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 Wednesday, November 14, 2007, Vol. 8, Issue 225 Headlines A R G E N T I N A ACTIVA COMERCIAL: Trustee Verifies Proofs of Claim Until Feb. 13 ALITALIA SPA: Bankruptcy Looms If Sale Fails, Says Minister ALITALIA SPA: Bid Filing Bar Date Moved to Nov. 20 ASOCIACION MUTUAL: Proofs of Claim Verification Is Until Feb. 5 BANCO DE GALICIA: Earns ARS7.5 Million in Third Quarter 2007 BALLY TECH: Licenses Certicom for Next-Generation Casino Systems CONSULTEX SA: Proofs of Claim Verification Deadline Is Feb. 11 DANA CORP: Gets Banks' Proposals for US$2-Billion Exit Financing DELTA AIR: Wants To Walk Away from Eight Leases DELTA AIR: Still in Talks To Settle Flight 5191 Lawsuits FARMINTER: Trustee Verifies Proofs of Claim Por Via Incidental FORD MOTOR: Defers Volvo Sale; Intends to Improve Performance FORD MOTOR: Anticipates Jaguar & Land Rover Sale Talks in 2008 FORD MOTOR: Primary Stakeholder in Auto Fuel Cell Cooperation GALVANI SA: Seeks for Reorganization Okay in Buenos Aires Court HECTOR ANDRES: Proofs of Claim Verification Ends on Dec. 27 LOGISTICA Y SERVICIOS: Claims Verification Deadline Is on Feb. 1 MAR PATAGONICO: Proofs of Claim Verification Is Until Feb. 25 MARCOS MARTINI: Reorganization Proceeding Concluded MEUCCI SRL: Trustee Verifies Proofs of Claim Until Nov. 23 SCALA DE ARGENTINA: Proofs of Claim Verification Ends on Feb. 8 SIMON CACHAN: Seeks for Reorganization Okay from Court STAR MED: Proofs of Claim Verification Deadline Is Feb. 18 TELECOM ARGENTINA: Reports ARS614 Mil. Net Income in Third Qtr. B A H A M A S HARRAH'S ENT: Unit Lowers Conversion Price of US$375MM Sr. Notes B R A Z I L AAR CORP: Signs Merger Agreement to Acquire Summa Technology AES TIETE: Reports US$141.1-Mil. Net Earnings in Third Quarter BANCO DO BRASIL: Reports Third Quarter Income of US$761 Million COMPANHIA ENERGETICA: Earns BRL50.9 Mln in Third Quarter of 2007 DELPHI CORP: Wants DIP Financing Maturity Date Extended DELPHI CORP: Wants to Enter Into US$6.8 Billion Exit Financing DELPHI CORP: Committee Says Disclosure Statement Is Inadequate DELPHI CORP: Senior Noteholders Balk at Disclosure Statement FIAT SPA: CEO Marchionne Confirms Talks with Daimler FIAT SPA: Turk Traktor Joint Venture Reaches 500,000 Unit Output FIDELITY NATIONAL: Completes US$5.3B Buy of Ceridian Corporation FORD MOTOR: Unit Earns US$334 Million in Third Quarter of 2007 FORD MOTOR: New Labor Pact Gets Massive UAW Votes of Approval GEOKINETICS INC: Posts US$1.5 Million Net Loss in Third Quarter HAYES LEMMERZ: Selling Automotive Brake to Brembo for US$58 Mil. JAPAN AIRLINES: To Begin JALCard Bidding in Mid-November TAM SA: Net Income Up 2.4% to BRL48.5 million in Third Quarter UTSTARCOM INC: Incurs US$55 Million Net Loss in Third Quarter NOVELIS INC: Reports US$13-Mln Net Income in 2007 Second Quarter * BRAZIL: Petroleo Brasileiro Acquiring 87.5% Stake in Nansei * BRAZIL: Petrobras Launching Production at New Platforms C A Y M A N I S L A N D S BOMBAY CO: DJM Realty To Dispose 335 Retail Store Leases in U.S. CABLE & WIRELESS: Working w/ Innovative on Data Security Service O'CONNOR EVT: Proofs of Claim Filing Is Until Nov. 29 O'CONNOR EUROPEAN: Proofs of Claim Filing Deadline Is Nov. 29 O'CONNOR GLOBAL: Proofs of Claim Filing Ends on Nov. 29 O'CONNOR GLOBAL FUNDAMENTAL: Claims Filing Deadline Is Nov. 29 O'CONNOR GLOBAL QUANTITATIVE: Claims Filing Ends on Nov. 29 UBS GLOBAL: Proofs of Claim Filing Deadline Is Nov. 29 UBS NEUTRAL: Proofs of Claim Filing Is Until Nov. 29 UBS NEUTRAL ALPHA: Proofs of Claim Filing Is Until Nov. 29 C H I L E CONSTELLATION BRANDS: Buys Fortune Brands' Wine Biz for US$885MM CONSTELLATION BRANDS: Fitch Affirms Post-Fortune Buyout Ratings M E X I C O ALERIS INT'L: Reports US$3.5 Million Net Income in Third Quarter BANCO AUTOFIN: Moody's Assigns Low B Currency Ratings BANCO INTERACCIONES: Moody's Puts Ba2 Rating on MXN700-Mln Notes DURA AUTOMOTIVE: