/raid1/www/Hosts/bankrupt/TCREUR

/raid1/www/Hosts/bankrupt/TCREUR_Public/100107.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Thursday, January 7, 2010, Vol. 11, No. 004 Headlines G E R M A N Y E.CLIPS: Files for Insolvency; Sky, Teleclub Will Drop Channel HEIDELBERGCEMENT AG: May Renegotiate Debt Next Year, Analysts Warn SCHMACK BIOGAS: Amberg Court Opens Insolvency Proceedings TREVIRA: To Relaunch After Capital Injection, Administrator Says * GERMANY: Economic Minister Calls for Merger of Landesbanks I C E L A N D * ICELAND: Won't Default Despite Icesave Depositor Bill Veto * ICELAND: Fitch Downgrades Issuer Default Ratings to 'BB+' I R E L A N D AERGO LEASING: To Be Liquidated on January 12 AERGO OMEGA: To Appoint Liquidator on January 12 ORTHANC GROUP: Liam Carroll to Liquidate Business Today RESIDENCE MEMBERS: Goes Into Examinership; Case Adjourned Jan. 13 K A Z A K H S T A N AGRO PROM: Creditors Must File Claims by January 13 BM SERVICE: Creditors Must File Claims by January 13 GLORIYA LLP: Creditors Must File Claims by January 13 KOKTEM CORP: Creditors Must File Claims by January 13 PROM INVEST: Creditors Must File Claims by January 13 REM SERVICE: Creditors Must File Claims by January 13 SAKO+K LLP: Creditors Must File Claims by January 13 SAUDA-COMPANY LTD: Creditors Must File Claims by January 13 SIK I COMP: Creditors Must File Claims by January 13 SNUB STROY: Creditors Must File Claims by January 13 K Y R G Y Z S T A N ALINEX PLUS: Creditors Must File Claims by January 27 N E T H E R L A N D S LYONDELLBASELL: Increases Polyethylene Price in Europe PROLIANCE INTERNATIONAL: To Sell Nederlandse Radiateuren Unit VAN DER MOOLEN: Sells Assets in Online Auction to Repay Debt R U S S I A ENEMSKIY BRICK: Creditors Must File Claims by February 4 GAZ-DOR-STROY: Creditors Must File Claims by February 4 VIP-CONTRUCTION: Creditors Must File Claims by February 5 U K R A I N E UKRAINIAN FINANCING: Liquidated by Ukraine's Central Bank U N I T E D K I N G D O M BLENHEIM 1862: Faces Second Winding-Up Petition Over Tax Debts BRITISH AIRWAYS: Traffic Figures Down 4% in December 2009 HIT ENTERTAINMENT: S&P Downgrades Corporate Credit Ratings to 'CC' LEHMAN BROTHERS: Has Nod for Settlement With Bamburgh, et al. MANCHESTER UNITED: Loan Price Up After Bond Refinancing Reports NORTEL NETWORKS: Contemplates Feb. 24 Auction for VOIP Business PEARL GROUP: Commences Discounted Offer for 6.5864% Notes PEARL GROUP: Noteholders Balk at Proposed Exchange, Amendments X X X X X X X X * Low Order Levels, Lack of Financing to Lead to Yard Closures * Upcoming Meetings, Conferences and Seminars ********* ============= G E R M A N Y ============= E.CLIPS: Files for Insolvency; Sky, Teleclub Will Drop Channel -------------------------------------------------------------- Joern Krieger at Rapid TV News reports that German pay-TV channel e.clips has filed for insolvency at Munich's district court. The report says pay-TV platform Sky Deutschland will discontinue carriage of the service today, Jan 7. In Germany, e.clips is also available on the cable networks of Unitymedia and Kabel BW, in Austria on Liwest's cable network and in Switzerland on pay-TV platform Teleclub and IPTV platform Swisscom TV, according to the report. In line with Sky, Teleclub will also drop the channel today while it is not clear yet whether carriage on the other platforms will continue, the report says. HEIDELBERGCEMENT AG: May Renegotiate Debt Next Year, Analysts Warn ------------------------------------------------------------------ Daniel Schafer at The Financial Times reports that analysts warn that HeidelbergCement AG still has a way to go before a full recovery. "The banking arrangements HeidelbergCement has at the moment are restrictive in terms of its financial activity and, although the debt position is a lot better than it was six months ago, we would expect that the bank debt will be renegotiated some time next year," the FT quoted Matthias Hellstern, a corporate finance specialist at Moody's, as saying. According to the FT, there are also concerns over the group's high exposure to the US and European construction markets, both of which are expected to contract next year, having already endured a prolonged period of waning activity. In addition, HeidelbergCement, unlike its European rivals, has a relatively low exposure to China and India, where the market for building materials is expected to soar during the next decade, the FT notes. About HeidelbergCement Based in Heidelberg, Germany, HeidelbergCement AG (FRA:HEI) -- http://www.heidelbergcement.com/-- is a global producer of cement, concrete and building materials. The Company's core activities include the production and distribution of cement and aggregates, the two raw materials for concrete. It is also engaged in the provision of such products as ready-mixed concrete, as well as concrete products and elements. It divides its activities into four group areas: Europe-Central Asia, North America, Asia-Australia-Africa-Mediterranean and Group Services. It divides its products into three lines: cement, aggregates and concrete and building products. Its products include sand, gravel, crushed stone, white cement, trass cement, masonry cement, aquament and portland cement for hydraulic engineering, as well as light, heavy and aerated concrete building blocks, pavers, prefabricated ceilings and walls, prefabricated cellar units and prefabricated sewage works units, among others. In 2007, the Company took over Hanson Group. * * * As reported by the Troubled Company Reporter-Europe on Oct. 23, 2009, Fitch Ratings upgraded Germany-based HeidelbergCement AG's Long-term Issuer Default and senior unsecured ratings to 'BB-' from 'B' and 'CCC', respectively. The ratings had been removed from Rating Watch Positive where they were placed on October 12, 2009. The Outlook on the Long-term IDR is Positive. HC's Short-term IDR had been affirmed at 'B'. SCHMACK BIOGAS: Amberg Court Opens Insolvency Proceedings --------------------------------------------------------- As of January 1, 2010, the local court of Amberg opened the insolvency proceedings on the assets of Schmack Biogas AG as well as their subsidiaries Carbotech Engineering GmbH, Hese Biogas GmbH and Stelzenberger Biogas GmbH. Attorney at Law Dr. Hubert Ampferl, Chancellery Dr. Beck & Partner GbR from Nuremberg, who acted so far as preliminary insolvency administrator, was appointed as insolvency administrator. Since January 1, 2010, Mr. Ampferl is authorized to dispose administrator. Since January 1, 2010, Mr. Ampferl is authorized to dispose of the power of administration and control over all assets and the power of representation of these companies. Schmack Biogas AG is a German supplier of biogas plants. Established in 1995, the company provides its services through two divisions, namely Design and Construction and Service, and is one of the few full-service providers in the industry. In addition to full-service repair and maintenance contracts, the company also provides comprehensive microbiological support and integrated plant management services. TREVIRA: To Relaunch After Capital Injection, Administrator Says ---------------------------------------------------------------- Deutsche Presse-Agentur reports that Werner Schneider, Trevira's insolvency administrator, on Dec. 28 said the company is being relaunched with new investors. The report recalls Trevira, one of the world's leading polyester- thread brands, filed in June for insolvency, wiping out Reliance's investment, after the Indian company failed to inject new funds. According to the report, Mr. Schneider said the state government of Bavaria had now guaranteed new equity finance injected by Bavarian public banks, while banks in the state of Brandenburg would come on board later. Trevira is to keep operating its three German factories, at Bobingen, Guben and Hattersheim. They employ 1,400 people, the report says. * GERMANY: Economic Minister Calls for Merger of Landesbanks ------------------------------------------------------------ Jamie Dunkley at The Telegraph reports that German economic minister Rainer Bruederle has urged the country's state-owned Landesbanks to merge into a single unit to avoid more fallout from the financial crisis. According to the report, Mr. Bruederle, minister for economics and technology, said the regional unit of banks needed a "shake-up", adding that "one Landesbank would be plenty". There are currently 11 state-owned Landesbanks based across Germany, the report discloses. The report notes despite Landesbanks' original aim of boosting regional industry and financing the family Mittelstand firms, most became heavily embroiled in the economic downturn by straying into different forms of leverage. The financial crisis