T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Friday, November 9, 2007, Vol. 8, Issue 223 Headlines A R G E N T I N A ALITALIA SPA: Taps Goldman Sachs as Adviser for Stake Bid AVELINO QUIRNO: Proofs of Claim Verification Deadline Is Dec. 20 BALLY TECH: To Acquire Compudigm Int'l Gaming Applications DELTA AIR: Inks 10-Year US$1-Billion Deal with Chromalloy ROCHIFARM SRL: Trustee Verifies Proofs of Claim Until Feb. 13 RUBEN NARDONE: Proofs of Claim Verification Is Until Nov. 13 SCO GROUP: Seeks Court OK to Expand Mesirow's Scope of Services SCO GROUP: Taps CFO Solutions for Chief Financial Officer Search SCO GROUP: Wants to Employ Tanner LC as Accountants SOCIEDAD COOPERATIVA; Individual Reports Filing Is on Nov. 12 TELECOM PERSONAL: Launching Network Expansion Works TRANSPORTES NICOLITA: Trustee Verifies Claims Until Feb. 20 * BUENOS AIRES: Fitch Affirms B Long-Term Foreign & Local IDRs B A H A M A S CENVEO INC: Reports US$3.0 Million Net Income in Third Quarter B E R M U D A ANNUITY & LIFE: Posts US$88-Mln Net Loss in Qtr. Ended Sept. 30 FOSTER WHEELER: Earns US$129.1 Million in Third Quarter of 2007 FOSTER WHEELER: Board Okays Two-for-One Stock Split SCOTTISH RE: Incurs US$107.1 Million Net Loss in 2007 Third Qtr. B O L I V I A GOL LINHAS: Earns US$26 Million in Third Quarter B R A Z I L ACTUANT CORP: R. Alan Hunter Joins Board of Directors AMERICAN TOWER: Third Qtr. Net Income Up to US$59.6 Mil. in 2007 BASELL AF: S&P Holds BB- Corp. Credit Rating on Watch Negative BRA TRANSPORTES: Lays Off Workers Due to Financial Problems BRA TRANSPORTES: CEO Humberto Folegatti Resigns DELPHI CORP: Wants to Use US$4.4-Bil. DIP Loan Until Sept. 2008 EMI GROUP: Terra Firma Leads Strategic Review to Recover Equity EMI GROUP: Terra Firma Eyes Artists' Compensation Overhaul GENERAL MOTORS: Moody's Affirms Ratings with Stable Outlook GEOKINETICS INC: Relocates Corporate Office in Houston, Texas GERDAU AMERISTEEL: Declares US$0.02 Dividend Payable Dec. 12 GERDAU AMERISTEEL: Closes 126.5 Million Common Shares Offering GERDAU SA: Reports BRL3.4 Billion Net Profit in First Nine Mos. LAZARD LTD: Sept. 30 Balance Sheet Upside-Down by US$74.5 Mil. TEREX CORP: Earns US$151.5 Mil. in Third Quarter Ended Sept. 30 TEREX CORP: Moody's Rates New US$500 Mln Sr. Sub. Notes at Ba3 TEREX CORP: S&P Affirms BB Corporate Credit Rating * BRAZIL: Petrobras Mulling New Investments in Bolivia C A Y M A N I S L A N D S BLACKSTONE FIFTH: Proofs of Claim Filing Ends Nov. 10 BLACKSTONE PARTNERS: Proofs of Claim Filing Is Until Nov. 10 GAMEO INT'L: Proofs of Claim Filing Deadline Is Nov. 28 HMTF FURNITURE: Sets Final Shareholders Meeting for Nov. 30 HMTF FURNITURE: Proofs of Claim Filing Ends on Nov. 29 HMTF-LA ARGENTINA: Proofs of Claim Filing Deadline Is Nov. 29 HMTF-LA ARGENTINA: To Hold Final Shareholders Meeting on Nov. 30 MIAMI FINANCE: Proofs of Claim Filing Deadline Is Nov. 29 QIB BOULDER: Proofs of Claim Filing Deadline Is Nov. 23 ROSHAM HOLDINGS: Proofs of Claim Filing Is Until Nov. 29 SCHINDLER FINANCE: Proofs of Claim Filing Ends on Nov. 29 UNIVEST GLOBAL: Proofs of Claim Filing Ends on Nov. 28 WALBROOK ESTATES: Proofs of Claim Filing Is Until Nov. 23 C H I L E AES CORP: Benefiting from Gas Export Restriction to Chile SHAW GROUP: Joint Venture Bags Remediation Contract from DOE C O L O M B I A BANCOLOMBIA SA: Earns COP316.7 Billion in Quarter Ended Sept. 30 C O S T A R I C A ALCATEL-LUCENT: Moody's Lowers Corporate Family Rating to Ba3 D O M I N I C A N R E P U B L I C BANCO DE RESERVAS: Fitch Assigns Preliminary B Ratings GRUPO M: Moody's Assigns Ba3 Rating on US$150-Mln Senior Notes PRC LLC: Liquidity Concerns Cues S&P to Withdraw Ratings E C U A D O R * ECUADOR: MIF Approves Financing for Two Projects * ECUADOR: Mining Firms To Pay More Royalties G U A T E M A L A BRITISH AIRWAYS: Traffic Figures Up 2.2% in October 2007 EMPRESA ELECTRICA: S&P Confirms BB Long-Term Corp. Credit Rating H O N D U R A S LEAR CORP: Earns US$41 Million in Third Quarter Ended Sept. 29 M E X I C O FLEXTRONICS INTERNATIONAL: Solectron Alters Repurchase Offer MCDERMOTT INT'L: Reports US$140.4-Mln Net Income in Third Qtr. URS CORP: Earns US$38.7 Million in Third Quarter Ended Sept. 28 UNITED RENTALS: Moody's Places Corporate Family Rating at B2 UNITED RENTALS: S&P Lowers Corp. Credit Rating to B+ from BB- P A N A M A * PANAMA: Obtains US$10-Million Financing from IDB P A R A G U A Y AGILENT TECHNOLOGIES: Inks Purchase Agreement with Velocity11 P U E R T O R I C O AVNET INC: Closes Acquisition of Betronik in Germany DIRECTV: Revenues Increase To US$442 Million in Third Quarter ROGELIO SORRENTINI: Case Summary & 19 Largest Unsec. Creditors V E N E Z U E L A ARVINMERITOR INC: Closes North Carolina Operation on Sept. 2008 CHRYSLER LLC: Lenders Selling US$4 Billion Loans at a Discount CHRYSLER LLC: Fitch Ratings Unaffected by UAW Agreement GRAHAM PACKAGING: Sept. 30 Balance Sheet Upside-Down by US$616MM PETROLEOS DE VENEZUELA: Increasing Oil Shipments to China * VENEZUELA: Cantv Earns VEB341 Billion in Third Quarter 2007 - - - - - ================= A R G E N T I N A ================= ALITALIA SPA: Taps Goldman Sachs as Adviser for Stake Bid --------------------------------------------------------- AP Holding S.p.A., AirOne S.p.A.'s acquisition vehicle, has hired Goldman Sachs to advise on its bid to acquire the Italian government's 49.9% stake in Alitalia S.p.A., Thomson Financial reports. AP Holding, backed financially by Intesa Sanpaolo S.p.A., said Nomura is joining its "core banking group" that consists of Italian and foreign investment banks, created specifically for the Alitalia bid, Thomson Financial relates. AP Holding has also acquired the services of: -- Boston Consulting Group as industrial adviser; -- Sabre Airline Solutions as technical adviser; and -- Bonelli Erede Pappalardo as legal adviser. "AP Holding, supported by its working group, believes it can offer an efficient solution for a solid industrial operation and for the long-term relaunch of Alitalia," AP Holding was cited by Thomson Financial as saying. According to industry analysts, Air France-KLM and Deutsche Lufthansa AG offers stronger industrial ties for Italy's national carrier, while AP's financial strength and international links have been a concern for Alitalia's unions, Thomson Financial adds. As reported in the TCR-Europe on Oct. 23, 2007, Alitalia will choose the buyer for Italy's stake on Nov. 10, 2007. Alitalia chairman Maurizio Prato told the Italian parliament that he will recommend an industrial buyer for Italy's stake within the first ten days of November, Agenzia Giornalistica Italia relates. The government will then decide how to finalize the sale of its stake. Alitalia decided to open talks, through the financial advisor Citi and industrial advisor Roland Berger, with: -- OAO Aeroflot, -- Air France-KLM, -- AP Holding S.p.A., -- Cordata Baldassarre, -- Deutsche Lufthansa AG, -- TPG Capital. 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. The Italian government owns 49.9% of Alitalia. The company has operations in Argentina. 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. AVELINO QUIRNO: Proofs of Claim Verification Deadline Is Dec. 20 ---------------------------------------------------------------- Armando Gutman, the court-appointed trustee for Avelino Quirno S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Dec. 20, 2007. Mr. Gutman will present the validated claims in court as individual reports on March 5, 2008. The National Commercial Court of First Instance in Buenos Aires will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Avelino Quirno and its creditors. Inadmissible claims may be subject for appeal in a separate proceeding known as an appeal for reversal. A general report that contains an audit of Avelino Quirno's accounting and banking records will be submitted in court on April 18, 2008. Mr. Gutman is also in charge of administering Avelino Quirno's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Armando Gutman Esmeralda 625 Buenos Aires, Argentina BALLY TECH: To Acquire Compudigm Int'l Gaming Applications ---------------------------------------------------------- Bally Technologies, Inc. has signed a contract to acquire the Gaming Power and seePOWER applications for the gaming industry from Compudigm International, adding exclusive and powerful data visualization and business analysis technology to the new Bally Business Intelligence product line. Compudigm's integrated solutions will immediately serve as a key component in Bally's server-gaming strategy and the company's plans for delivering "The Networked Floor Of The Future." The acquired Compudigm technology currently monitors, manages and optimizes data from more than 60,000 gaming positions around the world that generate US$6 billion in annual revenues. Current customers using this product for marketing and business analysis include Harrah's Entertainment, Penn National Gaming, Trump Entertainment Resorts and the Seminole Tribe of Florida, as well as major casinos in New Zealand and Australia. Bally also announces the launch of a comprehensive Business Intelligence solution that will consist of two distinct and integrated modules -- its internally developed Data Analysis Dashboard and Compudigm's Gaming Power and seePower Data Visualization modules -- both working off one combined Gaming Data Warehouse. This combination of two best-of-breed solutions will offer the most powerful and state-of-the-art business intelligence suite for the gaming industry. The Data Analysis Dashboard offers more than 650 predefined key performance indicators, graphical data analysis charts and graphs, more than 150 predefined reports and ad-hoc reporting that will bring all essential information required to manage a casino just a few computer clicks away. "The Compudigm technology acquisition is consistent with our commitment to deliver leading, yet useable technology with a strong return on investment to our Systems footprint of more than 368,000 devices worldwide," said Richard Haddrill, Chief Executive Officer of Bally Technologies. "Our leading business intelligence suite of products will be a key component in delivering ROI on the evolving 'networked gaming floor of the future.'" The new Bally Business Intelligence product line will feature multiple pricing and scalable options for the different data warehousing, business analysis and data visualization solutions. "When combined with the acquired Compudigm technology, this will allow for dynamic decision-making that doesn't currently exist in the industry today and will be the most comprehensive business intelligence package in the gaming space," said Bruce Rowe, Senior Vice President of Strategy and Business Development for Bally. "And it's the perfect foundational technology for both today's networked floor and for the potential created by server applications." The Compudigm products Bally is acquiring transform the deluge of data generated by casino slots, tables and customer loyalty systems into actionable, visual insights that help casino managers make the smartest, fastest marketing and