe the Justice Department's $2.6 billion landmarksettlement with Credit Suisse Group as a "felony light" approachthat sends a message: Big U.S. banks could be required to pleadguilty for their offenses.At issue are criminal charges filed in federal court by theJustice Department over efforts by Credit Suisse to help itsaccount holders actively deceive U.S. tax authorities by"concealing assets and income in illegal, undeclared bankaccounts," according to the report.Many observers have worried for years that such a criminalindictment -- the first at a big financial institution in over adecade -- could force a big bank into bankruptcy, following in thefootsteps of Arthur Andersen's collapse after a criminalindictment in 2002 and Drexel Burnham's indictment and forcedChapter 11 filing in 1990, the report said.Most experts said it is unlikely bankruptcy will be the resultfrom any bank cases, the report related.The Deal explained that a "felony-light approach" is when a keypart of the deal is that regulators in Washington won't seek torevoke Credit Suisse's license.* Jeffer Mangels & Shulman Hodges Announce Formation of 9019BAM!----------------------------------------------------------------California law firm Jeffer Mangels Butler & Mitchell LLP and thename partners of California law firm Shulman Hodges & Bastian LLPhave announced the formation of 9019 Bankruptcy Arbitration andMediation (9019BAM!), a mediation and arbitration service focusingon the resolution of complex bankruptcy and commercial disputes.9019BAM! provides a panel of independent mediators and arbitratorsfrom numerous law firms, who are experienced commercial andbankruptcy trial lawyers as well as experienced neutrals."Evaluative mediation is usually favored by participants inbankruptcy and commercial dispute resolutions," said veteran triallawyer John Graham, a partner at Jeffer Mangels Butler & MitchellLLP and co-manager of 9019BAM!. "Our neutrals have the depth andexperience to deliver the type of recommendations and opinionsthat matter when the parties need to know what might occur shouldthe case go back to court."Mr. Graham also noted that "Bankruptcy Rule 9019(c) allowscontested matters, including discovery disputes, to be resolved byarbitration if the parties agree. This provision is vastlyunderutilized, but can provide in certain cases a more efficientresolution process than the courts. Valuation disputes inparticular lend themselves to resolution in this manner,especially through 'baseball style arbitration' where thearbitrator will select one party's figure or the other's.""As a practicing lawyer, I know how frustrating it can be toclients who have to wait for months for a trial date, due tobacklogs in courts throughout California," said 9019BAM!co-manager, Leonard Shulman, a partner at Shulman Hodges & BastianLLP. "Mediation or arbitration can provide a quicker result, butlawyers can be reluctant to use neutrals who don't have thespecialized experience required for certain complex matters.That's where we come in."Lawyers looking for the right mediator or arbitrator can visit the9019BAM! website, review the background and experience ofavailable neutrals, and click on "Schedule a Neutral," to view theselected neutral's calendar, in real time. This allows lawyers toschedule their mediation or arbitration on consecutive days, at atime that is convenient. This unique online calendaring systemallows parties to propose and confirm dates and easily address thecomplicated scheduling issues that often hinder the mediation andarbitration process."With the right mediator or arbitrator the process should work forall involved," said Mr. Graham. "If we cannot add value to themediation or arbitration by providing a specialist who fits thecase, we will not take the matter."