highlighting weaknesses in their balance sheets, with several -- including Bayerische Landesbank in Bavaria -- forced to write down billions of euros worth of investors, the report says. Despite this, some state governments, which partly own the lenders, are still reluctant to usher in a wave of consolidation as they fear heavy job cuts, the report states. ============= I C E L A N D ============= * ICELAND: Won't Default Despite Icesave Depositor Bill Veto ------------------------------------------------------------ Omar R. Valdimarsson at Bloomberg News reports that Iceland's Finance Minister Steingrimur Sigfusson said his government won't default after its debt was downgraded to junk following a presidential veto of a depositor bill that had sought to repair investor relations. According to Bloomberg, a settlement of the so-called Icesave depositor bill is the last milestone toward the island's financial resurrection. Bloomberg says failure to pass the bill will jeopardize an international bailout agreement and has already triggered ratings downgrades in the western nation hardest hit by the global credit crisis. Bloomberg relates President Olafur R. Grimsson on Tuesday vetoed a U.K. and Dutch depositor bill after receiving a petition signed by more than 60,000 of Iceland's 320,000 inhabitants urging him to reject the legislation. The accord, which obliges Iceland to use US$5.5 billion in borrowed funds to cover the depositor claims, will now be put to a referendum, Bloomberg discloses. Polls show about 70% of Icelanders oppose the legislation, Bloomberg notes. Mr. Grimsson's decision doesn't necessarily mean an IMF-led rescue will collapse, as long as countries that pledged to finance the emergency loans to Iceland remain committed, Mark Flanagan, the fund's mission chief for Iceland, said in a statement late Tuesday, according to Bloomberg. Mr. Flanagan, as cited by Bloomberg, said the IMF will consult with countries providing the money for the program. Mr. Grimsson's announcement prompted Fitch Ratings to lower Iceland's credit grade to BB+, one level below investment grade, Bloomberg discloses. The rating carries a negative outlook, Bloomberg states. Moody's Investors Service and Standard & Poor's both rate Iceland one notch above junk, Bloomberg says. * ICELAND: Fitch Downgrades Issuer Default Ratings to 'BB+' ----------------------------------------------------------- Fitch Ratings has downgraded Iceland's Long-term foreign and local currency Issuer Default Ratings to 'BB+' and 'BBB+' from 'BBB-' and 'A-' respectively. The Outlooks on both Long-term ratings are Negative. Fitch has simultaneously downgraded Iceland's Short- term foreign currency IDR to 'B' from 'F3' and downgraded the Country Ceiling to 'BB+' from 'BBB-'. "The decision by Iceland's President to refer the 'Icesave' agreement to a referendum creates a renewed wave of domestic political, economic and financial uncertainty. It also represents a significant setback to Iceland's efforts to restore normal financial relations with the rest of the world," said Paul Rawkins, Senior Director in Fitch's Sovereigns team in London. The agreement was approved by the Icelandic parliament on December 30, 2009. "Consequently, in Fitch's opinion, Iceland's economic and sovereign credit profile is no longer consistent with an investment grade foreign currency rating," added Mr. Rawkins. Fitch has consistently maintained that the resolution of the 'Icesave issue', a bilateral agreement with the UK and Dutch governments to finance the compensation of 'Icesave' depositors, is an essential element towards the restoration of sovereign creditworthiness. This latest setback raises renewed uncertainties over the availability of bilateral and multilateral funding for Iceland's IMF financial rescue program. Moreover, it threatens to further stifle progress towards liberalizing capital controls that continue to trap significant non-resident investments in Icelandic krona and also the establishment of a credible market-determined exchange rate regime necessary to restore the economy's access to international capital over the medium-term. The Negative Outlook continues to reflect ongoing uncertainty over the resolution of the 'Icesave' issue, the potential for an intensification of Iceland's international financial isolation and the risk that the current economic stabilization and recovery program will stall. ============= I R E L A N D ============= AERGO LEASING: To Be Liquidated on January 12 --------------------------------------------- Caroline Madden at The Irish Times reports that Aergo Leasing and Aergo Omega Leasing, two subsidiaries of Denis O'Brien's Dublin-based aircraft leasing company Aergo Capital, are to be wound up. Citing notices placed in the Daily Mirror on January 1, the report says creditors' meetings for the companies will be held on January 12 for the purposes of appointing a liquidator. The report relates a spokesman for Aergo Capital on Monday night said that this was "an administrative procedure which follows on from the restructuring of the company almost a year ago". The report recalls Aergo Leasing's "largest lessee" had been Alitalia, the Italian airline which was placed into bankruptcy protection last August. All existing leases with the carrier were rejected by Alitalia's administrator and as a result Aergo Leasing was unable to service its debt, the report says. It then surrendered aircraft to its lender in return for being released from any claims which the lender held over the company, which was incorporated in December 1999, the report recounts. According to the report, Aergo Capital took a US$15 million (EUR10 million) hit on the lease arrangement with Alitalia. Aergo Omega Leasing, which was incorporated in 2006, ceased trading in August 2009, the report discloses citing latest directors' report. AERGO OMEGA: To Appoint Liquidator on January 12 ------------------------------------------------ Caroline Madden at The Irish Times reports that Aergo Leasing and Aergo Omega Leasing, two subsidiaries of Denis O'Brien's Dublin- based aircraft leasing company Aergo Capital, are to be wound up. Citing notices placed in the Daily Mirror on January 1, the report says creditors' meetings for the companies will be held on January 12 for the purposes of appointing a liquidator. The report relates a spokesman for Aergo Capital on Monday night said that this was "an administrative procedure which follows on from the restructuring of the company almost a year ago". The report recalls Aergo Leasing's "largest lessee" had been Alitalia, the Italian airline which was placed into bankruptcy protection last August. All existing leases with the carrier were rejected by Alitalia's administrator and as a result Aergo Leasing was unable to service its debt, the report says. It then surrendered aircraft to its lender in return for being released from any claims which the lender held over the company, which was incorporated in December 1999, the report recounts. According to the report, Aergo Capital took a US$15 million (EUR10 million) hit on the lease arrangement with Alitalia. Aergo Omega Leasing, which was incorporated in 2006, ceased trading in August 2009, the report discloses citing latest directors' report. ORTHANC GROUP: Liam Carroll to Liquidate Business Today ------------------------------------------------------- Liam Carroll is to formally wind up Orthanc Group at a creditors' meeting today, Jan. 7, Laura Noonan at Irish Independent reports, citing sources close to the process. According to the report, BDO's Jim Hamilton is understood to have been teed up to become liquidator. The report relates the move comes three months after the High Court appointed a liquidator to Mr. Carroll's Zoe Group, a move the developer's legal team argued would lead to the collapse of all 51 companies within Zoe. Orthanc, which has debts close to EUR400 million, is best known for a number of Tallaght developments, including the Tallaght Cross and the Glashaus hotels, the report says. Orthanc subsidiary Keenbury Properties is already in the hands of receiver Paul McCann, who is acting on behalf of Ulster Bank, while fellow Orthanc company Dez Developments is in the hands of receiver Ken Fennell, representing AIB, the report discloses. The report notes the appointment of a liquidator to the Orthanc group will have no impact on the receiverships, since the banks have first call on the assets. According to the report, sources close to the process said it was "extremely unlikely" that there would be any assets left to be divided between the creditors of Orthanc, or any of the other companies. RESIDENCE MEMBERS: Goes Into Examinership; Case Adjourned Jan. 13 ----------------------------------------------------------------- Ray