game floor management decisions possible. "The Bally solution will utilize seePOWER's smart marketing and predictive engine to unlock real value and to realize the full potential of a casino's business," said Wout van Loon, CEO of Compudigm International. "The seePOWER platform has provided many gaming customers with an unparalleled competitive advantage." The Bally agreement represents Compudigm's business model to provide industry-leading solution providers with the seePOWER platform and application development suite to deliver advanced visualization, customer profiling, customer segmentation and content-intelligence to the entertainment, loyalty, financial services, retail, telecommunications, utilities and health sciences industries. Recognized as the industry systems leader with more than 368,000 machines at casino, bingo, Class II, central determination and lottery locations worldwide -- including more than 204 locations currently running Bally eTICKET(TM) on more than 236,000 slot machines -- the Bally Technologies systems product line offers slot machine cash monitoring, table management, cashless, accounting, security, maintenance, marketing, promotional and bonusing capabilities, enabling operators to accurately analyze performance and accountability while providing an enhanced level of customer service. About Compudigm Founded in 1997, Compudigm -- visit http://www.compudigm.com -- delivers groundbreaking business intelligence solutions based upon its seePOWER data visualization technology, which enables enterprises to transform oceans of disparate data into actionable, visual intelligence for significant competitive advantage. The company enables enterprises to see their business clearly by animating, illustrating and infusing maps and floor-plans as well as product, engineering and scientific diagrams with comprehensive business intelligence. Compudigm also delivers advanced visualization, customer profiling, and content-intelligence as well as advice and guidance solutions to the gaming, retail, entertainment, telecommunications, utilities, health sciences and financial service industries. Compudigm's accolades include Gold and Silver awards from Casino Journal's Most Innovative Gaming Technology Products competition; dual Smithsonian Computerworld Laureates; and the Data Warehousing Institute's "Pioneering Product of the Year" award. About Bally Technologies Headquartered in Las Vegas, Nevada, Bally Technologies, Inc. (NYSE: BYI) -- http://www.BallyTech.com/-- designs, manufactures, operates, and distributes advanced gaming devices, systems, and technology solutions worldwide. Bally's product line includes reel-spinning slot machines, video slots, wide- area progressives and Class II lottery and central determination games and platforms. Bally Technologies also offers an array of casino management, slot accounting, bonus, cashless, and table management solutions. The company also owns and operates Rainbow Casino in Vicksburg, Mississippi. The company's South American operations are located in Argentina. The company also has operations in Macau, China, and India. * * * As reported in the Troubled Company Reporter-Latin America on Nov. 7, 2007, Standard & Poor's Ratings Services has raised its corporate credit and senior secured debt ratings on Bally Technologies Inc. to 'B+' from 'B-'. Concurrently, S&P revised the CreditWatch implications to positive from developing. DELTA AIR: Inks 10-Year US$1-Billion Deal with Chromalloy --------------------------------------------------------- Delta Air Lines, Inc., has reached a 10-year, US$1 billion plus deal with Chromalloy Gas Turbine Corporation, which marks the largest and most significant Parts Manufacturing Approval agreement in the airline industry, adds the CFM56-5 to Delta TechOps �- the airline's Maintenance, Repair and Overhaul division -- engine overhaul capabilities and will result in 250 additional engine overhauls. "This is a significant development for the future of our industry and one that signals the dynamic, out-of-the-box strategy for which Delta TechOps is known," said Tony Charaf, senior vice president of Delta TechOps. "Chromalloy already has extraordinary capabilities in PMA development and by working with them, Delta TechOps will be well positioned in the marketplace to better compete and, in turn, offer greater flexibility to our more than 100 customers worldwide." As part of the deal, Chromalloy will develop PMA alternatives for a number of parts commonly used in the CFM56-7 and CFM56-5 engines, including several Life Limited Parts (LLP). Delta and Chromalloy will work together on the development of the PMA parts, and Delta will serve as the launch customer by incorporating certain parts in its own large fleet of CFM56-7 engines. The CFM56-7 is the exclusive engine used on Boeing�s 737 Next Generation aircraft and represents the largest fleet of engines flying today. The fleet is expected to double in the next 10 years, growing to more than 12,000 engines. "Delta TechOps is highly regarded in the MRO industry for providing not only maintenance services for Delta's own engines, but also increasingly for third parties. We look forward to working closely with Delta's extremely qualified staff of engineers and technical professionals on this important program which is a new milestone for the entire industry," said Christine Richardson, Chromalloy's chief executive officer. "This will build on the strong technical and service relationship we already have with Delta, as our interests are uniquely aligned on this large aftermarket program." While Delta TechOps currently performs engine overhauls on the CFM56-7, this deal will add the CFM56-5 engine type to the extensive list of engines it services which includes the PW4000, PW2000, JT8D-219, CF680A, CF680C2 and CF34 engine lines. As the engine of choice on Airbus aircraft including the A318, A319, A320 and A321, the CFM56-5 represents a significant addition to Delta TechOps� overhaul and repair capabilities. With the PMA parts program, Delta TechOps will offer its customers an industry leading alternative for their CFM56-7 and CFM56-5 overhauls. The deal also includes 250 engine overhauls to be performed by Delta TechOps professionals over the term of the agreement, which also will add to the impressive growth of Delta TechOps� engine maintenance business. In 2007, Delta TechOps will overhaul more than 220 customer engines. The agreement with Chromalloy complements Delta TechOps' growing list of strategic sourcing partnerships, all of which include elements that continue to help grow the MRO business. Already this year, TechOps has announced agreements with Pratt & Whitney and CFM International. With this agreement, Delta TechOps will be the world�s largest third-party CFM engine overhaul provider. "Our MRO business will continue to grow, thanks in large part to our dedicated, highly skilled and flexible employees, as well as our capacity and product offerings," said Charaf. "Reciprocal strategic sourcing is another platform of growth for our successful MRO business, and we will continue to look for ways to add value and grow our business." Delta TechOps is the largest airline MRO in North America, earning more than $310 million in revenue in 2006. In addition to providing maintenance and engineering support for Delta's fleet of 440 aircraft, Delta TechOps serves more than 100 aviation and airline customers from around the world, specializing in high-skill work like engines, components, hangar and line maintenance. Jim Tharpe of ajc.com says Delta's Atlanta TechOps center currently employs 4,500 workers, and the $1 billion deal -- disclosed at an aviation industry conference in Milan, Italy -- could mean additional jobs. "We certainly hope that as we grow our engine work we will add jobs, but I don't have a specific figure at that time," spokesman Kent Landers said, according to ajc.com. Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) -- http://www.delta.com/-- is the world's second-largest airline in terms of passengers carried and the leading U.S. carrier across the Atlantic, offering daily flights to 328 destinations in 56 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. Delta flies to Argentina, Australia and the United Kingdom, among others. The company and 18 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents the Debtors in their restructuring efforts. Timothy R. Coleman at The Blackstone Group L.P. provides the Debtors with financial advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured Creditors with legal advice. John McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James S. Feltman at Mesirow Financial Consulting, LLC, serve as the Committee's financial advisors. As of June 30, 2005, the company's balance sheet showed US$21.5 billion in assets and US$28.5 billion in liabilities. The Debtors filed a chapter 11 plan of reorganization and disclosure statement explaining that plan on Dec. 19, 2007. On Jan. 19, 2007, they filed revisions to the plan and disclosure statement, and submitted further revisions to the plan on Feb. 2, 2007. On Feb. 7, 2007, the Court approved the Debtors' disclosure statement. In April 2007, the Court confirmed the Debtors' plan. ROCHIFARM SRL: Trustee Verifies Proofs of Claim Until Feb. 13 ------------------------------------------------------------- Emilio Gallego, the court-appointed trustee for Rochifarm S.R.L.'s reorganization proceeding, verifies creditors' proofs of claim until Feb. 13, 2008. Mr. Gallego will present the validated claims in court as individual reports on March 31, 2008. The National Commercial Court of First Instance in Buenos Aires will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Rochifarm and its creditors. Inadmissible claims may be subject for appeal in a separate proceeding known as an appeal for reversal. A general report that contains an audit of Rochifarm's accounting and banking records will be submitted in court on May 14, 2008. Creditors will vote to ratify the completed settlement plan during the assembly on Oct. 29, 2008. The debtor can be reached at: Rochifarm S.R.L. Avenida Cabildo 3111 Buenos Aires, Argentina The trustee can be reached at: Emilio Gallego Esmeralda 1066 Buenos Aires, Argentina RUBEN NARDONE: Proofs of Claim Verification Is Until Nov. 13 ------------------------------------------------------------ Juan Carlos Blanco, the court-appointed trustee for Ruben Nardone S.R.L.'s bankruptcy proceeding, verifies creditors' proofs of claim until Nov. 13, 2007. Mr. Blanco will present the validated claims in court as individual reports on Dec. 27, 2007. The National Commercial Court of First Instance in Rosario, Santa Fe, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Ruben Nardone and its creditors. Inadmissible claims may be subject for appeal in a separate proceeding known as an appeal for reversal. A general report that contains an audit of Ruben Nardone's accounting and banking records will be submitted in court on March 10, 2008. Mr. Blanco is also in charge of administering Ruben