/raid1/www/Hosts/bankrupt/TCRAP_Public/080512.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Monday, May 12, 2008, Vol. 11, No. 93
Headlines
A U S T R A L I A
ADVANCED MARKETING: Asks $1.8MM From 'Hooked on Phonics' Maker
ADVANCED MARKETING: Settles Mascot Books Claim for $266,000
B.L.B. PTY: Commences Liquidation Proceedings
BEMOLY PROPERTIES: Stan Traianedes Appointed as Liquidator
BALLARAT COLONY: Commences Liquidation Proceedings
CHALLENGER POWERBOATS: Jaspers Hall Raises Going Concern Doubt
COOL WATER: To Declare Dividend on May 23
CORNELIUS PTY: To Declare Dividend on May 14
CHRYSLER LLC: Revenue Decline Cues Fitch to Cut IDR to B from B+
DIGITAL JUKEBOXES: Commences Liquidation Proceedings
ERINA MOTORS: Commences Liquidation Proceedings
GODFREY MORGAN: General Meeting Slated for May 16
GREENESTER PROPERTIES: Commences Liquidation Proceedings
H.T.C. CLOTHING: Appoints Brent Leigh Morgan as Liquidator
JANONA INVESTMENTS: Commences Liquidation Proceedings
MGM MIRAGE: S&P Holds 'BB' Rating and Revises Outlook to Stable
SHARPER IMAGE: Asks Court to Approve Asset Sale Procedures
OPES PRIME: Firm's Collapse Prompts ASIC to Get Advisory Panel
PDQR OPERATIONS: Commences Liquidation Proceedings
PRIMUS TELECOM: Posts US$3 Mil. Net Loss in Qtr. Ended March 31
RATHSON PROPRIETARY: Commences Liquidation Proceedings
RON DOWSON: Commences Liquidation Proceedings
SEA CARGO: To Declare Dividend on May 14
SHARPER IMAGE: Asks Court to Approve Asset Sale Procedures
ST. GEORGE BANK: Westpac Initiates Talks on Merger
STATE PROPERTIES: Commences Liquidation Proceedings
TELEPAK PTY: Commences Liquidation Proceedings
ZINIFEX LTD: Court Approves June 16 Shareholders' Meeting
C H I N A
BOMBARDIER INC: Moody's Holds Ba2 Ratings; Outlook Now Positive
FIAT SPA: To Source Auto Parts from India by 2010
HAINAN AIRLINES: To Launch Bejing-Seattle Air Route on June 9
HAINAN AIRLINES: Plans CNY3 Billion Bond Issue
SHIMAO PROPERTY: Mulls Adding Land Reserve in Beijing & Shanghai
SHIMAO PROPERTY: Acquires Prime Site in Lvshunkou District
H O N G K O N G
CHINA BICYCLE: Declares Dividend for Creditors
MAN LUNG: Court to Hear Wind-Up Proceedings on May 21
PEREGRINE INVESTMENT: To Declare Dividend Tomorrow
PERFECT COTTON: Court to Hear Wind-Up Proceedings on May 28
RIVER PEARL: Creditors' Proofs of Debt Due June 6
ROAD KING: Names Chow Ming as Independent Non-Executive Director
SURPLUS EXPRESS: Creditors' Proofs of Debt Due June 6
SVO EQUITY: Court to Hear Wind-Up Proceedings on June 11
TITAN PETROCHEMICALS: Forecasts Record Profit in 2008
TITAN PETRO: Selling Two Crude Carriers to Avin for US$59 Mil.
ULTRASOUND TECH: Court to Hear Wind-Up Proceedings on June 11
WAH KING: Court to Hear Wind-Up Proceedings on May 28
WYLIE INDUSTRIAL: Court to Hear Wind-Up Proceedings on June 18
I N D I A
AMERICAN AXLE: Gets $200MM Aid from GM to Resolve Labor Dispute
GENERAL MOTORS: Fitch Says Ratings Could Face Likely Downgrade
GENERAL MOTORS: Liquidity Negatively Impacted by $2.1 Billion
GENERAL MOTORS: To Provide $200 Million to Axle to End Strike
GENERAL MOTORS: In Talks on $750 Mil. Pledge for ResCap Bailout
GMAC LLC: Parents In Talks on $750 Mil. Bailout for ResCap
IMAX CORP: Amends Facility; Sells US$18 Mil. in Common Shares
IMAX CORPORATION: Shareholders' Meeting Scheduled for June 18
QUEBECOR WORLD: Seeks Extension of the CCAA Stay Until July 25
QUEBECOR WORLD: Ernst & Young Gives Updates on CCAA Proceedings
I N D O N E S I A
FOSTER WHEELER: Earns US$138.1 Million in Quarter Ended March 31
HILTON HOTELS: To Terminate Lease Pact for Tobago Unit on May 15
MOBILE-8: Moody's Downgrades Ratings to B3; Outlook Negative
SEMEN GRESIK: To Maintain Product Prices Despite High Costs
J A P A N
ALITALIA SPA: Unicredit Denies Possible Bid With Lufthansa
FORD MOTOR: Fitch Says Ratings Outlook Remains Negative
JAPAN AIRLINES: FY2007 Fourth Qtr. Net Loss Down to JPY3.527BB
KONICA MINOLTA: To Pay JPY1.2 Billion on Undisclosed Income
ON SEMICONDUCTOR: Moody's Lifts Corp. Family Rating to Ba3
SOLO CUP: Moody's Holds B2 CF Rating, Revises Outlook to Stable
SPANSION INC: Fitch Holds CCC-/RR6 $207MM Sr. Debentures Rating
SPANSION INC: Fitch Affirms Issuer Default Rating at B-
K O R E A
HYUNDAI MOTORS: Drops Plan to Produce Pickup Trucks in U.S.
KOREA HINET: Wins KRW1.9 Billion Contract from Chongkundang
YOUNGCHANG SILUP: Sets Initial Offer Price for Rights Issuance
M A L A Y S I A
CNLT (FAR EAST): Receives Wind-Up Petition from Vearrian
CNLT: Bank Lenders Appoint Ferrier as Investigative Accountant
WWE HOLDINGS: Appoints Ghazilla and Yusoff as Directors
N E W Z E A L A N D
123 METALS: Faces Manukau's Wind-Up Petition on June 6
ACCESSORY STREET: Faces Hart Department's Petition
AIR NEW ZEALAND: Has No Immediate Plan to Hike Domestic Fares
ALLBANX MORTGAGES: Creditors Have Until July 18 to File Claims
ASHBY HOLDINGS: Creditors Must File Claims by July 11
CENTURY HOMES: Faces Smith Timber's Petition on July 18
CLEAR CHANNEL: Judge OKs Breach of Contract Suit Against Banks
DEVOTED VINE: Claims Filing Deadline on July 16
DOMANI GROUP: Claims Filing Deadline is July 18
G W & S B DESIGN: Court Appoints Liquidators
GARY SMITH: Fatupaito and McCloy Appointed as Liquidators
HENDERSON GROUP: Claims Filing Deadline is June 14
KIWI VITICULTURE: Creditors Must File Claims by July 16
PRIMAXA (NZ): Court to Hear Wind-Up Petition on July 4
P H I L I P P I N E S
FAIRCHILD SEMICONDUCTOR: Debt Refinancing Cues S&P to Up Ratings
PRC LLC: Court Extends Action Removal Period to July 21
PRC LLC: Court Extends Lease Decision Period to August 20
PRC LLC: ACE American et al. Oppose Disclosure Statement
SWIFT FOODS: Sets Regular Stockholders' Meeting on June 26
S I N G A P O R E
CHEMTURA CORP: S&P Cuts Ratings to BB; Retains Developing Watch
GLEXCHEM (S) PTE: Court to Hear Wind-Up Petition on May 16
HOLA DEVELOPMENT: Pays Dividend to Unsecured Creditors
KONSTRUCT BUILDING: Wind-Up Petition Hearing Set for May 16
LE ROYAUME: Court to Hear Wind-Up Petition on May 16
REFCO INC: TH Lee Partners, et al., Want Access to Secret Docs
REFCO INC: Claim Transfers Between Feb. 13 and May 2, 2008
T H A I L A N D
BLOCKBUSTER INC: State Street Bank Reports 5.1% Stake Ownership
DOLE FOOD: Credit Protection Remains Weak for Fitch's B- Rating
DOLE FOOD: Posts US$28.9 Million Net Loss in Qtr. Ended March 22
FEDERAL-MOGUL: Posts US$32 Million Net Loss in 2008 1st Quarter
FEDERAL-MOGUL: PepsiAmericas Seeks Okay on US$6MM Claims Payment
- - - - -
=================
A U S T R A L I A
=================
ADVANCED MARKETING: Asks $1.8MM From 'Hooked on Phonics' Maker
--------------------------------------------------------------
Bankruptcylaw360.com reports that Advanced Marketing Services
Inc. filed a complaint against the producers of "Hooked on
Phonics" for wrongfully withholding funds. Advanced Marketing
has asserted a claim for $1,860,000 against the defendants,
Bankruptcylaw360 relates.
The Debtor is hoping to recoup money for customer returns on
several educational book products, Bankruptcylaw360 notes.
Hooked on Phonics creates educational products that help teach
English, Math and other skills to children.
Educate, Inc. acquired the company, now known as Smarterville
Productions LLC., in 2005.
About Advanced Marketing
Based in San Diego, Calif., Advanced Marketing Services, Inc.
-- http://www.advmkt.com/-- provides customized merchandising,
wholesaling, distribution and publishing services, currently
primarily to the book industry. The company has operations in
the U.S., Mexico, the United Kingdom and Australia and employs
approximately 1,200 people Worldwide.
The company and its two affiliates, Publishers Group
Incorporated and Publishers Group West Incorporated filed for
chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos.
06-11480 through 06-11482). Suzzanne S. Uhland, Esq., Austin K.
Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers,
LLP, represent the Debtors as Lead Counsel. Chun I. Jang, Esq.,
Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards,
Layton & Finger, P.A., represent the Debtors as Local Counsel.
Lowenstein Sandler PC represents the Official Committee of
Unsecured Creditors.
In schedules filed with the Court, Advanced Marketing disclosed
total assets of $213,384,791 and total debts of $216,608,357.
Publishers Group West disclosed total assets of $39,699,451 and
total debts of $83,272,493. Publishers Group Inc. disclosed
zero assets but $41,514,348 in liabilities.
On Aug. 24, 2007, the Debtors' exclusive period to file a
chapter 11 plan expired. On the same date, the Debtors and
Creditors Committee filed a Plan & Disclosure Statement. On
September 26, the Court approved the adequacy of the Disclosure
Statement explaining the Second Amended Plan. On Nov. 13, 2007,
the Debtors filed a Third Amended Plan and that plan was
confirmed by the Court on November 15. The Plan became
effective December 4 and Curtis R. Smith was appointed Plan
Administrator.
ADVANCED MARKETING: Settles Mascot Books Claim for $266,000
-----------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware approved a stipulation settling
reclamation and all other claims asserted by Mascot Books, Inc.
against the bankruptcy estates of Advanced Marketing Services
Inc., Publishers Group Incorporated and Publishers Group West
Incorporated.
The Debtors agreed that Mascot Books has a $266,293 general
unsecured claim against Advanced Marketing Services. The
allowed claim will be paid pursuant to the Debtors' confirmed
Third Amended Joint Chapter 11 Plan of Liquidation. The parties
executed mutual releases.
About Advanced Marketing
Based in San Diego, Calif., Advanced Marketing Services, Inc.
-- http://www.advmkt.com/-- provides customized merchandising,
wholesaling, distribution and publishing services, currently
primarily to the book industry. The company has operations in
the U.S., Mexico, the United Kingdom and Australia and employs
approximately 1,200 people Worldwide.
The company and its two affiliates, Publishers Group
Incorporated and Publishers Group West Incorporated filed for
chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos.
06-11480 through 06-11482). Suzzanne S. Uhland, Esq., Austin K.
Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers,
LLP, represent the Debtors as Lead Counsel. Chun I. Jang, Esq.,
Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards,
Layton & Finger, P.A., represent the Debtors as Local Counsel.
Lowenstein Sandler PC represents the Official Committee of
Unsecured Creditors.
In schedules filed with the Court, Advanced Marketing disclosed
total assets of $213,384,791 and total debts of $216,608,357.
Publishers Group West disclosed total assets of $39,699,451 and
total debts of $83,272,493. Publishers Group Inc. disclosed
zero assets but $41,514,348 in liabilities.
On Aug. 24, 2007, the Debtors' exclusive period to file a
chapter 11 plan expired. On the same date, the Debtors and
Creditors Committee filed a Plan & Disclosure Statement. On
September 26, the Court approved the adequacy of the Disclosure
Statement explaining the Second Amended Plan. On Nov. 13, 2007,
the Debtors filed a Third Amended Plan and that plan was
confirmed by the Court on November 15. The Plan became
effective December 4 and Curtis R. Smith was appointed Plan
Administrator.
B.L.B. PTY: Commences Liquidation Proceedings
---------------------------------------------
At the final meeting of the members of B.L.B. Pty Ltd held May
8, 2008, Richard Judson, the appointed liquidator, presented an
account showing the manner in which the winding up has been
conducted and the property of the company has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
BEMOLY PROPERTIES: Stan Traianedes Appointed as Liquidator
----------------------------------------------------------
On March 20, 2008, Bemoly Properties Pty Limited's members
agreed to voluntarily liquidate the company's business and
appointed Stan Traianedes as the company's liquidator.
The liquidator can be reached at:
Stan Traianedes
Mclean Delmo Hall
Chadwick Accountants & Business Advisers
Level 12, 459 Collins Street
Melbourne VIC 3000
Australia
BALLARAT COLONY: Commences Liquidation Proceedings
--------------------------------------------------
At the final meeting of the members of Ballarat Colony
Operations Pty. Ltd held May 8, 2008, Richard Judson, the
appointed liquidator, presented an account showing the manner in
which the winding up has been conducted and the property of the
company has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
CHALLENGER POWERBOATS: Jaspers Hall Raises Going Concern Doubt
--------------------------------------------------------------
Jaspers + Hall, P.C., raised substantial doubt about the ability
of Challenger Powerboats, Inc., to continue as a going concern
after it audited the company's financial statements for the year
ended Dec. 31, 2007.
Jaspers + Hall reported that Challenger Powerboats' current
liabilities exceed the current assets by $1,722,562 as of
Dec. 31, 2007. The company had operating losses of $7,046,691
and $5,211,514 in 2007 and 2006, respectively and has ceased
operations. The auditing firm also pointed to the company's
recurring losses from operations and its difficulties in
generating sufficient cash flow to meet its obligation and
sustain its operations.
The company posted a net loss of $4,656,940 on total revenues of
$7,399,703 for the year ended Dec. 31, 2007, as compared with a
net loss of $6,815,407 on total revenues of $238,171 in the
prior year.
At Dec. 31, 2007, the company's consolidated balance sheet
showed $6,408,050 in total assets and $11,301,142 in total
liabilities, resulting in $4,893,092 stockholders' deficit.
The company's consolidated balance sheet at Dec. 31, 2007, also
showed strained liquidity with $2,769,550 in total current
assets available to pay $4,492,112 in total current liabilities.
A full-text copy of the company's 2007 annual report is
available for free at: http://ResearchArchives.com/t/s?2b95
About Challenger Powerboats
Washington, Missouri-based Challenger Powerboats Inc. (OTC:
CPBI) -- http://www.challengerpowerboats.com/-- designs and
manufactures boats, family sport cruisers, jet boats and water
ski tow boats under the brands Challenger Powerboats, Sugar Sand
and Gekko. The company is a design-to-manufacturing
organization, creating or licensing designs, and creating
tooling, molds, and parts necessary to assemble its products in-
house. The company markets its products through a dealer
network comprising more than 100 dealers throughout the United
States, Canada, Mexico, Europe, Australia, the Middle East and
Japan. On Jan. 1, 2007, the company acquired International
Marine and Recreation, and Gekko Sports Corporation.
COOL WATER: To Declare Dividend on May 23
-----------------------------------------
Sea Cargo Equipment Pty Ltd will declare a final and first
dividend to creditors on May 23, 2008.
Only creditors who were able to file their proofs of debt by
April 24, 2008, will be included in the company's dividend
distribution.
The Liquidator can be reached at:
I. C. Francis
Taylor Woodings Chartered Accountants
Level 6, 30 The Esplanade
Perth WA 6000
Australia
CORNELIUS PTY: To Declare Dividend on May 14
--------------------------------------------
Cornelius Pty Ltd will declare a final and first dividend to
creditors on May 14, 2008.
Only creditors who were able to file their proofs of debt by
April 29, 2008, will be included in the company's dividend
distribution.
The Liquidator can be reached at:
B. L. Morgan
Rodgers Reidy Chartered Accountants
Level 10, 200 Queen Street
Melbourne VIC 3000
Australia
CHRYSLER LLC: Revenue Decline Cues Fitch to Cut IDR to B from B+
----------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating of
Chrysler LLC to 'B' from 'B+', with a Negative Rating Outlook.
Fitch has also downgraded the senior secured bank facilities as
listed below, based on the downgrade of the IDR and Fitch's
recovery rating methodology. The downgrade reflects the decline
in unit volumes and revenues resulting from weak economic
conditions, modest share losses, certain strategic initiatives,
and the effect of these factors on the company's operating
performance.
Chrysler's restructuring efforts remain on track, and liquidity
is expected to remain adequate over the near term to fund
restructuring costs and operating losses through a period of
economic weakness.
Since 2000, Chrysler's market share losses have been more
moderate than at Ford and GM, requiring fewer reductions in
assembly capacity and the associated fixed costs. In a stable
revenue environment, this would allow cost reductions to flow
more quickly to the bottom line. However, the severe impact of
weakening economic conditions has made this more challenging,
and has extended the timeline projected for a potential
reversion to positive cashflow. The steep decline in 2008 unit
sales also results from strategic initiatives undertaken at
Chrysler following its management changes, including reduced
fleet sales, product eliminations and inventory reductions,
steps that are viewed positively for the company's long-term
prospects.
Unit volumes in 2008 and into 2009 will be aided by the new
Dodge and Chrysler minivan offerings, the Dodge Journey
crossover, the low-volume Dodge Challenger, as well as the fall
launch of the redesigned Dodge Ram pickup. Several products at
the smaller end of Chrysler's lineup, including the Dodge
Caliber and Jeep Patriot, have supported unit volumes as
consumers migrate to smaller, fuel-efficient vehicles. On a
consolidated basis, however, these factors will be more than
offset by weakness in the larger end of the company's product
portfolio -- the effect of a depressed residential construction
market on Chrysler's key pickup lineup, high gas prices, and the
impact of general economic conditions on industry sales.
Chrysler's efforts to sharply curtail fleet sales and to convert
its sales/production strategy to a 'demand-pull' model from a
'production-push' model will further affect sales declines in
2008. International sales, representing approximately 10% of
production, are likely to continue to grow at double-digit
rates, providing modest support to consolidated sales and
capacity utilization.
Chrysler's cash flow will remain negative in 2008, due to
capital investments, restructuring costs and other one-time
items. The company is realizing substantial reductions to its
fixed-cost structure, the bulk of which have resulted from
salaried and hourly headcount reductions. Variable purchasing,
material and other efficiencies have been more difficult to
realize as rising commodity costs have offset other progress.
Cost reductions and the new UAW contract have positioned the
company to moderate operating losses during the current economic
weakness, but a return to positive free cash flow is likely to
require continued execution on the company's cost reduction
efforts and a stabilization in market share and industry sales.
Chrysler also faces pending CAW contract negotiations.
Liquidity levels (supported by incremental debt from a delayed-
draw term loan and a $1.6 billion note to the UAW as part of the
VEBA agreement), are expected to be sufficient to weather weak
economic conditions and finance operating and restructuring
costs over the near term.
New management has resulted in a number of strategic and product
adjustments that are quickly being brought to market. Fitch
expects that Chrysler will continue to employ an 'asset-lite'
approach that could involve additional assembly plant shutdowns.
Alliances and/or contract manufacturing will play a role in this
decision, and Chrysler is expected to continue to pursue such
arrangements on a global basis. Tie-ins with other global OEMs
are expected to focus on growth in the company's brand,
engineering and distribution capabilities, but requiring minimal
capital investment. The relationship with Daimler, which owns
19.9% of Chrysler, remains a modest positive to the rating
because of Chrysler's access to certain Daimler technology.
The Recovery Rating on the second lien has been downgraded from
'BB+/RR1' to 'CCC+/RR6' based on lower asset value assumptions
and associated recoveries in the event of a stress scenario.
Fitch has downgraded these :
-- IDR to 'B' from 'B+';
-- Senior secured first-lien bank loan to 'BB/RR1' from
'BB+/RR1';
-- Senior secured second-lien bank loan to 'CCC+/RR6' from
'BB+/RR1'.
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
DIGITAL JUKEBOXES: Commences Liquidation Proceedings
----------------------------------------------------
At the final meeting of the members of Digital Jukeboxes Pty Ltd
held May 8, 2008, Richard Judson, the appointed liquidator,
presented an account showing the manner in which the winding up
has been conducted and the property of the company has been
disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
ERINA MOTORS: Commences Liquidation Proceedings
-----------------------------------------------
At the final meeting of the members of Erina Motors Pty Ltd held
May 8, 2008, Richard Judson, the appointed liquidator, presented
an account showing the manner in which the winding up has been
conducted and the property of the company has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
GODFREY MORGAN: General Meeting Slated for May 16
-------------------------------------------------
Godfrey Morgan & Co. Pty. Ltd will hold a general meeting on May
16, 2008, at 372 Stenner Street, in Toowoomba. During the
meeting, Cornelis A. Roggeveen, the appointed liquidator, will
provide the attendees with winding-up reports.
GREENESTER PROPERTIES: Commences Liquidation Proceedings
--------------------------------------------------------
At the final meeting of the members of Greenester Properties Pty
Ltd held May 8, 2008, Richard Judson, the appointed liquidator,
presented an account showing the manner in which the winding up
has been conducted and the property of the company has been
disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
H.T.C. CLOTHING: Appoints Brent Leigh Morgan as Liquidator
----------------------------------------------------------
On March 19, 2008, H.T.C. Clothing Pty Ltd's members agreed to
voluntarily liquidate the company's business and appointed Brent
Leigh Morgan as the company's liquidator.
The liquidator can be reached at:
B. L. MORGAN
Rodgers Reidy Chartered Accountants
Level 10, 200 Queen Street
Melbourne VIC 3000
Australia
JANONA INVESTMENTS: Commences Liquidation Proceedings
-----------------------------------------------------
At the final meeting of the members Janona Investments held
May 8, 2008, Richard Judson, the appointed liquidator, presented
an account showing the manner in which the winding up has been
conducted and the property of the company has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
MGM MIRAGE: S&P Holds 'BB' Rating and Revises Outlook to Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Las Vegas-based MGM MIRAGE to stable from positive. Ratings on
the company, including the 'BB' corporate credit rating, were
affirmed.
"The outlook revision reflects our assessment that rating upside
potential is unlikely over the intermediate term, given current
weak operating trends on the Las Vegas Strip, which accounted
for 84% and 74% of MGM MIRAGE's revenue and property level
EBITDA, respectively, during the 12 months ended March 31,
2008," said Standard & Poor's credit analyst Ben Bubeck.
In addition, the company has taken a more aggressive posture
toward share repurchases in recent months than S&P had
previously anticipated, having spent $1.1 billion on buybacks
during the quarter ended March 31, 2008 (about $430 million more
than S&P expected). A 12% year-over-year decline in property
level EBITDA in the March 2008 quarter (or 10% when Monte Carlo
is excluded), combined with the largely debt-financed share
repurchase activity, has meaningfully weakened credit measures.
Operating lease-adjusted total debt to EBITDA, excluding income
from unconsolidated affiliates, has increased to an estimated
5.9x as of March 31, 2008, from 4.9x as of Dec. 31, 2007.
The 'BB' rating reflects MGM MIRAGE's active growth strategy,
reliance on the Las Vegas Strip for a majority of its cash flow,
and moderate debt leverage. In addition, the company's capital
spending will increase significantly over the next several
years, as spending for the MGM Grand Atlantic City ramps up.
Still, MGM maintains a satisfactory business risk profile, with
a significant position on the Las Vegas Strip. Furthermore, the
company's business risk profile stands to improve over time, as
the recent openings of MGM Grand Detroit and MGM Grand Macau,
combined with MGM Grand Atlantic City (anticipated to open in
2012), will lessen the company's reliance on the Las Vegas Strip
and substantially grow the cash flow base. Joint ventures
overseas, such as the MGM Grand Abu Dhabi, also have the
potential to grow and diversify MGM MIRAGE's cash flow base over
time.
Headquartered in Las Vegas, Nevada, MGM Mirage (NYSE: MGM) --
http://www.mgmmirage.com/-- is a hotel and gaming company. It
owns and operates 17 properties located in Nevada, Mississippi
and Michigan, and Australia, and has investments in three other
casino resorts in Nevada, New Jersey, and Macau.
SHARPER IMAGE: Asks Court to Approve Asset Sale Procedures
----------------------------------------------------------
Prior to bankruptcy filing, Sharper Image Corporation began an
examination of the performance of its 184 stores to identify
unprofitable stores. As a result, the Debtor determined that 96
of its stores and one of its distribution centers were
unprofitable and required immediate liquidation to maximize the
value of the merchandise. As a consequence of that analysis,
the Debtor obtained approval from the Court to conduct store
closing sales at the Liquidation Stores.
Conducting the Store Closing Sales enabled the Debtor to focus
further analysis on its on-going stores and other assets to
determine how to maximize value to its estate, Steven K.
Kortanek, Esq., at Womble Carlyle Sandridge & Rice, PLLC, in
Wilmington, Delaware, relates. The Debtor has now determined
that a sale is necessary to preserve the value of its remaining
assets for the benefit of its stakeholders.
Mr. Kortanek states that the combination of disappointing sales
and limited availability under the DIP Facility has severely
hindered the Debtor's ability to improve and continue its retail
operations. "The lapse of time only exacerbates the effect of
the current liquidity crisis, which now threatens to dissipate
the value of Sharper Image's trade name and its other related
intellectual property," Mr. Kortanek said. "Delay in realizing
the value of the trade name and related intellectual property
will result in erosion of that value," he adds.
The Debtor believes that an orderly sale process should be
established. Mr. Kortanek points out that the proposed process
will ensure maximum value is obtained by selling in a
competitive market environment (i) the Debtor's assets,
including without limitation its trade name and other
intellectual property, as soon as practicable, and (ii) as many
of its unexpired leases of non-residential real property as may
be practicable.
The Debtor proposes to solicit offers for the purchase of all,
or parts of, its assets, including (i) the purchase of all or
substantially all of the Assets and Leases as an on-going
operation, or parts thereof, and (ii) bids for the purchase of
any of the Leases or owned real property not included in the
Asset Purchase Offer. Any and all offers will be considered by
the Debtor in consultation with the Statutory Creditors'
Committee.
Accordingly, the Debtor asks the U.S. Bankruptcy Court for the
District of Delaware to approve:
(a) proposed procedures in connection with the Sale;
(b) the time, date, and place of (i) the auction, and (ii) the
hearing to consider entry of the sale order;
(c) the form of notice of the Auction and the Procedures
Hearing;
(d) the form of asset purchase agreement and lease purchase
agreement to be used in connection with the solicitation
of offers; and
(e) the Debtor's entry into customary expense reimbursement
arrangements with offerors that may be identified prior to
or after the entry of an order authorizing and approving
the Sale Procedures at a hearing, scheduled for May 14,
2008.
Subsequent to the Auction, the Debtor asks the Court for the:
(i) approval of the Sale, free and clear of all liens, claims,
and encumbrances;
(ii) approval of, if any, sales of Leases, free and clear of
all liens, claims, and encumbrances to the party or
parties submitting the highest or best Lease Purchase
Offers; and
(iii) if necessary, the assumption and assignment of executory
contracts and Leases.
Proposed Sale Procedures
The Debtor proposes that on or prior to April 25, 2008, it will
have served the Auction and Hearing Notice on (i) the Office of
the United States Trustee for the District of Delaware, (ii) the
attorneys for the Secured Lender, (iii) the attorneys for the
Statutory Creditors' Committee, (iv) all known entities holding
or asserting a lien in the Assets or Leases, (v) all parties to
Contracts and Leases that the Debtor believes will or may be
assumed and assigned, (vi) for each state in which its retail
stores are located, (a) the Attorney General's Office, and (b)
the applicable taxing authorities, and (vii) all entities
entitled to notice in the Chapter 11 case.
The Debtor relates that Offers and adequate assurance packages
must have been submitted so that they are actually received on
May 9, 2008, by (i) the Debtor, (ii) the attorneys for the
Secured Lender, and (iii) the attorneys for the Statutory
Creditors' Committee -- Offer Notice Parties.
Any and all offers will be considered by the Debtor in
consultation with the Statutory Creditors' Committee. If any
Offer is conditioned upon the assumption and assignment of
Contracts or Leases, then the offeror must identify the
Contracts or Leases to be assumed and assigned, and provide
evidence of its ability to provide adequate assurance of future
performance of the Contracts or Leases along with the Offer.
After the submission of Offers, the Debtor, in consultation with
the Statutory Creditors' Committee, may enter into an agreement,
subject to higher or better offers at the Auction, with one or
more entities that submit Asset Purchase Offers for
substantially all, or a part of, the Debtor's assets,.
The Expense Reimbursement Agreement may include reimbursement
for costs and expenses incurred by the offeror in connection
with its Asset Purchase Offer. The Debtor will seek approval of
the Expense Reimbursement at the Procedures Hearing. If an
Expense Reimbursement Agreement is entered into after the
Procedures Hearing, the Debtor will seek retroactive approval of
the Expense Reimbursement at the Sale Hearing. Prior to the
Auction, the Debtor will distribute the appropriate Expense
Reimbursement Agreement, if any, to the parties submitting the
other Qualified Offers.
The Auction will be conducted at the offices of Weil, Gotshal &
Manges LLP, 767 Fifth Avenue, New York, on May 28, 2008, at
10:00 a.m., Eastern Time.
The Debtor proposes that objections to the Procedures Order must
be served so as to be actually received by May 7, 2008, at 4:00
p.m., Eastern Time by (i) the Debtor, (ii) the Office of the
United States Trustee for the District of Delaware, (iii) the
attorneys for the Secured Lender, and (iv) the attorneys for the
Statutory Creditors' Committee.