Managh at The Irish Times reports that Residence Members Club, owned by Missford Ltd., has gone into examinership. According to the report, Ross Gorman, counsel for the company, said the club's main sources of income were membership subscriptions and sales of food and beverages, but it had failed to make a profit. The report relates the counsel said the company owed about EUR1.2 million to the Revenue Commissioners who, after receiving payment of about EUR37,000, took over the company's bank account, which then contained EUR87,000, on December 17. The report notes despite existing problems, an independent accountant, who had carried out a review of the company's financial position, was of the view that it could become successful in the future if given the protection of the court, and it secured an acceptable arrangement with creditors and the proposed injection of new capital. The report relates Mr. Justice Edwards appointed chartered accountant Jim Stafford, of Friel Stafford Corporate Recovery, as interim examiner. Mr. Stafford is to begin the process of preparing a scheme of arrangement with creditors and an outside investor under which the company would survive, the report says. Mr. Justice Edwards adjourned the case into the Commercial Court list of Mr. Justice Peter Kelly on Wednesday, January 13, the report notes. Residence Members Club is a plush club spread over four floors in a period building overlooking St. Stephen's Green, Dublin. Currently, Residence had 1,450 members and employed 58 staff. The directors were Simon and Christian Stokes. =================== K A Z A K H S T A N =================== AGRO PROM: Creditors Must File Claims by January 13 --------------------------------------------------- LLP Joint Enterprise Agro Prom is currently undergoing liquidation. Creditors have until January 13, 2010, to submit proofs of claim to: Seifullin Str. 498 Almaty Kazakhstan BM SERVICE: Creditors Must File Claims by January 13 ---------------------------------------------------- Creditors of LLP BM Service Co have until January 13, 2010, to submit proofs of claim to: The Specialized Inter-Regional Economic Court of Taldykorgan Tauelsyzdyk Str. 53 Taldykorgan Kazakhstan The court commenced bankruptcy proceedings against the company on October 30, 2009. GLORIYA LLP: Creditors Must File Claims by January 13 ----------------------------------------------------- Creditors of LLP Gloriya have until January 13, 2010, to submit proofs of claim to: Altynsarin Str. 31 Aktobe Kazakhstan The Specialized Inter-Regional Economic Court of Aktobe commenced bankruptcy proceedings against the company on October 9, 2009, after finding it insolvent. The Court is located at: The Specialized Inter-Regional Economic Court of Aktobe Satpaev Str. 16 Aktobe Kazakhstan KOKTEM CORP: Creditors Must File Claims by January 13 ----------------------------------------------------- LLP Corporation Koktem is currently undergoing liquidation. Creditors have until January 13, 2010, to submit proofs of claim to: Jeltoksan Str. 115 Almaty Kazakhstan PROM INVEST: Creditors Must File Claims by January 13 ----------------------------------------------------- LLP Prom Invest Complect is currently undergoing liquidation. Creditors have until January 13, 2010, to submit proofs of claim to: Rayimbek Ave. 348 Almaty Kazakhstan REM SERVICE: Creditors Must File Claims by January 13 ----------------------------------------------------- Creditors of LLP Rem Service Contact have until January 13, 2010, to submit proofs of claim to: The Specialized Inter-Regional Economic Court of Kyzylorda Aiteke Bi Str. 29 Kyzylorda Kazakhstan The court commenced bankruptcy proceedings against the company on October 12, 2009. SAKO+K LLP: Creditors Must File Claims by January 13 ---------------------------------------------------- Creditors of LLP Sako+K have until January 13, 2010, to submit proofs of claim to: Altynsarin Str. 31 Aktobe Kazakhstan The Specialized Inter-Regional Economic Court of Aktobe commenced bankruptcy proceedings against the company on October 9, 2009, after finding it insolvent. The Court is located at: The Specialized Inter-Regional Economic Court of Aktobe Satpaev Str. 16 Aktobe Kazakhstan SAUDA-COMPANY LTD: Creditors Must File Claims by January 13 ----------------------------------------------------------- LLP Sauda-Company Ltd. is currently undergoing liquidation. Creditors have until January 13, 2010, to submit proofs of claim to: Aiteke Bi Str. 100 Almaty Kazakhstan SIK I COMP: Creditors Must File Claims by January 13 ---------------------------------------------------- Creditors of LLP Sik I Comp have until January 13, 2010, to submit proofs of claim to: Tsvetochnaya Str. 11-10 Micro District Taugul-3 Almaty Kazakhstan The Specialized Inter-Regional Economic Court of Almaty commenced bankruptcy proceedings against the company on October 20, 2009, after finding it insolvent. The Court is located at: The Specialized Inter-Regional Economic Court of Almaty Baizakov Str. 273b Almaty Kazakhstan SNUB STROY: Creditors Must File Claims by January 13 ---------------------------------------------------- Creditors of LLP Snub Stroy Montage have until January 13, 2010, to submit proofs of claim to: Ilyaev Str. 24 Shymkent South Kazakhstan Kazakhstan The Specialized Inter-Regional Economic Court of South Kazakhstan commenced bankruptcy proceedings against the company on October 16, 2009, after finding it insolvent. The Court is located at: The Specialized Inter-Regional Economic Court of South Kazakhstan Tynybaev Str. 42 Shymkent South Kazakhstan Kazakhstan =================== K Y R G Y Z S T A N =================== ALINEX PLUS: Creditors Must File Claims by January 27 ----------------------------------------------------- LLC Alinex Plus is currently undergoing liquidation. Creditors have until January 27, 2010, to submit proofs of claim to: Oshskaya Str. 321 Osh Kyrgyzstan ===================== N E T H E R L A N D S ===================== LYONDELLBASELL: Increases Polyethylene Price in Europe ------------------------------------------------------ Effective January 1, LyondellBasell Industries will increase prices on all of its polyethylene and on all of its polypropylene grades by EUR100 per tonne in Europe. "Escalating feedstock costs have necessitated this price increase," said Anton de Vries, LyondellBasell's president of Europe, Asia and International. LyondellBasell Industries is one of the world's largest polymers, petrochemicals and fuels companies. It is the global leader in polyolefins technology, production and marketing; a pioneer in propylene oxide and derivatives; and a significant producer of fuels and refined products, including biofuels. Through research and development, LyondellBasell develops innovative materials and technologies that deliver exceptional customer value and products that improve quality of life for people around the world. Headquartered in The Netherlands, LyondellBasell -- http://www.lyondellbasell.com/-- is privately owned by Access Industries. Basell AF and Lyondell Chemical Company merged operations in 2007 to form LyondellBasell Industries, the world's third largest independent chemical company. LyondellBasell became saddled with debt as part of the US$12.7 billion merger. On January 6, 2009, LyondellBasell Industries' U.S. operations and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities, including Equistar Chemicals, LP, Lyondell Chemical Company, Millennium Chemicals Inc., and Wyatt Industries, Inc. filed for Chapter 11. In May 2009, one of the cases was dismissed -- Case No. 09-10068 -- because it is duplicative of Case No. 09- 10040 relating to Debtor Glidden Latin America Holdings. The Hon. Robert E. Gerber presides over the case. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, serves as the Debtors' bankruptcy counsel. Evercore Partners serves as financial advisors, and Alix Partners and its subsidiary AP Services LLC, serves as restructuring advisors. AlixPartners' Kevin M. McShea acts as the Debtors' Chief Restructuring Officer. Clifford Chance LLP serves as restructuring advisors to the European entities. Lyondell Chemical estimated that consolidated assets total US$27.12 billion and debts total US$19.34 billion as of the bankruptcy filing date. Lyondell has obtained approximately US$8 billion in DIP financing to fund continuing operations. The DIP financing includes two credit agreements: a US$6.5 billion term loan, which comprises a US$3.25 billion in new loans and a US$3.25 billion roll-up of existing loans; and a US$1.57 billion asset-backed lending facility. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 on April 24, 2009, in order to seek protection against claims by certain financial and U.S. trade creditors. On May 8, 2009, LyondellBasell Industries added 13 non-operating entities to Lyondell Chemical Company's reorganization filing under Chapter 11 of the U.S. Bankruptcy Code. All of the entities are U.S. companies and were added to the original Chapter 11 filing for administrative purposes. The filings will have no impact on current business or operations as none of the entities manufactures or sells products. Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lyondell Chemical Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) PROLIANCE INTERNATIONAL: To Sell Nederlandse Radiateuren Unit ------------------------------------------------------------- Proliance International, Inc., disclosed the execution of a definitive agreement for the sale of 100% of the stock of its Nederlandse Radiateuren Fabriek B.V. subsidiary to Mentha Capital for approximately EUR13.5 million in cash. Established in 1927, NRF is a leading European aftermarket manufacturer and distributor of automotive, industrial and railway heat transfer products with a manufacturing and distribution presence in almost every Western European country. The sale agreement is subject to higher or otherwise better offers pursuant to specified bidding procedures and an auction process to be conducted under the supervision of the U.S. Bankruptcy Court, District of Delaware, under Section 363 of the U.S. Bankruptcy Code. TM Capital Corp. and Holland Corporate Finance are acting as exclusive advisors with respect to the sale process and will collect bid submissions on the Company's behalf. About Proliance International Based in New Haven, Connecticut, Proliance International, Inc. -- http://www.pliii.com/-- aka Godan makes automobile parts. The Company and its affiliates filed for Chapter 11 on July 2, 2009 (Bankr. D. Del. Lead Case No. 09-12278). Christopher M. Samis, Esq., and Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger PA, represent the Debtors in their restructuring efforts. The Debtors' financial condition as of June 22, 2009, showed total assets of US$160.3 million and total debts of US$133.5 million. The sale of Proliance's North American assets to Centrum Equities XV, LLC, was consummated under the provisions of Section 363 of the Bankruptcy Code on August 14, 2009. VAN DER MOOLEN: Sells Assets in Online Auction to Repay Debt ------------------------------------------------------------ Martijn van der Starre at Bloomberg News reports that Van der Moolen Holding NV will sell cars, champagne buckets and bronze statuettes of Mercury, the Roman god of trade, in an online auction to repay debt. According to Bloomberg, the auctioneer's Web site said receivers, appointed by an Amsterdam court to settle about EUR28.3 million (US$40.8 million) of debt, have hired a company to sell items including office furniture, flat-panel televisions and dish washers. The auction, organized by Troostwijk Veilingen BV, will start Jan. 8 and end on Jan. 20, Bloomberg says citing the auctioneer's Web site. As reported by Troubled Company Reporter-Europe on Dec. 15, 2009, Bloomberg News said ASR Nederland NV asked the Enterprise Chamber of the Amsterdam Appeals Court to investigate the management of Van der Moolen. About Van der Moolen Headquartered in Amsterdam, Netherlands, Van der Moolen Holding N.V. -- http://www.vandermoolen.com/-- is an international securities trading and brokerage firm that specializes in providing low-cost liquidity in markets worldwide. Its business is to make money on financial markets, as a broker and proprietary trader in securities, futures, derivatives indexes and exchange traded funds. Van der Moolen, once the fourth-biggest market maker on the New York Stock Exchange, was declared bankrupt in September after posting three consecutive years of losses. =========== R U S S I A =========== ENEMSKIY BRICK: Creditors Must File Claims by February 4 -------------------------------------------------------- Creditors of OJSC Enemskiy Brick Plant (TIN 0107007841, PSRN 1040100667200) have until February 4, 2010, to submit proofs of claims to: R. Khasanov Insolvency Manager Post User Box 48 Central Postal Office 11 Maykop Russia The Arbitration Court of Adygeya commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. ?01?1396/2009. The Debtor can be reached at: OJSC Enemskiy Brick Plant Mayakovskogo Str. 1 Enem Takhtamukayskiy Adygeya Russia GAZ-DOR-STROY: Creditors Must File Claims by February 4 ------------------------------------------------------- Creditors of CJSC Gaz-Dor-Stroy (Construction) (TIN 1102020495) have until February 4, 2010, to submit proofs of claims to: V. Pochuyev Insolvency Manager Potrebkooperatsii Str. 6 610014 Kirov Russia The Arbitration Court of Komi commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. ?29?3352/2009. The Debtor can be reached at: CJSC Gaz-Dor-Stroy Motornaya Str. 8 Ukhta Komi Russia VIP-CONTRUCTION: Creditors Must File Claims by February 5 --------------------------------------------------------- Creditors of LLC VIP-Construction (TIN 1660079979, PSRN 1051641046423) have until February 5, 2010, to submit proofs of claims to: I. Zakirov Insolvency Manager Post User Box 813 Zelenodolsk 422540 Tatarstan Russia The Arbitration Court of Tatarstan commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. ?65?6365/2009-SG4?49/31. The Debtor can be reached at: LLC VIP-Construction Apt. 98 Volochaevskaya Str. 8 Kazan 420073 Tatarstan Russia ============= U K R A I N E ============= UKRAINIAN FINANCING: Liquidated by Ukraine's Central Bank --------------------------------------------------------- Sabina Zawadzki at Reuters reports that Ukraine's central bank said on Tuesday it had liquidated the Ukrainian Financing Group, the seventh victim of the financial crisis that has gripped Ukraine for over a year. According to Reuters, the bank was 170th in assets out of over 180 operating in Ukraine. It had assets of UAH135 million (US$17 million), Reuters says Reuters relates the banking sector has been hit by a sharp depreciation of the currency -- 60% from a peak last year -- and a soaring number of non-performing loans as a deep economic recession hits companies and consumers alike. =========================== U N I T E D K I N G D O M =========================== BLENHEIM 1862: Faces Second Winding-Up Petition Over Tax Debts -------------------------------------------------------------- Evening Post reports that a winding-up petition has been served against Notts County parent company Blenheim 1862 Limited. The petition is the second in three months made by HM Revenue and Customs, as creditors of the company, the report notes. The report relates a date has been set at the Royal Courts of Justice, in London, on January 27, for the petition to be heard. At the hearing, the judge could dismiss the petition or adjourn the case, the report notes. According to the report, if the judge decides against the company, he would then issue a winding-up order. At this point the company would be in compulsory liquidation, although there is an appeals process, the report says. The official receiver would be appointed as provisional liquidator, the report discloses. BRITISH AIRWAYS: Traffic Figures Down 4% in December 2009 --------------------------------------------------------- British Airways plc reported traffic and capacity statistics for December 2009. In December 2009, passenger capacity, measured in Available Seat Kilometers, was 4.2% below December 2008. Traffic, measured in Revenue Passenger Kilometers, fell by 4.0%. This resulted in a passenger load factor increase of 0.1 points versus last year, to 76.8%. Traffic comprised a 0.7% decrease in premium traffic and a 4.6% decrease in non-premium traffic. Within premium, Club World was up 1.6%. Despite severe weather in the month, 98% of flights operated. Cargo, measured in Cargo Tonne Kilometers, rose by 7.2%. Market Conditions Underlying conditions remain as reported last month with longhaul premium continuing to show signs of improvement. Strategic Developments British Airways launched a new service from Gatwick to Innsbruck which operates five times each week. The airline celebrated 80 years of flying to India and commemorated the anniversary with a series of local events including photographic exhibitions in Delhi and Mumbai to illustrate eight decades of travel. British Airways launched its winter sale offering savings of up to GBP350. The sale will run until January 26, 2010, for travel dates between January 1 and November 30, 2010. About British Airways Headquartered in Harmondsworth, England, British Airways Plc, along with its subsidiaries, (LON:BAY) -- http://www.ba.com/-- is engaged in the operation of international and domestic scheduled air services for the carriage of passengers, freight and mail and the provision of ancillary services. The Company's principal place of business is Heathrow. It also operates a worldwide air cargo business, in conjunction with its scheduled passenger services. The Company operates international scheduled airline route networks together with its codeshare and franchise partners, and flies to more than 300 destinations worldwide. During the fiscal year ended March 31, 2009 (fiscal 2009), the Company carried more than 33 million passengers. It carried 777,000 tons of cargo to destinations in Europe, the Americas and throughout the world. In July 2008, the Company's subsidiary, BA European Limited (trading as OpenSkies), acquired the French airline, L'Avion. * * * As reported in the Troubled Company Reporter-Europe on Nov. 12, 2009, Moody's placed the Ba3 Corporate Family and Probability of Default Ratings of British Airways plc and the senior unsecured and subordinate ratings of B1 and B2 under review for possible downgrade. HIT ENTERTAINMENT: S&P Downgrades Corporate Credit Ratings to 'CC' ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its long- term corporate credit ratings on U.K.