Nardone's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Ruben Nardone S.R.L. Saa Pereyra 619, Acebal Santa Fe, Argentina The trustee can be reached at: Juan Carlos Blanco Pje. Copiapo 650, Rosario Santa Fe, Argentina SCO GROUP: Seeks Court OK to Expand Mesirow's Scope of Services --------------------------------------------------------------- The SCO Group Inc. and SCO Operations Inc. ask the U.S. Bankruptcy Court for the District of Delaware for permission to expand the scope of Mesirow Financial Consulting LLC's services as their financial advisor. The Debtors propose that Mesirow's services include sale and valuation, nunc pro tunc Oct. 8, 2007. A hearing to consider the Debtors' request has been set for Dec. 5, 2007, at 10:00 a.m. Recently, the Court approved the employment of Mesirow based on the Debtors' original application. The original application, as reported in the Troubled Company Reporter on Nov. 5, 2007, indicated that nunc pro tunc to Sept. 14, 2007, Mesirow will: a. assist in the preparation of or review of reports or filings as required by the Bankruptcy Court or the Office of the United States Trustee, including, but not limited to, schedules of assets and liabilities, statements of financial affairs and monthly operating reports; b. assist in the preparation of or review of the Debtors' financial information, including, but not limited to, analyses of cash receipts and disbursements, financial statement items and proposed transactions for which Bankruptcy Court approval is sought; c. assist with the analysis, tracking and reporting regarding cash collateral and any debtor-in-possession financing arrangements and budgets; d. assist with the implementation of bankruptcy accounting procedures as may be required by the Bankruptcy Code and generally accepted accounting principles; e. advise and assist regarding tax planning issues, including, but not limited to, assistance in estimating net operating loss carryforwards, international, state and local tax issues and the tax considerations of proposed plans of reorganizations; f. assist with identifying and implementing potential cost containment opportunities; g. assist with identifying and implementing asset redeployment opportunities; h. analyze assumption and rejection issues regarding executory contracts and leases; 1. assist in the preparation and review of proposed business plans and the business and financial condition of the Debtors generally; j. assist in evaluating reorganization strategies and alternatives; k. review and critique of the Debtors' financial projections and assumptions; i. prepare enterprise, asset and liquidation valuations; m. assist in preparing documents necessary for confirmation; n. advise and assist to the Debtors in negotiations and meetings with the Creditors' Committee, the bank lenders and other parties-in-interest; o. advise and assist on the tax consequences of proposed plans of reorganization; p. assist with the claims resolution procedures, including, but not limited to, analyses of creditors' claims by type and entity; q. render litigation consulting services and expert witness testimony regarding confirmation issues, avoidance actions or other matters; and r. render other functions as requested by the Debtors or their counsel to assist the Debtors in these Chapter 11 Cases. The Debtors will pay Mesirow according to the firm's customary hourly rates: Designation Hourly Rate ----------- ----------- Sr. Managing Director, US$650 - US$690 Managing Director and Director Sr. Vice-President US$550 - US$620 Vice President US$450 - US$520 Senior Associate US$350 - US$420 Associate US$190 - US$290 Paraprofessional US$150 Mesirow will bill a fixed fee of US$35,000 for the preparation of schedules of assets and liabilities and the statement of financial affairs. All other services, as requested by the Debtors, and agreed to by Mesirow, will be billed at the normal and customary rates listed above less a 10% discount to fees as determined. Prior to the bankruptcy filing, Mesirow received an advance payment retainer of US$35,000 from the Debtors. Of that retainer, US$0 has been applied to fees and expenses incurred prior to the bankruptcy filing. The balance of this retainer will be held by Mesirow and applied against postpetition fees and expenses to the extent allowed by the Court. To the best of the Debtors' knowledge, Mesirow is a "disinterested person" as that term is defined in section 101(14) of the Bankrptcy Code as modified by section 11 07 (b) of the Bankruptcy Code. Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX) fka Caldera International Inc. -- http://www.sco.com/-- provides software technology for distributed, embedded and network-based systems, offering SCO OpenServer for small to medium business and UnixWare for enterprise applications and digital network services. The company has office locations in Australia, Austria, Argentina, Brazil, China, Japan, Poland, Russia, among others. The company and its affiliate, SCO Operations Inc., filed for Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Lead Case No. 07-11337). Paul Steven Singerman, Esq. and Arthur J. Spector, Esq. at Berger Singerman PA and Laura Davis Jones, Esq. at Pachulski Stang Ziehl & Jones LLP are co-counsels to the Debtors. Epiq Bankruptcy Solutions, LLC, acts as the Debtors' claims and noticing agent. The United States Trustee failed to form an Official Committee of Unsecured Creditors in these cases due to insufficient response from creditors. The Debtors' exclusive period to file a chapter 11 plan expires on March 12, 2008. The Debtors' schedules of assets and liabilities showed total assets of US$9,549,519 and total liabilities of US$3,018,489. SCO GROUP: Taps CFO Solutions for Chief Financial Officer Search ---------------------------------------------------------------- The SCO Group Inc. and its affiliate, SCO Operations Inc., seek authority from the U.S. Bankruptcy Court for the District of Delaware, to employ CFO Solutions LC to provide their company with a chief financial officer, nunc pro tunc to Oct. 1, 2007. CFO Solutions provides consulting services and temporary employees to staff CFO and other key financial positions in companies. CFO Solutions proposes the appointment of Ken Nielsen as the Debtors' chief financial officer. Mr. Nielsen is expected to assist the Debtors in financial and general management matters, including, evaluating and implementing strategic and tactical options through the restructuring process. Specifically, Mr. Nielsen will: (a) develop and implement cash management strategies and reporting protocols; (b) develop and evaluate various restructuring alternatives and negotiate with key creditors and other stakeholders; (c) assist in day-to-day oversight and management of the Debtors' operations; and (d) counsel and assist the Debtors through the marketing and sale process, or other reorganization strategies, including the identification of the highest and best transaction, and to assist with such other matters as may be requested that fall within the firm's expertise and mutually agreeable. The Debtors tells the Court that the firm will charge US$150 per hour. Of the total amount, Mr. Nielsen will receive US$105 through the Debtors' payroll and US$45 will be paid to the firm. The Debtors also relates that they agreed to pay the firm an amount not to exceed 30% of Mr. Nilesen's annual salary, minus all amounts paid to the firm, as of the date of termination as a placement fee, if Mr. Nielsen will be terminated prior to the expiration of the six month term. Furthermore, the Debtors agreed to pay the firm US$40,000 minus 70% of any severance amounts paid to Mr. Nielsen, if the Debtors terminate Mr. Nielsen, without cause, or if Mr. Nielsen is unable to perform the services. If the Court does not approve the hourly payments to the firm under the agreement, the Debtors have agreed to compensate the firm 30% of Mr. Nielsen's annual base salary, as a placement fee for a chief operating officer. To the best of the Debtors' knowledge, the Mr. Nielsen holds no interest adverse to the Debtors' and their estates and is �disinterested� as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX) fka Caldera International Inc. -- http://www.sco.com/-- provides software technology for distributed, embedded and network-based systems, offering SCO OpenServer for small to medium business and UnixWare for enterprise applications and digital network services. The company has office locations in Australia, Austria, Argentina, Brazil, China, Japan, Poland, Russia, among others. The company and its affiliate, SCO Operations Inc., filed for Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Lead Case No. 07-11337). Paul Steven Singerman, Esq. and Arthur J. Spector, Esq. at Berger Singerman PA and Laura Davis Jones, Esq. at Pachulski Stang Ziehl & Jones LLP are co-counsels to the Debtors. Epiq Bankruptcy Solutions, LLC, acts as the Debtors' claims and noticing agent. The United States Trustee failed to form an Official Committee of Unsecured Creditors in these cases due to insufficient response from creditors. The Debtors' exclusive period to file a chapter 11 plan expires on March 12, 2008. The Debtors' schedules of assets and liabilities showed total assets of US$9,549,519 and total liabilities of US$3,018,489. SCO GROUP: Wants to Employ Tanner LC as Accountants --------------------------------------------------- The SCO Group Inc. and its affiliate, SCO Operations Inc., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Tanner LC as their accountants, nunc pro tunc Oct. 2, 2007. Tanner LC will perform an audit of the Debtors' consolidated financial statements for the year ending Oct. 31, 2007, and to assist the Debtors in reviewing their financial statements and other documents necessary for the Securities and Exchange Commission submissions. Kent M. Bowman, an auditor at Tanner LC tells the Court the Debtors agreed to pay an estimated amount of approximately US$196,000. The firm's reviews of the 10-Q's will bill a fixed fee of US$22,500 per 10-Q report. For all other services in connection with the services rendered, the firm will bill at the normal customary rate. To the best of the Debtors' knowledge, the firm is �disinterested� as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX) fka Caldera International Inc. -- http://www.sco.com/-- provides software technology for distributed, embedded and network-based systems, offering SCO OpenServer for small to medium business and UnixWare for enterprise applications and digital network services. The company has office locations in Australia, Austria, Argentina, Brazil, China, Japan, Poland, Russia, among others. The company and its affiliate, SCO Operations Inc., filed for Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Lead Case No. 07-11337). Paul Steven Singerman, Esq. and Arthur J. Spector, Esq. at Berger Singerman PA and Laura Davis Jones, Esq. at Pachulski Stang Ziehl & Jones LLP are co-counsels to the Debtors. Epiq Bankruptcy Solutions, LLC, acts as the Debtors' claims and noticing agent. The United States Trustee failed to