The Sale Hearing will be held in the United States Bankruptcy
Court for the District of Delaware, on May 29, 2008, at 2:00
p.m., Eastern Time, or another date and time that the Court may
direct. The Sale Hearing may be adjourned without further
notice other than by announcement at the Sale Hearing.
Objections to the Sale are due May 21, 2008, at 4:00 p.m.,
Eastern Time.
To facilitate the Auction process and assist Interested Parties
in preparing Offers for the Assets and Leases, the Debtor will
provide a proposed form of asset purchase agreement on which
Offers may be predicated. Moreover, Lease Purchase Offers must
be submitted pursuant to the terms of a lease purchase
agreement.
The Court will convene a hearing on May 14, 2008, to consider
approval the Debtor's proposed Sale Procedures.
EklecCo Objects
EklecCo Newco, L.L.C. believes that the Debtor's proposed
procedures for the sale of its assets may deny EklecCo any
meaningful opportunity to appear and object since the Sale
Hearing is only one day after the Auction.
Kevin M. Newman, Esq., at Menter, Rudin & Trivelpiece, P.C., in
Syracuse, New York, relates that although the Debtor will
provide EklecCo with adequate assurance packages it receives
regarding future performance by lease assignees, there is no
indication as to when this information is to be provided.
The Debtor proposes that EklecCo be required to object to a
proposed assumption and assignment before it even knows who the
proposed assignee is, Mr. Newman points out. EklecCo will not
know what the Debtor will be asking the Court to approve at the
Sale Hearing until possibly the Sale Hearing, but nevertheless
is required to file objections on or before May 21, 2008, Mr.
Newman notes.
Mr. Newman points out that EklecCo is entitled to have (i)
definitive notice of exactly who the Lease is to be assigned to,
(ii) adequate assurance information regarding any assignee,
(iii) time to determine whether to object to the proposed
assignment, (iv) time to conduct expedited discovery regarding
the proposed assignment, and (v) time to file an objection.
Sharper's Largest Stakeholder
Not Keen on Acquiring Company
Kaja Whitehouse of the New York Post reports that Sharper
Image's largest shareholder, Sun Capital Partners, is expected
to be absent during the bidding process.
Citing an unnamed source familiar with the situation, the New
York Post says certain officials at Sun Capital think acquiring
Sharper Image may not be a good move as researchers have
calculated that it would cost around US$50 million the first
year -- including Us$30 million in operating costs and US$20
million in losses -- to run the company.
Sharper's Image's statement of financial affairs discloses that
Sun Capital has a 19.5% stake in the company.
According to the same report, an insider at Sharper Image said
parties interested in acquiring the company were mostly
strategic buyers, or companies, and not private-equity firms.
About 20% of of the roughly 90 parties that have expressed
interest are currently conducting due diligence, said the
source.
A Sun Capital spokesman declined to comment on the matter.
Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer. It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet. The company has operations in
Australia, Brazil and Mexico. In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.
The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322). Steven K. Kortanek, Esq. at
Womble, Carlyle, Sandridge & Rice, P.L.L.C. represents the
Debtor in its restructuring efforts. An Official Committee of
UnsecuredCreditors has been appointed in the case. When the
Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000. (Sharper
Image Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
OPES PRIME: Firm's Collapse Prompts ASIC to Get Advisory Panel
--------------------------------------------------------------
Facing accusations it didn't do enough to identify and alert
investors to the woes of collapsed broker Opes Prime Group
Limited, the Australian Securities and Investments Commission
said it will appoint an external advisory panel to advise it on
market developments, cut senior management positions to 41 from
54 and devote more resources to supervising traders, the
Australian Associated Press reports.
According to the AAP, ASIC Chairman Tony D'Aloisio said: "I
really don't think there's any basis for the statement that
what's occurred with Opes Prime and some of the other issues
that have occurred in the market (are) regulatory driven. . . .
You need to understand that at the end of the day that CEOs,
directors, design business models, people buy them. . . . So in
a sense there's a responsibility at that level when some of
these collapses occur, and at this stage there is in my mind no
real evidence that this was regulatory failure."
Stuart Washington of the Sydney Morning Herald relates that Mr.
D'Aloisio said the Opes Prime collapse was not an example of
regulatory failure and that the ASIC has not identified
weaknesses in the regulatory regime or weaknesses in the way it
is enforcing the law, despite the fact that the Australian
Securities Exchange failed to detect problems in Opes Prime
during capital adequacy checks in February even though ASX and
ASIC were notified by Opes Prime that it was in difficulty in
February.
About Opes Prime
Opes Prime Group Ltd is an Australian unlisted public company
providing a range of financial services and products for high
net worth individuals, stockbrokers and financial advisors,
asset managers, banks and other firms, both for themselves and
their clients. The Group conducts business via a number of
operating subsidiaries based in Melbourne, Sydney and Singapore:
1) Opes Prime Stockbroking Limited is a full Market
Participant of the Australian Stock Exchange Ltd, and
holds an Australian Financial Services Licence (#247408)
which enables it to deal and advise in financial
services and products to retail and wholesale clients. The
company was first registered on 10 March 1999, and started
business with its current shareholders in 2005. Opes
Prime Stockbroking is a specialist provider of
securities lending and equity financing services. In
Singapore, the firm operates through Opes Prime Group's
wholly owned subsidiary, Opes Prime International Pte Ltd.
In Australia, Opes Prime Stockbroking has granted
Authorized Representative status to Trader Dealer Pty Ltd,
an on-line non-advisory trading execution service for the
semi-professional and professional trader.
2) Opes Prime Structured Products Pty Ltd develops, manages
and markets specialized leveraged products for the high
net worth market, providing outstanding risk protection
and return potential.
3) Opes Prime Paradigm Pty Ltd, is a corporate finance and
advisory firm specializing in small and mid cap stocks.
4) In Singapore, Opes Prime Asset Management Pte Ltd provides
specialist hedge fund incubation, advisory and trade
management services, and Five Pillars Associates Pte Ltd
provides Islamic finance consultancy.
* * *
The Troubled Company Reporter Asia-Pacific reported on April 1,
2008 that Opes Prime was placed under receivership after
directors became aware of a number of cash and stock movement
irregularities in relation to a small number of accounts.
Ferrier Hodgson Partners John Lindholm, Peter McCluskey and
Adrian Brown have been appointed Administrators by the directors
of Opes Prime Group Limited and a number of its subsidiaries and
related entities including, Opes Prime Stockbroking Limited.
Initial investigations indicate that the solvency of the
business was under pressure due to a number of major clients not
meeting significant margin calls. The Administrators are
currently examining the Group's affairs to quantify the likely
liability to OPSL's clients.
At the same time, Sal Algeri and Chris Campbell from the
Deloitte Corporate Reorganisation Group were appointed by a
secured creditor, ANZ Banking Group Ltd., as Receivers and
Managers of Opes Prime Group Ltd, Opes Prime Stockbroking Ltd,
Leveraged Capital Pty Ltd and Hawkswood Investments Pty Ltd.
PDQR OPERATIONS: Commences Liquidation Proceedings
--------------------------------------------------
At the final meeting of the members of PDQR Operations Pty Ltd
held May 8, 2008, Richard Judson, the appointed liquidator,
presented an account showing the manner in which the winding up
has been conducted and the property of the company has been
disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
PRIMUS TELECOM: Posts US$3 Mil. Net Loss in Qtr. Ended March 31
---------------------------------------------------------------
PRIMUS Telecommunications Group Incorporated disclosed on Monday
results for the first quarter ended March 31, 2008.
At March 31, 2008, the company's consolidated balance sheet
showed US$425.6 million in total assets and US$877.1 million in
total liabilities, resulting in a US$451.5 million total
stockholders' deficit.
The company's consolidated balance sheet at March 31, 2008, also
showed strained liquidity with US$191.8 million in total current
assets available to pay US$228.1 million in total current
liabilities.
The company reported a US$3.0 million net loss for the quarter,
compared to a net loss of US$2.6 million in the first quarter of
2007.
First quarter 2008 net revenue was US$227 million, in line with
net revenue of US$227.0 million in the first quarter of 2007.
The net loss in the first quarter of 2008 includes a US$2.0
million gain from early extinguishment of debt and a US$2.0
million gain on foreign currency transactions. The net loss in
the first quarter of 2007 includes a US$6.0 million loss on
early extinguishment or restructuring of debt and a US$3.0
million gain on foreign currency transactions.
"We are encouraged by the results in the first quarter,
particularly the sequential growth in both overall and retail
revenue - a goal that we have been pursuing," said K. Paul
Singh, chairman and chief executive officer of PRIMUS. "While
we recognize that a single quarter is far from a trend, we hope
the results are an early indication that our targeted
investments in sales and marketing and infrastructure will lead
to further progress in increasing retail revenues.
"Despite the positive revenue performance in the first quarter,
we believe it is premature to adjust our prior guidance of a 2%
to 5% yea-over-year net revenue decline. Similarly, assuming
currency exchange rates remain at current levels, we confirm our
prior 2008 Adjusted EBITDA guidance to be in the range of $65.0
million to $80.0 million. That outcome will be influenced by
the success we achieve in our expanded sales and marketing
efforts. In addition, we now expect capital expenditures for
the year to be in the
$25.0 million to $30.0 million range, approximately $5.0 million
lower than our prior guidance," Mr. Singh said.
"During the first quarter, we accomplished the following: opened
new, and expanded existing, data centers in Canada and
Australia; expanded the global DSLAM footprint by 35 to a total
of 288 to expand the availability of our broadband services;
augmented network capacity to offer higher speed DSL services in
Australia and Canada; and continued growth of the company's
direct sales force and telemarketing capabilities across its
major markets," Mr. Singh stated.
"Also, during the quarter, we purchased and retired $15.0
million principal amount of the company's outstanding debt
maturing in 2009. In addition, we completed the sales of a
minority equity investment in a Japanese entity and surplus
fiber assets for an aggregate $3.0 million in cash proceeds. We
continue to pursue other potential sales of select assets to
improve our liquidity and narrow our geographical focus to our
major franchises in the United States, Canada, Australia and
Europe.
"However, the uncertainty in the capital markets combined with a
weak overall economic outlook may extend our time horizon to
meet our goal of generating $50.0 million in cash proceeds from
assets sales, particularly if valuation parameters are not at
acceptable levels," Mr. Singh concluded.
First Quarter 2008 Financial Results
"First quarter 2008 net revenue was $227.0 million, up 2% or
$4.0 million from the prior quarter and in line with the first
quarter 2007. The $4.0 million revenue increase as compared to
the prior quarter was comprised of a $3.0 million increase in
wholesale services revenue and a $1.0 million increase in retail
services revenue," said Thomas R. Kloster, chief financial
officer.
"The growth in retail services revenue reflects continued
increases from high-margin broadband, VOIP, local, wireless,
data and hosting revenues, which, for the first time in over
nine quarters, exceeded the decline in legacy voice and dial-up
Internet services revenue. We believe attaining retail revenue
growth lends validity to our strategy of making network
investments and shifting resources to sales and marketing."
Net revenue less cost of revenue was US$84.0 million or 37.3% of
net revenue in the first quarter as compared to US$82.0 million
and 36.3% in the year-ago quarter.
Selling, general and administrative expense in the first quarter
was US$69.0 million, up US$1.0 million from US$68.0 million in
the year-ago quarter.
Income from operations was US$10.0 million in the first quarter
of 2008 (including a US$3.0 million gain from sale of assets),
an improvement of US$2.0 million from the first quarter of 2007.
First quarter 2008 Adjusted EBITDA was US$15.0 million, an
increase of US$1.0 million from US$14.0 million in the year-ago
quarter.
Interest expense for the first quarter 2008 was US$15.0 million,
up from US$13.0 million in the first quarter 2007. The increase
over the year-ago quarter is attributable to the interest
related to the 14 1/4% Senior Secured Notes, issued in February
and March 2007.
Income tax expense for the first quarter was US$2.0 million,
which includes charges for determination of possible future tax
obligations under Financial Accounting Standards Board
Interpretation No. 48, "Accounting for Uncertainty in Income
Taxes," and withholding tax expense for intercompany interest
and royalty fees owed by certain foreign subsidiaries.
Liquidity and Capital Resources
PRIMUS ended the first quarter 2008 with a cash balance of
US$67.0 million (US$56.0 million unrestricted) as compared to
US$91.0 million (US$81.0 million unrestricted) as of Dec. 31,
2007.
The US$25.0 million decrease in unrestricted cash balance is
comprised of US$7.0 million for capital expenditures primarily
to fund the previously announced Australian DSLAM network
expansion and the Canadian data center expansion, US$16.0
million for interest payments, US$11.0 million to purchase and
retire US$15.0 million principal amount of the company's
outstanding debt maturing in 2009, US$2.0 million for scheduled
debt principal reductions, and US$7.0 million for working
capital movements. These declines are offset by US$15.0 million
of Adjusted EBITDA, and US$3.0 million from the sale of assets.
Free Cash Flow for the first quarter 2008 was negative
US$14.0 million (comprised of US$7.0 million used in operating
activities and US$7.0 million utilized for capital expenditures)
as compared to negative US$13.0 million in the year-ago quarter.
The principal amount of PRIMUS's long-term debt obligations as
of March 31, 2008, was US$649.0 million, as compared to US$664.0
million at Dec. 31, 2007.
About PRIMUS Telecom
Headquartered in McLean, Virginia, Primus Telecommunications
Group (OTC: PRTL) -- http://www.primustel.com/-- is an
integrated communications services provider offering
international and domestic voice, voice-over-Internet protocol
(VOIP), Internet, wireless, data and hosting services to
business and residential retail customers and other carriers
located primarily in the United States, Canada, Australia, the
United Kingdom and western Europe. The company has operations
in Brazil and Mexico.
PRIMUS provides services over its global network of owned and
leased transmission facilities, including approximately 500
points-of-presence (POPs) throughout the world, ownership
interests in undersea fiber optic cable systems, 18 carrier-
grade international gateway and domestic switches, and a variety
of operating relationships that allow it to deliver traffic
worldwide.
* * *
As reported in the Troubled Company Reporter on April 17, 2008,
Moody's Investors Service downgraded Primus Telecommunications
Group Incorporated's corporate family rating to Ca from Caa3.
RATHSON PROPRIETARY: Commences Liquidation Proceedings
------------------------------------------------------
At the final meeting of the members of Rathson Proprietary
Limited held May 8, 2008, Richard Judson, the appointed
liquidator, presented an account showing the manner in which the
winding up has been conducted and the property of the company
has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
RON DOWSON: Commences Liquidation Proceedings
---------------------------------------------
At the final meeting of the members of Ron Dowson Sunraysia Pest
Control Pty. Ltd. held May 8, 2008, Richard Judson, the
appointed liquidator, presented an account showing the manner in
which the winding up has been conducted and the property of the
company has been disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
SEA CARGO: To Declare Dividend on May 14
----------------------------------------
Sea Cargo Equipment Pty Ltd will declare a final and first
dividend to creditors on May 14, 2008.
Only creditors who were able to file their proofs of debt by
April 22, 2008, will be included in the company's dividend
distribution.
The Liquidator can be reached at:
Robert Hutson
KordaMentha (Qld)
Level 4, 2 Corporate Court
Bundall QLD 4217
Telephone (07) 5574 1322
Facsimile (07) 5574 1433
Australia
SHARPER IMAGE: Asks Court to Approve Asset Sale Procedures
----------------------------------------------------------
Prior to the Petition Date, Sharper Image Corporation began an
examination of the performance of its 184 stores to identify
unprofitable stores. As a result, the Debtor determined that 96
of its stores and one of its distribution centers were
unprofitable and required immediate liquidation to maximize the
value of the merchandise. As a consequence of that analysis,
the Debtor obtained approval from the Court to conduct store
closing sales at the Liquidation Stores.
Conducting the Store Closing Sales enabled the Debtor to focus
further analysis on its on-going stores and other assets to
determine how to maximize value to its estate, Steven K.
Kortanek, Esq., at Womble Carlyle Sandridge & Rice, PLLC, in
Wilmington, Delaware, relates. The Debtor has now determined
that a sale is necessary to preserve the value of its remaining
assets for the benefit of its stakeholders.
Mr. Kortanek states that the combination of disappointing sales
and limited availability under the DIP Facility has severely
hindered the Debtor's ability to improve and continue its retail
operations. "The lapse of time only exacerbates the effect of
the current liquidity crisis, which now threatens to dissipate
the value of Sharper Image's trade name and its other related
intellectual property," Mr. Kortanek said. "Delay in realizing
the value of the trade name and related intellectual property
will result in erosion of that value," he adds.
The Debtor believes that an orderly sale process should be
established. Mr. Kortanek points out that the proposed process
will ensure maximum value is obtained by selling in a
competitive market environment (i) the Debtor's assets,
including without limitation its trade name and other
intellectual property, as soon as practicable, and (ii) as many
of its unexpired leases of non-residential real property as may
be practicable.
The Debtor proposes to solicit offers for the purchase of all,
or parts of, its assets, including (i) the purchase of all or
substantially all of the Assets and Leases as an on-going
operation, or parts thereof, and (ii) bids for the purchase of
any of the Leases or owned real property not included in the
Asset Purchase Offer. Any and all offers will be considered by
the Debtor in consultation with the Statutory Creditors'
Committee.
Accordingly, the Debtor asks the U.S. Bankruptcy Court for the
District of Delaware to approve:
(a) proposed procedures in connection with the Sale;
(b) the time, date, and place of (i) the auction, and (ii) the
hearing to consider entry of the sale order;
(c) the form of notice of the Auction and the Procedures
Hearing;
(d) the form of asset purchase agreement and lease purchase
agreement to be used in connection with the solicitation
of offers; and
(e) the Debtor's entry into customary expense reimbursement
arrangements with offerors that may be identified prior to
or after the entry of an order authorizing and approving
the Sale Procedures at a hearing, scheduled for May 14,
2008.
Subsequent to the Auction, the Debtor asks the Court for the:
(i) approval of the Sale, free and clear of all liens, claims,
and encumbrances;
(ii) approval of, if any, sales of Leases, free and clear of
all liens, claims, and encumbrances to the party or
parties submitting the highest or best Lease Purchase
Offers; and
(iii) if necessary, the assumption and assignment of executory
contracts and Leases.
Proposed Sale Procedures
The Debtor proposes that on or prior to April 25, 2008, it will
have served the Auction and Hearing Notice on (i) the Office of
the United States Trustee for the District of Delaware, (ii) the
attorneys for the Secured Lender, (iii) the attorneys for the
Statutory Creditors' Committee, (iv) all known entities holding
or asserting a lien in the Assets or Leases, (v) all parties to
Contracts and Leases that the Debtor believes will or may be
assumed and assigned, (vi) for each state in which its retail
stores are located, (a) the Attorney General's Office, and (b)
the applicable taxing authorities, and (vii) all entities
entitled to notice in the Chapter 11 case.
The Debtor relates that Offers and adequate assurance packages
must have been submitted so that they are actually received on
May 9, 2008, by (i) the Debtor, (ii) the attorneys for the
Secured Lender, and (iii) the attorneys for the Statutory
Creditors' Committee -- Offer Notice Parties.
Any and all offers will be considered by the Debtor in
consultation with the Statutory Creditors' Committee. If any
Offer is conditioned upon the assumption and assignment of
Contracts or Leases, then the offeror must identify the
Contracts or Leases to be assumed and assigned, and provide
evidence of its ability to provide adequate assurance of future
performance of the Contracts or Leases along with the Offer.
After the submission of Offers, the Debtor, in consultation with
the Statutory Creditors' Committee, may enter into an agreement,
subject to higher or better offers at the Auction, with one or
more entities that submit Asset Purchase Offers for
substantially all, or a part of, the Debtor's assets,.
The Expense Reimbursement Agreement may include reimbursement
for costs and expenses incurred by the offeror in connection
with its Asset Purchase Offer. The Debtor will seek approval of
the Expense Reimbursement at the Procedures Hearing. If an
Expense Reimbursement Agreement is entered into after the
Procedures Hearing, the Debtor will seek retroactive approval of
the Expense Reimbursement at the Sale Hearing. Prior to the
Auction, the Debtor will distribute the appropriate Expense
Reimbursement Agreement, if any, to the parties submitting the
other Qualified Offers.
The Auction will be conducted at the offices of Weil, Gotshal &
Manges LLP, 767 Fifth Avenue, New York, on May 28, 2008, at
10:00 a.m., Eastern Time.
The Debtor proposes that objections to the Procedures Order must
be served so as to be actually received by May 7, 2008, at 4:00
p.m., Eastern Time by (i) the Debtor, (ii) the Office of the
United States Trustee for the District of Delaware, (iii) the
attorneys for the Secured Lender, and (iv) the attorneys for the
Statutory Creditors' Committee.
The Sale Hearing will be held in the United States Bankruptcy
Court for the District of Delaware, on May 29, 2008, at 2:00
p.m., Eastern Time, or another date and time that the Court may
direct. The Sale Hearing may be adjourned without further
notice other than by announcement at the Sale Hearing.
Objections to the Sale are due May 21, 2008, at 4:00 p.m.,
Eastern Time.
To facilitate the Auction process and assist Interested Parties
in preparing Offers for the Assets and Leases, the Debtor will
provide a proposed form of asset purchase agreement on which
Offers may be predicated. Moreover, Lease Purchase Offers must
be submitted pursuant to the terms of a lease purchase
agreement.
The Court will convene a hearing on May 14, 2008, to consider
approval the Debtor's proposed Sale Procedures.
EklecCo Objects
EklecCo Newco, L.L.C. believes that the Debtor's proposed
procedures for the sale of its assets may deny EklecCo any
meaningful opportunity to appear and object since the Sale
Hearing is only one day after the Auction.
Kevin M. Newman, Esq., at Menter, Rudin & Trivelpiece, P.C., in
Syracuse, New York, relates that although the Debtor will
provide EklecCo with adequate assurance packages it receives
regarding future performance by lease assignees, there is no
indication as to when this information is to be provided.
The Debtor proposes that EklecCo be required to object to a
proposed assumption and assignment before it even knows who the
proposed assignee is, Mr. Newman points out. EklecCo will not
know what the Debtor will be asking the Court to approve at the
Sale Hearing until possibly the Sale Hearing, but nevertheless
is required to file objections on or before May 21, 2008, Mr.
Newman notes.
Mr. Newman points out that EklecCo is entitled to have (i)
definitive notice of exactly who the Lease is to be assigned to,
(ii) adequate assurance information regarding any assignee,
(iii) time to determine whether to object to the proposed
assignment, (iv) time to conduct expedited discovery regarding
the proposed assignment, and (v) time to file an objection.
Sharper's Largest Stakeholder
Not Keen on Acquiring Company
Kaja Whitehouse of the New York Post reports that Sharper
Image's largest shareholder, Sun Capital Partners, is expected
to be absent during the bidding process.
Citing an unnamed source familiar with the situation, the New
York Post says certain officials at Sun Capital think acquiring
Sharper Image may not be a good move as researchers have
calculated that it would cost around US$50 million the first
year -- including Us$30 million in operating costs and US$20
million in losses -- to run the company.
Sharper's Image's statement of financial affairs discloses that
Sun Capital has a 19.5% stake in the company.
According to the same report, an insider at Sharper Image said
parties interested in acquiring the company were mostly
strategic buyers, or companies, and not private-equity firms.
About 20% of of the roughly 90 parties that have expressed
interest are currently conducting due diligence, said the
source.
A Sun Capital spokesman declined to comment on the matter.
Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer. It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet. The company has operations in
Australia, Brazil and Mexico. In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.
The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322). Steven K. Kortanek, Esq. at
Womble, Carlyle, Sandridge & Rice, P.L.L.C. represents the
Debtor in its restructuring efforts. An Official Committee of
UnsecuredCreditors has been appointed in the case. When the
Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000. (Sharper
Image Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
ST. GEORGE BANK: Westpac Initiates Talks on Merger
--------------------------------------------------
Westpac Banking Corporation said in a media release that it is
in merger discussions with St.George Bank Limited concerning an
all-scrip merger to create Australia's leading financial
services company.
According to Westpac, together, Westpac and St.George would have
a strong AA credit-rating, a larger balance sheet and greater
access to funding. This would lower risk and costs for
St.George, and position the combined business to withstand
challenging funding markets and take advantage of opportunities
created by the dislocation in capital markets.
Westpac believes the respective brands would be better able to
compete and flourish by belonging to the same larger, stronger,
entity. Both organisations are strong businesses, with iconic
brands, strong and highly complementary cultures and long track
records of delivering for customers, employees, shareholders and
the community, Westpac said.
The proposed combination states that:
* All Westpac and St.George brands, including Bank SA, and
branch/ATM networks would be retained. The intention is
that there will be no net reduction in branch or ATM
numbers. The focus will be on investing more in front-line
services;
* The combined 10 million customers would benefit from an
enhanced offering in terms of product range, expanded
distribution and financial strength while preserving their
relationships with employees, products, customer
touchpoints and branding; and
* Shareholders would own the premier AA rated financial
institution in Australia, with leading market positions
across key lines of business, and share in the benefits of
substantial revenue synergies going forward.
Westpac outlined that the combined business would be a market
leader in Australia. Specifically, St.George and Westpac would
be:
* Australia's leading provider of home lending, with a
market share of 25%
* Australia's largest wealth platform provider with funds
under administration of $108 billion
Westpac Chairman, Ted Evans, said: "St.George and Westpac are
two highly successful banks, but we believe they would be
stronger together in a way which allows both to harness the
strength of each, while maintaining their unique identities and
market positions.
"The proposal continues Westpac's focus on Australia and New
Zealand and would help Westpac achieve its strategic priorities
sooner – building greater strength in distribution and
transforming our operations through the integration process."
Westpac CEO, Gail Kelly said that Westpac believes this is a
unique opportunity to bring these iconic brands together in a
way that will benefit both banks and their customers.
"It would create Australia's leading financial institution with
regard to meeting customer needs, distribution, strong brands,
scale, financial strength and the best products," Mrs Kelly
said.
"For customers it would make it more convenient to access
customer touchpoints, including the largest distribution network
with over 1,200 branches and in-stores as well as more than
2,700 ATMs.
"It would also provide greater diversity and choice of products
from both organisations. This would ensure that the best of
each bank's product and service capabilities can be extended
across customer segments, driving significant revenue growth."
Mrs Kelly said the combined strength would enable the group to
more effectively compete while sharing investment across a
broader customer base.
"The increased scale and integration of operations would drive
further investment in our back office processes ensuring more
reliable, consistent and improved customer service," she added.
The merger would require the approval of a range of regulatory
authorities as well as the Federal Treasurer.
Westpac has engaged Caliburn Partnership as financial adviser
and Gilbert + Tobin as legal adviser.
About Westpac
Headquartered in Sydney, New South Wales, Australia --
http://www.westpac.com.au/-- Westpac Banking Corporation
provides a range of banking and financial services, including
retail, commercial, and institutional banking, as well as wealth
management services to individuals and business customers in
Australia, New Zealand, and the Pacific region.
About St. George Bank
Headquartered in Kogarah, New South Wales, Australia --
http://www.stgeorge.com.au-- St. George Bank Limited is a
banking company. The Company operates in four business
segments: Retail Bank (RB), Institutional and Business Banking
(IBB), BankSA (BSA) and Wealth Management (WM). RB is
responsible for residential and consumer lending, provision of
personal financial services including transaction services, call
and term deposits, small business banking and financial
planners. This division manages retail branches, call centers,
agency networks and electronic channels, such as electronic
funds transfer at point of sale (EFTPOS) terminals, automated
teller machines (ATMs) and Internet banking.
On September 28, 2007, it disposed of its 100% interest in
Scottish Pacific Business Finance Holdings Pty. Limited.
* * *
The Troubled Company Reporter-Asia Pacific reported on March 28,
2008 that Fitch Ratings assigned a 'B' rating on the AU$1.0
million Class E bond of St. George. A subsequent TCR-AP report
on April 2, 2008, said Fitch Ratings rated St. George's AU$1.7
million Class D bond a 'BB'.
STATE PROPERTIES: Commences Liquidation Proceedings
---------------------------------------------------
At the final meeting of the members of State Properties Pty. Ltd
held May 8, 2008, Richard Judson, the appointed liquidator,
presented an account showing the manner in which the winding up
has been conducted and the property of the company has been
disposed of.
The liquidator can be reached at:
Richard Judson
Members Voluntarys Pty Ltd
1st Floor, 10 Park Road
Cheltenham VIC 3192
Australia
TELEPAK PTY: Commences Liquidation Proceedings
----------------------------------------------
At the joint annual and final meeting of the members and
creditors of Telepak Pty Ltd held May 2, 2008, A. R. Yeo, the
appointed liquidator, presented an account showing the manner in
which the winding up has been conducted and the property of the
company has been disposed of.
The liquidator can be reached at:
A. R. Yeo
Pitcher Partners
Level 19, 15 William Street
Melbourne VIC 3000
Australia
ZINIFEX LTD: Court Approves June 16 Shareholders' Meeting
---------------------------------------------------------
The Supreme Court of Victoria approved on Friday a meeting of
Zinifex Limited shareholders being held on Monday, June 16,
2008, to vote on the Scheme of Arrangement for the proposed
merger of Zinifex Limited and Oxiana Limited.
The Court approved for distribution the Scheme Booklet. The
Scheme Booklet setting out information for Zinifex shareholders
on the proposed Merger has been registered with the Australian
Securities & Investments Commission and filed with the
Australian Securities Exchange. Scheme Booklets are expected to
be dispatched to all Zinifex shareholders by Friday, May 16,
2008, with receipt during the following week. A copy of the
Scheme Booklet may also be found on the Zinifex Web site at
http://www.zinifex.com/media/schemeBooklet.aspx
Zinifex Directors unanimously recommend that Zinifex
shareholders vote in favour of the Scheme, in the absence of a
superior proposal.
The Scheme Booklet sets out the benefits of the Merger,
including:
* Strength
-- Strong financial position, cash flow and earnings
capability
-- Highly efficient operations and attractive development
and exploration portfolios
-- Skilled and experienced Board, management and workforce
-- Enhanced investor attractiveness resulting from
increased scale, liquidity and diversification
* Diversity
-- Increased commodity and geographic spread of assets
-- Improved earnings diversification
-- Skills applied to a greater set of opportunities
* Growth
-- Delivers a long and balanced pipeline of development
opportunities
-- Increased capability to accelerate value delivery from
the existing asset portfolio
-- Enhanced capability to pursue both an organic and
acquisitive growth strategy
In addition, the Independent Expert has concluded that the
Scheme is in the best interests of Zinifex shareholders.