* Kramer Levin Partner Scores Supreme Court Advisory Post---------------------------------------------------------Thomas Moers Mayer, partner and co-chair of Kramer Levin Naftalis& Frankel LLP's Corporate Restructuring and Bankruptcy Department,has been appointed to the Judicial Conference Committee onBankruptcy Rules by Chief Justice John Roberts.The Judicial Conference Committee on Bankruptcy Rules conductsbasic studies and proposes recommendations of Federal rules. Theproposals are sent through the standing Committee on Rules ofPractice and proceeds to the Judicial Conference of the UnitedStates, ultimately reaching the Supreme Court for approval.* New Bankruptcy Fees to Take Effect June 1-------------------------------------------Several bankruptcy fees will increase on June 1, under amendmentsto the Bankruptcy Court Miscellaneous Fee Schedule that wereapproved in March by the Judicial Conference of the United States.The scheduled changes include: A $57 increase to the adversary filing fee in bankruptcyproceedings, from $293 to $350. The new fee will be equivalent tocivil filing fees in federal district courts. A new, differentiated administrative fee structure will beassessed at filing in every bankruptcy case. Currently $46 in allcases, the administrative fee will be $75 for cases filed underChapters 7, 12 and 13, and $550 for cases filed under Chapters 9,11 and 15.The Judicial Conference also approved separate administrative feeswhen married couples divide a bankruptcy filing into two cases,often because a divorce or separation occurs while a case is beingadjudicated. * * *Jacqueline Palank, writing for The Wall Street Journal, reportedthat to file a Chapter 11 case, a debtor must pay $1,167 inaddition to the administrative fee, the report said. The filingfee was increased from $1,000 in November 2012, the report noted.* Recent Small-Dollar & Individual Chapter 11 Filings-----------------------------------------------------In re Roy Frederick Smally and Yolande Mitchell-Smally Bankr. E.D. Cal. Case No. 14-24689 Chapter 11 Petition filed May 5, 2014In re Tesla Electric Armature and Machine Bankr. M.D. Fla. Case No. 14-02228 Chapter 11 Petition filed May 5, 2014 Filed Pro SeIn re Jim Nathan Mikel Bankr. W.D. Tex. Case No. 14-10717 Chapter 11 Petition filed May 6, 2014In re Michael Stockton Marix Bankr. C.D. Cal. Case No. 14-19225 Chapter 11 Petition filed May 12, 2014In re Gurrie C. Rhoads Bankr. N.D. Ill. Case No. 14-17886 Chapter 11 Petition filed May 12, 2014In re David K. Harris Bankr. W.D. Mo. Case No. 14-60630 Chapter 11 Petition filed May 13, 2014In re ABC Wrecker & Towing, Inc. dba ABC Towing Bankr. E.D.N.C. Case No. 14-02725 Chapter 11 Petition filed May 12, 2014 See http://bankrupt.com/misc/nceb14-02725.pdf represented by: Clayton W. Cheek, Esq. OLIVER FRIESEN CHEEK, PLLC E-mail: email@example.com re Arthur E. Gemmell and Carol A. Gemmell Bankr. W.D. Pa. Case No. 14-70335 Chapter 11 Petition filed May 12, 2014In re LaBruzzo Woodlands, LLC Bankr. W.D. Pa. Case No. 14-10572 Chapter 11 Petition filed May 13, 2014 See http://bankrupt.com/misc/pawb14-10572.pdf represented by: Donald R. Calaiaro, Esq. CALAIARO VALENCIK E-mail: email@example.com re Information Technology Warehouse Inc. aka IT Warehouse, Inc. Bankr. D. P.R. Case No. 14-03886 Chapter 11 Petition filed May 13, 2014 See http://bankrupt.com/misc/prb14-03886.pdf represented by: Luis D. Flores Gonzalez, Esq. LUIS D. FLORES GONZALEZ LAW OFFICE E-mail: firstname.lastname@example.com re JCF of Lockport Inc. Bankr. N.D. Ill. Case No. 14-18091 Chapter 11 Petition filed May 13, 2014 See http://bankrupt.com/misc/ilnb14-18091.pdf represented by: O. Allan Fridman, Esq. WALLACH MICHALEC FRIDMAN, P.C. E-mail: email@example.com re Peter James Eppie Bankr. D.N.J. Case No. 14-19633 Chapter 11 Petition filed May 13, 2014In re Charles Aushby Jenkins, Jr. Bankr. E.D. Va. Case No. 14-11801 Chapter 11 Petition filed May 13, 2014In re Lillie F. Justice Bankr. E.D. Va. Case No. 14-71768 Chapter 11 Petition filed May 13, 2014In re Richard James O'Linn, II Bankr. C.D. Cal. Case No. 14-10996 Chapter 11 Petition filed May 14, 2014In re John M. Genga and Hilary B. Genga Bankr. C.D. Cal. Case No. 14-12529 Chapter 11 