form an Official Committee of Unsecured Creditors in these cases due to insufficient response from creditors. The Debtors' exclusive period to file a chapter 11 plan expires on March 12, 2008. The Debtors' schedules of assets and liabilities showed total assets of US$9,549,519 and total liabilities of US$3,018,489. SOCIEDAD COOPERATIVA; Individual Reports Filing Is on Nov. 12 ------------------------------------------------------------- Tomas Ramon Rivero, the court-appointed trustee for Sociedad Cooperativa de Arroceros Domingo Faustino Sarmiento Limitada's bankruptcy proceeding, will present the validated claims as individual reports in the National Commercial Court of First Instance in Concepcion del Uruguay, Entre Rios, on Nov. 12, 2007. Mr. Rivero verifies creditors' proofs of claim until Sept. 28, 2007. He will submit a general report containing an audit of Sociedad Cooperativa's accounting and banking records in court on Dec. 26, 2007. Mr. Rivero is also in charge of administering Sociedad Cooperativa's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Sociedad Cooperativa de Arroceros Domingo Faustino Sarmiento Limitada Posadas y Juan Lacava, Concepcion del Uruguay Entre Rios, Argentina The trustee can be reached at: Tomas Ramon Rivero 3 de Febrero 75, Concepcion del Uruguay Entre Rios, Argentina TELECOM PERSONAL: Launching Network Expansion Works --------------------------------------------------- Telecom Personal will start network expansion after the successful initial phase of its Hipuu! WiMAX service network roll-out, Telecomworldwire reports, citing WiMAX and broadband wireless infrastructure products provider Redline Communications Inc. Redline Communications told Telecomworldwire that Telecom Personal chose the firm's WiMAX Forum Certified products for the Hipuu! network expansion. Telecom Personal will deploy more RedMAX products to expand the network to about 10,000 subscribers in 2007. The expansion of the Asuncion and Great Asuncion networks will allegedly result in one of the largest and highest-density WiMAX Forum Certified networks in the world. According to Telecomworldwire, Telecom Personal installed a "highest-capacity WiMAX Forum Certified base station in the first phase of the Hipuu! WiMAX network implementation, supporting over 250 users per sector controller." Redline Communications told Telecomworldwire that the ease of deploying the RedMAX products, alongside network manageability and provisioning supported by the Redline Management Suite, allowed "high-density network." A team which includes Telecom Personal is deploying the second phase of the firm's WiMAX network to integrate the RedMAX products into the current Cisco network, Telecomworldwire states, citing Redline Communications. Telecom Personal is the wireless provider of Telecom Argentina SA, providing services in Argentina and Paraguay over a GSM network. The company has 7.7 million users, with an estimated 30% market share in Argentina and a customer mix of 66% prepaid and 34% postpaid as of June 30, 2006. * * * As reported in the Troubled Company Reporter-Latin America on Nov. 13, 2006, Fitch Ratings affirmed Telecom Personal SA's foreign and local currency Issuer Default Rating at 'B', and the senior unsecured at 'B/RR4', and revised the Rating Outlook of the international scale IDRs to Positive from Stable. Approximately US$200 million in debt is affected by the rating action. Fitch has also upgraded the national scale rating of Personal to 'A(arg)' from 'BBB+(arg)' with a stable rating outlook. TRANSPORTES NICOLITA: Trustee Verifies Claims Until Feb. 20 ----------------------------------------------------------- Bertha Amparo Pacheco Perez, the court-appointed trustee for Transportes Nicolita S.R.L.'s reorganization proceeding, verifies creditors' proofs of claim until Feb. 20, 2008. Ms. Perez will present the validated claims in court as individual reports on April 7, 2008. The National Commercial Court of First Instance in San Isidro, Buenos Aires, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Transportes Nicolita and its creditors. Inadmissible claims may be subject for appeal in a separate proceeding known as an appeal for reversal. A general report that contains an audit of Transportes Nicolita's accounting and banking records will be submitted in court on May 20, 2008. Creditors will vote to ratify the completed settlement plan during the assembly on Nov. 18, 2008. The debtor can be reached at: Transportes Nicolita S.R.L. Avellaneda 1216, San Isidro Buenos Aires, Argentina The trustee can be reached at: Bertha Amparo Pacheco Perez Tres Sargentos 929, Acassuso Partido de San Isidro, Buenos Aires Argentina * BUENOS AIRES: Fitch Affirms B Long-Term Foreign & Local IDRs -------------------------------------------------------------- Fitch Ratings has affirmed the long-term foreign and local currency Issuer Default Ratings of the City of Buenos Aires (Argentina) at 'B'. Likewise, the 'B' rating on Buenos Aires' euro medium-term note program is affirmed. The Rating Outlooks are Stable. The ratings are supported by strengths in the city's credit profile, including its large and diversified economy, an adequate liquidity position and the city's sustainable debt levels and manageable debt-service repayment schedule. The city's creditworthiness is also supported by financial flexibility, due to the fact that a majority of the city's total expenditure is financed with local sources (87%), the remainder coming from federal transfers. The city's finances were in balance over 2002-05. However, in 2006 a deficit of US$186 million was generated. This was due to the fact that the growth in operating expenses of 25% exceeded revenue growth of 12%. In the year to June 2007, this tendency continued with a financial deficit of US$86 million. A new mayor, Mauricio Macri, was elected, due to take over in December from outgoing acting mayor, Jorge Telerman. Fitch does not anticipate material changes to fiscal policy or debt management at this time. Growth in infrastructure spending is expected, which Fitch believes will be comfortably financed. Considering the fiscal slippage in 2006 and the first half of 2007, an adjustment to the 2007 budget was made in order to put finances in overall balance including interest but not amortization. The 'adjusted' 2007 budget reflects a current result of US$437 million, with a negative operating result, of minus US$32 million. The financial result is estimated to be negative, minus US$228.7 million, or 7.2 % of total revenues. Nevertheless, the city expects to close the year in balance, taking into account further capital expenditure adjustments and using the accumulated cash position of US$145.5 million. After the crisis and debt restructuring in 2002 the city has cautiously managed its finances. Debt payments have been made in a timely fashion since the restructuring, notably during 2006 and 2007, years of the highest amortization payments. This is reflected in the improvement of the debt ratios in recent years. The total debt/revenues ratio has been improving, falling from 32.7% in 2005 to 25.9% in 2006 and 17.5% as of June 2007. This is a favorable ratio compared with the average of Argentine provinces. ============= B A H A M A S ============= CENVEO INC: Reports US$3.0 Million Net Income in Third Quarter -------------------------------------------------------------- Cenveo, Inc. has reported net income of US$3.0 million, or US$0.06 per diluted share for the quarter ended Sept. 30 2007, as compared to net income of US$11.6 million, or US$0.21 per diluted share, in 2006. The third quarter 2007 results included a loss from discontinued operations of US$0.8 million, as compared to income from discontinued operations of US$2.3 million in the same period of 2006. Third quarter 2007 results also included restructuring and impairment charges of US$20.3 million, as compared to restructuring and impairment charges of US$4.7 million in the same period of 2006. The restructuring and impairment charges in the third quarter of 2007 primarily relate to the closure of certain businesses that were contemplated as a part of the recent acquisition activity. Net sales for the quarter increased approximately 43% to US$551 million from US$384 million in the same period of 2006, primarily due to the acquisitions of Printegra, Cadmus, ColorGraphics, and Commercial Envelope that we completed in 2007. Non-GAAP income from continuing operations totaled US$20.4 million, or US$0.37 per diluted share, in the third quarter of 2007, as compared to US$14.9 million, or US$0.27 per diluted share, in the third quarter of 2006. Non-GAAP income from continuing operations excludes integration costs, restructuring and impairment charges, (gain) loss on sale of non-strategic businesses, loss on early extinguishment of debt, and income tax (expense) benefit. A reconciliation of income from continuing operations to non-GAAP income from continuing operations and the related per share data is presented in the attached tables. Operating income totaled US$30.0 million in the third quarter of 2007, as compared to US$25.0 million in the third quarter of 2006. Non-GAAP operating income in the third quarter of 2007 was US$50.8 million, which produced a 9.2% margin, reflecting the continued benefits of the cost savings, restructuring and integration plans and productivity efforts. Non-GAAP operating income excludes integration costs and restructuring and impairment charges. A reconciliation of operating income to non-GAAP operating income is presented in the attached tables. Adjusted EBITDA in the third quarter of 2007 was US$70.7 million, as compared to US$41.0 million in the same period last year, an increase of approximately 72%. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, excluding integration costs, restructuring and impairment charges, (gain) loss on sale of non-strategic businesses, divested operations EBITDA, loss on early extinguishment of debt, stock-based compensation provision, and income (loss) from discontinued operations. An explanation of the company's use of Adjusted EBITDA is detailed below, and a reconciliation of net income to Adjusted EBITDA is presented in the attached tables. For the first nine months of 2007, the company reported net income of US$24.5 million, or US$0.45 per diluted share, as compared to net income of US$90.7 million, or US$1.70 per diluted share, in the first nine months of 2006. The results for the first nine months of 2007 included income from discontinued operations of US$15.1 million, as compared to income from discontinued operations of US$136.1 million in the same period of 2006, primarily relating to our sale of Supremex. The first nine months of 2007 results included restructuring and impairment charges of US$32.1 million, as compared to restructuring and impairment charges of US$35.4 million in the same period of 2006. Net sales for the first nine months of 2007 increased approximately 30% to US$1.46 billion from US$1.13 billion in 2006, primarily due to the acquisitions of Cadmus and Printegra, which both closed in the first quarter of 2007 and ColorGraphics and Commercial Envelope, which both closed in the third quarter of 2007. Non-GAAP income from continuing operations for the first nine months of 2007 totaled US$46.7 million, or US$0.85 per diluted share, as compared to US$28.3 million, or US$0.52 per diluted share, in the first nine months of 2006. Non-GAAP income from continuing operations excludes integration costs, restructuring and impairment charges, (gain) loss on sale of non-strategic businesses and loss on early extinguishment of debt. A reconciliation of income (loss) from continuing operations to non-GAAP income from continuing operations and the related per share data is presented in the attached tables. Operating income was US$88.3 million for the first nine months of 2007, as compared to US$40.6 million during the same period in 2006. Non-GAAP operating income in the first nine months of 2007 was US$121.4 million, which produced an 8.3% margin, reflecting the continued benefits of our cost savings, restructuring and integration plans. Non-GAAP operating income excludes integration costs and restructuring and impairment charges. A reconciliation of operating income to non-GAAP operating income is presented in the attached tables. Adjusted EBITDA for the first nine months of 2007 was US$172.9 million, as compared to US$111.2 million in the same period last year, an increase of 55%. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, excluding integration costs, restructuring and impairment charges, (gain) loss on sale of non-strategic businesses, divested operations EBITDA, loss on early extinguishment of debt, stock-based compensation provision, and income (loss) from discontinued operations. Robert G. Burton, Chairman and Chief Executive Officer stated: "Cenveo delivered another outstanding performance during the third quarter. These strong results were driven by a combination of solid performance across our business units, a strong focus on costs, and the benefits from the integration efforts for our recent acquisitions. These efforts combined with a strengthened focus on productivity and efficiency efforts allowed us to increase our non-GAAP operating margin to 9.2% during the quarter, well ahead of last year's 7.7%, and deliver almost US$71 million in adjusted EBITDA. I am very pleased with our strong generation of cash from continuing operations of over US$21.3 million during the quarter and US$60.0 million during the first nine months, representing a US$76.5 million year to date improvement compared to 2006. I believe that these results demonstrate the company's strategy is working by delivering strong financial performance, strong cash flow and giving Cenveo the ability to invest in growth opportunities to increase shareholder value." Mr. Burton continued: "We have worked hard in the third quarter integrating our two most recent acquisitions and focusing on improving our core operations. The integration of the acquisitions has allowed us to take swift and aggressive actions designed to drive incremental improvements to our platform by focusing on consolidating overlapping facilities, and eliminating duplicate headcount and systems. We have streamlined our operations and are now offering our customers the benefits of our expanded business platform. We are doing this while improving our cost structure, expanding our sales initiatives, increasing productivity and reducing waste. I am very pleased with the progress of the integration efforts to date for the four acquisitions we completed this year, and I am convinced that we are well positioned for the future." Mr. Burton concluded: "As we enter the fourth quarter and look to finish 2007 on a positive note, I can assure you that we are extremely focused on delivering our fourth quarter and full year financial commitments. We will continue to focus on delivering strong free cash flow and using these funds to service our debt and invest in the future growth of our business through capital expenditures and strategic acquisitions. I am also pleased with the sales momentum that we are seeing in the marketplace. We believe we are becoming the printer of choice in the markets we serve. I am very pleased with our third quarter results, the fourth quarter looks promising, and I will communicate our revised guidance on the call tomorrow." About Cenveo Cenveo Inc. -- http://www.cenveo.com/-- (NYSE:CVO), headquartered in Stamford, Connecticut, is a leader in the management and distribution of print and related products and services. The company provides its customers with low-cost solutions within its core business of commercial printing and packaging, envelope, form, and label manufacturing, and publisher services; offering one-stop services from design through fulfillment. With over 10,000 employees worldwide, Cenveo delivers everyday for its customers through a network of production, fulfillment, content management, and distribution facilities across the globe. Cenveo acquired Cadmus Communications in a merger completed on March 2007. The company has operations in the US, India and the Caribbean Rim, particularly in the Bahamas, Cuba, Jamaica, Haiti, Dominican Republic, Puerto Rico, and Belize. * * * As reported in the Troubled Company Reporter-Latin America on Sept. 17, 2007, Moody's Investors Service affirmed the B1 corporate family rating and B1 probability of default rating for Cenveo Inc. following the acquisitions of Commercial Envelope Manufacturing Inc. for about US$230 million and Madison/Graham ColorGraphics, Inc. for about US$105 million. The rating outlook remains negative. Moody's also upgraded the secured bank facility rating to Ba2 from Ba3. Bank lenders now benefit from a more substantial layer of junior capital due to the US$175 million unsecured loan (unrated) issued to partially fund the Commercial Envelope acquisition. Secured bank debt now comprises only about half of the liabilities in Moody's Loss Given Default waterfall, compared to about 60% prior to the Commercial Envelope funding. ============= B E R M U D A ============= ANNUITY & LIFE: Posts US$88-Mln Net Loss in Qtr. Ended Sept. 30 --------------------------------------------------------------- Annuity and Life Re (Holdings) Ltd. reported financial results for the three months ended Sept. 30, 2007. The company incurred a net loss from continuing operations of US$88 million for the three months ended Sept. 30, 2007, as compared to a net loss from continuing operations of US$212.2 million for the same period in 2006. On Aug. 8, 2007, the Company announced that it had reached an agreement to sell its U.S. domiciled insurance company, Annuity & Life Reassurance America, Inc. to an unrelated third party. The sale transaction is subject to regulatory approval and is expected to close prior to March 31, 2008. Upon the closing of the sale transaction, the company expects to dissolve its U.S based holding company, Annuity & Life Re America, Inc. Accordingly, the company has recorded the operating results of both of its U.S. based subsidiaries as discontinued operations. The company�s continuing operations consists of its Bermuda based operations, Annuity & Life Re (Holdings), Ltd. and Annuity & Life Reassurance, Ltd. The company had US$3,323 in investment gains from continuing operations during the three months ended Sept. 30, 2007, compared to a loss of US$(73,795) for the same period in 2006 The Company has reported a loss on the sale transaction of Annuity & Life Reassurance America, Inc., its U.S based insurance company of approximately US$1 million and approximately US$0.6 million for the costs associated with the dissolution of its U.S based holding company, Annuity & Life Re America, Inc. The dispute with Transamerica concerning an Agreement to novate certain reinsurance contracts to Transamerica effective Dec. 31, 2004, remains unresolved. The Company has been unable to resolve the dispute through negotiations. The arbitration hearing has been rescheduled for the week of March 17, 2008. Annuity and Life Re (Holdings), Ltd. -- http://www.alre.bm/or http://www.annuityandlifere.com/-- provides annuity and life reinsurance to insurers through its wholly owned subsidiaries, Annuity and Life Reassurance, Ltd., and Annuity and Life Reassurance America, Inc. Going Concern Doubt Chartered Accountants of Hamilton, Bermuda, raised substantial doubt about Annuity and Life Re (Holdings), Ltd.'s ability to continue as a going concern after it audited the company's annual report for 2004. The auditor pointed to the company's significant losses from operations and experience of liquidity demands. FOSTER WHEELER: Earns US$129.1 Million in Third Quarter of 2007 --------------------------------------------------------------- Foster Wheeler Ltd. reported third-quarter 2007 net income of US$129.1 million compared to net income of US$75.8 million in the third quarter of 2006. Net income in both quarterly periods was impacted by certain non-operating items, most notably gains on asbestos-related insurance receivables, as detailed in the attached table. Excluding such items from both quarterly periods, adjusted net income in the third quarter of 2007 was a record US$120.5 million compared with US$54.6 million in the third quarter of 2006. Third-quarter 2007 consolidated EBITDA (earnings before interest expense, income taxes, depreciation and amortization) was a record US$179.0 million, compared with US$95.1 million in the third quarter of 2006. EBITDA in both quarterly periods was also impacted by certain non-operating items, most notably gains on asbestos insurance receivables. Excluding such items from both quarterly periods, EBITDA in the third quarter of 2007 was US$170.3 million, compared with US$73.8 million in the third quarter of 2006. Commenting on the company�s results for the third quarter of 2007, Foster Wheeler Chairman and Chief Executive Officer Raymond J. Milchovich said, �In an environment of extremely favorable market conditions, both of our business groups executed contracts very effectively and met or exceeded client expectations on a wide range of large and complex projects. Our Global Power Group reported EBITDA that was almost triple that of the year-ago quarter, and our E&C group generated a record- level of scope new orders booked and a near-record level of EBITDA.