Andrew Michelmore, Zinifex's Chief Executive Officer (CEO) and
CEO-elect for the merged group said "The outlook for metals
demand is extremely strong, and the merged group will be
significantly more capable than either Zinifex or Oxiana alone
to benefit from this situation. It is a great time to be
building a business with such strength and opportunities."
"Our preparations for the Merger are on track not only in terms
of obtaining Court approval for shareholders to vote on the
Scheme but also our plans to integrate the companies once all
approvals are received. I am delighted to announce that a highly
capable and experienced senior management team has been selected
to run the merged group and they are named in the Scheme
Booklet. The team and I are excited by the opportunities in
front of us."
The Scheme Meeting will be held at 2 p.m. on Monday, June 16,
2008, at the Function Centre, Melbourne & Olympic Parks, Batman
Avenue, Melbourne.
All proxy voting instructions must be received no later than 48
hours before the commencement of the Scheme Meeting. Zinifex
shareholders are encouraged to lodge proxy voting instructions
with Zinifex's share registry by 2 p.m. on Saturday, June 14,
2008, in accordance with the directions set out in the proxy
form accompanying the Scheme Booklet.
Shareholders should read the entire Scheme Booklet, which sets
out more information about the proposed Merger, including
disadvantages and risks.
Xstrata Rumor
Andrew Trounson of The Australian reported last week that Oxiana
shares increased once again on speculation that Swiss-based
giant Xstrata is poised to launch a bid before Oxiana can
consummate its AU$10 billion-plus merger with Zinifex. But
Zinifex CEO Andrew Michelmore said he had seen nothing in the
market to suggest an imminent takeover bid for either company,
Mr. Trounson relates.
Executive Team
Mr. Michelmore, who will be leading the merged company, will
have a new executive team comprising of officers from both
companies, The Australian reports. According to Mr. Trounson:
1. Zinifex head of strategy Stewart Howe will be leaving to
make way for his Oxiana counterpart Peter Lester;
2. Zinifex CFO Tony Barnes is retiring but while Oxiana CFO
Jeff Sells remains in the frame, Mr. Michelmore is still
considering external candidates;
3. Zinifex chief operations officer Brett Fletcher will stay
on as head of the Australian operations and marketing;
4. Oxiana's COO, John Nitshke, will become head of projects
and technical service with key supervision of the
expansion projects that are mainly Oxiana projects;
5. Oxiana's head of Asia, Peter Albert, retains his position,
given the Asian porfolio is all Oxiana's;
6. Oxiana's Tony Manini will become head of exploration and
Zinifex's John Larson will report to him;
7. Zinifex's company secretary Francesca Lee will stay while
her counterpart at Oxiana, David Forsyth, will leave;
8. Zinifex's Jill Lever will be the chief of human resources;
and
9. Oxiana's Bruce Loveday will be the overall head of
external communications, risk management and procurement.
About Zinifex
Zinifex Limited, one of the world's largest integrated zinc and
lead companies -- http://www.zinifex.com/-- is headquartered in
Melbourne, Australia. The company owns and operates two mines
and four smelters. The mines and two of the smelters are
located in Australia and supply the growing industrial markets
of the Asian-Pacific region, including China. The company
also has a zinc smelter in the Netherlands and the United
States. The company sells a range of zinc metal, lead metal,
and associated alloys in 20 countries. More than 80% of the
company's products are distributed outside Australia,
particularly in Asia, which is experiencing significant growth
in construction activity and vehicle production. Zinc is used
for steel galvanizing and die-casting and lead for lead acid
batteries used mainly in cars and other vehicles.
* * *
The Troubled Company Reporter-Asia Pacific reported on
Dec. 18, 2007, that Fitch Ratings affirmed Zinifex Limited's
'BB+' long-term foreign currency Issuer Default Rating (IDR),
following the announcement of an all cash offer for Allegiance
Mining NL (Allegiance). Fitch's Web site as of April 21, 2008,
says the rating outlook is positive.
=========
C H I N A
=========
BOMBARDIER INC: Moody's Holds Ba2 Ratings; Outlook Now Positive
---------------------------------------------------------------
Moody's Investors Service changed the rating outlook for
Bombardier Inc. to positive from stable and affirmed the
company's Ba2 corporate family, Ba2 senior unsecured and SGL-2
liquidity ratings. The outlook change reflects Moody's belief
that Bombardier's record backlog levels and strong demand from
international end-markets positions the company for continued
revenue growth, profitability improvements and cash flow
generation into the medium term. Coupled with the meaningful
reduction in debt levels that occurred towards the end of the
company's last fiscal year, the balance of the company's key
credit metrics are likely to evidence continuing improvement,
bolstering support for upwards rating momentum.
These ratings have been affirmed:
-- Corporate family rating at Ba2
-- Probability of default rating at Ba2
-- Senior unsecured debt rating at Ba2
(to LGD4, 52% from LGD4, 54%)
-- Speculative grade liquidity rating at SGL-2
Outlook Actions:
-- Outlook, Changed To Positive From Stable
Darren Kirk, lead analyst with Moody's, said that "Bombardier's
sizeable backlog in each of its two business segments positions
the company for further growth and margin improvement beyond the
gains achieved in fiscal 2008".
Bombardier's fiscal 2008 operating results evidenced continued
improvement driven by strong demand for business jets,
turboprops and Transportation segment products and services. A
prolonged period of declining demand for regional jet products
appears to have stabilized, which also contributed to the good
results.
Despite the poor financial condition of the airline industry and
challenging economic backdrop in the U.S., reducing dependence
on the U.S. market for cyclical aerospace activity and record
backlog levels in each of Bombardier's business segments,
provide the basis for continued operating momentum. Targeted
operating margins of 8% in the Aerospace segment have
essentially been attained while Transportation segment margins
continue to improve toward the company's goal of 6% by fiscal
2010. The company's ability to further enhance current coverage
and cash flow metrics through sustained margin improvement
remains a key factor influencing the rating.
Lower interest costs associated with recent debt reductions
should amplify improvement to key credit metrics through fiscal
2009 from levels that have in recent history constrained the Ba2
rating. Bombardier's liquidity profile is good summarized by
significant balance sheet cash with no near term debt
maturities, and a positive free cash flow profile. Lack of
committed bank operating lines for funded borrowing constrains
the liquidity rating at SGL-2.
The Company's good liquidity profile and favorable cash flow
trends may eventually be counterbalanced by incremental
financial and operating risks associated with the potential
investment in the CSeries mainline aircraft. Kirk added, "The
company's improving credit profile should nonetheless provide
the capacity to absorb these risks within context of its rating
and outlook".
Bombardier Inc., headquartered in Montreal, Quebec, is a
diversified manufacturing company involved in the aerospace and
transportation markets.
FIAT SPA: To Source Auto Parts from India by 2010
-------------------------------------------------
Fiat SpA intends to import EUR250 million worth of auto parts
from India by 2010. This is eight times the current importation
of EUR30 million, the Economictimes reports.
The Economictimes adds that the move would enable Fiat to cut
costs since parts from India are around 10-15% cheaper.
Further, it could also aid Fiat "broadbase its global market for
sourcing," Economictimes says.
Citing Fiat Group Purchasing SRL CEO Gianni Coda, Economictimes
relates that the sourcing would be implemented for the
automaker's Europe, Brazil and North America manufacturing
plants.
About Fiat S.p.A.
Based in Turin, Italy, Fiat SpA -- http://www.fiatgroup.com/--
designs, manufactures, and sells automobiles, trucks, wheel
loaders, excavators, telehandlers, tractors and combine
harvesters. Outside Europe, the company has subsidiaries in the
United States, Japan, India, China, Mexico, Brazil and
Argentina, among others.
* * *
As of March 13, 2008, Fiat S.p.A. and its subsidiaries carries
Ba3 Corporate Family and Senior Unsecured ratings from Moody's
Investors Service, which said the outlook is positive.
HAINAN AIRLINES: To Launch Bejing-Seattle Air Route on June 9
-------------------------------------------------------------
Hainan Airlines Co. Limited will launch its first direct air
route between Beijing and Seattle on June 9, People Daily Online
reports.
According to the report, the new route will be the "fastest air
link" between China and the United States.
The new route, the report relates, will be operated by Airbus
A330-200s on Mondays, Wednesdays, Fridays and Saturdays. Hainan
Airlines will use Boeing787s, on the route after delivery next
year, People Daily relates.
Based in Haikou, Hainan Province, the People's Republic of
China, Hainan Airlines Co., Ltd. -- http://www.hnair.com/-- is
an airline company that operates nearly 500 domestic routes in
more than 80 major cities. It also provides scheduled and non-
scheduled international flights from Hainan Province to
Southeast Asia and other Asian countries.
The airline currently holds Xinhua Far East China Rating's CC
issuer credit rating that was placed on October 31, 2005.
HAINAN AIRLINES: Plans CNY3 Billion Bond Issue
----------------------------------------------
Hainan Airlines Co. Limited planned to issue up to CNY3 billion
(US$429 million) in five- and 10-year corporate bonds to pay
back bank debt and supplement working capital, Reuters reports.
According to the report, the airline also planned to pay CNY515
million in cash to buy a 6.44 percent stake in Shenzhen
Financial Leasing Co.
The company's plans, the report relates, still need the approval
of shareholders and regulators.
Based in Haikou, Hainan Province, the People's Republic of
China, Hainan Airlines Co., Ltd. -- http://www.hnair.com/-- is
an airline company that operates nearly 500 domestic routes in
more than 80 major cities. It also provides scheduled and non-
scheduled international flights from Hainan Province to
Southeast Asia and other Asian countries.
The airline currently holds Xinhua Far East China Rating's CC
issuer credit rating that was placed on October 31, 2005.
SHIMAO PROPERTY: Mulls Adding Land Reserve in Beijing & Shanghai
----------------------------------------------------------------
Shimao Property Holdings Limited is considering adding land
reserve in Beijing and Shanghai in 2008, Sinocast News reports,
citing Zhuo Yalan, assistant to Chairman with ShiMao Group.
Mr. Yalan told the news agency that the projects in the second-
tier and third-tier cities across China will still be the major
profit contributor for Shimao Property in 2008.
The company expects to launch 19 property projects across 16
cities, covering about 2.47 million square meters, mainly
situated around the Yangtze River Delta region and the Economic
Zone around the Bohai Sea, the report relates.
Currently, Shimao Property has had land reserve of 26.5 million
square meters, in terms of floor area, throughout 22 cities in
China. This can meet the need for development in the next five
to six years, the report says.
As reported by the Troubled Company Reporter-Asia Pacific on
April 23, 2008, Shimao Property reported an 80% increase in its
2007, profit as it sold more apartments amid surging home prices
in China.
According to the TCRAP, the company recorded a net profit of
CNY4.1 billion (US$586 million), or CNY1.26 a share, from
CNY2.28 billion, or CNY0.85, in 2006, while sales rose 34% to
CNY9.28 billion.
Revenue from hotels and commercial properties soared 260% to
CNY645 million, Sinocast News relates.
About Shimao Property
Shimao Property Holdings Limited -- http://www.shimaogroup.com/
-- is a large-scale developer of real estate projects in China,
specializing in high-end developments in prime locations. The
company's business portfolio comprises the development of
residential properties, retail properties, offices and hotels.
The company has 15 projects at various stages of development
located in Shanghai, Beijing, Harbin, Wuhan, Nanjing, Fuzhou,
Kunshan, Changshu, Shaoxing and Wuhu.
* * *
As reported in the Troubled Company Reporter-Asia Pacific on
Jan. 17, 2008, Moody's Investors Service changed the outlook for
Shimao Property Holdings Limited's Baa3 issuer and bond ratings
to negative from stable. The rating action followed Shimao's
announcement that it acquired new property projects in Hangzhou
and Dalian for CNY3.07 billion and CNY1.65 billion respectively.
"The negative outlook is due to concerns that the aggressive
nature of Shimao's strategy for acquiring land could increase
its financial leverage and weaken its liquidity profile in the
near term," said Peter Choy, a Moody's Vice President and Senior
Credit Officer.
In July 2007, Fitch Ratings assigned a Long-term Foreign
Currency Issuer Default Rating of 'BB+' to China-based Shimao
Property Holdings Limited. Simultaneously,Fitch assigned issue
ratings of 'BB+' to Shimao's US$350 million senior notes due
2016 and USD250m senior floating
rate notes due 2011, respectively. The Outlook for the IDR is
Stable.
In June 2007, Standard & Poor's Ratings Services said
that its rating on Shimao Property Holdings Ltd. (BB+/Stable/--)
was not immediately affected by the company's recent proposal to
inject most of its retail and commercial assets into A-
sharelisted Chinese property company, Shanghai Shimao Co. Ltd.,
in return for ultimate controlling ownership in the company.
SHIMAO PROPERTY: Acquires Prime Site in Lvshunkou District
----------------------------------------------------------
Shimao Property Holdings Limited has acquired a prime site
alongside Longhe River in Lvshunkou district, Dalian, Liaoning
Province at a consideration of CNY1.65 billion.
Subsequent to the prime land acquisition in an integrated re-
development of Beishan Hotel and Mudanjiang Textile Factory
(land cost of CNY220 million with aggregated planned GFA of 0.7
million sq.m.) in Mudanjiang, Heilongjiang Province, this
acquisition is a significant move of the Group's strategic plans
in Bohai Rim and expansion of its land bank.
Located at the southmost of the Liaodong Peninsula in Northeast
China, the city of Dalian is the most important gateway to
Northern China and a harbourfront with a combination of harbour,
trading, industry, tourism. Lvshunkou district, which is
governed under the jurisdiction of the city of Dalian, is a
scenic spot area at national level.
Lvshunkou district, in line with the expansion of Dalian to the
west and the north, becomes another hotspot of the city with its
abundant natural cultural resources, convenient transportation
and enormous potential for further development. Longhe River,
flowing through the old city of Lvshun and the new and the old
regions, becomes an important part of Lvshun in the development
of the city and its economy.
The aggregated planned GFA of the land site is 1.6 million
sq.m., and is designated to be developed into a complex that
integrates international conference centres, five-star hotels,
shopping malls, commercial streets and high-end residential
properties.
The residential properties, which accounts for 80% or above of
the whole project, exhibit an enormous commercial potential and
immense room for development, further ameliorating and
strengthening the comprehensiveness of Dalian.
About Shimao Property
Shimao Property Holdings Limited -- http://www.shimaogroup.com/
-- is a large-scale developer of real estate projects in China,
specializing in high-end developments in prime locations. The
company's business portfolio comprises the development of
residential properties, retail properties, offices and hotels.
The company has 15 projects at various stages of development
located in Shanghai, Beijing, Harbin, Wuhan, Nanjing, Fuzhou,
Kunshan, Changshu, Shaoxing and Wuhu.
* * *
As reported in the Troubled Company Reporter-Asia Pacific on
Jan. 17, 2008, Moody's Investors Service changed the outlook for
Shimao Property Holdings Limited's Baa3 issuer and bond ratings
to negative from stable. The rating action followed Shimao's
announcement that it acquired new property projects in Hangzhou
and Dalian for CNY3.07 billion and CNY1.65 billion respectively.
"The negative outlook is due to concerns that the aggressive
nature of Shimao's strategy for acquiring land could increase
its financial leverage and weaken its liquidity profile in the
near term," said Peter Choy, a Moody's Vice President and Senior
Credit Officer.
In July 2007, Fitch Ratings assigned a Long-term Foreign
Currency Issuer Default Rating of 'BB+' to China-based Shimao
Property Holdings Limited. Simultaneously,Fitch assigned issue
ratings of 'BB+' to Shimao's US$350 million senior notes due
2016 and USD250m senior floating
rate notes due 2011, respectively. The Outlook for the IDR is
Stable.
In June 2007, Standard & Poor's Ratings Services said
that its rating on Shimao Property Holdings Ltd. (BB+/Stable/--)
was not immediately affected by the company's recent proposal to
inject most of its retail and commercial assets into A-
sharelisted Chinese property company, Shanghai Shimao Co. Ltd.,
in return for ultimate controlling ownership in the company.
================
H O N G K O N G
================
CHINA BICYCLE: Declares Dividend for Creditors
----------------------------------------------
China Bicycle Holdings Limited, which is in liquidation,
declared its dividend for its creditors.
Only creditors who were able to file their proofs of debt by
May 13, 2008, were included in the company's dividend
distribution.
The company's liquidators are:
Dermot Agnew
Joseph K. C. Lo
MAN LUNG: Court to Hear Wind-Up Proceedings on May 21
-----------------------------------------------------
On March 14, 2008, Man Lung Hong Securities Limited, filed a
petition to have its operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
May 21, 2008, to hear the petition.
The petitioners' solicitor is:
Lovells
One Pacific Place, 11th Floor
88 Queensway, Hong Kong
PEREGRINE INVESTMENT: To Declare Dividend Tomorrow
--------------------------------------------------
Peregrine Investments Holdings Limited, which is in liquidation,
will declare seventh dividend for its creditors tomorrow,
May 13, 2008.
The company will pay its creditors 0.1% from Hong Kong
liquidation and 2.4% from the Bermudian liquidation.
PERFECT COTTON: Court to Hear Wind-Up Proceedings on May 28
-----------------------------------------------------------
On March 26, 2008, Industrial and Commercial Bank of China
(Asia) Limited, filed a petition to have Perfect Cotton Yarn
Company Limited's operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
May 28, 2008, to hear the petition.
The petitioners' solicitor is:
Deacon
Alexander House, 5th Floor
18 Charter Road
Central, Hong Kong
RIVER PEARL: Creditors' Proofs of Debt Due June 6
-------------------------------------------------
Creditors of River Pearl Properties Limited are required to file
their proofs of debt by June 6, 2008, to be included in the
company's dividend distribution.
The company commenced liquidation proceedings on April 23, 2008.
The company's liquidator is:
Li Wai Chi Franky
Champion Building, Room 1213
301-309 Nathan Road
Jordan, Kowloon
ROAD KING: Names Chow Ming as Independent Non-Executive Director
----------------------------------------------------------------
Road King Infrastructure Limited's Board of Directors has
appointed Dr. Chow Ming Kuen, Joseph as independent non-
executive director and a member of the audit committee and the
remuneration committee of the company, effective April 15, 2008.
Dr. Chow Ming Kuen, Joseph, OBE, JP, aged 66, is a professional
civil and structural engineer. He is also a fellow of The Hong
Kong Institution of Engineers, the Institution of Civil
Engineers and the Institution of Structural Engineers. He is
the Chairman of Joseph Chow and Partners Limited, a professional
consulting engineers firm. Dr. Chow is the Chairman of the
Construction Workers Registration Authority and served as
President of The Hong Kong Institution of Engineers from 2001
to 2002 and Chairman of the Hong Kong Engineers' Registration
Board from 1996 to 1998.
Dr. Chow is a Hon Senior Superintendent of the Auxiliary Police
Force. He served in many public services including Chairman of
the Hong Kong Examinations Authority, Deputy Council Chairman of
Hong Kong Polytechnic University, member of Hospital Authority,
Hong Kong Housing Authority and Hong Kong University Court. H
He is also the Independent Non-executive Chairman of PYI
Corporation Limited, an Independent Non-executive Director of
Chevalier International Holdings Limited and Build King Holdings
Limited (a subsidiary of Wai Kee Holdings Limited which in turn
is the controlling shareholder of the company) and a Non-
executive Director of Wheelock Properties Limited, the shares
of these four companies are listed on the Main Board of The
Stock Exchange of Hong Kong Limited.
Save as disclosed above, Dr. Chow did not hold any directorships
in any listed public companies in the last three years and does
not have any relationships with any directors, senior management
or substantial or controlling shareholder of the Company nor
hold any other positions with the company or any of its
subsidiaries.
Dr. Chow has not entered into any service contract with the
Company. There is no fixed term or proposed length of service
except that he is subject to retirement in accordance with the
Bye-laws of the Company. Dr. Chow is entitled to a director's
fee of HK$180,000 per annum for acting as an Independent Non-
executive Director, HK$95,000 per annum for acting as a member
of the Audit Committee and HK$25,000 per annum for acting as a
member of the Remuneration Committee.
The director's fees of Dr. Chow will be reviewed and determined
by the Board annually with the authorization granted by the
shareholders at an annual general meeting of the company and
taking reference to his duties and responsibilities with the
company, the company's performance and the prevailing market
situation.
Dr. Chow does not have any interests in the shares in the
company within the meaning of Part XV of the Securities and
Futures Ordinance (Chapter 571 of the Laws of Hong Kong) as at
the date of this announcement.
Save as disclosed above, Dr. Chow is not aware of any other
matters that need to be brought to the attention of the
shareholders of the company nor is there any information to be
disclosed by the company pursuant to any of the requirements
under rules 13.51(2)(h) to 13.51(2)(v) of the Rules Governing
the Listing of Securities on The Stock Exchange of Hong Kong
Limited.
About Road King
Road King Infrastructure Limited -- http://www.roadking.com.hk/
-- is a Hong Kong listed company with its core business in the
investment, development, operation and management of toll roads
and property projects in China. Road King has a toll road
portfolio of HK$6 billion, comprising 19 toll road and bridge
projects spanning approximately 1,000 kilometers in 8 provinces
of China. Road King has commenced the property development
business in China since 2004. Projects are located in Guangdong
Province and Jiangsu Province, with total developable gross
floor area of approximately 2.9 million square metres.
* * *
As reported in the Troubled Company Reporter-Asia Pacific on
April 14, 2008, Moody's Investors Service affirmed the Ba2
corporate family and bond ratings of Road King Infrastructure
Limited. The rating action follows Road King's announcement of
litigation with respect to its disputes with the former majority
shareholders in Sunco Property Holdings Company Limited, and the
company's failure to exert control over the management of two
Tianjin property subsidiaries acquired from Sunco Property. The
outlook for both ratings is negative.
SURPLUS EXPRESS: Creditors' Proofs of Debt Due June 6
-----------------------------------------------------
Creditors of Surplus Express Limited are required to file their
proofs of debt by June 6, 2008, to be included in the company's
dividend distribution.
The company commenced liquidation proceedings on April 29, 2008.
The company's liquidator is:
Cheung Ka Ho
SUP Tower, 23rd Floor
Room 2301-2, 75-83 King's Road
Fortress Hill, Hong Kong
SVO EQUITY: Court to Hear Wind-Up Proceedings on June 11
--------------------------------------------------------
On April 1, 2008, Overseas Advisory Inc., filed a petition to
have Svo Private Equity Limited's operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
June 11, 2008, to hear the petition.
The petitioners' solicitors are:
Keith Lam Lau & Chan
The Chinese Club Building, 5th & 7th Floor
21-22 Connaught Road, Central Central
Hong Kong
TITAN PETROCHEMICALS: Forecasts Record Profit in 2008
-----------------------------------------------------
Titan Petrochemicals Group Limited expects to return to profit
in 2008, with the growth coming from its China shipyard, Reuters
reports.
As reported by the Troubled Company Reporter-Asia Pacific on
April 30, 2008, Titan Petrochemicals' results for the
year ended December 31, 2007, showed higher revenues, but
significantly lower earnings and a net loss for the Group,
impacted largely by extremely difficult operating conditions
during the year. The company posted a net loss of HK$29 million
(US$3.72 million) in 2007.
According to the TCR-AP, the Group's balance sheet strengthened
considerably, with a much stronger cash position as at
December 31, 2007, of HK$2,111 million, compared to HK$373
million twelve months ago.
About Titan Petrochemicals
Titan Petrochemicals Group Limited is a fully integrated
downstream oil logistics company, providing end-to-end sourcing,
transportation, storage and wholesale distribution on a single
platform. Through this, we help oil companies and oil users
such as power utilities make their supply chain more efficient
and their business more competitive.
In addition, the Group operates a rapidly expanding multi-
functional shipyard in Quanzhou, a strategic location in China
off the Taiwan Strait. Built to be one of the most advanced
facilities of its kind, the yard's ship building unit began
operations in 2006 and has a strong order book of high
performance vessels. This will soon be complemented by major
ship repair and offshore engineering operations capable of
handling latest generation container ships and oil rigs.
Titan operates in China, Hong Kong, Singapore and Malaysia.
* * *
The Troubled Company Reporter-Asia Pacific reported on April 28,
2008, that Moody's Investors Service placed on review for
possible downgrade Titan Petrochemicals Group Ltd's B2 corporate
family rating and B3 senior unsecured bond rating.
TITAN PETRO: Selling Two Crude Carriers to Avin for US$59 Mil.
--------------------------------------------------------------
Titan Petrochemicals Group Limited has agreed to sell two of its
very large crude carriers (Titan Leo and Titan Venus) to Avin
International SA for a total consideration of US$59 million
(approximately HK$460 million).
"The sales will generate more cash for the Group," said Mr. Tsoi
Tin Chun, Chairman and Chief Executive of Titan. "The disposals
are another step in optimizing our asset base and group
business, and further reducing our dependency on the volatile
Very Large Crude Carrier (VLCC) market, in pursuit of our
objective of building a stable earnings base."
After completion of the transaction, the Group will operate nine
VLCCs, two of them deployed as Floating Storage Units (FSUs),
versus 11 VLCCs including three FSUs previously. The total
fleet capacity including VLCCs, FSUs and product tankers will be
approximately 2.65 million deadweight tons.
"Following the disposals, Titan will be able to maintain its
presence in the global oil transportation market through
chartering in VLCCs as needed. The disposals also keep on track
our program to gradually replace our single-hulled vessels with
double-hulled tankers," added Mr. Tsoi.
About Titan Petrochemicals
Titan Petrochemicals Group Limited is a fully integrated
downstream oil logistics company, providing end-to-end sourcing,
transportation, storage and wholesale distribution on a single
platform. Through this, we help oil companies and oil users
such as power utilities make their supply chain more efficient
and their business more competitive.
In addition, the Group operates a rapidly expanding multi-
functional shipyard in Quanzhou, a strategic location in China
off the Taiwan Strait. Built to be one of the most advanced
facilities of its kind, the yard's ship building unit began
operations in 2006 and has a strong order book of high
performance vessels. This will soon be complemented by major
ship repair and offshore engineering operations capable of
handling latest generation container ships and oil rigs.
Titan operates in China, Hong Kong, Singapore and Malaysia.
* * *
The Troubled Company Reporter-Asia Pacific reported on April 28,
2008, that Moody's Investors Service placed on review for
possible downgrade Titan Petrochemicals Group Ltd's B2 corporate
family rating and B3 senior unsecured bond rating.
ULTRASOUND TECH: Court to Hear Wind-Up Proceedings on June 11
-------------------------------------------------------------
On April 1, 2008, Overseas Advisory Inc., filed a petition to
have Ultrasound Technology Limited's operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
June 11, 2008, to hear the petition.
The petitioners' solicitors are:
Keith Lam Lau & Chan
The Chinese Club Building, 5th & 7th Floor
21-22 Connaught Road, Central Central
Hong Kong
WAH KING: Court to Hear Wind-Up Proceedings on May 28
-----------------------------------------------------
On March 19, 2008, Mok Yuk Kwong, filed a petition to have Wah
King Trasport Limited's operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
May 28, 2008, to hear the petition.
The petitioners' solicitors are:
Messrs. Chong, So & Co.
ING Tower, Units 2201-2
308 Des Voeux Road, Central
Hong Kong
WYLIE INDUSTRIAL: Court to Hear Wind-Up Proceedings on June 18
--------------------------------------------------------------
On April 11, 2008, Enertech Limited, filed a petition to have
its operations wound up.
The High Court of Hong Kong will convene at 9:30 a.m. on
June 18, 2008, to hear the petition.
The petitioners' solicitors are:
Tsang, Chan & Woo
Grand Building, 12th Floor
Nos 15-18 Connaught Road, Central
Hong Kong
=========
I N D I A
=========
AMERICAN AXLE: Gets $200MM Aid from GM to Resolve Labor Dispute
---------------------------------------------------------------
American Axle & Manufacturing Holdings Inc. will receive upfront
financial support from General Motors Corp. capped at $200
million to help fund employee buyouts, early retirements and
buydowns to facilitate a settlement of the work stoppage,
according to GM filing with the Securities and Exchange
Commission.
As reported in the Troubled Company Reporter on April 24, 2008,
the strike called by the UAW union at Axle's original U.S.
locations continues into its 57th day on Tuesday. Approximately
3,650 associates are represented by the UAW at these five
facilities in Michigan and New York. AAM and the UAW worked
effectively last week with the objective of reaching a new
collective bargaining agreement for the original U.S. locations.
Tentative agreements were achieved on many issues and AAM was
encouraged by the progress.
Although AAM has made several economic proposals to the UAW with
"all-in" hourly wage and benefit packages that were considerably
higher than the market rate of AAM's UAW-represented competitors
in the U.S., the UAW has repeatedly rejected these economic
proposals.
AAM needs a U.S. market competitive labor agreement for the
original U.S. locations. This is necessary because the UAW
previously negotiated market competitive labor agreements with
many of AAM's U.S. competitors in the driveline market segment.
This includes Dana, FormTech, Chinese-owned Neapco and Indian-
owned Bharat Forge. The "all-in" wage and benefit package
granted by the UAW to these companies averages approximately $30
per hour.
In order for AAM to be able to compete for new business and
sustain employment at the original U.S. locations, the UAW must
offer AAM economic terms and conditions that are comparable to
those it has already granted to AAM's competitors. The UAW's
latest economic proposal to AAM dated April 14, 2008, included
an "all-in" wage and benefit package that is almost double the
market rate established by the UAW with AAM's competitors.
The TCR reported in March 2008 that GM president and chief
operating officer Frederick A. Henderson said that although many
of its assembly plants have been partially or fully shut down by
the strike of United Auto Workers union members at Axle, GM
won't interfere with the parties' labor dispute.
Mr. Henderson added that GM were not losing sales because of the
strike, which started on Feb. 26, 2008, following expiration of
a four-year master labor agreement. However, he said, if GM was
struggling because of the union protest, the company would be
one of those sitting on the negotiation table.
According GM's quarterly results filing, Axle's work stoppage
unfavorably impacted GM North America earnings by $800 million.
GM has about 30 facilities affected by the strike as the
supplier attempts to negotiate with the union.
About GM
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
About American Axle
Headquartered in Detroit, Michigan, American Axle &
Manufacturing Holdings Inc. (NYSE:AXL) -- http://www.aam.com/--
and its wholly owned subsidiary, American Axle & Manufacturing,
Inc., manufactures, engineers, designs and validates driveline
and drivetrain systems and related components and modules,
chassis systems and metal-formed products for light trucks,
sport utility vehicles and passenger cars. In addition to
locations in the United States (in Michigan, New York and Ohio),
the company also has offices or facilities in Brazil, China,
Germany, India, Japan, Luxembourg, Mexico, Poland, South Korea
and the United Kingdom.