-headquartered HIT Entertainment Ltd. and related entities to 'CC' from 'CCC+'. The outlook is negative. At the same time, S&P lowered the issue-level ratings on related entity HIT Entertainment Inc.'s US$404 million first-lien debt facilities ($77 million revolving credit facility -- RCF -- and US$327 million term loan B) to 'CCC-', one notch higher than the corporate credit rating. The recovery ratings on these issues are unchanged at '2', indicating S&P's expectation of substantial (70%-90%) recovery for lenders in the event of a payment default. Furthermore, S&P lowered the rating on HIT Entertainment Inc.'s US$175 million second-lien facility to 'C', one notch lower than the corporate credit rating. The recovery rating on this facility is unchanged at '5', indicating S&P's expectation of modest (10%- 30%) recovery for lenders in the event of a payment default. "The downgrade mainly reflects S&P's view that the implementation of a capital restructuring of HIT, and/or an amendment to its existing credit facilities, is very likely within the next few months," said Standard & Poor's credit analyst Raam Ratnam. "Under its criteria, S&P view any distressed exchange offer as tantamount to default." S&P understands that HIT is in discussions with its lending agents regarding a potential restructuring and/or an amendment to its existing credit facilities. The group faces more restrictive financial covenants beginning in the second quarter of fiscal year 2010, and it is likely, in S&P's view, that HIT will not meet the financial covenants required under its first-lien credit agreement. The group's management expect negotiations to be finalized before March 15, 2010, the deadline for HIT to report its results for the second quarter of fiscal 2010 to the lenders. If the discussions with the lending agents are not successful, there is a risk that due to the current difficult economic environment, the group's existing credit facilities could be withdrawn. Given HIT's high leverage, the downgrade also reflects S&P's opinion that the group's capital structure is likely to become unsustainable if its free operating cash flow (Standard & Poor's adjusted operating cash flow after interest, tax and capital expenditures) does not materially improve over the medium term. In S&P's view, HIT's discussions with its lending agents regarding a potential restructuring and/or an amendment to its existing credit facilities give rise to a significant risk of a discounted distressed exchange offer. At the same time, however, S&P acknowledge that there is no certainty that the discussions will result in any specific transactions or outcomes. Nevertheless, in S&P's opinion, the current market environment, the group's negative operating trends, and its overleveraged capital structure increase the risk of a discounted distressed exchange offer. S&P would view a discounted distressed exchange offer as tantamount to a default under its criteria. Given S&P's view of the continued operating pressures in 2010 and the difficult trading outlook, S&P believes that a positive rating action is unlikely over the next few months. LEHMAN BROTHERS: Has Nod for Settlement With Bamburgh, et al. ------------------------------------------------------------- Lehman Brother Holdings Inc. and its affiliated debtors obtained approval from the U.S. Bankruptcy Court for the Southern District of New York of a settlement that would prevent possible dissolution of LBHI's subsidiaries in the United Kingdom. LBHI's subsidiaries -- Alnwick Investments (UK) Ltd., Bamburgh Investments (UK) Ltd. and Corfe Investments (UK) Ltd. -- are at risk of being "struck off" the company register in England and Wales by Companies House in England and Wales, and eventually dissolved, Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New York, says. A strike off procedure, according to Mr. Waisman, is an alternative to a formal insolvency procedure in England and Wales where the company is no longer required. If the U.K. Lehman units were struck off the register, their assets including claims against LBHI in the sum of EUR3.6 billion would become property of the Crown in England and Wales. Meanwhile, U.K. subsidiaries' debt to LBHI, including a sum of more than EUR4.8 billion would be extinguished. The U.K. Lehman units are currently incapable of paying their debts to LBHI as a result of the Chapter 11 cases of LBHI and its affiliated debtors, Mr. Waisman tells the Court. To prevent the strike off, LBHI and the U.K. Lehman units reached a settlement that would substantially reduce the claims against LBHI and maximize the return on amounts owed to LBHI. Under the deal, LBHI agreed to release and discharge up to EUR4.625 billion of the outstanding debt under the inter-company unsecured loan facility agreements entered into with Bamburgh in exchange for Bamburgh discharging and releasing up to EUR4.625 billion of claims it will acquire against LBHI. LBHI also agreed to release and discharge up to EUR180 million in outstanding inter-company debt under an unsecured loan facility agreement entered into with Corfe in exchange for Corfe discharging and releasing up to EUR180 million of claims it will acquire against LBHI. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MANCHESTER UNITED: Loan Price Up After Bond Refinancing Reports --------------------------------------------------------------- The price of loans to Manchester United Ltd. rose after reports the Premier League soccer champion is considering selling bonds to refinance debt, John Glover and Tariq Panja write for Bloomberg News. According to Bloomberg, Alex Moss, head of high yield at Insight Investment Management in London, said the club's GBP520 million (US$840 million) of senior loans rose about 3 pence to 97 pence in the pound. The Glazer family of the U.S., which bought the club in a GBP790-million buyout in 2005, plans to settle its 14.25% so-called payment-in-kind loan for which the family is responsible, Bloomberg says citing reports in the Sunday Times and the Financial Times. The outstanding PIKs total about GBP202 million, according to data compiled by Bloomberg. Manchester United Limited -- http://www.manutd.com/-- operates Manchester United Football Club, one of the most popular and successful soccer teams in the world. Man U is currently the top soccer team the UK's Premier League, boasting 18 championships and 11 FA Cup titles. Manchester United generates revenue primarily through ticket sales at venerable Old Trafford stadium, as well as through broadcasting rights and sales of Red Devils merchandise. Man U was founded as Newton Heath in 1878 before changing its name in 1902. It is owned by American tycoon Malcolm Glazer, whose holdings include the Tampa Bay Buccaneers NFL team and a majority stake in Zapata. NORTEL NETWORKS: Contemplates Feb. 24 Auction for VOIP Business --------------------------------------------------------------- Nortel Networks Corporation announced that it, its principal operating subsidiary Nortel Networks Limited, and certain of its other subsidiaries, including Nortel Networks Inc. and Nortel Networks UK Limited (in administration), have entered into a "stalking horse" asset sale agreement with GENBAND, Inc., for the sale of substantially all of the assets of its North America, Caribbean and Latin America (CALA) and Asia Carrier VoIP and Application Solutions (CVAS) business, and an asset sale agreement with GENBAND for the sale of substantially all of the assets of the Europe, Middle East and Africa (EMEA) portion of its CVAS business for a purchase price of US$282 million, subject to balance sheet and other adjustments currently