Petition filed May 14, 2014In re Mega Amusement, Inc. Bankr. N.D. Ga. Case No. 14-59503 Chapter 11 Petition filed May 14, 2014 See http://bankrupt.com/misc/ganb14-59503.pdf represented by: Steven R. Webster, Esq. THE WEBSTER FIRM, PC E-mail: email@example.com re Stjepan Jumic and Theresa Jumic Bankr. N.D. Ill. Case No. 14-18209 Chapter 11 Petition filed May 14, 2014In re Trevor Lloyd-Jones Bankr. S.D. Ind. Case No. 14-04497 Chapter 11 Petition filed May 14, 2014In re James R. Russell, Jr. and Carolyn P. Russell Bankr. D. Md. Case No. 14-17848 Chapter 11 Petition filed May 14, 2014In re D&D Products, LLC Bankr. E.D. Mich. Case No. 14-48406 Chapter 11 Petition filed May 14, 2014 See http://bankrupt.com/misc/mieb14-48406.pdf represented by: Donald C. Darnell, Esq. DARNELL LAW OFFICES E-mail: firstname.lastname@example.com re Moe's of Mounds View, Inc. Bankr. D. Minn. Case No. 14-32064 Chapter 11 Petition filed May 14, 2014 See http://bankrupt.com/misc/mnb14-32064.pdf represented by: Steven B. Nosek, Esq. STEVEN B. NOSEK, P.A. E-mail: email@example.com re H and P at Broad, LLC Bankr. E.D.N.Y. Case No. 14-42412 Chapter 11 Petition filed May 15, 2014 See http://bankrupt.com/misc/nyeb14-42412.pdf represented by: Michael L. Hurwitz, Esq. THE HURWITZ LAW FIRM, P.C. E-mail: firstname.lastname@example.com re Shivon, LLC dba Twin Donut Bankr. S.D.N.Y. Case No. 14-11448 Chapter 11 Petition filed May 14, 2014 See http://bankrupt.com/misc/nysb14-11448.pdf represented by: Rachel S. Blumenfeld, Esq. LAW OFFICES OF RACHEL S. BLUMENFELD E-mail: email@example.com re Ahmad Salehzadeh Bankr. S.D.N.Y. Case No. 14-22666 Chapter 11 Petition filed May 14, 2014In re Rolando G. Sanchez Bankr. S.D.N.Y. Case No. 14-22667 Chapter 11 Petition filed May 14, 2014In re John G. DiSaverio Bankr. E.D. Pa. Case No. 14-13917 Chapter 11 Petition filed May 14, 2014In re Danny Quentin Humphrey and Jennifer Lee Humphrey Bankr. D. Utah Case No. 14-25038 Chapter 11 Petition filed May 14, 2014In re Zen Bar Concepts, LLC Bankr. E.D. Va. Case No. 14-11834 Chapter 11 Petition filed May 14, 2014 See http://bankrupt.com/misc/vaeb14-11834.pdf represented by: Bhavik Dalpat Patel, Esq. MACDOWELL LAW GROUP, P.C. E-mail: email@example.com re Neil B. Sherman Bankr. D. Ariz. Case No. 14-07428 Chapter 11 Petition filed May 15, 2014In re Apache Foot & Ankle Specialist, LLC Bankr. D. Nev. Case No. 14-13452 Chapter 11 Petition filed May 15, 2014 See http://bankrupt.com/misc/nvb14-13542.pdf represented by: Caleb M. Zobrist, Esq. TRUITT & ASSOCIATES E-mail: firstname.lastname@example.com re Kids by the Bunch, Ltd. Bankr. E.D.N.Y. Case No. 14-72237 Chapter 11 Petition filed May 15, 2014 See http://bankrupt.com/misc/nyeb14-72237.pdf represented by: Marc A. Pergament, Esq. WEINBERG GROSS & PERGAMENT, LLP E-mail: firstname.lastname@example.com re John Christopoulos Bankr. W.D. Pa. Case No. 14-21998 Chapter 11 Petition filed May 15, 2014In re Earl K. Verner Bankr. N.D. Tex. Case No. 14-42024 Chapter 11 Petition filed May 15, 2014In re Steven Charles Creech Bankr. W.D. Tex. Case No. 14-60432 Chapter 11 Petition filed May 15, 2014In re McKen, LLC Bankr. W.D. Tex. Case No. 14-51309 Chapter 11 Petition filed May 15, 2014 See http://bankrupt.com/misc/txwb14-51309.pdf represented by: William R. Davis, Jr, Esq. LANGLEY & BANACK, INC E-mail: firstname.lastname@example.com re Danny R. Planavsky Bankr. S.D. Fla. Case No. 14-21150 Chapter 11 Petition filed May 15, 2014In re Albert Andrew and Chama Andrew Bankr. N.D. Ill. Case No. 14-81559 Chapter 11 Petition filed May 15, 2014In re White Lake Inn and Tavern, LLC Bankr. D. N.H. Case No. 14-10996 Chapter 11 Petition filed May 15, 2014 See http://bankrupt.com/misc/nhb14-10996.pdf represented by: William J. Amann, Esq. CRAIG, DEACHMAN & AMANN, PLLC E-mail: email@example.com re Michael K. Petersen Bankr. D.N.J. Case No. 14-19864 Chapter 11 Petition filed May 15, 2014In re Joann Cook Bankr. M.D. Tenn. Case No. 14-03916 Chapter 11 Petition filed May 15, 2014In re Daniel Franklin