* * *
As reported in the Troubled Company Reporter on April 4, 2008,
Moody's Investors Service placed American Axle & Manufacturing
Holdings, Inc.'s Ba3 Corporate Family Rating under review for
downgrade.
GENERAL MOTORS: Fitch Says Ratings Could Face Likely Downgrade
--------------------------------------------------------------
Fitch Ratings has published these comments regarding its
Outlooks for Ford and General Motors following their first
quarter earnings.
As economic conditions and high gas prices continue to erode
North American unit sales at Ford and GM, the companies remain
in the middle stages of their lengthy restructuring efforts.
Although both companies have achieved substantial reductions in
fixed costs, primarily through headcount reductions, Ford and GM
will continue to experience heavy cash drains in 2008 and
reduced liquidity. In the absence of a rebound in economic
conditions and industry sales through 2009, both companies are
likely to remain cash flow negative during this period.
Fitch currently has an Issuer Default Rating (IDR) of 'B' with a
Negative Outlook for both Ford and GM, and both ratings are
expected to remain on negative outlook until a clearer path
toward positive cash flow is established. Given progress on its
restructuring program and its product profile, Ford may achieve
this during 2008, while liquidity drains in 2008 at GM pose a
risk of a further downgrade in the rating.
FORD:
Ford has demonstrated considerable progress in its restructuring
efforts - to its fixed costs, manufacturing footprint, and
product profile -- which could result in a Stable rating at some
point in 2008 if cost efforts and product competitiveness
continue along the same trendline. Ford's reported financial
results over the next several quarters will continue to reflect
the benefits of the company's restructuring efforts,
particularly resulting from its hourly buyout programs. (Please
see Fitch's press release of Feb. 14, 2008). Ford has also
benefited from having numerous local operating agreements in
place prior to negotiation of the national contract, resulting
in better integration and smoother implementation of the
downsizing efforts. Capacity and headcount reductions are
proceeding on plan.
Ford's consolidated results will remain dependent on the
critical North American pickup market, and the company is
unlikely to return to positive free cash flow until the pickup
market rebounds along with economic conditions. In any
scenario, 2009 results should benefit from the introduction of
the new F-Series. Unit sales in the smaller end of its lineup
(Fusion, Escape, Focus) have recently held up well, providing a
modest level of support for consolidated results. The company's
Edge crossover, and two new product introductions this year, the
Flex and the Lincoln MKS sedan, are also expected to provide
support for volumes. Ford's quality performance could also have
a growing impact on longer-term operating results.
International operations have demonstrated improvement,
providing a modest positive to the company's consolidated
profile.
Heavy cash drains are projected through 2008 and into 2009, but
liquidity is adequate and sufficient to weather moderating
operating losses, restructuring costs, and weak economic
conditions through 2009. Ford has also undertaken a number of
equity-for-debt swaps over the past year in an effort to
moderate the leverage and financial impact of the restructuring
efforts, an effort that Fitch expects will continue. The recent
share purchases by Kirk Kerkorian are not a factor in the
rating. Although Mr. Kerkorian has historically been an
activist investor across his investments, including actions that
have not been bondholder-friendly, in the case of Ford, the
interest of bondholders and equity holders are currently very
much aligned.
GENERAL MOTORS:
At GM, North American operating losses and restructuring costs
are likely to further erode liquidity in 2008 and 2009.
Liquidity has been supported by numerous asset sales, but the
lack of further asset sales is likely to mean an accelerated
decline in the short term and could result in a downgrade of GM
in 2008. Additional debt financings could boost liquidity, but
high debt levels and financing costs, coupled with lower
interest income, will take a toll on operating cash flows.
Fitch believes that inadequate contribution margins across a
number of the company's products and production facilities will
require further restructuring efforts and the closure of 2-4
assembly plants in addition to what has been announced to date.
In addition, the continuing American Axle strike, GM's
difficulty in negotiating local operating agreements (that have
resulted in further labor actions), and the lack of resolution
to the Delphi situation will delay GM's ability to realize fixed
cost reductions and other purchasing, materials and production
efficiencies in the near term. This will most likely prevent GM
from reversing negative cash flows through 2009. GM's
international operations continue to be a growing strength for
the company's credit profile.
Rating factors that could trigger a downgrade include:
-- Consolidated 2008 cash drains in excess of US$8 billion,
which results in liquidity dropping below US$20 billion;
-- Lack of progress in reducing fixed costs, combined with a
reduction in international profitability;
-- Double-digit production cuts in North America throughout
2008 resulting from a more severe decline in economic
conditions or deterioration in GM's product
competitiveness.
-- Material capital infusion into GMAC.
The ratings are unaffected by the pending debt exchange at
ResCap or any associated impact on GMAC. Given GM's focus on
maintaining liquidity to finance North American operating
losses, restructuring expenditures and the recent VEBA
agreement, Fitch views it as unlikely that GM would inject any
additional capital into GMAC, and any material assistance is not
incorporated in the rating. Fitch's most recent recovery
analysis had severely discounted asset values of GM's ResCap and
GMAC holdings, and did not incorporate expectations of any
dividends or capital contributions. Fitch does not believe that
the challenges at GMAC and ResCap would measurably impact sales
or production at GM.
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries, including the United Kingdom, Germany,
France, Russia, Brazil and India. In 2007, nearly 9.37 million
GM cars and trucks were sold globally under the following
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden,
HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.
GENERAL MOTORS: Liquidity Negatively Impacted by $2.1 Billion
-------------------------------------------------------------
The work stoppage at supplier American Axle & Manufacturing
Holdings Inc. has negatively impacted General Motors Corp.'s
liquidity by $2.1 billion for the three months ended March 31,
2008. Approximately 30 of GM's plants in North America have
been idled by the work stoppage.
GM, however, said the work stoppage has not negatively impacted
the company's ability to meet customer demand due to the high
levels of inventory at its dealers.
GM said GM North America's results were negatively impacted by
$800 million as a result of the loss of approximately 100,000
production units in the three months ended March 31, 2008. The
automaker anticipates that this lost production will not be
fully recovered after this work stoppage is resolved, due to the
current economic environment in the United States and to the
market shift away from the types of vehicles that have been most
strongly affected by the action at American Axle.
GM Shareholders' Deficit Rises
At March 31, 2008, the automaker's balance sheet showed total
assets of $145,741,000,000 and total debts of $186,784,000,000,
resulting in a stockholders' deficit of $41,043,000,000.
Deficit, at Dec. 31, 2007, and March 31, 2007, was
$37,094,000,000 and $4,558,000,000, respectively.
For three months ended March 31, 2008, GM reported a net loss of
$3,251,000,000 on $42,670,000,000 total net sales and revenue,
compared to a net income of $62,000,000 on $43,387,000,000 total
net sales and revenue for same period last year.
As reported in the Troubled Company Reporter on May 7, 2008, GM
said that during the first quarter of 2008, it took a non-cash
charge of $731,000,000 to increase its liability for estimated
net costs associated with its support of Delphi Corp.'s
bankruptcy and restructuring efforts. GM disclosed that the
charge primarily results from updated estimates reflecting
uncertainty around the nature, value and timing of GM's
recoveries. Delphi was scheduled to emerge from bankruptcy in
mid-April but obtained problems with its exit equity financing
from Appaloosa Management, PC, thus affecting the timing of GM's
recoveries from Delphi.
General Motors has now recorded charges totaling $8,300,000,000
in connection with Delphi-related issues.
About GM
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
* * *
As reported in the Troubled Company Reporter on April 28, 2008,
Standard & Poor's Ratings Services said that its 'B' long-term
and 'B-3' short-term corporate credit ratings on General Motors
Corp. remain on CreditWatch with negative implications, where
they were placed March 17, 2008. The CreditWatch update follows
downgrades of 49%-owned subsidiaries GMAC LLC (B/Negative/C) and
Residential Capital LLC (CCC+/Watch Neg/C). The rating actions
on Residential Capital LLC and GMAC were triggered by the
resignation of the only independent directors at Residential
Capital LLC.
GENERAL MOTORS: To Provide $200 Million to Axle to End Strike
-------------------------------------------------------------
General Motors Corp. disclosed in a Securities and Exchange
Commission filing that it agreed to provide American Axle &
Manufacturing Holding with upfront financial support capped at
$200 million to help fund employee buyouts, early retirements
and buydowns to facilitate a settlement of the work stoppage.
As reported in the Troubled Company Reporter on April 24, 2008,
the strike called by the UAW union at Axle's original U.S.
locations continues into its 57th day on Tuesday. Approximately
3,650 associates are represented by the UAW at these five
facilities in Michigan and New York. AAM and the UAW worked
effectively last week with the objective of reaching a new
collective bargaining agreement for the original U.S. locations.
Tentative agreements were achieved on many issues and AAM was
encouraged by the progress.
Although AAM has made several economic proposals to the UAW with
"all-in" hourly wage and benefit packages that were considerably
higher than the market rate of AAM's UAW-represented competitors
in the U.S., the UAW has repeatedly rejected these economic
proposals.
AAM needs a U.S. market competitive labor agreement for the
original U.S. locations. This is necessary because the UAW
previously negotiated market competitive labor agreements with
many of AAM's U.S. competitors in the driveline market segment.
This includes Dana, FormTech, Chinese-owned Neapco and Indian-
owned Bharat Forge. The "all-in" wage and benefit package
granted by the UAW to these companies averages approximately $30
per hour.
In order for AAM to be able to compete for new business and
sustain employment at the original U.S. locations, the UAW must
offer AAM economic terms and conditions that are comparable to
those it has already granted to AAM's competitors. The UAW's
latest economic proposal to AAM dated April 14, 2008, included
an "all-in" wage and benefit package that is almost double the
market rate established by the UAW with AAM's competitors.
The TCR reported in March 2008 that GM president and chief
operating officer Frederick A. Henderson said that although many
of its assembly plants have been partially or fully shut down by
the strike of United Auto Workers union members at Axle, GM
won't interfere with the parties' labor dispute. Mr. Henderson
explained that GM was not losing sales because of the strike,
which started on Feb. 26, 2008, following expiration of a four-
year master labor agreement. However, he said, if GM was
struggling because of the union protest, the company would be
one of those sitting on the negotiation table.
According GM's recent quarterly results filing, Axle's work
stoppage unfavorably impacted GM North America earnings by
$800 million.
GM has about 30 facilities affected by the strike as the
supplier attempts to negotiate with the union.
About American Axle
Headquartered in Detroit, Michigan, American Axle &
Manufacturing Holdings Inc. (NYSE:AXL) -- http://www.aam.com/--
and its wholly owned subsidiary, American Axle & Manufacturing,
Inc., manufactures, engineers, designs and validates driveline
and drivetrain systems and related components and modules,
chassis systems and metal-formed products for light trucks,
sport utility vehicles and passenger cars. In addition to
locations in the United States (in Michigan, New York and Ohio),
the company also has offices or facilities in Brazil, China,
Germany, India, Japan, Luxembourg, Mexico, Poland, South Korea
and the United Kingdom.
About GM
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
* * *
As reported in the Troubled Company Reporter on April 28, 2008,
Standard & Poor's Ratings Services said that its 'B' long-term
and 'B-3' short-term corporate credit ratings on General Motors
Corp. remain on CreditWatch with negative implications, where
they were placed March 17, 2008. The CreditWatch update follows
downgrades of 49%-owned subsidiaries GMAC LLC (B/Negative/C) and
Residential Capital LLC (CCC+/Watch Neg/C). The rating actions
on Residential Capital LLC and GMAC were triggered by the
resignation of the only independent directors at Residential
Capital LLC.
GENERAL MOTORS: In Talks on $750 Mil. Pledge for ResCap Bailout
---------------------------------------------------------------
GMAC LLC, both owned by General Motors Corp. and Cerberus
Capital Management LP, is currently negotiating to provide a new
2-year $3.5 billion senior secured credit facility to its wholly
owned subsidiary Residential Capital LLC, which would be
conditioned on successful completion by ResCap of a debt tender
and exchange offer for its outstanding unsecured notes.
ResCap's financing plans also include seeking amendments to
substantially all of its secured bilateral credit facilities to
extend their maturities or to modify their tangible net worth
covenants.
GM and Cerberus are in discussions to acquire $750 million first
loss participation in GMAC's proposed senior secured credit
facility, shared between Cerberus and GM on a pro rata basis.
As reported in the Troubled Company Reporter on May 7, 2008,
ResCap disclosed that it is highly leveraged relative to its
cash flow, and its liquidity position has been declining.
According to a Securities and Exchange Commission filing, ResCap
said there is a significant risk that the company will not be
able to meet its debt service obligations, be unable to meet
certain financial covenants in its credit facilities, and be in
a negative liquidity position in June 2008.
ResCap anticipates that its new debt agreements will include
covenants to maintain minimum cash balances. To comply with
these covenants and to satisfy its liquidity needs, ResCap
expects that it will be required, even if it successfully
implements all of the proposed actions, to generate capital in
the near term through asset sales or other actions in addition
to its normal mortgage finance activities, to obtain additional
cash of approximately $600 million by June 30, 2008. This
additional cash requirement is an estimate based upon ResCap's
internal monthly cash forecasts targeting sufficient cash
surpluses to prudently operate its business and remain in excess
of anticipated cash covenants.
According to GM, if ResCap is unsuccessful in executing the
financing transactions, including additional liquidity actions,
it would have a material adverse effect on GMAC, which could
result in a further impairment of GM's investments in GMAC and
could disrupt GMAC's ability to finance GM's dealers and
customers.
About ResCap
Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by
GMAC LLC.
About GMAC LLC
GMAC LLC -- http://www.gmacfs.com/-- formerly General Motors
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses. GMAC was established in 1919 and employs
approximately 26,700 people worldwide. Cerberus Capital
Management LP bought 51% GMAC LLC stake from General Motors
Corp. on December 2006.
About GM
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
* * *
As reported in the Troubled Company Reporter on March 26, 2008,
Standard & Poor's Ratings Services placed the ratings on General
Motors Corp., American Axle & Manufacturing Holdings Inc., Lear
Corp., and Tenneco Inc. on CreditWatch with negative
implications. The CreditWatch placement reflects S&P's decision
to review the ratings in light of the extended American Axle
(BB/Watch Neg/--) strike.
The work stoppage that began Feb. 25 at American Axle's U.S.
United Auto Workers plants has forced closure of many GM
(B/Watch Neg/B-3) plants, as well as plants of certain GM
suppliers. The strike began after the expiration of the four-
year master labor agreement with American Axle. Although S&P
still expects American Axle and the UAW to reach an agreement
that will reflect more competitive labor costs, the timing is
unknown.
To resolve the CreditWatch listings, S&P's will assess the
strike's impact on the companies' credit profiles, particularly
liquidity, once production resumes. S&P could lower the ratings
any time prior to a resolution of the Axle strike if the
liquidity of the companies becomes compromised, although
downgrades are not likely for another several weeks.
As reported in the Troubled Company Reporter on Feb. 28, 2008,
Fitch Ratings has affirmed the Issuer Default Rating of General
Motors at 'B', with a Rating Outlook Negative.
As reported in the Troubled Company Reporter on Nov. 9, 2007,
Moody's Investors Service affirmed its rating for General Motors
Corporation (B3 Corporate Family Rating, Ba3 senior secured,
Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity
rating) but changed the outlook to Stable from Positive. In an
environment of weakening prospects for US auto sales GM has
announced that it will take a non-cash charge of $39 billion for
the third quarter of 2007 related to establishing a valuation
allowance against its deferred tax assets in the US, Canada and
Germany.
As reported in the Troubled Company Reporter on Oct. 23, 2007,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and other ratings on General Motors Corp. and
removed them from CreditWatch with positive implications, where
they were placed Sept. 26, 2007, following agreement on the new
labor contract. The outlook is stable.
GMAC LLC: Parents In Talks on $750 Mil. Bailout for ResCap
----------------------------------------------------------
GMAC LLC, both owned by General Motors Corp. and Cerberus
Capital Management LP, is currently negotiating to provide a new
2-year $3.5 billion senior secured credit facility to its wholly
owned subsidiary Residential Capital LLC, which would be
conditioned on successful completion by ResCap of a debt tender
and exchange offer for its outstanding unsecured notes.
ResCap's financing plans also include seeking amendments to
substantially all of its secured bilateral credit facilities to
extend their maturities or to modify their tangible net worth
covenants.
GM and Cerberus are in discussions to acquire $750 million first
loss participation in GMAC's proposed senior secured credit
facility, shared between Cerberus and GM on a pro rata basis.
As reported in the Troubled Company Reporter on May 7, 2008,
ResCap disclosed that it is highly leveraged relative to its
cash flow, and its liquidity position has been declining.
According to a Securities and Exchange Commission filing, ResCap
said there is a significant risk that the company will not be
able to meet its debt service obligations, be unable to meet
certain financial covenants in its credit facilities, and be in
a negative liquidity position in June 2008.
ResCap anticipates that its new debt agreements will include
covenants to maintain minimum cash balances. To comply with
these covenants and to satisfy its liquidity needs, ResCap
expects that it will be required, even if it successfully
implements all of the proposed actions, to generate capital in
the near term through asset sales or other actions in addition
to its normal mortgage finance activities, to obtain additional
cash of approximately $600 million by June 30, 2008. This
additional cash requirement is an estimate based upon ResCap's
internal monthly cash forecasts targeting sufficient cash
surpluses to prudently operate its business and remain in excess
of anticipated cash covenants.
According to GM, if ResCap is unsuccessful in executing the
financing transactions, including additional liquidity actions,
it would have a material adverse effect on GMAC, which could
result in a further impairment of GM's investments in GMAC and
could disrupt GMAC's ability to finance GM's dealers and
customers.
About ResCap
Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by
GMAC LLC.
About GM
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
About GMAC LLC
GMAC LLC -- http://www.gmacfs.com/-- formerly General Motors
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses. GMAC was established in 1919 and employs
approximately 26,700 people worldwide. Cerberus Capital
Management LP bought 51% GMAC LLC stake from General Motors
Corp. on December 2006.
* * *
As reported in yesterday's Troubled Company Reporter, Fitch
Ratings has downgraded the long-term Issuer Default Rating
of GMAC LLC and related subsidiaries to 'BB-' from 'BB'. Fitch
has also downgraded GMAC's unsecured long-term ratings to 'B+'
from 'BB-', reflecting the potential for reduced recovery in a
default scenario should the company encumber assets.
Additionally, Fitch has affirmed the 'B' short-term ratings.
The Rating Outlook remains Negative.
As reported in the Troubled Company Reporter on April 25, 2008,
Moody's Investors Service downgraded GMAC LLC's senior rating to
B2 from B1; the rating remains on review for further possible
downgrade. This action follows Moody's rating downgrade of
ResCap LLC, GMAC's wholly owned residential mortgage unit, to
Caa1 from B2.
IMAX CORP: Amends Facility; Sells US$18 Mil. in Common Shares
-------------------------------------------------------------
IMAX Corporation disclosed Tuesday that it has entered into two
significant financing transactions, one with Wachovia Capital
Finance Corporation to increase future availability and modify
other terms under the company's existing credit facility, and
one with the Douglas family, IMAX's largest shareholder, for the
sale of approximately 2.73 million common shares in a private
placement at an aggregate purchase price of US$18 million.
The company said that proceeds from these transactions will be
used to fund the company's IMAX(R) Digital projection roll-out,
slated to begin this summer, and for general corporate purposes.
"We have always believed that the attractive returns from
existing joint ventures would enable us to finance our broader
digital rollout," said IMAX co-chairmen and co-chief executive
officers Richard L. Gelfond and Bradley J. Wechsler. "Now our
bank and our largest shareholder have each stepped forward to
provide us with increased availability of credit and cash, which
we believe will enable us to effectively execute on our existing
plan. Coupled with our cash on hand, we expect that these deals
will ultimately provide us with access to roughly US$55 - US$60
million in funding."
IMAX and Wachovia entered into an amendment on May 5, 2008,
which extends the term of the facility to Oct. 31, 2010, removes
an EBITDA maintenance covenant provided the company maintains
certain minimum liquidity requirements, and is likely to
increase the company's borrowing base.
"We believe these changes will ensure our access to more money
for a longer period of time, mitigating operating risk," added
Messrs. Gelfond and Wechsler. "The amended terms of the line
allow us to draw down approximately US$24.4 million [], and we
believe that as our borrowing base increases in accordance with
the terms of the agreement we may be able to take down close to
US$30 million."
Additionally, on May 5, 2008, the company entered into an
agreement with the Douglas family, IMAX's largest shareholder,
for the sale of approximately 2.73 million of the company's
common shares for a total purchase price of US$18 million, or
approximately US$6.60 per share (the equivalent of the average
closing IMAX common share price over the most recent five
trading days).
The Douglas family, which will own 19.9% of the company's common
shares post-transaction, has agreed to a five-year standstill
with the company whereby it will refrain from certain
activities, such as increasing its percentage ownership in the
company and entering into various arrangements with the company,
such as fundamental or change-of-control transactions. The
company has granted the Douglas family registration rights in
connection with the newly-acquired shares. The rivate
placement is expected to close on May 8, 2008, and is subject to
customary closing conditions.
"The Douglas family has been an extremely supportive shareholder
group, and we're pleased that they have recognized the potential
in IMAX and the opportunity to invest at this level at this
time," said Messrs. Gelfond and Wechsler. "The good news is
that as a result of [the] announcements, we do not believe we
will need additional financing to fund our digital rollout under
the current business model."
The company said that exhibitors and other customers have been
extremely enthusiastic in their response to IMAX's pending
transition to digital, signing deals for 170 IMAX Digital
theatre systems in the last two quarters. In December 2007,
IMAX announced a joint venture agreement with AMC Entertainment
Inc. for 100 IMAX Digital theatre systems. In March 2008, IMAX
announced a joint venture agreement with Regal Cinemas Inc. for
31 IMAX Digital theatre systems.
These deals, according to the company, will dramatically
increase the IMAX(R) theatre footprint in North America and
accelerate the momentum behind IMAX's transition to digital
projection technology over the next few years. The company
expects to deliver the first of those digital theatre systems
and open its initial joint venture theatres with AMC in July
2008.
About IMAX Corporation
Headquartered in Ontario, Canada, IMAX Corporation (Nasdaq:
IMAX)(TSX: IMX) -- http://www.imax.com/-- is a digital
entertainment and technology company. As of Dec. 31, 2007,
there were 299 IMAX theatres operating in 39 countries. The
company's groundbreaking IMAX DMR digital remastering technology
allows it to digitally transform virtually any conventional
motion picture into the unparalleled image and sound quality.
The company has a subsidiary in Netherlands, IMAX (Netherlands)
B.V., and also in Japan, IMAX Japan Inc. The company has
locations in Guatemala, India and Italy.
At Dec. 31, 2007, IMAX Corp.'s balance sheet showed total assets
of US$207,982,000 and total debts of US$293,352,000 resulting in
an US$85,370,000 shareholders' deficit. Deficit was
US$58,232,000 as of Dec. 31, 2006.
IMAX CORPORATION: Shareholders' Meeting Scheduled for June 18
-------------------------------------------------------------
IMAX Corp. will hold its Annual and Special Meeting of
Shareholders on June 18, 2008, at 10:30 a.m. The meeting will
be held at Stony Brook Manhattan, 2nd Floor, 401 Park Avenue
South in New York.
At the meeting, shareholders will:
(1) receive the consolidated financial statements for the
fiscal year ended Dec 31, 2007, together with the
auditors' report thereon;
(2) elect directors;
(3) appoint auditors and authorize the directors to fix
the auditors' remuneration;
(4) approve certain amendments to the Company's Stock
Option Plan; and
(5) transact other business as may properly be brought
before the Meeting or any adjournments thereof.
Only shareholders as of the April 21, 2008, record date will be
allowed to vote at the meeting.
About IMAX Corporation
Headquartered in Ontario, Canada, IMAX Corporation (Nasdaq:
IMAX)(TSX: IMX) -- http://www.imax.com/-- is a digital
entertainment and technology company. As of Dec. 31, 2007,
there were 299 IMAX theatres operating in 39 countries. The
company's groundbreaking IMAX DMR digital remastering technology
allows it to digitally transform virtually any conventional
motion picture into the unparalleled image and sound quality.
The company has a subsidiary in Netherlands, IMAX (Netherlands)
B.V., and also in Japan, IMAX Japan Inc. The company has
locations in Guatemala, India and Italy.
At Dec. 31, 2007, IMAX Corp.'s balance sheet showed total assets
of US$207,982,000 and total debts of US$293,352,000 resulting in
an US$85,370,000 shareholders' deficit. Deficit was
US$58,232,000 as of Dec. 31, 2006.
QUEBECOR WORLD: Seeks Extension of the CCAA Stay Until July 25
--------------------------------------------------------------
Quebecor World Inc. and its affiliates ask the Quebec Superior
Court of Justice to:
-- extend the stay under the the Companies' Creditors
Arrangement Act to July 25, 2008, and
-- amend the Initial Order to (i) align the provisions
relating to the debtor-in-possession financing with those
of the US Final DIP Order and (ii) provide adequate
protection to the Chief Restructuring Officer recently
appointed by Quebecor World, Inc.
Ernst & Young, Inc., the Court-appointed monitor, relates that
pursuant to the Order of the Superior Court dated February 19,
2008, the stay period expires on May 12, 2008. E&Y asserts that
extension of the stay period is necessary for the Applicants to
complete their revised business plans, present the business
plans to the Committees, and commence negotiations with the
Committees and the other stakeholders. E&Y adds that all of
this must occur in order for the Applicants to be in a position
to fully develop a plan or plans of compromise or arrangement.
E&Y notes that the Applicants continue to provide their
regulatory financial reports, as well as prepare information
required in relation to the U.S. Proceedings and respond to the
requests of the Committees. According to E&Y, the Applicants
will also need to turn their attention to the preparation of a
liquidation analysis as plans of reorganization or arrangement
are being developed.
To ensure consistency between the administration of the U.S. and
Canadian proceedings, E&Y says, it is necessary that the
provisions of the Initial Order relating to the DIP Financing be
aligned with the US Final DIP Order.
E&Y states that the key changes to the Initial Order, which have
been reviewed and discussed with the advisors and the creditors'
committees, deal with:
(a) the exchange of information between major stakeholders;
(b) the amendment process applicable to the DIP Credit
Agreement;
(c) the intercompany claims between Applicants, secured by a
court ordered intercompany charge ranking after the CCAA
Charges, the Bank Syndicate Security, the SocGen Security,
and any other claims and Encumbrances expressly senior to,
or on priority with, each of the CCAA Charges;
(d) transfers of property by Applicants to Non-Applicant
Affiliates;
(e) the tracking of the intercompany claims and transfers of
property; and
(f) the payment of pre-filing debts.
The Applicants also want the Initial Order to include details of
the indemnity of Randall C. Benson as Chief Restructuring
Officer.
A full-text copy of the proposed Revised Initial Order is
available for free at http://ResearchArchives.com/t/s?2ba7.
E&Y anticipates that the Applicants will be back before the
Superior Court on a number of occasions during the proposed
extension period.
About Quebecor World
Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media. It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia. In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.
The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.
Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008. The Honorable
Justice Robert Mongeon oversees the CCAA case. Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case. Ernst & Young Inc. was appointed as Monitor.
On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152). Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.
Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns. The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.
As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.
The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case. The Debtors' CCAA stay
has been extended to May 12, 2008. (Quebecor World Bankruptcy
News, Issue No. 10; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Europe on Feb. 13,
2008 Moody's Investors Service assigned a Ba2 rating to the
US$400 million super priority senior secured revolving term loan
facility of Quebecor World Inc. as a Debtor-in-Possession. The
related US$600 million super priority senior secured term loan
was rated Ba3 (together, the DIP facilities). The RTL's better
asset value coverage relative to the TL accounts for the
ratings' differential.
QUEBECOR WORLD: Ernst & Young Gives Updates on CCAA Proceedings
---------------------------------------------------------------
Ernst & Young, Inc., monitor of Quebecor World Inc. and certain
of its affiliates' bankruptcy proceedings under the Companies'
Creditors Arrangement Act, presented its report to the Quebec
Superior Court of Justice with respect to the activities of the
companies and certain events occurring since April 15, 2008.
Stabilization Procedures
(a) Overview
E&Y relates that as of May 6, the U.S. Petitioners have
disbursed approximately $11,600,000 in relation to prepetition
warehousing and shipping charges and continue to work with the
vendors in this category. A revised estimate of $21,000,000 has
been developed for the prepetition payables in this category.
The original estimate was $15,000,0000 to $20,000,000.
According to E&Y, discussions with suppliers to re-establish
supply arrangements and to negotiate credit terms wherein
suppliers will provide goods and services during the stay period
are ongoing particularly with respect to the reduction in the
number of manual payments required as creditors in general are
being paid on a more regular basis.
(b) Banking
Despite the deposit of C$20,000,000 to a segregated account at
Canadian Imperial Bank of Commerce to indemnify CIBG from
potential exposure as the Applicants' Canadian bank services
provider, the Applicants have been unable to benefit from all of
the banking services previously provided prepetition. E&Y says
the reimplementation of these services would both reduce the
level of manual transactions currently performed by the
Applicants' accounting and treasury personnel and improve
relationships with certain suppliers by permitting the
Applicants to more efficiently manage its restricted credit
limits. The Applicants are in discussion with CIBG to reduce
the C$20,000,000 held in the segregated account, widen the
CIBC's services offered, and explore alternative solutions to
reduce the levels of redundant work being done by their
personnel.
As previously reported, the Applicants opened a cash account at
Bank of America, their existing provider of U.S. Banking
services, to hold proceeds realized from the disposition of QW
Memphis Corp. inventory held on site as of January 21, 2008, as
prepetition collateral for the benefit of the Bank Syndicate.
The Applicants deposited an initial $20,000,000 into the QW
Memphis Collateral Account. In accordance with the Applicants'
agreement with the Bank Syndicate, further deposits totaling
$10,000,000 have been deposited into the account. As May 6,
2008, the QW Memphis Collateral Account has a balance of
$30,000,000.
(c) Inter-Company Transactions
The inter-company transactions have been limited to the
automatic centralized accounting transfer of accounts payable
and accounts receivable, funding of EUR13,000,000 to Europe and
$6,000,000 to Latin America as authorized by the Initial Order
and the Final DIP Order, and certain postpetition transactions
in the ordinary course of business.