estimated at approximately US$100 million. These agreements include the planned sale of substantially all assets of the CVAS business globally including softswitching, gateways and SIP applications. These agreements also include all patents and intellectual property that are predominantly used in the CVAS business. GENBAND has teamed with one of its existing shareholders, One Equity Partners III, L.P. (OEP), to assist in financing the proposed purchase of Nortel's CVAS assets. OEP manages investments and commitments for JP Morgan Chase & Co. in private equity transactions. Accordingly, Nortel filed with the Bankruptcy Court a Sale Motion of its CVAS Business on December 23, 2009. Nortel provided the Court details of the proposed sale transaction. Nortel specifically seek to enter into two separate purchase agreements in relation to the sale of its CVAS Business: (1) a Stalking Horse Agreement between the Nortel Debtor Entities and GENBAND, and (2) an Asset Sale Agreement between the EMEA Nortel Entities and GENBAND. The Assets to be acquired by GENBAND include certain inventory and supplies; unbilled accounts receivable; equipment; contracts; prepaid expenses; intellectual property; net insurance proceeds and tax records. Excluded from the assets to be acquired are certain cash and cash equivalents; accounts receivable; bank account balances and petty cash and certain rights. The Assets may be sold in a single sale or in parts. Under the Stalking Horse Agreement, the parties anticipate entering into ancillary agreements, which include a Transition Services Agreement, an Intellectual Property License Agreement, a Trademark License Agreement, a Loaned Employee Agreement, and Real Estates Terms and Conditions. A full-text copy of the Stalking Horse Agreement is available for free at: http://bankrupt.com/misc/NORTEL_CVASBizSalePact_1.pdf http://bankrupt.com/misc/NORTEL_CVASBizSalePact_2.pdf http://bankrupt.com/misc/NORTEL_CVASBizSalePact_3.pdf Nortel seeks to subject the proposed sale to uniform bidding procedures. Among others, Nortel proposes that potential bidders be required to (i) execute a confidentiality agreement; (ii) present financial disclosures evidencing their capability to consummate the transaction; and (iii) submit a preliminary written proposal. Bid must be submitted no later than February 16, 2010. A potential bid must offer to Nortel a value that is greater than the value offered by GENBAND, plus the amount of any break-up fee, plus US$4 million, no later than the Bid Deadline. If more than one Qualified Bid is received, Nortel will conduct an auction of the Assets on February 24, 2010. In the event GENBAND is not selected as the successful purchaser, Nortel agrees to entitle GENBAND to a US$5 million break-up fee and reimbursement of its reasonable expenses in preparing the Sale Agreements. Two thirds of the aggregate "Bid Protections" will be payable by the Nortel Debtor Entities while the remaining one third will be payable by the Nortel EMEA Entities. Moreover, the sale parties agree to provide One Equity Partners an incentive fee to induce its continued participated in the auction process. The agreed OEP Incentive Fee is US$3.6 million, funded as US$1.2 million by each of Nortel Networks Inc., Nortel Networks Corporation and Nortel Networks UK Limited. Nortel acknowledged OEP' good faith efforts to participate in certain Nortel divestitures. OEP, which currently holds 35% of GENBAND's common stock, has committed to provide financing for the payment of the purchase price of the CVAS Business. A full-text copy of the Incentive Letter is available for free at: http://bankrupt.com/misc/NORTEL_OEPIncentiveFee.pdf Nortel seeks to provide notice of the auction details, the sale hearing and the sale objection deadline to parties-in-interest. Nortel also intends to publish the Sale Notice in The Wall Street Journal, The Globe & Mail, and The Financial Times. To facilitate and effect the sale of the CVAS Business Assets, Nortel seeks to assume and assign to the Successful Purchaser certain contracts related to the Assets, including customer contracts. Nortel clarifies that it intends to file the list of Customer Contracts under seal to protect confidential commercial information. Nortel intend to send no later than January 15, 2010, an Assumption and Assignment Notice to each contract counterparty involved. Nortel will also be filing a cure schedule in relation to the planned contract assumptions. Counterparties will be given the opportunity to respond to, or seek adequate assurance of, the contract assumptions. A copy of the proposed Bidding Procedures is available for free at http://bankrupt.com/misc/NORTEL_CVASBizBiddingProc.pdf In a declaration filed with the Court, NNC Chief Strategy Officer George Reidel disclosed the efforts Nortel undertook to market the CVAS Business. He further related that he believes the GENBAND deal represents the best proposal available for the CVAS Business. He cited that the potential purchase price is likely to decline over time if the Assets remain unsold. Nortel urges the Bankruptcy Court to set a sale hearing for March 3, 2010, where it intends to present the Successful Bid and Alternate Bid, if any. All objections to the sale must be filed no later than February 17. The Bankruptcy Court is set to convene a hearing on January 6, 2010, to consider approval of the proposed Bidding Procedures. NNC and its four Canadian affiliates also filed a motion in the Ontario Superior Court of Justice, seeking approval of the sale agreement with GENBAND and the proposed process governing the sale of the CVAS Business Assets. GENBAND's Statement GENBAND, Inc., a leading developer of next-generation IP infrastructure solutions, announced that it has entered into an agreement with Nortel to acquire substantially all of the assets of its Carrier VoIP and Application Solutions Business (CVAS) globally, for a purchase price of US$282 million and a total cost of ownership in excess of US$400 million. The proposed transaction combines GENBAND's next-generation access, trunking, session and security gateway technology and Nortel's widely used softswitch and application technology, offering global service providers a comprehensive VoIP portfolio. GENBAND's vision behind the acquisition will be to institute open standards, open interfaces, promote interoperability and continue to build on its global OEM business partner relationships. GENBAND has teamed with one of its existing shareholders, One Equity Partners (OEP), to purchase the Nortel assets. Established in 2001, OEP manages $8 billion of investments and commitments for JPMorgan Chase & Co. in direct private equity transactions. "From a customer and partner standpoint, we believe our vision behind this acquisition is aligned with the industry's desired evolution path to IP," said Charles D. Vogt, Chief Executive Officer of GENBAND. "This transaction, although potentially subject to a competitive bidding process, represents an opportunity to fuel affordable network migration to cutting- edge VoIP technology. As a leader in next generation VoIP solutions today, our aim will be to empower service providers and their partners to access a range of leading VoIP solutions to interoperate with Nortel's installed base, without having to replace existing infrastructure and investment. "In addition to our complementary product portfolios and customer bases, we enjoy common locations such as Texas, India and China; and, should we succeed in the auction process, we will expand our operational footprint in Canada and North Carolina. We expect to make employment offers to a significant majority of Nortel CVAS employees." GENBAND will continue its commitment to OEM partnering activity and anticipates it will expand product, service and support relationships following the proposed Nortel CVAS transaction. This transaction, which encompasses substantially all of the assets of Nortel's North American, Caribbean and Latin American (CALA) and Asian CVAS business, as well as substantially all of the assets of the European, Middle Eastern and African (EMEA) portion of its CVAS business, is subject to a competitive bidding process and requires the approval of Canadian and U.S. Courts. In addition, consummation of the transaction is subject to the satisfaction of regulatory and other conditions and the receipt of various approvals, including governmental clearances in Canada and the United States and the approval of the court in Israel. The agreements are also subject to purchase price adjustments under certain circumstances. GENBAND is a global leader and innovator of next generation IP media, session border and fixed mobile convergence security solutions deployed in over two-thirds of the world's 100 largest