� Mr. Milchovich added, �We continue to see an ongoing need for significant investment in the major markets we serve. We saw abundant evidence of this in our third-quarter bookings, which included a very large engineering, procurement, and construction (EPC) contract for a world-class petrochemical facility in Singapore, a front-end engineering design (FEED) contract for another petrochemical complex in Qatar as well as a number of major boiler contracts in our Global Power Group. �Our optimism about the company�s future was signaled today in a separate announcement regarding a planned 2-for-1 stock split of our common shares, subject to shareholder approval of an increase in the number of authorized shares,� said Mr. Milchovich. About Foster Wheeler 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 on Dec. 18, 2006, Standard & Poor's Ratings Services revised its outlook on Foster Wheeler Ltd. to positive from stable. At the same time, Standard & Poor's affirmed its 'B+' corporate credit rating and other ratings on the company. The company had about US$217 million of total debt at Sept. 29, 2006. FOSTER WHEELER: Board Okays Two-for-One Stock Split --------------------------------------------------- Foster Wheeler Ltd.'s board of directors has approved a two-for- one stock split of its common shares, subject to shareholder approval of an increase in the number of its authorized common shares. The increase in the number of authorized common shares is to be voted upon at a special general meeting of shareholders tentatively scheduled for Jan. 8, 2008. The date of the special general meeting of shareholders is tentative until the company�s definitive proxy statement is mailed to shareholders, which is expected to occur in early December 2007. �The company is on pace to report record-setting financial results again in 2007,� said Chairman and Chief Executive Officer Raymond J. Milchovich. �The markets we serve remain very strong, and we anticipate entering 2008 with operating momentum. Therefore, the stock split should be viewed as an indication of our confidence in the outlook for Foster Wheeler.� The stock split will be effected in the form of a stock dividend of one additional Foster Wheeler common share in respect of each common share outstanding on the record date for the stock dividend, which will be the same date as the special general meeting of shareholders. The company will seek shareholder approval to double the number of its authorized common shares. About Foster Wheeler 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 on Dec. 18, 2006, Standard & Poor's Ratings Services revised its outlook on Foster Wheeler Ltd. to positive from stable. At the same time, Standard & Poor's affirmed its 'B+' corporate credit rating and other ratings on the company. The company had about US$217 million of total debt at Sept. 29, 2006. SCOTTISH RE: Incurs US$107.1 Million Net Loss in 2007 Third Qtr. ---------------------------------------------------------------- Scottish Re Group Limited posted a net loss of US$107.1 million for the three months ended Sept. 30, 2007, compared to a net loss of US$27.5 million for the prior year period. Related to the realized losses on investments, US$95.3 million of the US$102.0 million was recognized in connection with impairment charges for subprime and Alt-A residential mortgage securities. In arriving at the impairment charges, we conducted extensive analysis in accordance with U.S. Generally Accepted Accounting Principles (U.S. GAAP). As part of that analysis and in conjunction with the company's third party asset managers, the company performed detailed cash flow simulations on each of the company's subprime and Alt-A securities stressing multiple variables -- including prepayment speeds, default rates and loss severity. As a result, US$54.2 million of the realized losses relates to securities for which the company has projected a principal loss and US$41.1 million relates to securities for which the company currently expects to receive full interest and principal. U.S. GAAP requires the company to impair to market value certain recently downgraded securities held in its securitization structures, because it can no longer prove its ability to hold the securities to recovery of amortized cost, as is the company's intent. The company also incurred a US$14.8 million charge in the quarter representing a change, net of deferred acquisition costs, in the value of embedded derivatives due to a shift in the yield curve used to value the derivatives. These embedded derivatives relate to its funds withheld at interest on modified coinsurance treaties. Third quarter operating income was US$1.6 million, an increase of US$1.4 million over the prior year period. Operating income, excluding the impact of one-time items, was driven by solid results in our core North America business, improving performance in our International growth platforms and lower Corporate expenses. As of Sept. 30, 2007 the Company had shareholders� and mezzanine equity of US$1.4 billion and available liquidity of US$468.0 million. Fully diluted book value per ordinary share was US$6.17 as of Sept. 30, 2007. George Zippel, President and Chief Executive Officer of Scottish Re, commented, �The third quarter, my first with Scottish Re, was a challenging one and the results highlight both the risks and opportunities facing the Company. On one hand, we delivered positive pre-tax operating income � the first time in four quarters that we�ve done that � driven by improved performance in our in-force books of business. On the other hand, we incurred significant realized losses reflecting our sizable subprime exposure. Our subprime impairment analysis was rigorous and represents our best estimate of the current impact of the subprime market on our investment portfolio. It should be noted however, that if the assumptions underlying our analysis prove to be inaccurate, the projected principal losses and associated asset impairments will vary from our current view.� Scottish Re Group Ltd. -- http://www.scottishre.com/-- is a global life reinsurance specialist. Scottish Re has operating businesses in Bermuda, Grand Cayman, Guernsey, Ireland, the United Kingdom, United States, and Singapore. Its flagship operating subsidiaries include Scottish Annuity & Life Insurance Company (Cayman) Ltd. and Scottish Re (US), Inc. Scottish Re Capital Markets, Inc., a member of Scottish Re Group Ltd., is a registered broker dealer that specializes in securitization of life insurance assets and liabilities. On June 30, 2007, Scottish Re reported total assets of USUS$13.6 billion and shareholder's equity of USUS$1.2 billion. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 27, 2007, Moody's Investors Service affirmed the ratings of Scottish Re Group Limited, with the outlook changed to stable from positive, including its Senior unsecured shelf of (P)Ba3; its subordinate shelf of (P)B1; its junior subordinate shelf of (P)B1; its preferred stock of B2; and its preferred stock shelf of (P)B2. ============= B O L I V I A ============= GOL LINHAS: Earns US$26 Million in Third Quarter ------------------------------------------------ Gol Linhas Aereas Inteligentes SA, the second-biggest airline in Latin America, has reported third quarter financial results. Although the airline managed to post profits of US$26 million for the quarter, the result is 76% lower compared to the same period last year. Gol's profit, according to Comtex, represents a 3.5% margin. The company in a statement attributed the decline in net income to the Brazilian authorities imposition of flight curbs due to the two fatal accidents in the country this year. Passenger level has also lowered because the flight curbs are causing delays and cancellations. Reuters says the profit decline is due to higher operational costs caused by increases in jet fuel prices, aircraft leasing fees and personnel expenses. The flight delays and cancellations have indirectly caused operational expenses to double. "The airport traffic reduces demand and increases costs for companies," analyst Caio Pereira Dias at Banco Santander Central Hispano SA in Sao Paulo was quoted by Bloomberg News as saying. "The government needs to increase airport capacity." Bloomberg adds that for the fifth time this year, Gol has cut profit forecast to BRL1.4 to BRL1.8 per share. Based in Sao Paulo, Brazil, GOL Intelligent Airlines aka GOL Linhas Areas Inteligentes S.A. (NYSE: GOL and Bovespa: GOLL4) -- http://www.voegol.com.br/-- through its subsidiary, GOL Transportes Aereos S.A., provides airline services in Brazil, Argentina, Bolivia, Uruguay, and Paraguay. The company's services include passenger, cargo, and charter services. As of March 20, 2006, Gol Linhas provided 440 daily flights to 49 destinations and operated a fleet of 45 Boeing 737 aircraft. The company was founded in 2001. * * * As reported in the Troubled Company Reporter-Latin America on July 25, 2007, Fitch Ratings has affirmed the 'BB+' foreign and local currency issuer default ratings of Gol Linhas Aereas Inteligentes S.A. Fitch has also affirmed the outstanding US$200 million perpetual bonds and US$200 million of senior notes due 2017 at 'BB+' as well as the company's 'AA-' (bra) national scale rating. Fitch said the rating outlook is stable. =========== B R A Z I L =========== ACTUANT CORP: R. Alan Hunter Joins Board of Directors ----------------------------------------------------- Actuant Corporation has appointed R. Alan Hunter to the company's Board of Directors, effective immediately. Mr. Hunter is a retired executive from The Stanley Works where he had served as President and Chief Operating Officer from 1993-1997 as well as Vice President Finance and Chief Financial Officer from 1986-1993. He joined Stanley in 1974 and prior to that time was an Officer in the United States Navy. Mr. Hunter has been involved in several business and community organizations since retiring from Stanley in 1997. Commenting on the announcement, Bob Arzbaecher, Actuant�s Chairman and CEO, said, �We are pleased to announce the addition of Alan to Actuant�s Board of Directors. His broad experience in operations and finance, as well as his industrial tool and home center market background, nicely complements the Actuant portfolio of businesses. The rest of the Board and I look forward to his contributions and counsel on the various opportunities awaiting Actuant.� Actuant also announced that Kathleen Hempel will be retiring from the Board at the Company�s Annual Meeting of Shareholders in January 2008. Arzbaecher commented, �Kathy has been a member of our Board since 2001. Since that time, Actuant has grown significantly, both in terms of internal growth and acquisitions. I am grateful for her dedication, integrity and leadership during this period of growth for Actuant and, speaking on behalf of the entire Board, we will miss her insight and passion for the business.