(d) 2007 Financial Statements and Reporting Issues
E&Y says that the Companies expect to release their quarterly
financial statements for the three-month period ended March 31,
2008, on May 14, 2008.
The Applicants intend to deliver to the U.S. Trustees their
Monthly Operating Report for the period January 21 to February 2
and February 3 to March 1 by mid-May, and the Monthly Operating
Report for the month of March 2008 by May 30, 2008.
The Applicants are also working on the preparation of the
Schedules of Assets and Liabilities and Statement of Financial
Affairs for each of the U.S. Petitioners. These statements and
schedules are currently required to be completed and filed in
the U.S. Proceedings by June 4, 2008.
DIP Financing
When the Applicants received the $600,000,000 Term Loan Facility
on January 24, 2008, based on the financial information
available at the time, the Applicants allocated $108,200,000 of
this amount to the Canadian operations and $491,800,000 to the
U.S. Petitioners.
The Applicants have made a number of payments that have reduced
the amount of DIP Proceeds available to the Canadian operations,
including:
* funding the Latin American Operations -- $6,000,000;
* funding the European Operations -- EUR13,000,000; and
* funding of CIBG collateral account -- C$20,000,000.
As a result of funding these non-operational transactions, on
April 21, 2008, QWI drew C$20,000,000 on the Revolving Loan
Facility to fund the ongoing operations of QWI. As the U.S.
Debtors had excess available cash from the Term Loan Facility of
approximately $154,200,000 on May 4, 2008, the Applicants are
reviewing the options available to use the funds already drawn
on the Term Loan Facility and allocated to the U.S. Debtors
prior to using the Revolving Loan Facility. According to E&Y,
it is economically unsound for the Applicants to be borrowing
funds from the Revolving Loan Facility in one jurisdiction while
it has excess cash available in the other. Two options were
drawn to address this situation:
(a) Obtain the authorization from the DIP Lenders to modify
the initial allocation of the Term Loan Facility between
the Canadian and U.S. operations; or
(b) Make an inter-company loan from the U.S. Debtors to QWI,
on terms to be negotiated.
The Applicants are in discussions with the Committees and the
DIP Lenders in respect of these two options.
Current Financial Performance and Cash Flow Forecast
(1) Cash Flow Results for the Five Weeks Ended April 27, 2008
E&Y reports that the consolidated North American operations
of the Applicants produced negative cash flow of $37,000,000,
approximately $59,000,000 better than the projected for the
same period in the cash flow forecast prepared by the
Applicants. The $59,000,000 favorable variance includes a
$20,000,000 draw of the Revolving Loan Facility. According
to E&Y, management advised that the favorable variance is
attributable to a number of factors including higher than
projected accounts receivable collections, drawings on the
Revolving Loan Facility, and a deferral of the funding of the
European and Latin American non-petitioners' financing
requirements. E&Y relates that the favorable variance
resulting from these factors was partially offset by
"catch-up" payments reducing the level of post-filing
accounts payable which accumulated as a result of the delays
encountered in the post-filing processing of supplier
payments.
A copy of the actual cash flow results and the variances from
the cash flow forecast for the five weeks ended April 27,
2008 is available for free at
http://ResearchArchives.com/t/s?2ba3
(2) Cash Flow Forecast for the 13 Weeks Ending July 27, 2008
To assist their short term financial performance and ongoing
financing requirements during the restructuring proceedings,
the Applicants have prepared a revised cash flow forecast for
the 13 weeks ending July 27, 2008. E&Y says that the Revised
Cash Flow Forecast reflects management's expectations that
the consolidated North American operations will incur
negative cash flow of $89,000,000 during the period.
The Applicants had an unrestricted cash balance of
$123,000,000 at April 27, 2008 and, as a result of the
granting of the Final DIP Order on April 1, 2008, have full
access to the Revolving Loan Facility totaling $400,000,000.
The liquidity available to the Applicants is currently
$343,000,000 and is forecasted to be at least $279,000,000
throughout the requested extension period of the stay of
proceedings. According to E&Y, the Companies do not require
any further advances on the Revolving Loan Facility and
appear to have sufficient financing to operate their
businesses during the CCAA and Chapter 11 proceedings.
Quebecor World Inc., et al.
Consolidated North American Cash Flow Forecast
For the Thirteen Weeks Ending July 27, 2008
RECEIPTS
Accounts Receivable Collections $960,000,000
Sale of Assets 12,000,000
DIP Advances -
------------
Total Receipts 972,000,000
------------
DISBURSEMENTS
Paper and Other Purchases (539,000,000)
Ink Purchases (67,000,000)
Change in Outstanding Cheques -
Customer Rebates (13,000,000)
Payroll, Benefits, and Payroll Taxes (292,000,000)
Workers Compensation Premiums -
Pension Contributions (2,000,000)
Professional Fees (19,000,000)
Capital Expenditures (48,000,000)
DIP Repayments -
DIP Fees and Interest (11,000,000)
Other Disbursements (26,000,000)
-------------
Total Disbursements (1,017,000,000)
-------------
Net Cash Flow from Operations (45,000,000)
DIP Advances/ (Repayments) (20,000,000)
Estimated Non-Petitioners Financing Requirement (29,000,000)
Cash Collateral Paid 5,000,000
-------------
NET CASH FLOW (87,000,000)
Opening Unrestricted Cash Position 123,000,000
-------------
CLOSING UNREGISTERED CASH POSITION 34,000,000
Cash Collateral Held by Cash Management Bank 45,000,000
-------------
Total Cash Position $79,000,000
=============
A full-text copy of the Revised Cash Flow Forecast is
available for free at http://ResearchArchives.com/t/s?2ba2
Governance
On March 26, 2008, the Restructuring Committee hired Randall C.
Benson to act as Quebecor World Inc.'s Chief Restructuring
Officer.
The Restructuring Committee considered these criteria as basis
for hiring the new CRO:
(a) Business background, experience and qualifications;
(b) Ability to work effectively with the Applicants'
management team;
(c) Input received from stakeholders, the Applicants' advisors
and the Monitor;
(d) Objectivity and ability to act in the best interests of
all stakeholders; and
(e) Terms of engagement.
Mr. Benson's engagement letter is between RC Benson Consulting
Inc. and QWI. The engagement commenced on March 26, 2008. The
Monitor reviewed the terms of engagement of Mr. Benson and is
satisfied that the economic terms are competitive and
appropriate in the circumstances.
Mr. Benson's engagement letter requires QWI to seek a Court
order which provides that the CRO be entitled to the benefit of
the Administration Charge, for any indemnity or unpaid fees and
expenses, ranking pari passu with the fees and disbursements of
the Monitor, legal counsel and other advisors entitled to the
benefit.
As CRO to Quebecor World, Inc., Mr. Benson is expected to:
(a) advise, assist and provide direction to QWI in the
development of a restructuring plan or plans for
presentation to creditors and other stakeholders;
(b) evaluate and present strategic alternatives for
operational and financial restructuring;
(c) manage processes involving creditors, the Monitor and
other stakeholders;
(d) establishing a work plan for the restructuring and
reporting to the Restructuring Committee; and
(e) act with the CEO as the main spokespersons for QWI in any
communication with its stakeholders in connection with the
restructuring.
Status of European Operations
The Applicants continue to assess their alternatives with
respect to the European operations with the assistance of their
advisors. As of May 6, the Applicants have transferred
EUR13,000,000 to finance its European operations.
Operations in the United Kingdom
E&Y relates that the firm of GVA Grimely has been retained to
market and sell the QW UK fixed assets. Ian Best and David
Duggins of Ernst & Young UK estimate that the overall process,
including the disassembly and removal of equipment, will not be
completed until the end of 2008. The sale of the assets is
continuing. An auction for one of the plants has been scheduled
for June 4, 2008.
E&Y says that QW UK has accounts payable of approximately
GBP70,000,000, of which GBP41,000,000 are for pension-related
obligations and GBP15,000,000 are for intercompany payables.
Messrs. Best and Duggins' preliminary estimate of recovery to
the unsecured creditors ranges between 18% and 25%.
Preparation of Restructuring Business Plan
E&Y says management currently expects that the preparation of
the five-year business plans will be completed by the end May
and anticipates presenting it to the financial advisors, and the
Committees in early June.
About Quebecor World
Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media. It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia. In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.
The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.
Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008. The Honorable
Justice Robert Mongeon oversees the CCAA case. Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case. Ernst & Young Inc. was appointed as Monitor.
On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No. 08-
10152). Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.
Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns. The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.
As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.
The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case. The Debtors' CCAA stay
has been extended to May 12, 2008. (Quebecor World Bankruptcy
News, Issue No. 10; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Europe on Feb. 13,
2008 Moody's Investors Service assigned a Ba2 rating to the
US$400 million super priority senior secured revolving term loan
facility of Quebecor World Inc. as a Debtor-in-Possession. The
related US$600 million super priority senior secured term loan
was rated Ba3 (together, the DIP facilities). The RTL's better
asset value coverage relative to the TL accounts for the
ratings' differential.
=================
I N D O N E S I A
=================
FOSTER WHEELER: Earns US$138.1 Million in Quarter Ended March 31
----------------------------------------------------------------
Foster Wheeler Ltd. reported net income for the first quarter of
2008 of US$138.1 million compared with US$114.8 million for the
same period in 2007. Net income in the first quarter of 2008
was aided by a net asbestos-related gain of US$14.2 million.
Excluding the gain, net income in the first quarter of 2008 was
a record US$123.9 million.
First-quarter 2008 consolidated EBITDA (earnings before interest
expense, income taxes, depreciation and amortization) was a
record US$195.3 million, compared with US$162.3 million in the
first quarter of 2007. Excluding the net asbestos-related gain
noted above, consolidated EBITDA in the first quarter of 2008
was a record US$181.1 million.
Commenting on the company's quarterly results, Foster Wheeler's
Chairman and Chief Executive Officer, Raymond J. Milchovich,
said, "Our net income, as adjusted, in the first quarter of 2008
was a record and was up markedly from the average quarter of
2007. The results were largely attributable to the sharply
improved performance of our Global Power Group and continued
operational and commercial excellence in our Global Engineering
and Construction Group."
Mr. Milchovich noted, "Our businesses witnessed very strong
market demand during the quarter, and we expect both groups to
have a very good year. In our E&C business, the market segments
we serve continue to be very robust. Demand in the refining and
petrochemical sectors is very strong. And in the LNG market,
where demand continues to grow strongly and where we have a
strong presence, we signed pre-FEED contracts in the first
quarter for two significant planned LNG liquefaction
investments. Our Global Power Group had a terrific quarter and,
overall, the markets we serve remain strong. However, of late
we have noticed a change in the tone of the solid-fuel boiler
market, primarily in North America. We are beginning to see
instances of delays in certain projects that we view as
prospects. Environmental considerations have imposed restraints
on clients regarding the progress of some projects. In
addition, and to varying degrees, clients have expressed
concerns regarding cost inflation and slower economic growth in
the North American market."
Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/--
offers a broad range of engineering, procurement, construction,
manufacturing, project development and management, research and
plant operation services. Foster Wheeler serves the refining,
upstream oil and gas, LNG and gas-to-liquids, petrochemical,
chemicals, power, pharmaceuticals, biotechnology and healthcare
industries. The corporation is based in Hamilton, Bermuda, and
its operational headquarters are in Clinton, New Jersey.
* * *
As reported in the Troubled Company Reporter-Latin America on
April 28, 2008, Moody's Investors Service upgraded Foster
Wheeler LLC's corporate family rating to Ba2 from Ba3, and
raised its probability of default Rating to Ba2 from Ba3. The
outlook continues to be positive.
As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Standard & Poor's Ratings Services revised its
outlook on Foster Wheeler Ltd. to positive from stable. At the
same time, S&P affirmed its 'BB' corporate credit rating on the
company. The company reported total debt of approximately
US$150 million at Sept. 30, 2007.
HILTON HOTELS: To Terminate Lease Pact for Tobago Unit on May 15
----------------------------------------------------------------
Hilton Hotels Corp. has reached an agreement with Hilton
International to terminate the lease agreement for Hilton Tobago
Golf & Spa Resort on May 15, 2008, bringing to an end the
management of the resort property by Hilton Hotels, Breaking
News reports, citing Vanguard Hotel Limited.
Breaking News notes that Hotel Tobago will remain open and
operational under the management of Hilton Hotels until
May 15, 2008. The hotel will then stop operating under the
Hilton brand. Vanguard Hotels will assume management of the
property under a new brand on May 16, 2008.
According to Breaking News, the termination of the lease accord
was decided to facilitate a complete refurbishment of Hotel
Tobago.
As reported in the Troubled Company Reporter-Latin America on
April 2, 2008, the Cabinet in Trinidad & Tobago authorized a
US$45 million face-lift for Hilton Tobago, which has
deteriorated to an extent that it needs a significant injection
of state funds. The US$45 million fund is part of a government-
negotiated deal to take over full ownership of the Hilton unit.
Breaking News relates that the government authorized Evolving
TecKnologies and Enterprise Development Company Limited a.k.a. e
TecK, the state company which owns 47% of Vanguard Hotels, to
repair and renovate Hotel Tobago.
Hotel Tobago will keep its employees, who will have the option
to continue working for the property under the new management
arrangements. Hilton Hotels' reservations systems will continue
to handle bookings for accommodation through May 15, 2008, while
bookings for accommodation beyond May 15, 2008 will be handled
by Hotel Tobago's new operating management, Breaking News
states.
Kevin Kenny -- executive director of properties at Angostura
Holdings Ltd., a board member of Vanguard Hotels -- told The
Trinidad Guardian that Hotel Tobago suffered from the effects of
the 9/11 bombings that destroyed the World Trade Center towers
in New York as Hilton Tobago was new at that time. After the
bombings, people stopped booking flights and airlines stopped
coming to Tobago, Mr. Kenny added.
Mr. Kenny commented, "It took quite a while before Tobago
reacted to that situation. Only countries that put mechanisms
in place had regular flights to their countries."
Headquartered in Beverly Hills, California, Hilton Hotels Corp.
-- http://www.hilton.com/-- together with its subsidiaries,
engages in the ownership, management, and development of hotels,
resorts, and timeshare properties, as well as in the franchising
of lodging properties in the United States and internationally,
including Australia, Austria, Barbados, Costa Rica, Finland,
India, Indonesia, Trinidad and Tobago, Philippines and Vietnam.
* * *
As reported in the Troubled Company Reporter-Latin America on
Oct. 29, 2007, Moody's Investors Service downgraded Hilton
Corporation's Corporate Family Rating and senior unsecured
ratings to B3 and Caa1, respectively.
MOBILE-8: Moody's Downgrades Ratings to B3; Outlook Negative
------------------------------------------------------------
Moody's Investors Service downgraded to B3 from B2 the corporate
family and senior unsecured bond ratings for PT Mobile-8 Telecom
Tbk. The outlook on all ratings is negative.
The ratings downgrade concludes the review for downgrade
initiated on February 19, 2008, following the company's
announcement of the resignation of its then President Director,
Chief Financial Officer and Chief Operating Officer.
At the same time, the extent of the review was expanded to cover
the company's updated business plan and its Q1 2008 operating
performance.
"The rating downgrade considers Mobile-8's weaker-than-expected
operating performance in 2007 and Q1 2008, a result of a more
challenging competitive environment and the problems derived
from the delay in its network roll-out," says Ivan Palacios, a
Moody's AVP/Analyst.
"Furthermore, the company's financial profile is expected to be
weaker than originally anticipated," says Palacios, also Moody's
lead analyst for Mobile-8. "This is because of the increased
uncertainty as to whether the company can achieve subscribers
and revenue growth assumed in its business plan in view of the
more challenging operating landscape. Furthermore, the company
may face liquidity constraints and may have to rely on access to
external funding to finance its capital expenditure plans," adds
Palacios.
Mobile-8's performance in Q1 2008 was particularly weak in terms
of net additions, which only increased by around 100k, compared
with 300k per quarter in 2007.
This slowdown in customer growth has been reflected in turn in
lower revenue growth, a sharp drop in ARPU and weaker EBITDA
margins. In addition, its network expansion lags competitors.
On the other hand, despite the change in management team,
Moody's derives comfort from the extensive experience of the new
appointees and the fact that the business and financial strategy
of the company has not changed.
The negative outlook reflects, in Moody's view, the tight
headroom under the financial covenants in the company's Rp 675
billion bond indenture, as well as the high likelihood of a
covenant breach if the company's expected subscriber growth is
not realized within the next 12 months.
At the same time, the B3 rating continues to recognize the
strong growth prospects of the Indonesian mobile market,
Mobile-8's more cost efficient network vis-à-vis other players
and the value of having a nationwide license for both cellular
and fixed-wireless, including the growth potential that it
implies, particularly beyond Java.
Ratings could face further downward pressure in the event of
more delays in the implementation of its business and capex
plan, leading to a faster-than-expected cash burn. In addition,
further tightening of headroom under the financial covenants or
a deterioration in the liquidity profile could lead to downward
pressure.
Upward pressure on the ratings is unlikely over the short term.
However, the outlook could change to stable if the company
demonstrates (i) successful EBITDA growth as projected in its
business plan, or (ii) significant flexibility in its capex
program without materially impacting its competitive position,
leading to progressive improvement in its credit metrics.
Established in 2002 and commercially launched in 2003, Mobile-8
is the fourth largest mobile cellular operator in Indonesia. It
operates in the 800MHz spectrum on a CDMA2000 1x platform. As of
March 2008, it had 3.1 million subscribers, of which 96.9% were
pre-paid. Mobile-8 also has a nationwide fixed-wireless license,
allowing it to increase its addressable market and widen its
range of products.
SEMEN GRESIK: To Maintain Product Prices Despite High Costs
-----------------------------------------------------------
Novia D. Rulistia of The Jakarta Post reports that PT Semen
Gresik said "it will maintain product prices despite higher
operational costs and will boost exports on concerns domestic
consumption could weaken."
"Our exports, mainly to South Asia, the Middle East and Africa,
now constitute about 10 percent of our total sales. We will
develop those market further," President Director Dwi Soetjipto
told reporters last week, according to The Jakarta Post.
The Jakarta Post relates that the company intends to increase
the use of alternative energy to minimize costs.
The Troubled Company Reporter-Asia Pacific reported on April 28,
2008, that Semen Gresik earned IDR455.29 billion in the first
quarter of 2008, compared with IDR329.92 billion in the same
period last year.
About Semen Gresik
PT Semen Gresik Tbk is the largest cement player in Indonesia
with a 46% market share. It has a total production capacity of
16.9 mtpa with facilities located in Tuban, Padang and Tonasa.
As of June 2007, SGG was 51% owned by the government and 24.9%
by the Rajawali Group, with the remaining shares publicly held.
The Troubled Company Reporter-Asia Pacific reported on Oct. 2,
2007, that Moody's Investors Service assigned a Ba2 local
currency corporate family rating to PT Semen Gresik (Persero)
Tbk. At the same time, Moody's assigned the company a
national scale rating of Aa2.id. The outlook for both ratings
is stable.
=========
J A P A N
=========
ALITALIA SPA: Unicredit Denies Possible Bid With Lufthansa
----------------------------------------------------------
UniCredit S.p.A. has denied a report that it had contacts with
Deutsche Lufthansa AG over a possible bid for the Italian
government's 49.9% stake in Alitalia S.p.A.
An Il Messaggero report said that UniCredit chief executive
Alessandro Profumo had met with Lufthansa executive to discuss
the German carrier's possible role in re-launching Alitalia.
The report added that Lufthansa might acquire a stake in
Alitalia if conditions are right.
As reported in the TCR-Europe on March 12, 2008, Lufthansa Chief
Executive Wolfgang Mayrhuber said the carriuer is not interested
in acquiring Alitalia. Mr. Mayhuber stressed that though
Lufthansa is planning to participate in mergers in Europe's
airline industry, it is currently not eyeing Alitalia.
About Alitalia
Headquartered in Rome, Italy, Alitalia S.p.A. --
http://www.alitalia.it/-- provides air travel services for
passengers and air transport of cargo on national, international
and inter-continental routes, including United States, Canada,
Japan and Argentina. The Italian government owns 49.9% of
Alitalia.
Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively. Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, and
EUR625.6 million in 2006.
Italian Finance Minister Tommaso Padoa-Schioppa had said that if
the sale to Air France fails, Alitalia may seek protection from
creditors and the government would appoint a special
commissioner to initiate bankruptcy proceedings.
FORD MOTOR: Fitch Says Ratings Outlook Remains Negative
-------------------------------------------------------
Fitch Ratings has published these comments regarding its
Outlooks for Ford and General Motors following their first
quarter earnings.
As economic conditions and high gas prices continue to erode
North American unit sales at Ford and GM, the companies remain
in the middle stages of their lengthy restructuring efforts.
Although both companies have achieved substantial reductions in
fixed costs, primarily through headcount reductions, Ford and GM
will continue to experience heavy cash drains in 2008 and
reduced liquidity. In the absence of a rebound in economic
conditions and industry sales through 2009, both companies are
likely to remain cash flow negative during this period.
Fitch currently has an Issuer Default Rating (IDR) of 'B' with a
Negative Outlook for both Ford and GM, and both ratings are
expected to remain on negative outlook until a clearer path
toward positive cash flow is established. Given progress on its
restructuring program and its product profile, Ford may achieve
this during 2008, while liquidity drains in 2008 at GM pose a
risk of a further downgrade in the rating.
FORD:
Ford has demonstrated considerable progress in its restructuring
efforts - to its fixed costs, manufacturing footprint, and
product profile -- which could result in a Stable rating at some
point in 2008 if cost efforts and product competitiveness
continue along the same trendline. Ford's reported financial
results over the next several quarters will continue to reflect
the benefits of the company's restructuring efforts,
particularly resulting from its hourly buyout programs. (Please
see Fitch's press release of Feb. 14, 2008). Ford has also
benefited from having numerous local operating agreements in
place prior to negotiation of the national contract, resulting
in better integration and smoother implementation of the
downsizing efforts. Capacity and headcount reductions are
proceeding on plan.
Ford's consolidated results will remain dependent on the
critical North American pickup market, and the company is
unlikely to return to positive free cash flow until the pickup
market rebounds along with economic conditions. In any
scenario, 2009 results should benefit from the introduction of
the new F-Series. Unit sales in the smaller end of its lineup
(Fusion, Escape, Focus) have recently held up well, providing a
modest level of support for consolidated results. The company's
Edge crossover, and two new product introductions this year, the
Flex and the Lincoln MKS sedan, are also expected to provide
support for volumes. Ford's quality performance could also have
a growing impact on longer-term operating results.
International operations have demonstrated improvement,
providing a modest positive to the company's consolidated
profile.
Heavy cash drains are projected through 2008 and into 2009, but
liquidity is adequate and sufficient to weather moderating
operating losses, restructuring costs, and weak economic
conditions through 2009. Ford has also undertaken a number of
equity-for-debt swaps over the past year in an effort to
moderate the leverage and financial impact of the restructuring
efforts, an effort that Fitch expects will continue. The recent
share purchases by Kirk Kerkorian are not a factor in the
rating. Although Mr. Kerkorian has historically been an
activist investor across his investments, including actions that
have not been bondholder-friendly, in the case of Ford, the
interest of bondholders and equity holders are currently very
much aligned.
GENERAL MOTORS:
At GM, North American operating losses and restructuring costs
are likely to further erode liquidity in 2008 and 2009.
Liquidity has been supported by numerous asset sales, but the
lack of further asset sales is likely to mean an accelerated
decline in the short term and could result in a downgrade of GM
in 2008. Additional debt financings could boost liquidity, but
high debt levels and financing costs, coupled with lower
interest income, will take a toll on operating cash flows.
Fitch believes that inadequate contribution margins across a
number of the company's products and production facilities will
require further restructuring efforts and the closure of 2-4
assembly plants in addition to what has been announced to date.
In addition, the continuing American Axle strike, GM's
difficulty in negotiating local operating agreements (that have
resulted in further labor actions), and the lack of resolution
to the Delphi situation will delay GM's ability to realize fixed
cost reductions and other purchasing, materials and production
efficiencies in the near term. This will most likely prevent GM
from reversing negative cash flows through 2009. GM's
international operations continue to be a growing strength for
the company's credit profile.
Rating factors that could trigger a downgrade include:
-- Consolidated 2008 cash drains in excess of US$8 billion,
which results in liquidity dropping below US$20 billion;
-- Lack of progress in reducing fixed costs, combined with a
reduction in international profitability;
-- Double-digit production cuts in North America throughout
2008 resulting from a more severe decline in economic
conditions or deterioration in GM's product
competitiveness.
-- Material capital infusion into GMAC.
The ratings are unaffected by the pending debt exchange at
ResCap or any associated impact on GMAC. Given GM's focus on
maintaining liquidity to finance North American operating
losses, restructuring expenditures and the recent VEBA
agreement, Fitch views it as unlikely that GM would inject any
additional capital into GMAC, and any material assistance is not
incorporated in the rating. Fitch's most recent recovery
analysis had severely discounted asset values of GM's ResCap and
GMAC holdings, and did not incorporate expectations of any
dividends or capital contributions. Fitch does not believe that
the challenges at GMAC and ResCap would measurably impact sales
or production at GM.
Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
in 200 markets across six continents. With about 260,000
employees and about 100 plants worldwide, the company's core and
affiliated automotive brands include Ford, Jaguar, Land Rover,
Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company
provides financial services through Ford Motor Credit Company.
The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom. The company also distributes its brands in
various Latin American regions, including Argentina and Brazil.
JAPAN AIRLINES: FY2007 Fourth Qtr. Net Loss Down to JPY3.527BB
--------------------------------------------------------------
Japan Airlines Corporation released the consolidated financial
results of the JAL Group for FY2007, the fiscal year ended March
31, 2008. The announcement includes the Group’s consolidated
financial targets for FY2008 the year ending March 31, 2009.
JAL Group reported a net income of JPY16.9 billion on total
operating revenue of JPY2,230.4 billion for the fiscal year
ended March 31, 2008. This compares to a net loss of JPY16.2
billion on total operating revenue of JPY2,301.9 billion for
2006 fiscal year ended March 31, 2007.
The Group disclosed that the 3.1% decrease in total operating
revenue was due to the removal of a number of consolidated
subsidiaries from the consolidated financial statement due to
the sales of shares.
Compared to FY2006, JAL Group net income increased by JPY33.1
billion, after extraordinary loss deductions resulting from
implementation of special early retirement programs, reserve
funds set aside for anti-trust law investigations by the U.S.
and the E.U. authorities, and temporary depreciation costs.
In terms of air transportation, the JAL Group’s core business,
revenue increased by JPY25.1 billion to a total of JPY1,826.7
billion.
International passenger demand was strong, bolstered by ‘premium
strategies’ initiated by JAL aimed at attracting business and
top-tier travelers through product and service enhancement and
development. International passenger revenue increased by
JPY29.4 billion to JPY754.3 billion: a 4.0% year-on-year
improvement.
Domestic passenger demand was stagnant primarily due to a
reduction in supply after the JAL Group carried out in FY2007
its biggest review of domestic passenger operations since 2002.
Compared to FY2006, domestic passenger revenue went up by JPY1.7
billion to a total of JPY677.4 billion.
International cargo revenue was JPY188.2 billion, down JPY2.2
billion on the previous fiscal year.
The effectiveness of group-wide cost reduction measures
implemented throughout FY2007 aimed at increasing profitability
and tackling, for example, increases in the cost of jet fuel,
combined with the withdrawal of a number of subsidiaries from
the consolidated statement enabled the JAL Group to
significantly decrease total operating expenses. During FY2007,
total operating costs went down by JPY138.5 billion to
JPY2,140.4 billion compared to the previous year.
As a result, operating income was JPY90 billion and ordinary
income was JPY69.8 billion, the highest since the integration of
JAL and JAS in 2002. Operating income increased by JPY67
billion, and ordinary income increased by JPY49.2 billion from
the previous year.
Fourth Quarter Results
For the fiscal fourth quarter ended March 31, 2008, JAL Group
incurred a net loss of JPY3.527 billion on operating revenue of
JPY529.218 billion compared to a net loss of JPY6.892 billion on
operating revenue of JPY567.758 billion for the same period in
the previous fiscal year.
Financial Indicators
For the fiscal year ended March 31, 2008, JAL Group recorded
JPY453.9 billion in stockholders’ equity on total assets of
JPY2,122.7 billion.
Due to an increase in cash and bills receivable, etc. from
capital increase through third party allocation of priority
shares, etc., total assets increased by JPY31.5 billion. Capital
to Asset Ratio improved significantly, increasing 21.4%. Debt
/Equity ratio dropped to 2.0.
Interest bearing debt significantly declined by JPY106.5 billion
from the previous year, due to the sale of non-core assets and
cash flow improvement.
Targets for FY2008
For the fiscal year ending March 31, 2009 , JAL expects total
operating revenues of JPY2184.0 billion and net income of
JPY13.0 billion.
According to the Group, a reduction in operating income is
expected caused mainly due to the removal of the Pacific Fuel
Trading Corporation from the consolidated financial statement in
FY2008.
JAL said it will continue to reduce supply by downsizing the
fleet used on US routes. Regardless of this, international
passenger unit price is expected to steadily increase due to
increased flight frequency on, for example, New York, Moscow and
Paris routes where business demand is strong, and continued
product and service enhancements as part of its ‘premium
strategy’.
Despite a reduction in supply due to fleet downsizing, stagnant
overall demand, and fierce competition with the Shinkansen and
new entrant carriers, JAL expects domestic passenger demand to
be strong and unit price to increase as a result of wider
introduction of such premium passenger targeted products as the
domestic first class, and the overall impact of its Corporate
Customer Center etc.
As business environment continues to be severe, JAL forecasts
operating income for the year ending March 31, 2009 to be JPY50
billion, JPY40 billion less than operating income in FY2007.
JAL Group does not expect to pay a dividend for the fiscal years
ended March 31, 2008 for the year ending March 31, 2009.
About Japan Airlines
Japan Airlines International Co. Ltd. -- http://www.jal.com/--
provides scheduled and non-scheduled air transport services;
aircraft maintenance services; and other businesses relating to
air transport and aircraft maintenance. As of March 31, 2008,
JAL has 46 offices in Japan and 57 overseas. As of February 29,
2008, the carrier has a total of 16,058 employees.
Japan Airlines Corporation is the holding company of Japan
Airlines International Co. Ltd.
* * *
As reported in the Troubled Company Reporter-Asia Pacific on
Apr. 17, 2008, Fitch Ratings revised the Outlook on Japan
Airlines Corporation and its wholly owned operating subsidiary,
JAL International Co., Ltd.'s Long-term Issuer Default ratings
to Stable from Negative. At the same time, Fitch affirmed both
companies' Long-term IDRs and ratings of outstanding bonds at
'BB-'. The Outlook revision follows JAL's operational
turnaround and better liquidity.