Asks Firm to Detail Purchase of Clients' Bonds GRUPO SENDA: Net Income Up 258.4% to MXN47.4 Million in 3rd Qtr. HILLMAN COS: Announces Cash Distribution on Preferred Securities HIPOTECARIA SU: Terminates Cash Tender Offer of 8.50% Sr. Notes OPEN TEXT: S&P Affirms BB- Corp. Credit Rating w/ Stable Outlook RADIOSHACK CORP: Declares US$0.25 Per Common Share Dividend STERIGENICS INT'L: S&P Affirms & Removes Ratings from Neg. Watch VISTA GOLD: Posts US$2.2 Million Net Loss in Third Quarter 2007 P E R U CONNACHER OIL: High Leverage Cues Moody's to Affirm B1 Ratings IRON MOUNTAIN: High Debt Leverage Prompts S&P to Revise Outlook P U E R T O R I C O WERNER LADDER: Trustee Wants Removal Period Extended to Mar. 4 V E N E Z U E L A CHRYSLER LLC: Closing Sterling Heights Vehicle Testing Center CHRYSLER LLC: To Donate US$150,000 to NextEnergy's Fuel Testings PETROLEOS DE VENEZUELA: Hires 5,000 Ex-Private Firm Employees PETROLEOS DE VENEZUELA: Will Use Cameron's Subsea Equipment - - - - - ================= A R G E N T I N A ================= ACTIVA COMERCIAL: Trustee Verifies Proofs of Claim Until Feb. 13 ---------------------------------------------------------------- Ruben L. Kwasniewsky, the court-appointed trustee for Activa Comercial S.A.'s reorganization proceeding, verifies creditors' proofs of claim until Feb. 13, 2008. Mr. Kwasniewsky will present the validated claims in court as individual reports on March 27, 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 Activa Comercial 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 Activa Comercial's accounting and banking records will be submitted in court on June 24, 2008. Creditors will vote to ratify the completed settlement plan during the assembly on Dec. 1, 2008. The debtor can be reached at: Activa Comercial S.A. Soldado de la Independencia 1258 Buenos Aires, Argentina The trustee can be reached at: Ruben L. Kwasniewsky Montevideo 536 Buenos Aires, Argentina ALITALIA SPA: Bankruptcy Looms If Sale Fails, Says Minister ----------------------------------------------------------- Italian Transport Minister Alessandro Bianchi has warned that Alitalia S.p.A. may file for bankruptcy if the current attempt to sell the government's 49.9% stake fails, The Associated Press reports. "If we're not able to sell Alitalia in an acceptable manner within the next two to three months, we'd run the serious risk of bankruptcy," Mr. Bianchi told AP. AP notes that the remarks by Mr. Bianchi, whose ruling party had previously ruled out liquidating Alitalia, means that the carrier's bankruptcy could be the only option. As previously reported in the TCR-Europe, 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. Alitalia, however, has concluded that Cordata Baldassarre's bid is "no longer compatible" to its planned stake sale. TPG Capital, meanwhile, has informed it was unable to finalize an Italian-led consortium, but will continue to follow the developments of the sale. 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. ALITALIA SPA: Bid Filing Bar Date Moved to Nov. 20 -------------------------------------------------- Alitalia S.p.A. has moved the deadline for submission of binding offers for the Italian government's 49.9% stake in the national carrier to Nov. 20, 2007, Thomson Financial reports citing La Repubblica as its source. Trade union sources had told Thomson Financial that Alitalia had set a Nov. 16, 2007, deadline for the offers, which would be tackled by the carrier's board on Nov. 20, 2007. La Repubblica notes that with the deferment, Alitalia chairman Maurizio Prato may recommend to the Italian government the carrier's potential buyer by Nov. 30, 2007. Alitalia's board may also decide on the same day whether to enter exclusive sale talks with the chosen bidder, a trade union source told Thomson Financial. As previously reported in the TCR-Europe, 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. Alitalia, however, has concluded that Cordata Baldassarre's bid is "no longer compatible" to its planned stake sale. TPG Capital, meanwhile, has informed it was unable to finalize an Italian-led consortium, but will continue to follow the developments of the sale. 