� About Actuant Corp. Headquartered in Butler, Wis., Actuant Corp. (NYSE: ATU) -- http://www.actuant.com/-- is a diversified industrial company with operations in more than 30 countries including Australia, China, Italy, United Kingdom, Brazil, among others. The Actuant businesses are market leaders in highly engineered position and motion control systems and branded hydraulic and electrical tools and supplies. The company employs a workforce of more than 6,700 worldwide. * * * As reported in the Troubled Company Reporter-Latin America on June 6, 2007, Moody's Investors Service assigned a Ba2 (LGD3, 43%) rating to Actuant Corporation's USUS$250 million senior unsecured notes and affirmed the company's Ba2 Corporate Family Rating. Standard & Poor's Ratings Services assigned its 'BB-' rating to Actuant Corp.'s proposed USUS$250 million senior unsecured notes due 2017. The proceeds from the notes will be principally used to repay a portion of borrowings under the company's senior credit facility due 2009. AMERICAN TOWER: Third Qtr. Net Income Up to US$59.6 Mil. in 2007 ---------------------------------------------------------------- American Tower Corporation earned net income of US$59.6 million for the three months ended Sept. 30, 2007, compared to net income of US$3.4 million for the same period in 2006. Net income for the quarter ended Sept. 30, 2007, includes a US$41.7 million income tax benefit related to the realization of future usage of state net operating losses. Jim Taiclet, American Tower�s Chief Executive Officer stated, �Continued robust demand for tower space and diligent operational execution by our managers and employees enabled American Tower to deliver another quarter of double digit revenue and Adjusted EBITDA growth. We expect a strong finish for the year, as reflected in our increased 2007 guidance for tower revenue, and anticipate that the favorable leasing environment will extend through 2008. �Strategically, we still seek to add high quality assets to our portfolio while maintaining our track record of investment discipline, both in the US and in selected high growth markets abroad. At the same time, our generation of significant cash from operations and rising Adjusted EBITDA enables American Tower to continue our substantial share repurchase program.� Third Quarter 2007 Operating Highlights Total revenues increased 10% to US$367.6 million and rental and management segment revenues increased 10% to US$358.6 million. Rental and Management Segment Gross Margin increased 13% to US$278.3 million and services segment revenue and Gross Margin increased to US$9.0 million and US$4.1 million, respectively. Rental and management segment revenue and Gross Margin include approximately US$4.3 million and US$7.2 million, respectively, of one-time positive items, for the quarter ended Sept. 30, 2007. Total selling, general, administrative and development expense was US$49.0 million. The company�s selling, general, administrative and development expense for the quarter includes stock-based compensation expense of US$15.3 million and US$6.1 million of additional costs related to the review of the company�s historical stock option granting practices, related legal and governmental proceedings and other related costs. Including these costs related to the stock option review and the one-time positive items noted above, Adjusted EBITDA increased 14% to US$248.6 million and Adjusted EBITDA margin was 68%. Free Cash Flow was US$142.3 million, consisting of US$181.6 million of cash provided by operating activities, less US$39.4 million of payments for purchases of property and equipment and construction activities, including US$19.2 million of discretionary capital spending. The company completed the construction of 42 towers and the installation of 6 in-building systems during the quarter and spent approximately US$10.6 million on ground lease purchases. Stock Repurchase Program During the quarter ended Sept. 30, 2007, the company repurchased a total of 8.2 million shares of its Class A common stock for approximately US$339 million. As of Oct. 25, 2007, the company had repurchased pursuant to its publicly announced stock repurchase programs an aggregate of 46.8 million shares of its Class A common stock for approximately US$1,773 million since November 2005, which includes the repurchase of 2.9 million shares of its Class A common stock for approximately US$125 million during the period Oct. 1, 2007 to Oct. 25, 2007. The company expects to complete the remaining US$477 million of stock repurchases pursuant to its current US$1.5 billion stock repurchase program by the end of February 2008. International Expansion Update The company announced that Steven Marshall had joined the company as Executive Vice President, International Business Development. In this role, Mr. Marshall will be responsible for developing international business opportunities and will report directly to the Company�s Chief Executive Officer, Jim Taiclet. Jim Taiclet said, �Steve Marshall is a tremendous addition to our executive management team -- a truly unique talent, having both led a major multinational tower company and successfully driven significant business development initiatives during his career in all of the regions that we are exploring for possible expansion. I am truly excited to have Steve join our senior management team.� Mr. Marshall comes to American Tower from National Grid Plc, where he served in a number of leadership and business development positions since 1997. Between 2003 and 2007, Mr. Marshall was Chief Executive Officer, National Grid Wireless, where he led National Grid�s wireless tower infrastructure business in the United States and United Kingdom. In addition, during his tenure at National Grid, as well as at Costain Group Plc and Tootal Group Plc, he led operational and business development efforts in Latin America, India, Southeast Asia, Africa and the Middle East. About American Tower Headquartered in Boston, American Tower Corporation (NYSE: AMT) -- http://www.americantower.com/-- owns, operates and develops broadcast and wireless communications sites. American Tower owns and operates over 22,000 sites in the United States, Mexico and Brazil. Additionally, American Tower manages approximately 2,000 revenue producing rooftop and tower sites. * * * As reported in the Troubled Company Reporter-Latin America on Sept. 26, 2007, Fitch Ratings assigned a 'BB+' rating to American Tower Corporation's proposed ten-year US$250 million senior unsecured notes. Fitch also rated AMT's Issuer Default Rating at 'BB+'. Fitch said the rating outlook is stable. BASELL AF: S&P Holds BB- Corp. Credit Rating on Watch Negative -------------------------------------------------------------- Standard & Poor's Ratings Services' 'BB-' long-term corporate credit rating on Basell AF S.C.A. remains on CreditWatch with negative implications, where it was placed on June 26, 2007, following the company's announcement that it will acquire Lyondell Chemical Co. (BB-/Watch Neg/B-1) and its related entities Equistar Chemicals L.P. (BB-/Watch Neg/B-1) and Millennium Chemicals Inc. (B+/Watch Neg/--). "We plan to lower the corporate credit rating on Basell to 'B+' with a stable outlook on completion of the transaction, expected at about the end of the year, and on successful execution of the planned refinancing," said S&P's credit analyst Tobias Mock. "We will equalize the ratings on the other entities with those on Basell." Nevertheless, all ratings remain on CreditWatch negative for now, as the transaction is still subject to Lyondell shareholders' approval on Nov. 20, 2007, and there could be changes to the proposed financial structure (US$14.6 billion in term-loan and asset-backed facilities and US$8 billion in second-lien notes and senior unsecured debt), which could affect credit quality. "The expected downgrade reflects the substantial increase in financial debt following the acquisition, as it will be 100% debt financed and result in a highly leveraged structure at a mature stage in the petrochemical cycle," said Mr. Mock. S&P considers that the company's business risk following the acquisition will benefit from a better product and geographic mix. It will have a strong backward integration and cost structure for a Europe- and North America-based petrochemical producer, strengthened market positions in polyolefins, and is likely to benefit from sizable synergies. Nonetheless, the company remains highly sensitive to cyclical businesses, and the petrochemical cycle will remain a dominant factor in guiding the company's cash flow generation. Owing to new capacity from the Middle East and Asia, S&P expects operating rates for ethylene, polyethylene, and polypropylene to decline from 2009 and consider that the peak in the industry cycle has already passed. Furthermore, the refinery business, which follows a different supply-and-demand cycle, is also expected to weaken from the currently strong levels, and will therefore offer only a partial hedge in the downturn. Following completion of the merger with Lyondell, Basell plans to change its name to LyondellBasell Industries. The new company will have pro forma sales of about US$41 billion, making it the world's third-largest chemical company by sales. The company's new financial structure will have an estimated US$23.5 billion of unadjusted debt and a combined pro forma EBITDA of about US$5.2 billion, resulting in debt to EBITDA of about 4.5. About Basell Headquartered in The Netherlands, Basell AF SCA -- http://www.basell.com/-- is the producer of polypropylene and advanced polyolefins products, a leading supplier of polyethylene and catalysts, and a global leader in the development and licensing of polypropylene and polyethylene processes. The company, together with its joint ventures, has manufacturing facilities around the world and sells products in more than 120 countries. With research and development activities in Europe, North America and the Asia-Pacific region, Basell is continuing a technological heritage that dates back to the beginning of the polyolefins industry. In 2006, the company reported revenues of EUR10.5 billion and EBITDA of EUR1.1 billion. Basell has regional offices in Belgium, Germany, the United States, Brazil and Hong Kong, as well as sales offices in the major markets around the globe. BRA TRANSPORTES: Lays Off Workers Due to Financial Problems ----------------------------------------------------------- BRA (fka Brasil Rodo Aereo) Transportes Aereos, the third- biggest airline in Latin America's biggest economy, has temporarily stopped operations and purloughed about 1,100 employees as a result of financial difficulties, various reports say. The Financial Times recalls that it's only a year since Brazil's aviation industry faced the near-collapse of Varig, once the country's flag carrier. This latest development is expected to create further problems for aviation authorities and the airline industry as a whole, Reuters says. BRA Transpostes hopes that the suspension of its operations would be temporary as it seeks cash infusion from investors, Aero-News adds. It currenlty flies to 26 local and three international routes, with a 10-fleet comprised of Boeing 737s and 767s. Its current market share is at 4.6%. The country's aviation industry is already facing a crisis due to two fatal crashes this year that killed hundreds. As a result, flights were curbed, resulting to delays and cancellations. With BRA's flight suspensions, travelers will experience additional travel difficulties. Meanwhile, BRA's announcement has put Embraer in a difficult position. The beleaguered airline ordered in June 20 passenger jets for US$736 million as part of a business plan to capture a bigger market share, according to Dow Jones Newswires. Embraer, the biggest manufacturer of 120-seater commercial jets, said in a press statement that it is carefully following the matter as events unfold and "any developments, which may arise will not have a negative effect