As reported in the Troubled Company Reporter-Asia Pacific on
Mar. 4, 2008, Moody's Investors Service changed to positive from
stable the rating outlook for the Ba3 long-term debt rating and
issuer rating on Japan Airlines International Co., Ltd. The
outlook change reflects Moody's view that JALI is likely to
improve its cash flow generation and strengthen its financial
profile over the intermediate term, despite stagnant airline
passenger demand and ongoing price hikes for aircraft fuel.
As reported in the Troubled Company Reporter-Asia Pacific on
Feb. 9, 2007, Standard & Poor's Ratings Services affirmed its
'B+' long-term corporate credit and issue ratings on Japan
Airlines Corp. (B+/Negative/--) following the company's
announcement of its new medium-term management plan. The
outlook on the long-term corporate credit rating is negative.
KONICA MINOLTA: To Pay JPY1.2 Billion on Undisclosed Income
-----------------------------------------------------------
Konica Minolta Holdings Inc. was ordered to pay a penalty for
failing to declare income of about JPY1.8 billion or US$17.4
million in income for two years to March 2007, Agence France-
Presse reports.
The company was ordered to pay some JPY1.2 billion in additional
taxes as a penalty, AFP said citing a company spokesman.
The spokesman told AFP that one of the company's subsidiaries,
Konica Minolta Healthcare Co., had lent digital X-ray equipment
for free to hospitals as part of a sales promotion, however, the
company reported costs for the equipment in its earnings instead
of writing it off as a depreciation of assets.
Headquartered in Tokyo, Japan, Konica Minolta Holdings Inc. --
http://konicaminolta.com/-- manufactures business and
industrial imaging products. Its business line includes office
copiers and laser printers. Its industrial operations produce
optical lenses, textile printers, medical imaging equipment, and
high-precision measurement instruments. A leader in consumer
photo imaging products for decades, Konica Minolta exited the
camera business in 2006. The company is also phasing out its
color film and paper supply operations.
* * *
As of May 9, 2008, Konica Minolta Holdings Inc. carries “BB”
mortgage debt and senior debt ratings placed by Mikuni Credit
Ratings on October 15, 2005.
ON SEMICONDUCTOR: Moody's Lifts Corp. Family Rating to Ba3
----------------------------------------------------------
Moody's Investors Service upgraded ON Semiconductor
Corporation's corporate family rating to Ba3 from B1 and senior
secured debt ratings to Baa3 from Ba1. Simultaneously, Moody's
assigned a speculative grade liquidity rating of SGL-1. The
outlook is stable. This concludes the review for possible
upgrade that was initiated in December 2007 following the
company's announcement that it would acquire AMI Semiconductor,
Inc. for approximately $915 million in an all-stock transaction.
Following completion of the acquisition and repayment of AMI
Semi's bank credit facilities (March 2008), Moody's withdrew all
ratings for AMI Semi (CFR formerly rated Ba3/Stable).
These ratings for ON Semi were upgraded:
-- Corporate Family Rating to Ba3 from B1
-- Probability of Default Rating to Ba3 from B1
-- $25.0 Million Guaranteed Sr. Secured Revolving Credit
Facility due 2013 to Baa3 (LGD-1, 3%) from Ba1 (LGD-1, 4%)
-- $173.7 Million Guaranteed Sr. Secured Term Loan maturing
through 2013 to Baa3 (LGD-1, 3%) from Ba1 (LGD-1, 4%)
This rating was assigned:
-- Speculative Grade Liquidity Rating -- SGL-1
The ratings upgrade reflects ON Semi's enhanced scale, expanded
product portfolio, broader and deeper client relationships, end
market diversification and expansion into higher margin market
segments, as well as expected manufacturing synergies (estimated
to be approximately $50 million per annum by year end 2008) from
facility closures and consolidation following the AMI Semi
acquisition. Additionally, the upgrade considers the company's
acquisition financing strategy which results in enhanced credit
protection measures on a pro forma basis as well as the additive
EBITDA and increased free cash flow generation provided by the
merger. Pro forma for the transaction, financial leverage as
measured by debt to EBITDA is approximately 2.4x for the LTM
period ended Dec. 31, 2007, which is comparable to Ba3 rated
industry peers.
The stable ratings outlook reflects Moody's expectation that the
company will achieve revenue growth that outpaces the industry
and expand gross and operating margins in connection with
incremental benefits from increasing semiconductor content
within OEM/ODM platforms, a shift to higher margin products with
longer life cycles (via AMI Semi) and continued cost savings.
The current ratings and outlook incorporate expectations of
moderate integration risk associated with AMI Semi, expanding
free cash flow, nominal debt-funded acquisition activity and
limited share repurchases.
The Ba3 CFR incorporates Moody's expectations that ON Semi will
realize manufacturing efficiency improvements, better
operational execution and lower unit production costs for AMI
Semi's growing high volume ASSP (application specific standard
products) portfolio via the transfer of ON Semi's advanced
manufacturing capabilities, process technologies and expense
reduction methods. This, together with scheduled facility
shutdowns and relocation of AMI Semi manufacturing to lower cost
facilities, is expected to improve AMI Semi's relatively lower
operating margins over the next 12--18 months to levels
approaching ON Semi's operating margins, which are in the range
of 18-20% (Moody's adjusted) on a standalone basis.
Moody's previously commented in its March 2007 press release
that although ON Semi's financial metrics suggested a Ba3
rating, the rating was constrained to B1 at the time due to: (i)
the incremental operating costs associated with the new sub-
micron analog wafer fab in Gresham, Oregon; (ii) potential for
heightened competition; and (iii) moderate customer
concentration. We note that the complementary nature of the
acquisition mitigates these risks and supports the Ba3 rating.
Much of AMI Semi's outsourced production will be transferred to
Gresham, improving that facility's capacity utilization and
profitability.
Additionally, AMI Semi's sole source status for nearly 90% of
its product base, well-penetrated customer base with long-
standing relationships and high entry barriers for its ASIC
(application specific integrated circuits) products now lessens
the competitive forces confronting ON Semi. Also, ON Semi's
entry into AMI Semi's market segments such as medical,
industrial and military/aerospace, which tend to have moderate
ASP volatility and relatively long product life cycles, subdues
competitive elements. Finally, customer concentration (top ten
non-EMS/non-distribution customers equal to 26% of revenues pre-
merger vs. 21% post-merger) is reduced with the addition of AMI
Semi's customer base, which has little overlap with ON Semi's
client base.
The Ba3 CFR factors possible delays in achieving acquisition
synergies given the size of the AMI Semi transaction. It also
captures risks associated with the timing and amount of
restructuring charges, which could be deferred or larger than
planned; incremental capex, albeit lower than on a combined
basis; potential customer disengagements resulting from the
change in ownership and operating strategy at AMI Semi; and the
cyclical nature of the semiconductor industry. Additionally,
the rating incorporates potential risks of a consumer-led U.S.
economic downturn, which could negatively impact demand for
consumer electronics (17% of combined company revenues),
wireless (13%) and automotive (21%) semiconductor products
supplied by the company.
To the extent the company is able to achieve good progress
towards internal execution and integration of AMI Semi as
originally planned, Moody's could upgrade the outlook or rating
over the next 6 -- 9 months.
ON Semi's speculative grade liquidity rating of SGL-1 recognizes
the company's very good liquidity position. This is based on
cash and short-term investments of roughly $300 million,
anticipated generation of solid free cash flow levels over the
next twelve months and a $25 million undrawn revolver. Moody's
expects the company to maintain healthy levels of gross cash
flow to cover capital expenditures and working capital
requirements. Further supporting the company's overall
liquidity is the expectation for covenant compliance over the
next four quarters.
Headquartered in Phoenix, Arizona, ON Semiconductor Corporation
is a global manufacturer of power- and data-management
semiconductors as well as standard semiconductor components. In
March 2008, ON Semi acquired AMI Semiconductor, Inc., a leading
designer and manufacturer of analog and mixed-signal custom
integrated circuits for approximately $915 million in an all-
stock transaction. Pro forma for the AMI Semi acquisition,
combined revenues and EBITDA (Moody's adjusted, excluding
synergies) for the twelve months ended Dec. 31, 2007 were $2.2
billion and $536 million, respectively.
SOLO CUP: Moody's Holds B2 CF Rating, Revises Outlook to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed the B3 Corporate Family
Rating of Solo Cup Company and revised the rating outlook to
stable from negative. Additional instrument ratings are
detailed below.
The revision of the rating outlook to stable reflects Solo Cup's
improved operating performance, generation of free cash flow,
and significant reduction in debt. The company's successful
implementation of its performance improvement plan has improved
execution and reduced costs. Bolstered by a rational
competitive environment, Solo Cup has maintained a strong price
discipline and exited less profitable and non core segments.
Liquidity has improved as the company has reduced debt with the
proceeds of asset sales, improved operating income and generated
positive free cash flow.
While the company made significant improvements in 2007,
headwinds still remain for 2008. Weakness in the primary
foodservice end market, potential increases in raw material and
energy prices, and significant covenant step downs constrain the
ratings. The EBIT margin is weak for the rating category and
sensitive to changes in raw material and energy prices as well
as changes in the competitive environment. Solo may be
challenged to achieve further improvements as potentially
ongoing economic pressure may pressure volumes and pricing.
The downgrade of the first lien debt reflects a reduction in the
subordinated second lien debt and the resulting compression in
notching in Moody' Loss Given Default model.
Moody's took these rating actions:
-- Affirmed Corporate Family Rating, B3
-- Withdrew $130 million senior secured second lien term loan
due March 31, 2012, Caa1 (LGD 4, 69%)
-- Affirmed $325 million 8.5% subordinated notes due Feb. 15,
2014, Caa2 (LGD 5, 87%)
-- Downgraded $150 million senior secured revolving credit
facility maturing Feb 27, 2010, to B2 (LGD 3, 35%) from B1
(LGD 3, 32%)
-- Downgraded $637 million senior secured term loan B due
Feb. 27, 2011 ($399 million outstanding), to B2 (LGD 3, 35%)
from B1 (LGD 3, 32%)
-- Affirmed Probability of Default Rating, B3
The rating outlook is revised to stable.
Headquartered in Highland Park, Illinois, Solo Cup Company --
http://www.solocup.com/-- manufactures disposable foodservice
products for the consumer and retail, foodservice, packaging,
and international markets. Solo Cup has broad expertise in
plastic, paper, and foam disposables and creates brand name
products under the Solo, Sweetheart, Fonda, and Hoffmaster
names. The company was established in 1936 and has a global
presence with facilities in Asia, including Japan; Canada;
Europe; Mexico; Panama; and the United States.
SPANSION INC: Fitch Holds CCC-/RR6 $207MM Sr. Debentures Rating
---------------------------------------------------------------
Fitch Ratings has affirmed these ratings on Spansion Inc.:
-- Issuer Default Rating at 'B-';
-- $175 million senior secured revolving credit facility due
2010 at 'B/RR3';
-- $625 million senior secured floating rate notes due 2013 at
'B/RR3';
-- $225 million of 11.25% senior unsecured notes due 2016 at
'CCC/RR6'; and
-- $207 million of 2.25% convertible senior subordinated
debentures due 2016 at 'CCC-/RR6'.
The Rating Outlook remains Negative. Approximately $1.2 billion
of debt securities are affected.
Ratings concerns and the Negative Outlook center on:
i) Fitch's primary credit concern centers on Spansion's weak
liquidity position and limited financial flexibility, which
worsened during the first fiscal quarter ended March 30, 2008
due to ongoing cash usage. Nonetheless, Fitch believes the
company's plans for meaningfully lower capital spending in the
second half of 2008 and, likely, for 2009, should enable
modestly positive free cash flow over this time-frame. In the
first quarter ended March 30, 2008, free cash flow was negative
$171 million, as Spansion continued facilitizing its leading
edge manufacturing facility (SP1), which it funded with
increased borrowings by under revolving credit facilities,
reducing available borrowing capacity to just over $100 million.
ii) Ongoing operating losses, despite the company's increased
market share and richer sales mix. After consistently improving
profitability in 2007, Spansion's operating margins declined
meaningfully to a Fitch-estimated negative 17.8% for the first
quarter ended March 31, 2008 versus negative 10.7% for the
comparable prior year quarter, driven by higher than anticipated
operating expenses. Nonetheless, Fitch expects the company's
profitability will gradually improve throughout 2008 as it ramps
SP1 and continues marginally internalizing currently outsourced
manufacturing. Fitch believes significant profitability
expansion will be somewhat constrained by a weakening operating
environment, particularly as the company continues to gain share
with leading global handset OEMs, who are predicting lower than
anticipated demand for 2008 and higher mix of low-cost devices
being sold into developing markets.
iii) reduced albeit still substantial ongoing capital spending
and research and development requirements, which should exceed
30% of sales in 2008;
iv) Spansion's current limited diversification beyond NOR flash
memory markets (although emerging products are expected to
address certain NAND and DRAM markets), which Fitch believes
reduces the company's tolerance for shortfalls in the commercial
success of its technology roadmap or delays in transitioning to
ever smaller circuitry nodes. Fitch believes Spansion's leading
competitors, Numonyx B.V. and Samsung Electronics Co., benefit
from greater financial flexibility and, therefore, are better
able to withstand challenging operating environments.
The ratings are supported by Fitch's expectations that:
i) Spansion will continue to gain market share in the NOR flash
memory market over the next few years, driven by ongoing
industry consolidation, including an opportunity to become a
second source supplier for customers of Intel Corp. and
STMicroelectronics N.V., which recently formed a NOR flash
memory joint venture, Numonyx;
ii) beyond the near-term, Spansion's significant recent
investments in leading edge manufacturing technology and ongoing
transition to smaller circuit geometries, as well as development
of foundry partnerships, should enable the company to achieves
sustainable operating profitability through a normalized cycle;
iii) Spansion's technology roadmap, including its MirrorBit and
ORNAND architectures, will expand the company's addressable
market beyond NOR flash memory, potentially strengthening
Spansion's longer-term unit growth and profitability prospects.
Free cash flow for the second quarter of 2008 meaningfully below
Fitch's expectations (negative $150 million) could result in
negative rating actions. Fitch also believes that negative
rating actions could result from cash usage in the third or
fourth quarters in the absence of additional committed funding.
At the same time, Fitch believes the ratings could be stabilized
by the company bolstering liquidity with positive free cash flow
and/or proceeds from selling non-core assets.
As of March 30, 2008, Spansion's liquidity was weak and
supported by : i) approximately $455 million of cash and cash
equivalents, of which approximately $120 million consisted of
auction rates securities that Fitch believes, given current
market conditions, remain illiquid; ii) approximately $102
million of availability under the company's revolving credit
facilities (subject to certain borrowing base limitations),
including Spansion Inc's $175 million senior secured revolving
credit facility due September 2010 supporting liquidity in the
U.S. and JPY 14 billion (approximately $140 million as of Mar.
30, 2008) senior secured revolving credit facility due December
2009 supporting the company's wholly-owned subsidiary, Spansion
Japan's, liquidity.
Spansion's total debt as of Mar. 30, 2008 was $1.7 billion and
Fitch believes consisted of: i) approximately $380 million
outstanding under a JPY 48.8 billion (approximately $484 million
as of Mar. 30, 2008) Spansion Japan's senior secured credit
facility expiring 2010; ii) approximately $625 million of
floating rate senior secured notes due 2013; iii) approximately
$225 million of 11.25% senior unsecured notes due 2016; iv)
$207 million of 2.25% exchangeable senior subordinated
debentures due 2016; and v) approximately $208 million of other
debt, including the aforementioned borrowings under various
credit facilities and capital leases.
The Recovery Ratings and notching reflect Fitch's expectation
that Spansion's enterprise value, and hence recovery rates for
its creditors, will be maximized as a going concern rather than
as in liquidation under a distressed scenario. The lower
recovery ratings incorporate Spansion's meaningful decline in
operating EBITDA and increased debt levels over the past several
quarters, as well as a greater proportion of secured debt within
the capital structure. Fitch's analysis assumes Spansion is not
restricted by covenants or borrowing bases to fully draw down on
its existing bank credit facilities.
Given the erosion of Spansion's profitability to nearly
distressed levels over the past several quarters, Fitch has
reduced the discount to operating EBITDA for 2007 to 25% from
the previous discount of 55%. Fitch believes of $800 million of
rated senior secured debt, including $625 million of senior
secured floating rate notes and a fully drawn $175 million U.S.
revolving bank credit facility, would recover 51%-70% in a
reorganization scenario, resulting in a 'RR3' recovery rating.
A waterfall analysis provides 0%-10% recovery for the
approximately $225 million of rated senior unsecured debt and
$207 million of senior subordinated notes, both resulting in a
recovery rating of 'RR6'.
Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in
the manufacture and sale of chemical-based materials, which are
used in consumer and industrial applications worldwide,
including Malaysia and Japan.
SPANSION INC: Fitch Affirms Issuer Default Rating at B-
-------------------------------------------------------
Fitch Ratings has affirmed these ratings on Spansion Inc.:
-- Issuer Default Rating at 'B-';
-- US$175 million senior secured revolving credit facility
due 2010 at 'B/RR3';
-- US$625 million senior secured floating rate notes due
2013 at 'B/RR3';
-- US$225 million of 11.25% senior unsecured notes due 2016
at 'CCC/RR6'; and
-- US$207 million of 2.25% convertible senior subordinated
debentures due 2016 at 'CCC-/RR6'.
The Rating Outlook remains Negative. Approximately
US$1.2 billion of debt securities are affected.
Ratings concerns and the Negative Outlook center on:
i) Fitch's primary credit concern centers on Spansion's weak
liquidity position and limited financial flexibility, which
worsened during the first fiscal quarter ended March 30, 2008
due to ongoing cash usage. Nonetheless, Fitch believes the
company's plans for meaningfully lower capital spending in the
second half of 2008 and, likely, for 2009, should enable
modestly positive free cash flow over this time-frame. In the
first quarter ended March 30, 2008, free cash flow was negative
US$171 million, as Spansion continued facilitizing its leading
edge manufacturing facility (SP1), which it funded with
increased borrowings by under revolving credit facilities,
reducing available borrowing capacity to just over US$100
million.
ii) Ongoing operating losses, despite the company's increased
market share and richer sales mix. After consistently improving
profitability in 2007, Spansion's operating margins declined
meaningfully to a Fitch-estimated negative 17.8% for the first
quarter ended March 31, 2008 versus negative 10.7% for the
comparable prior year quarter, driven by higher than anticipated
operating expenses. Nonetheless, Fitch expects the company's
profitability will gradually improve throughout 2008 as it ramps
SP1 and continues marginally internalizing currently outsourced
manufacturing. Fitch believes significant profitability
expansion will be somewhat constrained by a weakening operating
environment, particularly as the company continues to gain share
with leading global handset OEMs, who are predicting lower than
anticipated demand for 2008 and higher mix of low-cost devices
being sold into developing markets.
iii) reduced albeit still substantial ongoing capital spending
and research and development (R&D) requirements, which should
exceed 30% of sales in 2008;
iv) Spansion's current limited diversification beyond NOR flash
memory markets (although emerging products are expected to
address certain NAND and DRAM markets), which Fitch believes
reduces the company's tolerance for shortfalls in the commercial
success of its technology roadmap or delays in transitioning to
ever smaller circuitry nodes. Fitch believes Spansion's leading
competitors, Numonyx B.V. and Samsung Electronics Co., benefit
from greater financial flexibility and, therefore, are better
able to withstand challenging operating environments.
The ratings are supported by Fitch's expectations that:
i) Spansion will continue to gain market share in the NOR flash
memory market over the next few years, driven by ongoing
industry consolidation, including an opportunity to become a
second source supplier for customers of Intel Corp. and
STMicroelectronics N.V., which recently formed a NOR flash
memory joint venture (JV), Numonyx;
ii) beyond the near-term, Spansion's significant recent
investments in leading edge manufacturing technology and ongoing
transition to smaller circuit geometries, as well as development
of foundry partnerships, should enable the company to achieves
sustainable operating profitability through a normalized cycle;
iii) Spansion's technology roadmap, including its MirrorBit and
ORNAND architectures, will expand the company's addressable
market beyond NOR flash memory, potentially strengthening
Spansion's longer-term unit growth and profitability prospects.
Free cash flow for the second quarter of 2008 meaningfully below
Fitch's expectations (negative US$150 million) could result in
negative rating actions. Fitch also believes that negative
rating actions could result from cash usage in the third or
fourth quarters in the absence of additional committed funding.
At the same time, Fitch believes the ratings could be stabilized
by the company bolstering liquidity with positive free cash flow
and/or proceeds from selling non-core assets.
As of March 30, 2008, Spansion's liquidity was weak and
supported by: i) approximately US$455 million of cash and cash
equivalents, of which approximately US$120 million consisted of
auction rates securities that Fitch believes, given current
market conditions, remain illiquid; ii) approximately US$102
million of availability under the company's revolving credit
facilities (subject to certain borrowing base limitations),
including Spansion Inc's US$175 million senior secured revolving
credit facility due September 2010 supporting liquidity in the
U.S. and JPY 14 billion (approximately US$140 million as of Mar.
30, 2008) senior secured revolving credit facility due December
2009 supporting the company's wholly-owned subsidiary, Spansion
Japan's, liquidity.
Spansion's total debt as of Mar. 30, 2008 was US$1.7 billion and
Fitch believes consisted of: i) approximately US$380 million
outstanding under a JPY 48.8 billion (approximately US$484
million as of Mar. 30, 2008) Spansion Japan's senior secured
credit facility expiring 2010; ii) approximately US$625 million
of floating rate senior secured notes due 2013; iii)
approximately US$225 million of 11.25% senior unsecured notes
due 2016; iv) US$207 million of 2.25% exchangeable senior
subordinated debentures due 2016; and v) approximately US$208
million of other debt, including the aforementioned borrowings
under various credit facilities and capital leases.
The Recovery Ratings and notching reflect Fitch's expectation
that Spansion's enterprise value, and hence recovery rates for
its creditors, will be maximized as a going concern rather than
as in liquidation under a distressed scenario. The lower
recovery ratings incorporate Spansion's meaningful decline in
operating EBITDA and increased debt levels over the past several
quarters, as well as a greater proportion of secured debt within
the capital structure. Fitch's analysis assumes Spansion is not
restricted by covenants or borrowing bases to fully draw down on
its existing bank credit facilities.
Given the erosion of Spansion's profitability to nearly
distressed levels over the past several quarters, Fitch has
reduced the discount to operating EBITDA (in estimating
distressed operating EBITDA) for 2007 to 25% from the previous
discount of 55%. Fitch believes of US$800 million of rated
senior secured debt, including US$625 million of senior secured
floating rate notes and a fully drawn US$175 million U.S.
revolving bank credit facility, would recover 51%-70% in a
reorganization scenario, resulting in a 'RR3' recovery rating.
A waterfall analysis provides 0%-10% recovery for the
approximately US$225 million of rated senior unsecured debt and
US$207 million of senior subordinated notes, both resulting in a
recovery rating of 'RR6'.
Headquartered in Sunnyvale, California, Spansion Inc. (NASDAQ:
SPSN) -- http://www.spansion.com/-- designs, develops,
manufactures, markets and sells flash memory solutions for
wireless, automotive, networking and consumer electronics
applications. Spansion(R), the Spansion Logo(R), MirrorBit(R),
MirrorBit(R) Eclipse(TM), ORNAND(TM), ORNAND2(TM), HD-SIM(TM)
and combinations thereof, are trademarks of Spansion LLC.
Spansion, the Spansion Logo and MirrorBit are registered in the
US and other countries.
The company's European unit, Spansion EMEA, is based is France.
Spansion Japan Limited, is the company's unit and is
headquartered in Japan. It has sales offices in Latin American
countries including Brazil and Mexico.
=========
K O R E A
=========
HYUNDAI MOTORS: Drops Plan to Produce Pickup Trucks in U.S.
------------------------------------------------------------
Hyundai Motor Company has suspended its plan to produce pick-up
trucks in the US due to falling demand for gas-guzzling vehicles
amid record high oil prices, the Financial Times reports.
According to FT, the automaker had planned to build mid-sized
trucks at a new factory of its subsidiary Kia Motors in the
state of Georgia but is now considering manufacturing passenger
cars amid growing U.S. consumer preference for smaller and
lighter vehicles.
About Hyundai Motor
Headquartered in Seoul, South Korea, Hyundai Motor Company
-- http://www.hyundai-motor.com/-- has been selling cars in the
US since 1986, but it only started selling its heavy trucks
stateside in 1998. Hyundai produces 14 models of cars, SUVs,
and minivans, as well as trucks, buses, and other commercial
vehicles. The company reestablished itself as South Korea's
leading carmaker in 1998 by acquiring a 51% stake in Kia Motors
(since reduced to about 43%). Hyundai's models for the North
American market include the Accent and Sonata; models sold
elsewhere include the GRD and Equus. The company also
manufactures machine tools for factory automation and material-
handling equipment.
The Troubled Company Reporter-Asia Pacific reported that the
Hyundai Automotive Group is facing its deepest crisis since
chairman Chung Mong-koo took over in 1999, with problems like
the falling United States dollar, high oil prices and union
demands aggravated by a sweeping criminal investigation
regarding the carmaker's alleged creation of slush funds that
were used by at least two lobbyists to bribe government
officials for business favors, including having KRW55 billion of
Hyundai's bad debts written off.
Chairman Chung was indicted early in May 2006 for fraud charges.
Some of the group's official business has been on hold since the
probe on the slush fund started and several top executives were
summoned for questioning.
On Feb. 5, 2007, a South Korean court handed down the sentence
to Mr. Chung for illegally raising US$110 million in slush funds
and bribing government officials. Mr. Chung was released on
bond and continues to run the auto conglomerate.
KOREA HINET: Wins KRW1.9 Billion Contract from Chongkundang
-----------------------------------------------------------
Korea Hinet Co. Limited has won a supply contract worth
KRW1,954,062,000 from Chongkundang Co. Limited, Reuters reports.
According to the report, under the business agreement, Korea
Hinet will supply information processing and hardware
maintenance services to Chongkundang
Headquartered in Seoul, Korea Hinet Co., Ltd. --
http://www.koreahinet.co.kr/-- is engaged in the provision of
information technology (IT) solutions. The company provides
four major services: system integration services, including
consulting, information strategies and hardware and network
integration; software services, which provides enterprise
resource planning (ERP) systems such as supply chain management
(SCM), management information systems (MIS), e-business
solutions and customer relationship management (CRM) tools;
distribution services, which provides computer parts, software
and network equipment, and e-business, which provides Intranet
solutions and Web solutions.
Korea Ratings gave the company's KRW4 billion convertible bonds
issue a B+ rating with a stable outlook.
YOUNGCHANG SILUP: Sets Initial Offer Price for Rights Issuance
--------------------------------------------------------------
Youngchang Silup Co. Limited has decided the first offer price
for the rights issue of its common shares at KRW500 per share,
Reuters reports.
Seoul, Korea-based Youngchang Silup Co., Ltd. --
http://www.youngchang.co.kr/main.asp-- is engaged in the
manufacturing of leather for shoes, bags, belts, garments, car
seats and wheel covers. The company's main clients are
Timberland, Rockport, Coach, Brighton, Polo, DKNY, Aigner, Mova,
Superior Sungchang, Simmone, Mikwang, Ssamzie, St. John, Nautica
Jean, I Blues, Marina Rinaldi and Geiger. It has an affiliated
company each in Korea and China.
As of May 9, 2008, the company still holds Korea Ratings' BB+
rating, with stable outlook, on its convertible bond and KRW5.00
billion straight bond.
===============
M A L A Y S I A
===============
CNLT (FAR EAST): Receives Wind-Up Petition from Vearrian
--------------------------------------------------------
On May 2, 2008, CNLT (Far East) Berhad received a wind-up
petition from Vearrian Tanzania Ltd for the amount owed by the
company amounting to US$844,144.77.
Moreover, the company received:
-- a summons-in-chambers (ex-parte) for the appointment of
provisional liquidators filed by Vearrian at the High
Court of Malaya in Kuala Lumpur on October 24, 2007; and
-- an order by the High Court of Malaya in Kuala Lumpur upon
the application by Vearrian for the appointment of Ong
Kong Lai and Wong Cham Mew of Messrs O & M Corporate
Advisory Sdn Bhd as CNLT's provisional liquidators
Thus, on May 5, 2008, the company filed an application before
the High Court of Malaya in Kuala Lumpur to set-aside the
appointment of the provisional liquidators and a stay on the
winding-up petition. The hearing date for the company's
application has been fixed for May 12, 2008.
As announced earlier on May 2, 2008, the company had obtained
the approval and agreement-in-principle from all its secured
creditors for its proposed corporate and debt restructuring
scheme. The company is also in the midst of preparing for the
submission of its regularization plan to the approving
authorities pursuant to the Amended Practice Note 17/2005 of the
Listing Requirements of Bursa Malaysia Securities Berhad.
The appointment of the provisional liquidators will, unless set-
aside or stayed, frustrate the company’s efforts to undertake
its proposed corporate and debt restructuring scheme and the
submission of its regularization plan to the approving
authorities.
CNLT (Far East) Berhad is engaged in the manufacture and sale of
yarn. Its subsidiary includes Indosen S.A., which is engaged in
the manufacture and sale of textiles and apparel. The company
operates in Malaysia and Senegal.
The company was admitted into the Amended PN17 listing criteria
of the Bursa Malaysia Securities Bhd as it has triggered
Paragraph 2.1(e) of the bourse's listing requirements:
(i) Based on the unaudited quarterly results of CNLT for
the first quarter ended March 31, 2007, as announced
to Bursa Securities, the shareholders' equity on a
consolidated basis is less than 50% of the issued and
paid up capital of the company ; and
(ii) The auditors of CNLT have expressed a modified opinion
with emphasis on the Company's going concern in its
latest audited accounts for the financial year ended
December 31, 2005.
CNLT: Bank Lenders Appoint Ferrier as Investigative Accountant
--------------------------------------------------------------
In a regulatory filing with the Bursa Securities, CNLT (Far
East) Berhad disclosed that Ferrier Hodgson Monteiro Heng was
appointed as the Independent Investigative Accountant at the
request of its Bank Lenders to investigate into certain
allegations raised in the preliminary report dated Sept. 21,
2007 prepared by Twin Leaders Corporate Services Sdn Bhd.