Haines Bankr. W.D. Wash. Case No. 14-42762 Chapter 11 Petition filed May 15, 2014In re Tapas Fusion, LLC Bankr. D. Ariz. Case No. 14-07463 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/azb14-07463.pdf represented by: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS, P.C. E-mail: email@example.com re Miguel Lopez Bankr. C.D. Cal. Case No. 14-12564 Chapter 11 Petition filed May 16, 2014In re O'Oliver Corporation dba Red Mango Orland Park Bankr. N.D. Ill. Case No. 14-18498 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/ilnb14-18498.pdf represented by: Thomas R. Hitchcock, Esq. HITCHCOCK & ASSOCIATES, P.C. E-mail: firstname.lastname@example.com re Thad Walther Devier Bankr. E.D. La. Case No. 14-11230 Chapter 11 Petition filed May 16, 2014In re Thomas Leroy Carns Bankr. D. Nev. Case No. 14-13475 Chapter 11 Petition filed May 16, 2014In re Nevcalar JGD Development, Inc. a Nevada Corporation Bankr. D. Nev. Case No. 14-13481 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/nvb14-13481.pdf represented by: David A. Riggi, Esq. E-mail: email@example.com re Stanfield Price, Inc. Bankr. D. Nev. Case No. 14-13483 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/nvb14-13483.pdf represented by: David A. Riggi, Esq. E-mail: firstname.lastname@example.com re Israel Leifer and Miriam Leifer Bankr. E.D.N.Y. Case No. 14-42492 Chapter 11 Petition filed May 16, 2014In re Suzanne J. Tyron Bankr. E.D. Pa. Case No. 14-13960 Chapter 11 Petition filed May 16, 2014In re 7 Salsas Inc. Bankr. N.D. Tex. Case No. 14-32421 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/txnb14-32421.pdf represented by: Juan A. Marquez, Esq. JUAN A. MARQUEZ, PC E-mail: email@example.com re OryonTechnologies, LLC Bankr. N.D. Tex. Case No. 14-32416 Chapter 11 Petition filed May 16, 2014 See http://bankrupt.com/misc/txnb14-32416.pdf represented by: Patricia B. Tomasco, Esq. JACKSON WALKER, LLP E-mail: email@example.com re Boulder Glen, LLC Bankr. W.D. Wash. Case No. 14-13819 Chapter 11 Petition filed May 16, 2014 Filed Pro SeIn re Trinity Automotive Center, Inc. Bankr. M.D. Fla. Case No. 14-02446 Chapter 11 Petition filed May 17, 2014 See http://bankrupt.com/misc/flmb14-02446.pdf represented by: Taylor J. King, Esq. LAW OFFICES OF MICKLER & MICKLER, Esq. E-mail: email@example.com re Donald N. Hornstein Bankr. E.D. Va. Case No. 14-71822 Chapter 11 Petition filed May 16, 2014In re Raymond H. Alstadt and Joyce K. Alstadt Bankr. N.D. Ala. Case No. 14-81364 Chapter 11 Petition filed May 19, 2014In re Catrelia Magee Bankr. C.D. Cal. Case No. 14-19807 Chapter 11 Petition filed May 19, 2014In re Medcafe Westwood, LLC Bankr. C.D. Cal. Case No. 14-19827 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/cacb14-19827.pdf represented by: Lewis R. Landau, Esq. HORGAN ROSEN BECKHAM & COREN, LLP E-mail: email@example.com re Jeffrey J. DeRosia and Catina C. DeRosia Bankr. E.D. La. Case No. 14-11244 Chapter 11 Petition filed May 19, 2014In re Review Systems, Inc. Bankr. E.D. Mich. Case No. 14-48658 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/mieb14-48658.pdf represented by: Lynn M. Brimer, Esq. STROBL & SHARP, PC E-mail: firstname.lastname@example.com re Born Again United Church Apostolic, Inc. Bankr. S.D.N.Y. Case No. 14-22686 Chapter 11 Petition filed May 19, 2014 Filed Pro SeIn re Weekends Private Club Inc. Bankr. N.D. Tex. Case No. 14-32436 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/txnb14-32436.pdf represented by: Joyce W. Lindauer, Esq. E-mail: email@example.com re Northwest EMS Consultants, P.A. dba North Cypress EMS Bankr. N.D. Tex. Case No. 14-32437 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/txnb14-32437.