on delivery forecasts previously disclosed by the company." Based in Sao Pauolo, Brazil, BRA Transportes Aereos is a currently grounded low-fare airline with 26 domestic and three international routes. It started operations in 1999 as a domestic charter airline and transformed into a low-fare carrier in March 2006. BRA TRANSPORTES: CEO Humberto Folegatti Resigns ----------------------------------------------- Chief Executive Officer Humberto Folegatti has resigned from his post at BRA Transportes Aereos, which has currently suspended operations due to financial problems, according to a statement from the airline. Local reports say that the company's board of directors has been pushing him to resign. Humberto Folegatti and his brother Walter were the founders of the airline. According to Reuters, the Folegattis sold in December 2006 a 20% stake in the airline to a group of investors composed of: -- Goldman Sachs (GS.N: Quote, Profile, Research), -- Bank of America (BAC.N: Quote, Profile, Research), -- Gavea Investimentos, -- the hedge fund of former Brazilian central bank governor Arminio Fraga, -- Darby Investments, the firm founded by former U.S. Treasury Secretary Nicholas Brady. Based in Sao Pauolo, Brazil, BRA Transportes Aereos, due to financial difficulties, is a currently grounded low-fare airline with 26 domestic and three international routes. It started operations in 1999 as a domestic charter airline and transformed into a low-fare carrier in March 2006. DELPHI CORP: Wants to Use US$4.4-Bil. DIP Loan Until Sept. 2008 --------------------------------------------------------------- Delphi Corp. and its debtor-affiliates are seeking the approval of the U.S. Bankruptcy Court for the Southern District of New York to extend its US$4.5 billion bankruptcy loan for five months to June 28, 2008, with an option to further extend to Sept. 30, 2008, to give it more time to exit Chapter 11 protection after changing the terms of its reorganization plan. As reported in the Troubled Company Reporter on Jan. 9, 2007, the Debtors obtained U.S. Bankruptcy Judge Robert D. Drain's approval to enter into a postpetition financing facility with JPMorgan Chase Bank, N.A., the administrative agent for certain lenders. The DIP Facility, among other things, refinanced both the US$2 billion first amended DIP credit facility arranged by J.P. Morgan Securities Inc., Citigroup Global Markets, Inc., and Deutsche Bank Securities Inc. in Nov. 21, 2005, and the approximate US$2.5 billion outstanding on the US$2,825,000,000 credit facility obtained by the Debtors before the Petition Date. The DIP facility consists of: Tranche Commitment ------- ---------- A US$1.75 billion first priority revolving credit facility B US$250.00 million first priority term loan C US$2.50 billion second priority term loan The DIP Facility, on its current terms, matures on the date of the earlier of (i) Dec. 31, 2007 or (ii) the date of the substantial consummation of a reorganization plan that is confirmed pursuant to an order of the Court. John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois, tells the Court that the maturity date of the existing credit facility must be extended in light of the Debtors' timetable of emerging from bankruptcy by the end of the first quarter of 2008. Delphi had earlier planned to emerge from Chapter 11 by the end of 2007. The Debtors and the DIP Lenders have negotiated and entered into an amendment to DIP Credit Agreement. The key modifications achieved as a result of the amendments are: Current DIP Amended And Restated Credit Agreement DIP Credit Agreement ---------------- -------------------- Maturity Date Earlier of Earlier of (i) Dec. 31, 2007 and (i) June 30, 2008, with (ii) substantial option to further consummation of plan extend to Sept. 30, 2008 if Delphi pays an amount equal to 25 basis points of the Tranche A commitment, the Tranche B loan, and the Tranche C loan and (ii) substantial consummation of plan Add'l Interest Tranche A Prior to July 1, 2008 on JP Morgan's Borrowings: 1.50% Tranche A Alternate Tranche B Borrowings: 1.75% Rate Borrowings: 1.25% Tranche B Tranche C Borrowings: 1.75% Borrowings: 1.75% Tranche C Borrowings: 2.25% From & after July 1, 2008 Tranche A Borrowings: 2.00% Tranche B Borrowings: 2.00% Tranche C Borrowings: 2.50% Add'l Interest Tranche A Prior to July 1, 2008 on LIBOR Borrowings: 2.50% Tranche A Tranche B Borrowings: 2.75% Borrowings: 2.25% Tranche B Tranche C Borrowings: 2.75% Borrowings: 2.75% Tranche C Borrowings: 3.25% From & after July 1, 2008 Tranche A Borrowings: 3.00% Tranche B Borrowings: 3.00% Tranche C Borrowings: 3.50% Global EBITDAR For each rolling 12 For each rolling 12 Covenants fiscal month period fiscal month period ending on the last ending on the last day day of the months of the months Dec. 31, March 31, 2007 2007 through Aug. 31, through Nov. 30, 2007 2008 with a global with a global EBITDAR EBITDAR ranging from ranging from US$475 million to US$130 million to US$500 million US$375 million PBGC -- None-- DIP Lenders consent to Replacement consummation of Liens transactions authorized under DASHI Intercompany Transfer Order The proposed Amended and Restated DIP Credit Agreement contains fee provisions, including, among other things, certain commitment fees and letter of credit fees. Other fee provisions are contained in a separate fee letter, which the parties have agreed would be kept confidential. The fee letter will be provided, upon request, to counsel to the Statutory Committees and the U.S. Trustee and will be made available to the Court for review. The Debtors also propose that they be authorized, but not directed, to perform, and take all actions necessary to make, execute, and deliver the Amendment together with all other documentation executed in connection therewith and to pay the related fees. A copy of the form of Amendment to the DIP Facility is available for free at http://bankrupt.com/misc/Delphi_Amended_DIP_Facility DIP Lenders Consent to Intercompany Transfer As previously reported, the Debtors obtained the Court's approval (i) for Delphi Automotive Systems (Holding), Inc., to effectuate the transfer funds accumulated from certain of its global affiliates to Delphi Automotive Systems LLC; and (ii) use the proceeds of the transfer, subject to the requisite consent of the DIP Lenders. In connection with the intercompany transfer, the Debtors proposed to grant the U.S. Pension Benefit Guaranty Corp., on account of unpaid contributions to certain Delphi pension plans, adequate protection of its asserted interests in the form of replacement liens in the amount of US$255 million, upon certain DASHI assets already encumbered by the Current DIP Facility. As memorialized in the Amended and Restated DIP Credit Agreement, the DIP Lenders have consented to the Intercompany Transaction, including the use of proceeds and the granting of the replacement liens to the PBGC. In addition, -- In the event the Debtors accumulate any further funds from their global affiliates, the Debtors also negotiated a provision that should obviate the need for further consent by the DIP Lenders. Specifically, they agreed that the replacement liens, and any additional liens, granted to the PBGC will be permitted but subject to and subordinate to the liens granted to the Agent for the benefit of the DIP Lenders and the liens granted to any "Setoff Claimant" set forth in the DIP Order. -- In connection with their consent to the PBGC Liens, the DIP Lenders required clarification that the PBGC will be treated like all other subordinated secured creditors under the DIP Order. The Debtors also ask the Court to waive the 10-day stay period under Rule 6004(g) of the Federal Rules of Bankruptcy Procedure for the use, sale, or lease of property. By waiving the 10-day period, the Debtors will be able to consummate the Intercompany Transaction, thereby allowing them to immediately take advantage of the US$650 million intercompany transfer. By using these funds, the Debtors will be able, among other things, to reduce their interest expense on the Current DIP Facility. Mr. Butler asserts that approval of the Amendment will allow the Debtors to consummate the Intercompany Transaction, which, among other things, will provide a definitive source of liquidity on favorable terms to the Debtors and enable the Debtors to maximize efficiencies. About Delphi Corp. Headquartered in Troy, Michigan, Delphi Corporation (OTC: DPHIQ) -- http://www.delphi.com/-- is the single supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The company's technology and products are present in more than 75 million vehicles on the road worldwide. Delphi has regional headquarters in Japan, Brazil and France. The company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of Mar. 31, 2007, the Debtors' balance sheet showed US$11,446,000,000 in total assets and US$23,851,000,000 in total debts. The Debtors' exclusive plan-filing period expires on Dec. 31, 2007. On Sept. 6, 2007, the Debtors filed their Chapter 11 Plan of Reorganization and a Disclosure Statement explaining that Plan. (Delphi Bankruptcy News, Issue No. 94; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) EMI GROUP: Terra Firma Leads Strategic Review to Recover Equity --------------------------------------------------------------- Terra Firma Capital Partners Ltd. confirmed on Oct. 29, 2007, that it was leading a strategic review on EMI Group Plc, amidst reports that it will cut its interest in the company, The Scotsman reports. According to the report, Terra Firma wants to bring in outside investors to recover some of the equity placed as part of the GBP2.4 billion deal. EMI could face job cuts and a clamp down on costs as its private equity owner pursues to make savings, Scotsman relates. A spokesman for Terra Firma told the Scotsman that the review had been launched and was due to be completed by the end of the year. About Terra Firma Terra Firma is a leading European private equity firm, created in 2002 as the independent successor to the Principal Finance Group, a division of Nomura that was created in 1994. Terra Firma focuses on buyouts of large, asset-rich and complex businesses in need of operational and/or strategic change. Since its inception in 1994, Terra Firma has invested over EUR7 billion of equity and has completed transactions with an aggregate transaction value of over EUR30 billion. Terra Firma has offices in London and Frankfurt. About EMI Group Headquartered in London, United Kingdom, EMI Group PLC -- http://www.emigroup.com/-- is the world's largest independent music company, operating directly in 50 countries and with licensees in a further 20. The group has operations in Brazil, China, and Hungary. The group employs over 6,600 people. Revenues in 2005 were near EUR2 billion and operating profit generated was over EUR225 million. At March 31, 2006, EMI Group's consolidated balance sheet revealed GBP1.817 billion in total assets, GBP2.544 billion in total liabilities and GBP726.6 million in shareholders' deficit. The company issued two profit warnings since January 2007. &