Twin Leaders was purportedly engaged by the former provisional
liquidators who were discharged on September 19, 2007, after
their appointment on September 12, 2007, was set-aside by the
Seremban High Court.
Following the appointment, Ferrier Hodgson had completed its
investigative work and submitted a report to the company’s Bank
Lenders. The report which was prepared by Ferrier Hodgson
primarily for the company’s Bank Lenders cannot be reproduced,
used or given to any other person without the consent of Ferrier
Hodgson. Based on the investigative work undertaken by Ferrier
Hodgson, the allegations raised in the preliminary report by
Twin Leaders are found to be unsubstantiated.
CNLT (Far East) Berhad is engaged in the manufacture and sale of
yarn. Its subsidiary includes Indosen S.A., which is engaged in
the manufacture and sale of textiles and apparel. The company
operates in Malaysia and Senegal.
The company was admitted into the Amended PN17 listing criteria
of the Bursa Malaysia Securities Bhd as it has triggered
Paragraph 2.1(e) of the bourse's listing requirements:
(i) Based on the unaudited quarterly results of CNLT for
the first quarter ended March 31, 2007, as announced
to Bursa Securities, the shareholders' equity on a
consolidated basis is less than 50% of the issued and
paid up capital of the company ; and
(ii) The auditors of CNLT have expressed a modified opinion
with emphasis on the Company's going concern in its
latest audited accounts for the financial year ended
December 31, 2005.
WWE HOLDINGS: Appoints Ghazilla and Yusoff as Directors
-------------------------------------------------------
YM Raja Nazrin Bin Raja Ghazilla and Ir Syed Ismail Syed Yusoff
were appointed as WWE Holdings Bhd's non-executive directors.
Moreover, Messrs. Ghazilla and Yusoff were appointed members of
the company's Audit Committee.
The company's Audit Committee now composes of:
* Puan Nurjannah Binti Ali - Chairman of Audit Committee;
* Ng Wah Tar - Member of Audit Committee;
* Ir Syed Ismail Syed Yusoff - Member of Audit Committee; and
* YM Raja Nazrin bin Raja Ghazilla - Member of Audit
Committee
About WWE Holdings
WWE Holdings Bhd is engaged in investment holding and is a
contractor for the provision of engineering services related to
design, fabrication, installation and commissioning of water,
wastewater treatment, environmental facilities and construction
activities. The company's subsidiaries include WWE Construction
Sdn. Bhd., a contractor for the provision of engineering
services related to design, fabrication, installation and
commissioning of water, wastewater treatment, environmental
facilities and construction activities; WWE Industries Sdn.
Bhd., which provides installation of mechanical and electrical
works connected with water, wastewater treatment and
environmental engineering, and Quality Water Technology Sdn.
Bhd., which undertakes research and development activities to
develop new technologies related to water and wastewater. On
March 23, 2006, WWE acquired the remaining 30% equity interest
in Quality Water.
As reported by the Troubled Company Reporter-Asia Pacific on
March 7, 2008, the company was classified as an Affected Listed
Issuer under PN 17 of Bursa Malaysia Securities Berhad's Listing
Requirements because the company's auditors were unable to
ascertain the recoverability of the amounts and the outcome of
the legal suit brought against the company. Thus, the auditors
are unable to form an opinion on the financial statements of the
Group for the financial year ended September 30, 2007.
====================
N E W Z E A L A N D
====================
123 METALS: Faces Manukau's Wind-Up Petition on June 6
------------------------------------------------------
On February 25, 2008, an application to put 123 Metals Limited,
formerly known as Cash for Scrap Limited, into liquidation was
filed in the High Court at Auckland.
The application will be heard before the High Court at Auckland
on June 6, 2008, at 10:45 a.m.
The plaintiff is Manukau City Council and its solicitor is:
V. T. M. BRUTON
Brookfields, Lawyers
11th Floor
19 Victoria Street West
Auckland.
ACCESSORY STREET: Faces Hart Department's Petition
--------------------------------------------------
On February 20, 2008, an application to put Accessory Street
Limited into liquidation was filed in the High Court at
Auckland.
The application will be heard before the High Court at Auckland
on June 13, 2008, at 10:45 a.m.
The plaintiff is Hart Department Limited and its solicitor is:
John Bergseng
Bergseng & Co, Solicitors
36 Williamson Avenue
Grey Lynn, Auckland
PO Box 147212, Ponsonby, Auckland
Telephone: (09) 376 6707
Facsimile: (09) 376 6706
AIR NEW ZEALAND: Has No Immediate Plan to Hike Domestic Fares
-------------------------------------------------------------
Air New Zealand said it has no immediate plan to follow Pacific
Blue's recent move to increase its domestic airfares by up to
10%.
In a May 8, 2008, news release, Air New Zealand said Pacific
Blue quietly increased its domestic New Zealand airfares by up
to 10% and is also selling seats on flights it will not be
operating, while at the same time misleading customers of the
true cost of purchasing fares via its Web site.
Pacific Blue's standard lead-in fares from Auckland to
Wellington are now NZ$75 compared to Air New Zealand's lead-in
smart saver fare at NZ$69, and Christchurch to Wellington fares
are NZ$65 compared to Air New Zealand's NZ$59 lead-in smart
saver fare.
The price hike comes despite Pacific Blue Commercial General
Manager Adrian Hamilton-Manns claiming in the New Zealand Herald
on March 17: "We have no plans to raise prices; we're in the
game of lowering them." He claimed at the time rising fuels
costs were no issue for the carrier. "We don't have a pain
threshold for fuel that I know of."
According to Air New Zealand, as well as trying to hide the
increases, Pacific Blue is selling hundreds of seats to
customers on its Web site for flights that do not exist.
In late April, Air New Zealand said, Pacific Blue made schedule
changes and reduced Auckland-Wellington capacity for July
onwards from five to four return services per day. Despite
making the change in travel agent global distribution systems
(GDS), it is still selling the fifth service through its Web
site.
"Pacific Blue is misleading the New Zealand public and its own
customers," says Air New Zealand Group General Manager Short
Haul Airline Bruce Parton.
"Hundreds of customers have made travel plans that cannot be
fulfilled and to also vehemently say that you won't raise fares
and then turn around a few weeks later and do so on the quiet is
incredibly deceptive."
"I am also concerned by the airline's price advertising. Pacific
Blue, like many low cost carriers including Jetstar, places a
'credit card surcharge' onto international airfares purchased
over the internet.
"Jetstar, and previously Freedom Air, offers customers
alternative forms of payment such as internet banking so they
don't have to pay the credit card surcharge.
"Pacific Blue however does not offer an alternative form of
payment through their website, therefore customers who wish to
purchase online have no choice but to pay the additional $4 per
sector charge."
As previously reported, Air New Zealand Ltd. raised fares on
domestic services by an average of three percent on May 6. The
carrier's previous fare increase was March 26. The company
cited high jet fuel costs as the reason for the increases.
About Air New Zealand
Based in Auckland, New Zealand, Air New Zealand Ltd is the
country's flag air carrier, with domestic and international
passenger and freight operations, and an aviation engineering
business. Air New Zealand flies to the United States, United
Kingdom, Canada, Europe and other Asian cities.
Moody's Investors Service, on Sept. 4, 2007, affirmed Air New
Zealand Limited's Ba1 senior unsecured issuer rating. At the
same time, it has changed the outlook on the rating to positive
from stable.
ANZ carries Standard & Poor's Ratings Services' 'BB' corporate
credit rating, with stable outlook.
ALLBANX MORTGAGES: Creditors Have Until July 18 to File Claims
--------------------------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland, were
appointed joint and several liquidators of Allbanx Mortgages
Limited by the High Court on April 18, 2008.
The liquidators fixed July 18, 2008, as the last day for
creditors to file their proofs of claim.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
ASHBY HOLDINGS: Creditors Must File Claims by July 11
-----------------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland, were
appointed joint and several liquidators of Ashby Holdings
Limited, Integrity Cleaning Services Limited and Forrest Hill
Motors Auto Centre Limited by the High Court on April 11, 2008.
The liquidators fixed July 11, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers,
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
CENTURY HOMES: Faces Smith Timber's Petition on July 18
-------------------------------------------------------
On April 3, 2008, an application to put Century Homes Limited
into liquidation was filed in the High Court at Auckland.
The application will be heard before the High Court at Auckland
on July 18, 2008, at 10:00 a.m.
The plaintiff is Smith Timber (SA) Limited and its solicitor is:
John Ropati
PO Box 90232
Level 1
88 Jervois Road
Herne Bay, Auckland
Telephone: (09) 376 6530
Facsimile: (09) 376 6539
CLEAR CHANNEL: Judge OKs Breach of Contract Suit Against Banks
--------------------------------------------------------------
Justice Helen Freedman of the New York Supreme Court has allowed
the litigation of the breach of contract claim of CC Media
Holdings Inc. against a consortium of banks to continue, Reuters
report.
Justice Freedman, however, rejected CC Media's claims of fraud
and civil conspiracy against them.
CC Media, a corporation formed by private-equity funds Thomas H.
Lee Partners LP and Bain Capital LLC to buy Clear Channel
Communications Inc., sued various banks to compel them to
fulfill their promise to finance the Clear Channel acquisition.
On Monday, the banks, namely Citigroup Inc., Morgan Stanley,
Credit Suisse Group , Royal Bank of Scotland Group PLC, Deutsche
Bank AG and Wachovia Corp., sought authority from a Texas Court
to dismiss a lawsuit alleging their interference in the buyout
deal's completion, Kevin Kingsbury of The Wall Street Journal
relates. The banks have insisted that the lawsuit is immature
since the deadline for the closure of the deal is on June 12,
and the deal may still be completed.
The banks said the company is "in effect asking this court to
render an advisory opinion based on hypothetical events that
have not occurred and may never occur."
The lenders also contend that because they have offered to enter
into binding arbitration "and agreed to fund the merger based
open the arbitrator's resolution of the remaining open terms,"
they aren't intentionally trying to interfere in the deal's
completion.
As reported in the Troubled Company Reporter on April 14, 2008,
the Hon. Joe F. Brown Jr. of the Bexar County State District
Court in Texas, rejected the request of a consortium of banks to
dismiss a lawsuit filed against them by CC Media. The judge
converted a temporary restraining order, which was issued by the
court to force the financiers to honor the financing deal, into
a temporary injuction, turning the state of the deal back to its
existing condition. A trial is set for June 2, 2008.
As previously reported in the TCR, the privatization of Clear
Channel appeared in danger of collapsing after CC Media and the
lenders reportedly failed to reach agreement on the final
financing of the transaction. Clear Channel had anticipated
closing the merger agreement by March 31, 2008. The company's
shareholders approved the adoption of the merger agreement, as
amended. The deal includes $19.4 billion of equity and $7.7
billion of debt.
The main dispute centers on the lending syndicate's demand that
the private equity firms replace a long-term financing package
of at least six years in the original agreement with a short-
term, three-year bridge-financing agreement; and a condition
that the buyers not use a revolving credit facility or Clear
Channel's cash flow to pay down about $3.8 billion in short-term
debt securities.
Subsequently, CC Media sued the bank group to compel them to
honor the agreement. CC Media filed complaints in New York state
court in Manhattan and in Bexar County, Texas. The firms alleged
the backers breached the contract entered in May to fund the
deal. Clear Channel joined the suit in Texas. In Texas, Clear
Channel asked for an order banning the banks from interfering
with the merger agreement and sought more than $26 billion in
damages.
About Clear Channel
Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers. The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand. As of Dec. 31, 2007, it owned 717 core radio
stations, 288 non-core radio stations which are being marketed
for sale and a leading national radio network operating in the
United States.
* * *
In March 2008, Standard & Poor's Ratings Services said its
ratings on Clear Channel Communications Inc., including the 'B+'
corporate credit rating, remain on CreditWatch with negative
implications.
Fitch Ratings stated that in line with previous guidance, Clear
Channel Communications' 'BB-' Issuer Default Rating and Senior
Unsecured Ratings would remain in place if the going-private
transaction is not completed.
Moody's stated that assuming the transaction is completed as
currently contemplated, Clear Channel will likely be assigned a
Corporate Family Rating of B2 and the rating on the existing
senior notes is likely to be notched down to Caa1 based on their
expected subordination to the new senior secured debt facilities
and the new senior notes.
DEVOTED VINE: Claims Filing Deadline on July 16
-----------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland, were
appointed joint and several liquidators of Devoted Vine Limited
by the High Court on April 16, 2008.
The liquidators fixed July 16, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
DOMANI GROUP: Claims Filing Deadline is July 18
-----------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland,
were appointed joint and several liquidators of Domani Group
Limited by the High Court on April 18, 2008.
The liquidators fixed July 18, 2008, as the last day for
creditors to file their proofs of claim.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
G W & S B DESIGN: Court Appoints Liquidators
--------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland, were
appointed joint and several liquidators of G W & S B Design &
Marketing Limited by the High Court on April 18, 2008.
The liquidators fixed July 18, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
GARY SMITH: Fatupaito and McCloy Appointed as Liquidators
---------------------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland,
were appointed joint and several liquidators of Gary Smith
Bricklayers Limited by the High Court on April 18, 2008.
The liquidators fixed July 18, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
HENDERSON GROUP: Claims Filing Deadline is June 14
--------------------------------------------------
John Howard Ross Fisk, chartered accountant, and Craig Alexander
Sanson, insolvency practitioner, both of Wellington, were
appointed joint and several liquidators of Henderson Group 2000
Limited and Orca Boats & Pools Limited by the High Court on
April 13, 2008
The liquidators fixed June 14, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers
Attention: Sandra Pearson
113-119 The Terrace (PO Box 243)
Wellington
Telephone: (04) 462 7489
Facsimile: (04) 462 7492
KIWI VITICULTURE: Creditors Must File Claims by July 16
-------------------------------------------------------
Vivian Judith Fatupaito, insolvency practitioner, and Colin
Thomas McCloy, chartered accountant, both of Auckland, were
appointed joint and several liquidators of Kiwi Viticulture
Limited by the High Court on April 16, 2008.
The liquidators fixed July 16, 2008, as the last day for
creditors to make their claims and to establish any priority
their claims may have, or be excluded from the benefit of any
distribution.
The liquidators can be reached at:
PricewaterhouseCoopers
188 Quay Street (Private Bag 92162)
Auckland
Telephone: (09) 355 8000
Facsimile: (09) 355 8013
PRIMAXA (NZ): Court to Hear Wind-Up Petition on July 4
------------------------------------------------------
On March 27, 2008, an application to put Primaxa (NZ) Limited
into liquidation was filed in the High Court at Auckland.
The application will be heard before the High Court at Auckland
on July 4, 2008, at 10:45 a.m.
The plaintiff is Primaxa Limited and its solicitor is:
V. T. M. BRUTON
Brookfields
11th Floor, 19 Victoria Street West
Auckland
=====================
P H I L I P P I N E S
=====================
FAIRCHILD SEMICONDUCTOR: Debt Refinancing Cues S&P to Up Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on South Portland, Maine-based Fairchild Semiconductor
International Inc. to 'BB' from 'BB-'. The outlook is stable.
At the same time, S&P affirmed the 'BB' issue-level rating on
Fairchild Semiconductor Corp.'s senior secured credit facilities
following the company's proposed US$100 million add-on to its
US$375 million term loan. The recovery rating has been revised
to '3', indicating the expectation for meaningful (50% to 70%)
recovery in the event of a payment default, from '2'. The
secured financing will consist of a US$475 million term loan and
a US$100 million revolving credit facility upon close. The new
debt will be issued under the existing credit agreement.
Standard & Poor's also raised its issue-level rating on
Fairchild Semiconductor Corp.'s senior subordinated debt to 'B+'
(two notches below the 'BB' corporate credit rating on parent
company Fairchild Semiconductor International) from 'B'. The
recovery rating on this debt remains unchanged at '6',
indicating the expectation for negligible (0% to 10%) recovery
in the event of a payment default. S&P will withdraw both of
these ratings upon redemption.
The rating actions follow the company's announcement that it
will refinance US$200 million of maturing senior subordinated
debt with the proposed new senior secured debt, US$50 in million
cash, and a draw on its revolving credit facility. Pro forma
for the refinancing, leverage improves to about 1.8x, from 2.2x
as of March 31, 2008. In addition to the modest impact that the
refinancing will have on leverage, operational trends continue
to improve modestly.
"The rating on Fairchild reflects the company's low margins
relative to peers, modest scale, and challenges to improving its
product mix," said Standard & Poor's credit analyst Lucy
Patricola. "These factors are offset partially by a solid
financial profile, selected market strength, and diverse end
markets."
Fairchild is a vertically integrated manufacturer of a wide
variety of power and logic analog semiconductors and integrated
circuits.
About Fairchild Semiconductor:
Fairchild Semiconductor International Inc. (NYSE: FCS) --
http://www.fairchildsemi.com/-- is a supplier of power
semiconductors. The company also supplies silicon and packaging
technologies, manufacturing strength and system expertise for
consumer, communications, industrial, portable, computing and
automotive systems. An application-driven, solution-based
semiconductor supplier, Fairchild provides online design tools
and design centers worldwide.
Outside the United States, the company has subsidiaries located
in the United Kingdom, Germany, Italy, Japan, Hong Kong,
Singapore, Malaysia, South Korea, Mexico, France, India,
Mauritius, China, Philippines, Netherlands, Taiwan and Finland.
PRC LLC: Court Extends Action Removal Period to July 21
-------------------------------------------------------
The ACE American Insurance Company, ACE Property & Casualty
Insurance Company, and Illinois Union Insurance Company complain
that PRC LLC and its debtor-affiliates' Disclosure Statement
does not contain adequate information concerning the treatment
of the insurance policies between ACE and the Debtors.
According to Karel S. Karpe, Esq., at White and Williams LLP, in
New York, ACE has issued various insurance policies since 2003,
providing for prepetition and postpetition coverages to the
Debtors and possibly their non-debtor affiliates, in the form of
workers compensation and employers liability, errors &
omissions, property fire and other casualty insurance. At
times, ACE's coverage obligation includes the duty to defend.
The Policies require the Debtors to pay premiums, to provide
notice of claims, and to participate in the investigation and
defense of claims. The Policies also give ACE rights to
participate in the defense and settlement of claims in instances
where ACE does not have a duty to defend.
The Policies include provisions that obligate the Debtors to
preserve and transfer to ACE any rights they may have against
others to recover all or any part of any payment that ACE makes
under the insurance policies. All of these obligations are
ongoing and continuing.
Ms. Karpe argues that the Disclosure Statement does not contain
adequate information concerning the Debtors' proposed Plan of
Reorganization's treatment of the ACE Policies or the
consequences of that treatment.
Thus, ACE objects to the Disclosure Statement to the extent
that:
* it indicates that insurance policies will be treated as
executory contracts, but does not indicate whether the
Debtors will be assuming or rejecting any insurance
policies or whether the Reorganized Debtors will be
performing the Debtors' obligations under the ACE
Policies;
* it preserves Debtors' rights under insurance policies,
but says nothing about ACE's rights;
* it indicates that the Debtors will reject all executory
contracts except for those included in a schedule of
executory contracts that purportedly will be included in
the Debtors' Plan Supplement, but the Plan Supplement
will not be submitted until five business days before the
deadline for approval or rejection of the Debtors'
proposed Plan;
* it does not contain any provisions indicating if and how
the Debtors' obligations under the ACE Policies will be
performed by the Reorganized Debtors;
* it does not contain any provisions indicating if and how
the premiums currently owed under the ACE Policies and to
be owed under the ACE Policies will be paid;
* it indicates that the Reorganized Debtors are provided
the sole authority to object to, litigate, settle or
adjust claims. These provisions appear to conflict with
the Debtors' obligations under the ACE Policies and may
also jeopardize coverage, Mr. Karpe says;
* it indicates that the Plan will enjoin certain claims
against the Debtors, certain other parties, and the
Debtors' assets. These provisions may interfere with
ACE's ability to investigate, defend, litigate and settle
claims in the ordinary course of business and therefore
possibly jeopardize coverage; and
* it indicates that the proposed Plan will preserve
the Debtors' rights of setoff, but expressly preclude the
rights of setoff, recoupment or subrogation belonging to
other parties.
Accordingly, ACE asks the U.S. Bankruptcy Court for the Southern
District of New York not to approve the Disclosure Statement
unless the objections it raised are addressed.The Honorable
Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York extended the deadline by which PRC LLC and
its debtor-affiliates must remove their prepetition actions
until the earlier of the effective date of a confirmed Chapter
11 plan, or July 21, 2008.
As of April 1, 2008, PRC LLC is a party to some non-bankruptcy
causes of actions filed in various venues throughout the United
States, each of which was filed before the date of bankruptcy.
The Debtors told the Court that their objective is to exit
bankruptcy expeditiously and, to that end, the Debtors' have
focused their efforts on preparing their bankruptcy schedules,
motions to assume or reject prepetition contracts or leases, a
disclosure statement, and a plan of reorganization.
The Debtors related that they are analyzing various aspects
of each Action, but did not believe they are able to make
informed decisions as to whether to file notices of removal in
each case by April 22, 2008.
About PRC LLC
Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions. PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.
PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.
Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.
PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry. Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.
The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239). Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts. The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor. Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.
The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.
The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008. (PRC LLC Bankruptcy News,
Issue No. 11; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
PRC LLC: Court Extends Lease Decision Period to August 20
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended the time within which PRC LLC and its debtor-affiliates
may assume or reject their unexpired leases and executory
contracts pursuant to Section 365(d)(4) of the U.S. Bankruptcy
Code to the earlier of the effective date of a confirmed Chapter
11 plan, or Aug. 20, 2008.
As reported in the Troubled Company Reporter on April 10, 2008,
the Debtors told the Court that they are party to numerous
leases of non-residential real property which, in most
instances, provide the premises used as contact centers in
connection with the Debtors' core business operations.
Since the filing of bankruptcy, the Debtors have diligently
reviewed their business needs with respect to leased premises
and have filed several motions to reject leases. Currently, the
Debtors lease 19 premises for which no motion to assume or
reject has been filed with the Court. A list of these
leases is available for free at:
http://researcharchives.com/t/s?2a5b
The Debtors' objective is to exit bankruptcy expeditiously. To
that end, the Debtors have focused significant attention on
preparing and filing bankruptcy schedules, a disclosure
statement, and a plan of reorganization.
While the Debtors are working as expeditiously as possible to
analyze all aspects of their businesses, they did not believe it
will be possible to make an informed decision as to whether to
assume or reject all of the Leases by May 22, 2008. The Debtors
said they do not want to forfeit any of the Leases as a result
of the "deemed rejection" provision of Section 365(d)(4).
The Debtors assured the Court that their landlords will not be
prejudiced by the requested extension. The Debtors noted that
they are current, and intend to remain current, on their
postpetition obligations under the Leases.
About PRC LLC
Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions. PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.
PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.
Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.
PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry. Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.
The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239). Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts. The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor. Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.
The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.
The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008. (PRC LLC Bankruptcy News,
Issue No. 11; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
PRC LLC: ACE American et al. Oppose Disclosure Statement
--------------------------------------------------------
The ACE American Insurance Company, ACE Property & Casualty
Insurance Company, and Illinois Union Insurance Company complain
that PRC LLC and its debtor-affiliates' Disclosure Statement
does not contain adequate information concerning the treatment
of the insurance policies between ACE and the Debtors.
According to Karel S. Karpe, Esq., at White and Williams LLP, in
New York, ACE has issued various insurance policies since 2003,
providing for coverages to the Debtors and possibly their non-
debtor affiliates, in the form of workers compensation and
employers liability, errors & omissions, property fire and other
casualty insurance. At times, ACE's coverage obligation
includes the duty to defend.
The Policies require the Debtors to pay premiums, to provide
notice of claims, and to participate in the investigation and
defense of claims. The Policies also give ACE rights to
participate in the defense and settlement of claims in instances
where ACE does not have a duty to defend.
The Policies include provisions that obligate the Debtors to
preserve and transfer to ACE any rights they may have against
others to recover all or any part of any payment that ACE makes
under the insurance policies. All of these obligations are
ongoing and continuing.
Ms. Karpe argues that the Disclosure Statement does not contain
adequate information concerning the Debtors' proposed Plan of
Reorganization's treatment of the ACE Policies or the
consequences of that treatment.
Thus, ACE objects to the Disclosure Statement to the extent
that:
* it indicates that insurance policies will be treated as
executory contracts, but does not indicate whether the
Debtors will be assuming or rejecting any insurance
policies or whether the Reorganized Debtors will be
performing the Debtors' obligations under the ACE
Policies;
* it preserves Debtors' rights under insurance policies,
but says nothing about ACE's rights;
* it indicates that the Debtors will reject all executory
contracts except for those included in a schedule of
executory contracts that purportedly will be included in
the Debtors' Plan Supplement, but the Plan Supplement
will not be submitted until five business days before the
deadline for approval or rejection of the Debtors'
proposed Plan;
* it does not contain any provisions indicating if and how
the Debtors' obligations under the ACE Policies will be
performed by the Reorganized Debtors;
* it does not contain any provisions indicating if and how
the premiums currently owed under the ACE Policies and to
be owed under the ACE Policies will be paid;
* it indicates that the Reorganized Debtors are provided
the sole authority to object to, litigate, settle or
adjust claims. These provisions appear to conflict with
the Debtors' obligations under the ACE Policies and may
also jeopardize coverage, Mr. Karpe says;
* it indicates that the Plan will enjoin certain claims
against the Debtors, certain other parties, and the
Debtors' assets. These provisions may interfere with
ACE's ability to investigate, defend, litigate and settle
claims in the ordinary course of business and therefore
possibly jeopardize coverage; and
* it indicates that the proposed Plan will preserve
the Debtors' rights of setoff, but expressly preclude the
rights of setoff, recoupment or subrogation belonging to
other parties.
Accordingly, ACE asks the U.S. Bankruptcy Court for the Southern
District of New York not to approve the Disclosure Statement
unless the objections it raised are addressed.
About PRC LLC
Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions. PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.
PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.
Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.
PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry. Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.
The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239). Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts. The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor. Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.
The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.
The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008. (PRC LLC Bankruptcy News,
Issue No. 11; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
SWIFT FOODS: Sets Regular Stockholders' Meeting on June 26
----------------------------------------------------------
Swift Foods Inc. will hold a regular meeting of its stockholders
on June 26, 2008, at 3:00 p.m.
Stockholders of record as of the close of business on May 23,
2008, can attend the meeting.
2007 Results
As reported in the Troubled Company Reporter on April 23, 2008,
Swift Foods disclosed in its 2007 annual report that the
company was able to attain positive margins for the year. The
company said it shifted volume to high-margin products,
particularly live chickens and day-oldchicks. This resulted to
lower sales of dressed chickens, which had less favorable gross
margin rates for the year.
According to the company, rising cost of raw materials has put
pressure on its gross margins. Worldwide, grain prices are on
the uptrend owing to the policy, more particularly of the US
government, on the use of bio-fuels for their energy
requirements. This has led to higher corn and soybean prices,
which caused the prices of feed raw materials to increase by 15%
for the year. In addition, cost of coco oil increased by over
40% in 2007. The three feed raw materials account for
over 80% of feed formulation for poultry, the company said.
Financial Position
The company reported a reduction in the excess of its current
liabilities over current assets by PHP36.78 million, from
PHP634.24 million in 2006 to PHP597.46 million in 2007.
Assets as of December 31, 2007 totaled to P1.62 billion as
compared to P1.87 billion as of December 31, 2006. Current
ratio for the year 2007 is P0.44:1 against last year’s current
ratio of P0.52:1.
Available cash on hand and in banks is 63.5% of last year due to
update of payments to suppliers. Accounts Receivable decreased
by about 38.8% due to collection efforts and shorter terms with
customers. Inventories went down by about 32.5% mainly due to
management effort to maintain a JIT policy for finished goods
and raw materials.
Other current assets decreased by 6.8% due to payment of income
tax using creditable withholding taxes. The decrease in
property, plant and equipment represents depreciation of assets
for the year.
Other non-current assets slightly decreased by 31.7%. Bank
loans were paid fully during the year. Payments to suppliers
brought down accounts payable and accrued expenses by 26.8%.
The increase in trust receipts and acceptances of 60.1%
represents additional LC/TR lines granted by banks. Current
portion of long term debt increased by 53.8% due to higher
scheduled principal payments.
Net cash from operations amounted to P37.85 million. Cash used
in investing activities amounted to P2.65 million while cash
used in financing activities amounted to P58.8 million. Cash
and cash equivalents for the period decreased by about 36.5%
mainly due to payment of loans and to suppliers.
Independent Auditor's Opinion
Based on Swift Foods Inc.'s financial statements for the
years ended December 31, 2007 and 2006, Martin C. Guantes
at Sycip Gorres Velayo & Co. noted that the company has been
able to reduce the excess of its current liabilities over its
current assets by PHP36.78 million from PHP634.24 million
in 2006 to PHP597.46 million in 2007. However, the
auditor stated, which opinion the management of the company
shares, that the excess position of current liabilities over
current assets may have an effect on the company's ability to
continue operating in the normal course of business.
About Swift Foods
Based in Mandaluyong City, Philippines, Swift Foods Inc.
-- http://rfm.com.ph/swift/swift_foods/-- was incorporated on
June 6, 1994 to assume RFM's business of manufacturing,
marketing and distributing processed and canned meat products,
poultry products, and commercial feeds. SFI was primarily
organized into two business divisions, namely, agribusiness
(poultry and feeds) and meat (meat processing and sales &
distribution) divisions. In November 2001, employees of the
meat division went on a strike, which effectively caused the
closure of the Cabuyao plant. As a result, the Board of SFI
decided to transfer the marketing, selling and distribution
activities of the meat division to RFM Corporation to join the
latter's branded food group business effective October 1, 2002.
SFI's agribusiness division produces and sells poultry products,
namely, live and dressed/processed chicken. About 70-80% of the
company's products are sold to its distributors which sell
mainly to downline accounts or wet markets. The balance of 20-
30% are sold to both key and secondary accounts groups
representing mainly the supermarkets, groceries, hotels, and
restaurants, including the food service/fast food segment. SFI
also produces feeds for the internal requirements of its poultry
business. The company uses feeds in its farms and supplies
feeds to its contact growers nationwide.
=================
S I N G A P O R E
=================
CHEMTURA CORP: S&P Cuts Ratings to BB; Retains Developing Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and senior secured debt ratings of Chemtura Corp. to 'BB' from
'BB+'. The ratings remain on CreditWatch with developing
implications, where they were placed Dec. 19, 2007. The
downgrade reflects S&P's expectation that cash flow protection
measures will not strengthen to, and be sustained at, levels
appropriate for the prior rating, although profitability should
improve near term.