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. E-mail: email@example.com re Farmers Foods Highland Springs, LLC Bankr. E.D. Va. Case No. 14-32754 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/vaeb14-32754.pdf represented by: David K. Spiro, Esq. HIRSCHLER FLEISCHER E-mail: email@example.com re Bob & Stan, LLC Bankr. D. Ariz. Case No. 14-07548 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/azb14-07548.pdf represented by: Allan D. Newdelman, Esq. ALLAN D. NEWDELMAN, P.C. E-mail: firstname.lastname@example.com re Alexei M. Voychinsky Bankr. S.D. Fla. Case No. 14-21370 Chapter 11 Petition filed May 19, 2014In re Enterprise Distribution Corporation Bankr. D.N.J. Case No. 14-20163 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/njb14-20163.pdf represented by: Lawrence F. Morrison, Esq. MORRISON TENENBAUM, PLLC E-mail: email@example.com re Michael Allen Mixson Bankr. E.D. Tenn. Case No. 14-12133 Chapter 11 Petition filed May 19, 2014In re Design Perfect Inc. Bankr. W.D. Wash. Case No. 14-13851 Chapter 11 Petition filed May 19, 2014 See http://bankrupt.com/misc/wawb14-13851.pdf represented by: Justin I. Mishkin, Esq. INTEGRITY LAW GROUP, PLLC E-mail: firstname.lastname@example.com re Jin Ho and Jeannette Ling Ho Bankr. D. Ariz. Case No. 14-07642 Chapter 11 Petition filed May 20, 2014In re Carla H. Ewing Bankr. S.D. Fla. Case No. 4-21517 Chapter 11 Petition filed May 20, 2014In re Merlene Luma Leandre Bankr. S.D. Fla. Case No. 14-21521 Chapter 11 Petition filed May 20, 2014In re Mitchell Weisberg Bankr. N.D. Ill. Case No. 14-18897 Chapter 11 Petition filed May 20, 2014In re 1871 Vauxhall, LLC Bankr. D.N.J. Case No. 14-20231 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/njb14-20231.pdf represented by: Leonard S. Singer, Esq. ZAZELLA & SINGER, ESQS. E-mail: firstname.lastname@example.com re AK Partners & Associates, LLC Bankr. E.D. Pa. Case No. 14-14061 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/paeb14-14061.pdf represented by: Roger V. Ashodian, Esq. REGIONAL BANKRUPTCY CENTER OF SE, P.A. E-mail: firstname.lastname@example.com re Experian Estates, LLC dba The Fedora Lounge Bankr. S.D. Tex. Case No. 14-32827 Chapter 11 Petition filed May 20, 2014 See http://bankrupt.com/misc/txsb14-32827.pdf represented by: Dinesh H. Singhal, Esq. THE SINGHAL LAW FIRM E-mail: firstname.lastname@example.com *********Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated 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 withinsolvent balance sheets whose shares trade higher than $3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.A list of Meetings, Conferences and Seminars appears in eachWednesday's edition of the TCR. Submissions about insolvency-related conferences are encouraged. Send announcements firstname.lastname@example.com by e-mail.On Thursdays, the TCR delivers a list of recently filedChapter 11 cases involving less than $1,000,000 in assets andliabilities delivered to the nation's bankruptcy courts. Thelist includes links to freely downloadable of these small-dollarpetitions in Acrobat PDF documents.Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday editionof the TCR.The Sunday TCR delivers securitization rating news from the weekthen-ending. *********S U B S C R I P T I O N I N F O R M A T I O NTroubled Company Reporter is a daily newsletter co-publishedby Bankruptcy Creditors' Service, Inc., Fairless Hills,Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.Jhonas Dampog, Marites Claro, Joy Agravante, Rousel ElaineTumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,Christopher G. Patalinghug, and Peter A. Chapman, Editors.Copyright 2014. All rights reserved. ISSN: 1520-9474.This material is copyrighted and any commercial use, resale orpublication in any form (including e-mail forwarding, electronicre-mailing and photocopying) is strictly prohibited without priorwritten permission of the publishers. Information containedherein is obtained from sources believed to be reliable, but isnot guaranteed.The TCR subscription rate is $975 for 6 months delivered viae-mail. Additional e-mail subscriptions for members of the samefirm for the term of the initial subscription or balance thereofare $25 each. For subscription information, contact Peter A.Chapman at 215-945-7000 or Nina Novak at 202-241-8200. *** End of Transmission ***