service providers. These high-performance gateway solutions are at the core of fixed and mobile networks around the world -- evolving, securing and enhancing communications networks. Headquartered in Plano, Texas, GENBAND has Centers of Excellence around the world and serves customers and partners in more than 80 countries. Additional information is available at: http://www.genband.com/ About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) PEARL GROUP: Commences Discounted Offer for 6.5864% Notes --------------------------------------------------------- Pearl Group on Tuesday said it has invited holders of its outstanding GBP500,000,000 6.5864% Fixed/Floating Rate Perpetual Reset Capital Securities to submit offers to Pearl Group to exchange their Notes for zero coupon senior non-transferable registered notes due December 17, 2010 issued by Pearl Group. The maximum aggregate nominal amount of Notes validly offered for exchange that Pearl Group may accept pursuant to the Exchange Offer is up to GBP100,000,000. Concurrently with the Exchange Offer, the Company is (i) soliciting consents from Noteholders for the adoption of certain proposed amendments to the Notes and (ii) convening a Meeting of Noteholders at 10 a.m. (London time) on January 27, 2010, at which the Extraordinary Resolution to approve the Proposed Amendments and their implementation will be considered and, if thought fit, passed. Pearl Group CEO, Jonathan Moss said: "Pearl Group is emerging from last year?s market dislocation with a strengthened capital position, new ownership and a new Chairman in Ron Sandler. We are Euronext listed and have a secondary listing on the LSE. We have a compelling business model as the leading consolidator of run-off life assurance books and we have ambitions to move to a primary listing on the LSE and to acquire new books of business in due course. We are very keen to resolve all outstanding issues with our Tier 1 bondholders and have held extensive discussions with bondholder representatives over the last few months, which have been helpful to us in understanding their thinking and which we hope has helped bondholder representatives to understand our position. These proposals represent a good and fair offer to our Tier 1 bondholders and we believe that they meet our obligation to respect the interests of all stakeholders. We very much hope that these proposals will be accepted and that we will be able to move forward with these issues fully resolved." A Noteholder may consent to the Proposed Amendments without submitting its Notes for exchange pursuant to the Exchange Offer. However, a Noteholder validly tendering Notes (and not revoking its consent in the limited circumstances in which such revocation is permitted) will be consenting to the Proposed Amendments irrespective of whether or not its offer is accepted in full or in part by Pearl Group. Holders of the Notes should note that the Exchange Offer is not conditional on the passing of the Extraordinary Resolution at the Meeting. The Consent Solicitation is not conditional on Noteholders tendering their Notes to Pearl Group under the Exchange Offer. The Exchange Offer and Consent Solicitation are made on the terms and subject to the conditions set out in the Exchange Offer and Consent Solicitation Memorandum dated January 5, 2010. The Exchange Offer The Existing Notes and the new Registered Notes for which they may be exchanged are comprised as: Description of Common Exchange Exchange the Existing Notes Code/ISIN Price Ratio ------------------ --------- -------- -------- GBP500,000,000 6.5864% 023524520/ GBP0.45 per 45:100 Fixed/Floating Rate XS0235245205 GBP1.00 Perpetual Reset Capital Securities Description of Maximum New New Issue New Issue the Registered Notes Issue Size Price Coupon -------------------- ----------- --------- --------- Zero coupon senior Up to 100% Zero Nontransferable GBP45,000,000 Coupon registered notes due December 17, 2010 Pearl Group will only accept Notes up to a maximum aggregate nominal amount of up to GBP100,000,000. Pearl Group reserves the right to decrease the Maximum Acceptance Amount in respect of the Exchange Offer. If the aggregate nominal amount of Notes validly offered for exchange pursuant to Exchange and Consent Instructions is greater than the Maximum Acceptance Amount, Pearl Group intends to accept such Notes for exchange on a pro rata basis such that the aggregate nominal amount of such Notes accepted for exchange is no greater than such Maximum Acceptance Amount. The Exchange Offer is being presented to Noteholders who would like an opportunity to exit the Notes as soon as possible. The Company believes that some Noteholders may wish to receive short dated notes with a fixed maturity in return for their Notes rather than remain holders of the Notes following the Consent Solicitation. The Exchange Offer provides such Noteholders with an opportunity to exchange their Notes into Registered Notes which offer the ability to receive cash in less than 12 months by virtue of the redemption of the Registered Notes, subject to the optional redemption provisions contained in the terms and conditions of the Registered Notes. The Consent Solicitation The Consent Solicitation is being offered to give Noteholders the enhanced protections of an amended alternative coupon satisfaction mechanism operating at the Company and the Pearl Group levels and a dividend and capital restriction also applying at the Company and Pearl Group levels. In addition, Noteholders are being asked to consent to a reduction in the principal amount of the Notes of 25% and the irrevocable waiver of the Deferred Coupon and certain other matters as set out in the Exchange Offer and Consent Solicitation Memorandum. The Company is seeking the consent of the holders of the Notes for: (i) the adoption of the Proposed Amendments to the terms and conditions of the Notes which include, without limitation: (a) amending the ACSM so that it operates at both the Company and the Pearl Group levels, (b) amending the dividend and capital restriction so that it operates at the Company and the Pearl Group levels, (c) the pro rata reduction of the outstanding principal amount of the Notes from GBP500,000,000 to GBP375,000,000, and (d) the scheduled Coupon Payment for April 2010 to be calculated by reference to the reduced principal amount for the entire Coupon Period applicable to that Coupon Payment; (ii) the execution of the Supplemental Trust Deed, the Calculation Agency Agreement and Paying Agency Agreement to reflect the Proposed Amendments if approved; (iii) the authorization and instruction of the Trustee to grant an irrevocable waiver of any and all (a) Deferred Coupon Payments outstanding at the date of the Extraordinary Resolution and (b) breaches of the obligations in clause 7.1.9(a) of the Existing Supplemental Trust Deed and condition 17 of the Conditions to maintain a calculation agent existing as at the date the Proposed Amendments become effective; and (iv) to consent to the Company issuing the Balancing Instrument (to retain the Company?s regulatory capital position). The Noteholders meeting will be held at 10 a.m. (London time) on January 27, 2010 at the offices of Clifford Chance LLP, 10 Upper Bank Street, London E14 5JJ. Under no circumstances, will the Proposed Amendments be effected with respect to the Conditions unless the holders of not less than three-quarters of votes cast at the Meeting at which a valid quorum is present have consented to the Proposed Amendments. Holders of the Notes that validly tender their Notes for exchange into the Exchange Offer will be consenting to the Proposed Amendments. The Exchange Offer is not conditional on the passing of the Extraordinary Resolution. The Consent Solicitation is not dependent on Noteholders tendering any Notes to Pearl Group under the Exchange Offer. However, a Noteholder validly tendering (and not validly revoking in the limited circumstances in which such revocation is permitted) Notes will be consenting to the Proposed Amendments. A full-text copy of Pearl Group's statement on the Exchange Offer, including an expected timetable of events, is available at no charge at http://ResearchArchives.com/t/s?4ceb Pearl Group Limited -- http://www.pearlgrouplimited.co.uk/-- operates through two primary operating companies: Pearl Assurance and Phoenix Life Limited. It also operates London Life, NPI Ltd, and Scottish Mutual. However, its companies don't sell new policies but instead maintain blocks of life insurance policies and pension products bought from other insurers (called closed life funds). It has more than 7 million such policies in force. Its asset and risk management business operates as Ignis Asset Management. Pearl Group intends to list on the