"The CreditWatch developing reflects management's ongoing
consideration of strategic alternatives, which calls into
question its financial policies," said Standard & Poor's credit
analyst Wesley E. Chinn.
CreditWatch with developing implications means S&P could raise,
lower, or affirm the ratings, depending on management's actions.
Chemtura's diversified portfolio of specialty and industrial
chemical businesses (generating annual revenues of over $3.5
billion) presents management with a range of options. S&P would
lower the ratings if a leveraged buyout of the firm were to
occur or if management initiated actions detrimental to our
expectations of prospective financial metrics. Conversely, S&P
would raise the ratings if a substantially stronger entity
acquired Chemtura, but this does not appear to be a strong
possibility at this time.
If management's review of strategic alternatives concludes that
the company should not take any actions at this time, S&P could
affirm the ratings and assign a stable outlook. This would be
based on the expectation that the company will be able to
achieve earnings progress in the next few years and that debt
levels would not experience any increase because of
acquisitions.
Overall earnings for 2008 could show good improvement from
2007's weak results, helped by a strong agricultural economy in
Europe, cost savings in pool chemicals, another strong
contribution by the performance specialties segment (mostly the
petroleum additives and urethanes businesses), and reduced
manufacturing costs and selling, general, and administrative
expenses in polymer additives. S&P also expect operating
margins to strengthen from the lackluster 12% for 2007.
However, the company's ability to increase selling prices and
manage the continuing inflation in raw material and energy costs
against the backdrop of a slowing U.S. economy will continue to
be major challenges and constrain consolidated earnings
progress. If Chemtura does not initiate any strategic actions
near term, we expect acquisitions for the balance of 2008 to be
limited to bolt-on transactions.
Moreover, operating earnings for 2008 will benefit from lower
total charges associated with facility closures and severance
and impairment of long-lived assets, and reduced losses on the
sale of assets, all arising from the substantial portfolio
realignment projects of recent years. Outlays for legacy
antitrust liabilities will also be lower. Consequently, the
company could generate a moderate amount of discretionary cash
flow this year, which it could use to partially address $400
million of debt due in 2009.
Higher earnings as well as possible debt reduction would benefit
the key funds from operations to adjusted debt ratio, which is
expected to be in the area of 20% for 2008, up modestly from the
prior year's performance. S&P view 20% to 25% as the target
range for that cash flow protection measure for the current
ratings.
S&P will resolve the CreditWatch when information becomes
available regarding the company's plans, perhaps within the next
few months.
About Chemtura Corporation
Headquartered in Middlebury, Connecticut, Chemtura Corp.
(NYSE: CEM) -- http://www.chemtura.com/-- manufactures and
markets specialty chemicals, crop protection products, and pool,
spa and home care products. The company has subsidiaries in the
United Kingdom, Netherlands, Singapore, Australia, China, Japan,
Chile and Mexico, among others.
GLEXCHEM (S) PTE: Court to Hear Wind-Up Petition on May 16
----------------------------------------------------------
A petition to have Glexchem (S) Pte Ltd's operations wound up
will be heard before the High Court of Singapore on May 16,
2008, at 10:00 a.m.
Chia Zhao Quan filed the petition against the company on
April 23, 2008.
Chia Zhao's solicitors are:
Tanlim Partnership
101 Cecil Street
#19-02 Tong Eng Building
Singapore 069533
HOLA DEVELOPMENT: Pays Dividend to Unsecured Creditors
------------------------------------------------------
Hola Development Pte Ltd, which is in compulsory liquidation,
paid the second and final dividend to its unsecured creditors on
May 7, 2008.
The company paid 16.28% of dividend to its unsecured creditors.
The company's liquidator is:
The Liquidator
1 Claymore Drive #08-11
Orchard Towers Rear Block
Singapore 229594
KONSTRUCT BUILDING: Wind-Up Petition Hearing Set for May 16
-----------------------------------------------------------
The High Court of Singapore will hear on May 16, 2008, at 10:00
a.m., a petition to have Konstruct Building and Engineering Pte
Ltd's operations wound up.
William Tan Heng Huat filed the petition against the company.
William Tan's solicitors are:
Tanlim Partnership
101 Cecil Street
#19-02 Tong Eng Building
Singapore 069533
LE ROYAUME: Court to Hear Wind-Up Petition on May 16
----------------------------------------------------
A petition to have Le Royaume Petroleum Pte. Ltd.'s operations
wound up will be heard before the High Court of Singapore on
May 16, 2008, at 10:00 a.m.
Hong Fatt Oil Trading Pte. Ltd filed the petition against the
company.
Hong Fatt's solicitors are:
Lee T. H. & Partners
No. 101A Upper Cross Street
#10-23 People’s Park Centre
Singapore 058358
REFCO INC: TH Lee Partners, et al., Want Access to Secret Docs
--------------------------------------------------------------
Thomas H. Lee Partners L.P., Grant Thornton LLP, and Mayer Brown
LLP seek access to documents and transcripts that have been made
available to Marc S. Kirschner, the Trustee for the Litigation
Trust and Private Actions Trust of Refco, Inc., and its
affiliates and subsidiaries. T.H. Lee, et al., ask the U.S.
Bankruptcy Court for the Southern District of New York for
relief from the first amended protective order governing the
production and use of confidential material, dated March 19,
2007.
T.H. Lee, et al., are parties to several litigations commenced
by the Litigation Trustee, that are presently pending before the
Judge Gerard E. Lynch in the United States District Court for
the Southern District of New York.
Discovery in litigations is ongoing on a coordinated basis,
pursuant to a deposition protocol. As in the proceedings in the
Bankruptcy Court, the treatment of confidential documents
produced in the Litigations is governed by the amended
stipulation and agreed confidentiality order dated February 8,
2008. The Confidentiality Order provides that all confidential
discovery materials in the possession of any party may only be
used for purposes of those actions, and disclosed only to
specified recipients.
According to Richard A. Rosen, Esq., at Paul, Weiss, Rifkind,
Wharton & Garrison LLP, in New York, although the March 19
Protective Order provides for the relief sought by T.H. Lee, et
al., they have been unable to obtain access to the relevant
documents and transcripts. He notes that The Litigation Trustee
has access to materials produced to the Official Committee of
Unsecured Creditors and the Bankruptcy Court-appointed Examiner.
Mr. Rosen insists that T.H. Lee, et al., require access to all
documents and other materials available to the Litigation
Trustee. T.H. Lee, et al., have attempted to work with the
Litigation Trustee, as well as the individuals and entities
whose materials are in question, to gain access. However, the
Litigation Trustee had contended that the Protective Order
prevents him from disclosing the relevant materials.
Consequently, T.H. Lee, et al., contacted the individual parties
and sought their consent. Several parties have agreed to
disclosure, and the remaining parties, except one, have failed
to respond to the direct requests for disclosure. Specifically,
Beckenham Trading Co., Deerhurst Management Co., Inc., EMF
Financial Products/Delta Flyer Fund, Northbridge Capital
Management, Inc., Coast Asset Management, McDermott, Will &
Emery, Edward McElwreath/Sean O'Shea, Frank Mutterer, Stephen
Grady, David Weaver, Sukhmeet Dhillon, Eric Lipoff, and Thomas
Dittmer have failed to respond to the request. BAWAG has
objected to the disclosure.
Mr. Rosen maintains that the Withholding Parties do not face any
prejudice or burden by the limited disclosure requested. T.H.
Lee, et al., seek only to use the documents and transcripts in a
manner consistent with the Confidentiality Order, in connection
with the Litigations.
T.H. Lee, et al., assert that they are not imposing any
additional burden to the Withholding Parties, and ask the
Bankruptcy Court to grant them access to the confidential
material.
A hearing to consider T.H. Lee, et al.'s request will be held at
10:00 a.m. on May 13, 2008, before U.S. Bankruptcy Judge Robert
Drain.
About Refco
Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base. Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore. In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products. Refco is one of
the largest global clearing firms for derivatives.
The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts. Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors. Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.
The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006. That Plan became effective on
Dec. 26, 2006.
REFCO INC: Claim Transfers Between Feb. 13 and May 2, 2008
----------------------------------------------------------
The clerk of the U.S. Bankruptcy Court for the Southern District
of New York recorded 22 transfer agreements between February 13,
2008, and May 2, 2008, in Refco Inc. and its debtor-affiliates'
chapter 11 cases.
Nomura International PLC and Ixis Corporate & Investment Bank
transferred Claim No. 11906 and Claim No. 11909, for undisclosed
amounts, to Hain Capital Holdings, Ltd. Russian Investors
Securities Limited also assigned its claim to Dicomax
International, Inc. Additionally, Refco Diversified Futures
transferred Claim No. 9455 to Hain Capital Holdings, LLC.
Wayzata Recovery Fund, LLC, transferred three claims to to Bear
Stearns Investment Products, Inc.:
Claim No. Claim Amount
--------- ------------
11488 $335,861
11448 335,861
11451 652,991
Wayland Distressed Opportunities Fund 1-C, LLC, and Wayland
Distressed Opportunities Fund 1-B, LLC, also assigned five
claims to Bear Stearns:
Claim No. Claim Amount
--------- ------------
11444 129,683
11445 134,114
11446 191,208
11447 $4,568,101
11449 1,718,015
Bear Stearns transferred Claim Nos. 11444, 11445, 11446, 11447,
11448, 11449, and 11451, for $3,367,176 and $4,362,796,
respectively to Aurelius Capital Master, Ltd., and Aurelius
Capital Partners, LP.
Claims Liquidation Corporation transferred three claims to
Canpartners Investments IV, LLC:
Claim No. Claim Amount
--------- ------------
13000 $2,254,401
13002 381,055
13277 2,466,623
Strategic Investment Tribes Fund SPC assigned Claim No. 6868 for
$1,494,523 to APS Capital Corp. SPCP Group LLC also assigned
Claim No. 9870 for $4,140,761 to APS Capital. APS Capital
subsequently transferred Claim No. 9870, to ALJ Capital I, L.P.,
for $719,170, and to ALJ Capital II, L.P., for $3,421,595.
About Refco
Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base. Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore. In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products. Refco is one of
the largest global clearing firms for derivatives.
The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts. Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors. Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.
The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006. That Plan became effective on
Dec. 26, 2006.
===============
T H A I L A N D
===============
BLOCKBUSTER INC: State Street Bank Reports 5.1% Stake Ownership
---------------------------------------------------------------
State Street Bank and Trust Company, as trustee, reported owning
6,183,214 shares in Blockbuster Inc. common stock, representing
5.1% of the company's outstanding stock.
Based in Dallas, Texas, Blockbuster Inc. (NYSE: BBI,
BBI.B) -- http://www.blockbuster.com/-- is a leading global
provider of in-home movie and game entertainment, with over
7,800 stores throughout the Americas, Europe, Asia and
Australia. The company also operates in Taiwan, Thailand, and
New Zealand. (Movie Gallery Bankruptcy News Issue No. 15;
Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)
At Jan. 6, 2008, the company's total debt, including capital
lease obligations was $757.8 million compared with $984.2
million in Dec. 31, 2006.
* * *
As reported in the Troubled company Reporter on Dec. 28, 2007,
Fitch Ratings affirmed Blockbuster Inc.'s long-term Issuer
Default Rating at 'CCC' and the senior subordinated notes at
'CC/RR6'. The rating outlook is stable.
DOLE FOOD: Credit Protection Remains Weak for Fitch's B- Rating
---------------------------------------------------------------
On May 5, 2008, Dole Food Company, Inc. reported earnings for
the first quarter ended Mar 22, 2008. As anticipated, the
company's revenue and operating income continues to benefit from
improved pricing in its worldwide banana operations but higher
operating costs; including fuel and EU banana tariffs, remain a
drag on overall profitability. Fitch currently has an Issuer
Default Rating of 'B-' with a Negative Outlook on Dole.
Versus the prior year's period, consolidated revenue grew 13% to
$1.8 billion, operating income improved 50% to $50 million and
segment operating margin improved 80 basis points to 4%. The
company's cash flow generation suffered from lower net income,
due to a $32 million unrealized loss on a cross-currency swap,
and higher working capital requirements. Cash flow used in
operating activities was $63 million versus $42 million during
the prior year's period. Total debt was approximately $2.5
billion, up $67 million from year end.
Dole's credit protection measures remain weak for the 'B-'
rating category. For the latest twelve month period ended
Mar. 22, 2008, leverage was 8.1 times, interest coverage was
1.6x and funds from operations fixed charge coverage was 1.3x.
The company remains in compliance with its fixed charge coverage
covenant of at least 1x if availability on its $350 million
asset based revolver falls below $35 million or 10% of the loan
commitment.
Dole has significant upcoming maturities for which its current
cash flow generation and liquidity can not adequately fund.
These maturities include $350 million of 8 5/8% unsecured notes
due May 1, 2009, $400 million of 7 1/4% unsecured notes due
June 15, 2010 and $200 million of 8 7/8% unsecured notes due
March 15, 2011. Fitch currently rates these notes 'CCC+/RR5',
indicating they are highly speculative with below average
recovery prospects. The Rating Outlook is Negative.
Unless operating performance improves more dramatically or asset
sales accelerate, liquidity will be an issue for Dole in the
near-term. As of Mar. 22, 2008, the company had $95 million of
cash on hand and $108 million available on its asset-based
revolver. Dole has classified $116 million of assets as held-
for-sale and at Dec. 29, 2007 had $99 million available under
its uncommitted facilities.
The company has indicated that it is working with its bankers
and advisors to assess various alternatives available for
addressing the 2009 maturity. At this time, it plans to
refinance the May 1, 2009 notes by issuing new debt before the
end of 2008.
If the company is not able to access public debt markets, Fitch
believes the company's remaining options include, among other
things:
-- refinancing its secured bank facility in order to fund its
near term maturities;
-- obtaining an intercompany loan from David H. Murdock
Holdings Co., Inc. or
-- completing a larger restructuring of its balance sheet.
Headquartered in Westlake Village, California, Dole Food
Company, Inc. -- http://www.dole.com/-- is a producer and
marketer of fresh fruit, fresh vegetables and fresh-cut flowers,
and markets a line of packaged foods. The company has four
primary operating segments. The fresh fruit segment produces
and markets fresh fruit to wholesale, retail and institutional
customers worldwide. The fresh vegetables segment contains
operating segments that produce and market commodity vegetables
and ready-to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia. The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods. Dole's fresh-cut flowers segment
sources, imports and markets fresh-cut flowers, grown mainly in
the Philippines, Thailand, Colombia and Ecuador, primarily to
wholesale florists and supermarkets in the U.S.
DOLE FOOD: Posts US$28.9 Million Net Loss in Qtr. Ended March 22
----------------------------------------------------------------
Dole Food Company Inc. reported a net loss of US$28.9 million
for the first quarter ended March 22, 2008, compared to a net
loss of US$10.2 million for the period ended March 24, 2007.
For the quarter ended March 22, 2008, revenues increased 13% to
US$1.8 billion from US$1.6 billion for the quarter ended March
24, 2007. The company attributed the increase in revenues to
higher worldwide sales of fresh fruit and packaged food products
in North America and Asia.
For the quarter ended March 22, 2008, operating income increased
to US$50.2 million from US$33.5 million for the quarter ended
March 24, 2007. The increase was primarily attributable to
better pricing in the company's worldwide banana operations,
European ripening and distribution business, as well as
improvements in the company's packaged salads and packaged foods
businesses.
For the quarter ended March 22, 2008, interest income and other
income, net was an expense of US$26.9 million compared to
income of US$3.2 million in the prior year. The change was
primarily due to an unrealized loss of US$32.4 million recorded
on the company's cross currency swap in 2008 compared to an
unrealized loss of US$1.8 million recorded in 2007.
Interest expense for the quarter ended March 22, 2008, was
US$43.5 million compared to US$44.2 million for the quarter
ended March 24, 2007. Interest expense decreased primarily as a
result of lower borrowing rates on the company's secured debt
facilities partially offset by the impact of additional
borrowings.
The company recorded US$9.1 million of income tax expense on
US$20.2 million of pretax losses from continuing operations for
the quarter ended March 22, 2008.
Income tax expense for the quarter included US$5.4 million
recorded to establish a valuation allowance against deferred
income tax assets in Ecuador which, as a result of a recently
enacted tax law, have been determined to not be recoverable.
Additionally, income tax expense included interest expense of
US$2.8 million (net of associated income tax benefits of
approximately US$1.3 million) related to the company's
unrecognized tax benefits.
The income tax expense for the quarter ended March 24, 2007, was
US$2.0 million, including interest expense of US$2.4 million
(net of associated income tax benefits of approximately US$1.5
million) related to the company's unrecognized tax benefits.
Liquidity and Capital Resources
For the quarter ended March 22, 2008, cash flows used in
operating activities were US$62.8 million compared to cash flows
used in operating activities of US$42.1 million for the quarter
ended March 24, 2007. Cash flows used in operating activities
were US$20.7 million higher, primarily due to higher levels of
accounts receivable resulting mainly from increased sales in the
fresh fruit segment. This change was partially offset by higher
accrued liabilities due in part to the timing of payments.
The company had a cash balance and available borrowings under
the asset based revolving credit facilit of US$94.9 million and
US$108.1 million, respectively, at March 22, 2008. The company
believes that its existing cash balance and available
borrowing capacity under the ABL revolver together with its
future cash flow from operations, planned asset sales and access
to capital markets will enable it to meet its working capital,
capital expenditure, debt maturity and other commitments and
funding requirements during the next twelve months.
The company has US$350.0 million of unsecured notes maturing May
1, 2009. The company is working with its bankers and advisors
to assess various alternatives available for addressing this
maturity. At this time, the company plans to replace these
notes with newly issued notes before the end of the year. In
addition, the company is evaluating retiring up to US$50.0
million of these unsecured notes with available funds, as
allowed under the existing terms of its credit agreements.
Balance Sheet
At March 22, 2008, the company's consolidated balance sheet
showed US$4.8 billion in total assets, US$4.5 billion in total
liabilities, and US$297.3 million in total stockholders' equity.
Full-text copies of the company's consolidated financial
statements for the quarter ended March 22, 2008, are available
for free at http://researcharchives.com/t/s?2b91
About Dole Food
Headquartered in Westlake Village, California, Dole Food
Company, Inc. -- http://www.dole.com/-- is a producer of fresh
fruit and fresh vegetables, and markets a line of value-added
products. The company operates in four business segments: fresh
fruit, fresh vegetables, packaged foods and fresh-cut flowers.
The fresh fruit segment contains operating divisions that
produce and market fresh fruit to wholesale, retail and
institutional customers worldwide. The fresh vegetables segment
contains two operating divisions that produce and market
commodity and fresh-cut vegetables to wholesale, retail and
institutional customers, primarily in North America, Europe and
Asia. The packaged foods segment contains operating divisions
that produce and market packaged foods, including fruit, juices
and snack foods. The fresh-cut flowers segment sources, imports
and markets fresh-cut flowers, grown mainly in Columbia,
primarily to wholesale florists and retail grocers in the United
States.
In Latin America, Dole owns and operates 11 packing and cold
storage facilities, a corrugated box plant and a wooden box
plant in Chile. The Company also operates a fresh-cut salad
plant and a small local fruit distribution company in Chile.
Dole also owns and operates corrugated box plants in Colombia,
Costa Rica, Ecuador and Honduras and a value-added vegetable
plant in Costa Rica. Dole produces flowers in Colombia and
Ecuador, where it owns packing and cooling facilities. Dole
also leases a facility in Colombia for bouquet construction.
FEDERAL-MOGUL: Posts US$32 Million Net Loss in 2008 1st Quarter
---------------------------------------------------------------
Federal-Mogul Corp. reported its first quarter 2008 financial
results with record quarterly sales of US$1.86 billion, an
increase of 8% over the same period of the prior year.
According to a company press release, during the first quarter,
the company recorded a one-time, non-cash charge of US$68
million relating to re-valuation of inventory, as required by
fresh start reporting following emergence from Chapter 11 in
December 2007.
The company reported a net loss of US$32 million as compared to
net income of US$5 million in the first quarter of 2007.
Without the inventory charge and the associated tax impact, net
income would have been US$32 million, or 2% of sales.
Approximately US$206 million or 11% for Q1 2008, up from the
same period in 2007 when the company reported Operational EBITDA
of US$199 million.
Financial Summary
(in millions)
Three Months
Ended March 31
--------------
2008 2007
------ ------
Net sales US$1,859 US$1,716
Gross margin 266 308
Adjusted gross margin 335 308
Selling, general & admin expenses (209) (207)
Net income (loss) (32) 5
Adjusted net income 32 5
Operational EBITDA 206 199
During the quarter, sales were US$1.86 billion, up US$143
million, or eight percent above the same period in 2007. The
sales results were impacted by favorable currency exchange of
US$120 million and increased sales of US$23 million, principally
to European original equipment vehicle manufacturers. The
company continues to benefit from strong new business bookings
with balanced regional sales and a globally diverse customer
base with no single customer accounting for more than seven
percent of global sales as of Dec. 31, 2007.
Federal-Mogul realized a gross margin of US$266 million or 14.3%
of sales in the first quarter of 2008, versus US$308 million or
17.9% of sales in the first quarter of 2007. The gross margin
was unfavorably impacted by a US$68 million, non-cash inventory
adjustment previously discussed. Without the inventory
adjustment, gross margin for the quarter would have been
US$335 million, or 9% above the prior year and at 18% of sales.
This improvement shows that the company maintained its operating
performance in spite of ongoing raw materials, energy and other
general industry cost pressure.
Selling, general and administrative expense for the quarter was
US$209 million, in comparison to US$207 million in the same
period in 2007. SG&A as a percentage of sales was favorably
reduced in the first quarter of 2008 to 11.2% compared to 12.1%
in the same period a year ago. The change in SG&A comprised a
reduction of US$8 million offset by unfavorable currency
exchange of US$10 million during the quarter.
Federal-Mogul reported cash flow for the first quarter of 2008
of US$49 million, which compares favorably to US$12 million in
the same period of 2007.
On April 23, Federal-Mogul listed its Class A Common Stock on
the NASDAQ Global Market, and will trade under the symbol
"FDML."
"We are pleased to report a strong quarter, which shows the
benefits of our solid operating performance, combined with our
customer, regional and product line diversification. More than
60 percent of our revenue in the quarter was generated outside
the U.S.," said President and Chief Executive Officer Jose Maria
Alapont. "The operational EBITDA is improved as a result of our
restructuring and cost-reduction efforts as outlined in our
strategy for sustainable global profitable growth."
At March 31, 2008, the Federal-Mogul's balance sheet total
assets of US$8,245,200,000 and total liabilities of
US$6,080,300,000, resulting in a US$2,164,900,000 billion
stockholders' equity.
A full-text-copy of Federal-Mogul Corp.'s First Quarter 2008
Results filed on Form 10-Q is available at no charge at:
http://ResearchArchives.com/t/s?2b8a
About Federal-Mogul
Federal-Mogul Corporation -- http://www.federal-mogul.com/--
(Nasdaq: FDML) is a global supplier, serving the world's
foremost original equipment manufacturers of automotive, light
commercial, heavy-duty, agricultural, marine, rail, off-road and
industrial vehicles, as well as the worldwide aftermarket.
Founded in Detroit in 1899, the company is headquartered in
Southfield, Michigan, and employs 45,000 people in 35 countries.
Aside from the U.S., Federal-Mogul also has subsidiaries in
these countries: Argentina, Australia, Belgium, Bermuda, Brazil
Canada, China, Czech Republic, France, Germany, Hong Kong,
Hungary, India, Italy, Japan, Mexico, Netherlands, Poland,
Russia, Singapore, Spain, Switzerland, Taiwan, Thailand, and the
United Kingdom.
The Company filed for chapter 11 protection on Oct. 1, 2001
(Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James
F.Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown
& Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl &
Jones, P.C., represent the Debtors in their restructuring
efforts. When the Debtors filed for protection from their
creditors, they listed US$10.15 billion in assets and US$8.86
billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate,
Turner & Newall, is based at Dudley Hill, Bradford. Peter D.
Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D.
Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq.,
at The Bayard Firm represent the Official Committee of Unsecured
Creditors.
On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan.
They submitted a Disclosure Statement explaining that plan on
April 21, 2003. They submitted several amendments and on
June 6, 2004, the Bankruptcy Court approved the Third Amended
Disclosure Statement for their Third Amended Plan. On July 28,
2004, the District Court approved the Disclosure Statement. The
estimation hearing began on June 14, 2005. The Debtors
submitted a Fourth Amended Plan and Disclosure Statement on Nov.
21, 2006, and the Bankruptcy Court approved that Disclosure
Statement on Feb. 6, 2007. The Fourth Amended Plan was
confirmed by the Bankruptcy Court on Nov. 8, 2007, and affirmed
by the District Court on Nov. 14. Federal-Mogul emerged from
Chapter 11 on Dec. 27, 2007. (Federal-Mogul Bankruptcy News,
Issue No. 167; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
Federal-Mogul's Corporate Family Rating is rated by Moody's
Investors Service at Ba3 with a stable outlook.
Standard & Poor's Ratings Services meanwhile puts the company's
corporate credit rating at BB-. S&P also put a stable outlook
on the rating.
FEDERAL-MOGUL: PepsiAmericas Seeks Okay on US$6MM Claims Payment
----------------------------------------------------------------
PepsiAmericas, Inc., asks the U.S. Bankruptcy Court for the
Southern District of New York to allow Claim Nos. 6093 and
6441 as administrative priority expense claims and to direct
Federal-Mogul Corp. and its debtor-affiliates to pay those
claims.
The Claims assert damages, aggregating more than US$6,000,000,
arising from:
-- the Reorganized Debtors' alleged breach of a purchase
agreement with PepsiAmericas' predecessor; and
-- damages incurred by PepsiAmericas as a result of a
lawsuit the Reorganized Debtors filed in an Ohio state
court relating to certain insurance policies.
Kirk T. Hartley, Esq., at Butler Rubin Saltarelli & Boyd LLP, in
Chicago, Illinois, asserts that the Claims are administrative
claims and PepsiAmericas has a right to recover for its losses
as administrative claims.
Mr. Hartley relates that in December 2007, the Debtors filed an
insurance coverage complaint in an Ohio state court seeking
recovery from various insurers for expenses incurred in
connection with various "environmental sites." The State Court
Action includes allegations regarding the purported rights of
the Debtors to recover monies from insurance policies issued to
PepsiAmericas.
Mr. Hartley asserts that by filing the State Court Action, the
Reorganized Debtors have trespassed against the chattels of
PepsiAmericas and have caused harm to PepsiAmericas.
Mr. Hartley tells the Court that one of the insurer defendant,
Liberty Mutual Insurance Company, demanded from PepsiAmericas
reimbursement of all expenses and losses it incurred in
connection with the State Court Action. He says the Reorganized
Debtors have provided to PepsiAmericas some indications that
they intend to limit or dismiss the claims in the State Court
Action in the future. However, Mr. Hartley notes that there is
no concrete assurances that the Debtors will accomplish a
dismissal at a certain time.
About Federal-Mogul
Federal-Mogul Corporation -- http://www.federal-mogul.com/--
(Nasdaq: FDML) is a global supplier, serving the world's
foremost original equipment manufacturers of automotive, light
commercial, heavy-duty, agricultural, marine, rail, off-road and
industrial vehicles, as well as the worldwide aftermarket.
Founded in Detroit in 1899, the company is headquartered in
Southfield, Michigan, and employs 45,000 people in 35 countries.
Aside from the U.S., Federal-Mogul also has subsidiaries in
these countries: Argentina, Australia, Belgium, Bermuda, Brazil
Canada, China, Czech Republic, France, Germany, Hong Kong,
Hungary, India, Italy, Japan, Mexico, Netherlands, Poland,
Russia, Singapore, Spain, Switzerland, Taiwan, Thailand, and the
United Kingdom.
The Company filed for chapter 11 protection on Oct. 1, 2001
(Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James
F.Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown
& Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl &
Jones, P.C., represent the Debtors in their restructuring
efforts. When the Debtors filed for protection from their
creditors, they listed US$10.15 billion in assets and US$8.86
billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate,
Turner & Newall, is based at Dudley Hill, Bradford. Peter D.
Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D.
Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq.,
at The Bayard Firm represent the Official Committee of Unsecured
Creditors.
On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan.
They submitted a Disclosure Statement explaining that plan on
April 21, 2003. They submitted several amendments and on June
6, 2004, the Bankruptcy Court approved the Third Amended
Disclosure Statement for their Third Amended Plan. On July 28,
2004, the District Court approved the Disclosure Statement. The
estimation hearing began on June 14, 2005. The Debtors
submitted a Fourth Amended Plan and Disclosure Statement on Nov.
21, 2006, and the Bankruptcy Court approved that Disclosure
Statement on Feb. 6, 2007. The Fourth Amended Plan was
confirmed by the Bankruptcy Court on Nov. 8, 2007, and affirmed
by the District Court on Nov. 14. Federal-Mogul emerged from
Chapter 11 on Dec. 27, 2007. (Federal-Mogul Bankruptcy News,
Issue No. 167; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
Federal-Mogul's Corporate Family Rating is rated by Moody's
Investors Service at Ba3 with a stable outlook.
Standard & Poor's Ratings Services meanwhile puts the company's
corporate credit rating at BB-. S&P also put a stable outlook
on the rating.
*********
Tuesday's edition of the TCR-AP delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-AP editors from a variety of outside
sources during the prior week we think are reliable. Those
sources may not, however, be complete or accurate. The Tuesday
Bond Pricing table is compiled on the Friday prior to
publication. Prices reported are not intended to reflect actual
trades. Prices for actual trades are probably different. Our
objective is to share information, not make markets in publicly
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or solicitation to buy or sell any security of any kind. It is
likely that some entity affiliated with a TCR-AP editor holds
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about which we report.
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conferences@bankrupt.com
Friday's edition of the TCR-AP features a list of companies with
insolvent balance sheets obtained by our editors based on the
latest balance sheets publicly available a day prior to
publication. At first glance, this list may look like the
definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical
cost net of depreciation may understate the true value of a
firm's assets. A company may establish reserves on its balance
sheet for liabilities that may never materialize. The prices at
which equity securities trade in public market are determined by
more than a balance sheet solvency test.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Asia Pacific is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland, USA. Rousel Elaine C. Tumanda, Valerie C. Udtuhan,
Marie Therese V. Profetana, Frauline S. Abangan, and Peter A.
Chapman, Editors.
Copyright 2008. All rights reserved. ISSN: 1520-9482.
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