London Stock Exchange. PEARL GROUP: Noteholders Balk at Proposed Exchange, Amendments -------------------------------------------------------------- An ad hoc group of holders of Pearl Group notes are disappointed by the Company's proposed exchange offer and amendments to the terms of the notes. The ad hoc group of holders of the GBP500,000,000 6.5864% Fixed/Floating Rate Perpetual Reset Capital Securities (ISIN Number: XS0235245205) issued by Pearl Group Holdings (No. 1) Limited consists of many of the largest institutional investors in Pearl's industry in the United Kingdom, holding in excess of 60% of the outstanding Notes -- members include Abaci Investment Management, AXA Investment Managers, F&C Investments, Fidelity International, MSD Capital, Oceanwood Capital Management and Rathbones Investment Management. The Noteholder Group formed in light of material concerns raised by Pearl's private acquisition and intercompany asset transfers in 2008. Note holders considered that these transactions had the effect of depriving them of fundamental rights and protections. Since its formation, the Noteholder Group has sought to engage Pearl on means to address these concerns, including through a possible Notes amendment or exchange that would restore the previous rights and that would help protect against a repeat of the 2008 transactions. In recent months, Pearl has seemed to be cooperating with the Noteholder Group's Steering Group. There has been a period of due diligence and an exchange of restructuring proposals. The Steering Group notes that Pearl's operating performance and results have improved during this period. Disappointingly, however, Pearl now appears to have suspended the cooperative process, and has made an offer to exchange and amend the Notes that seeks material financial concessions from Noteholders, but Pearl has not addressed the Steering Group's stated concerns or objectives. The Steering Group does not support Pearl's proposed exchange or amendments, and the Steering Group urges all holders of the Notes to reject the proposals unless they are improved to address the Steering Group's concerns and objectives. Reasons for this position include: 1. The Steering Group has been shown no justification whatsoever for the proposed waiver of the coupon payment that was deferred in April 2009. All publicly available evidence indicates that Pearl has the wherewithal to pay such deferred coupon at this time. In fact, the Steering Group understands Pearl plans to pay dividends to its shareholders. As such, there is no basis on which creditors such as the Noteholders should agree to relinquish the right to payment of any coupons. 2. The Steering Group has been shown no justification whatsoever for the proposed 25% discount to the face amount of the Notes. The Steering Group has no evidence that Pearl is insolvent or otherwise unable to sustain the obligation evidenced by the Notes. In the absence of such evidence, and in the absence of fair consideration, there is no basis on which Noteholders should agree to reduce the amount of their claims against Pearl. 3. The Steering Group has concerns about the structure of the proposed transaction and the impact on Noteholders' rights, particularly in light of the proposed Noteholder concessions. Noteholders should be cautious about agreeing concessions to Pearl in this context. The Steering Group remains available to discuss alternative arrangements with Pearl. In the absence of Pearl's agreement to address its concerns, the Steering Group will investigate other means of ensuring that its interests are effectively addressed. Interested holders of the Notes are encouraged to contact the Noteholder Group through counsel. Counsel contact details are as follows: Bingham McCutchen (London) LLP 41 Lothbury London EC2R 7HF Attn: Timothy B. DeSieno +1 212 705 7426 tim.desieno@bingham.com Paul Durban +44 20 7661 5419 paul.durban@bingham.com Paul Davies and Anousha Sakoui at The Financial Times report that Pearl has offered to swap GBP100 million of the bonds for cash at 45p in the pound, as well as improving investor protections on the remaining bonds, in exchange for a cut in their value to 75p in the pound. Pearl will not make good the missed coupon payment, the FT says. According to the FT, bondholders are disappointed in the valuation of the bonds, which were trading at about 55p in the pound before the offer, and in the new protections and the refusal to pay the lost coupon. Pearl Group Limited -- http://www.pearlgrouplimited.co.uk/-- operates through two primary operating companies: Pearl Assurance and Phoenix Life Limited. It also operates London Life, NPI Ltd, and Scottish Mutual. However, its companies don't sell new policies but instead maintain blocks of life insurance policies and pension products bought from other insurers (called closed life funds). It has more than 7 million such policies in force. Its asset and risk management business operates as Ignis Asset Management. Pearl Group intends to list on the London Stock Exchange. =============== X X X X X X X X =============== * Low Order Levels, Lack of Financing to Lead to Yard Closures -------------------------------------------------------------- Robert Wright at The Financial Times reports that the shipbuilding industry looks set for a rash of insolvencies as the collapse in order levels combines with banks' reluctance to finance ship construction to starve many yards of cash. Citing London-based Clarkson shipbrokers, the FT says only 28.8m deadweight tonnes (dwt) of ships were ordered between January and November in 2009, against 272m dwt for the whole of 2007, the peak of the shipping boom. The dearth of orders means yards are barely receiving any of the downpayments on new orders that previously smoothed out their cash flow, the FT discloses. The FT recalls the past year has already seen three shipyards in Korea, the world leader, several small yards in China, a yard in Japan, three German yards and a Norwegian and US yard file for insolvency. Denmark's only yard is to be closed, the FT notes. According to the FT, the crisis looks set not only to force more yards into insolvency but also to stymie plans to expand shipbuilding capacity further, with some of the proposed new yards in China unlikely to be built. The rush by the governments of major shipbuilding nations to support failing yards has also led to concerns that the industry faces years of chronic over-capacity and dependence on subsidy. Such conditions dogged the industry in the 1970s and 1980s, the FT states. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- January 27-29, 2010 TURNAROUND MANAGEMENT ASSOCIATION Distressed Investing Conference, Bellagio, Las Vegas Contact: http://www.turnaround.org/ Feb. 21-23, 2010 INSOL International Annual Regional Conference Madinat Jumeirah, Dubai, UAE Contact: 44-0-20-7929-6679 or http://www.insol.org/ April 20-22, 2010 TURNAROUND MANAGEMENT ASSOCIATION Sheraton New York Hotel and Towers, New York, NY Contact: http://www.turnaround.org/ Apr. 29-May 2, 2010 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ June 17-20, 2010 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ July 7-10, 2010 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Ocean Edge Resort, Brewster, Massachusetts Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2010 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Conference The Ritz-Carlton Amelia Island, Amelia, Fla. Contact: http://www.abiworld.org/ Aug. 5-7, 2010 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 6-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Dec. 2-4, 2010 AMERICAN BANKRUPTCY INSTITUTE 22nd Annual Winter Leadership Conference Camelback Inn, Scottsdale, Arizona Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 31-Apr. 3, 2011 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ June 9-12, 2011 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa Traverse City, Michigan Contact: http://www.abiworld.org/ October 25-27, 2011 TURNAROUND MANAGEMENT ASSOCIATION Hilton San Diego Bayfront, San Diego, CA Contact: http://www.turnaround.org/ Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.org/ ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than US$3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Thursday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/booksto order any title today. ********* 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 -- Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA. Valerie C. Udtuhan, Marites O. Claro, Rousel Elaine C. Tumanda, Joy A. Agravante and Peter A. Chapman, Editors. Copyright 2010. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$625 per half-year, delivered via e-mail. 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