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. ASOCIACION MUTUAL: Proofs of Claim Verification Is Until Feb. 5 --------------------------------------------------------------- Roberto Eugenio Vogliotti, the court-appointed trustee for Asociacion Mutual Interservicios' bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 5, 2008. Mr. Vogliotti will present the validated claims in court as individual reports on March 18, 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 Asociacion Mutual 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 Asociacion Mutual's accounting and banking records will be submitted in court on April 29, 2008. Mr. Vogliotti is also in charge of administering Asociacion Mutual's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Roberto Eugenio Vogliotti Avenida Cordoba 1309 Buenos Aires, Argentina BANCO DE GALICIA: Earns ARS7.5 Million in Third Quarter 2007 ------------------------------------------------------------ Banco de Galicia told Business News Americas that its quarterly net income decreased 14.8% to ARS7.5 million in the third quarter 2007. According to Banco de Galicia's statement, its net adjusted profit increased 47.8% to ARS59.4 million in the third quarter 2007, from the same period last year. BNamericas relates that Banco de Galicia lost some ARS34.7 million from the amortization of deferred losses from amparo claims in the third quarter 2007. It also lost about ARS17.2 million from the adjustment to the valuation of public sector assets during the period. The report says that Banco Galicia's adjusted net operating income grew 60.3% to ARS448.9 million in the third quarter 2007, compared to the same period last year. Its net income from services rose 44.5% to ARS248 million. The net interest margin improved to 4.86% in this year's third quarter, from 1.21% in last year's third quarter. BNamericas notes that Banco de Galicia's loans to the private sector increased 39.9% to ARS11.6 billion as of Sept. 30, 2007, compared to the same time last year. According to BNamericas, Banco de Galicia's past-due loans as a percentage of private sector loans declined to 3.87% in September 2007, from 3.98% in September 2006. Banco de Galicia's deposits increased 23.2% to ARS12.5 billion - - equivalent to a 6.24% market share of total private sector deposits -- in the 12 months ended September 2007, compared to the same period last year, BNamericas states. Headquartered in Buenos Aires, Argentina, Banco de Galicia y Buenos Aires SA -- http://www.e-galicia.com/-- is an Argentinean private bank that is engaged in commercial banking, providing general banking services to large corporations, small and medium-sized companies, agricultural and cattle farms and individuals. The company controls an extensive and diverse network of subsidiaries, which include Banco Galicia Uruguay SA, Galicia Capital Markets SA, Galicia Factoring y Leasing SA, Agro Galicia SA, Galicia Administradora de Fondos SA, Galicia Valores SA, Galicia Warrants SA, Net Investments SA, Sudamericana Holding SA and Tarjetas Regionales SA. Through its subsidiaries the company offers accounting, investment and insurance services, loans, checks and debit and credit cards. It also finances the development of real estate, acts as a fiduciary and leases properties to interested parties. It operates over 400 branches across the country and provides e-banking services to customers via its Internet site. * * * As reported in the Troubled Company Reporter-Latin America on Feb. 23, 2007, Banco de Galicia y Buenos Aires' Obligaciones Negociables issued on Nov. 6, 2001, for the original amount of US$12 million was rated D by the Argentine arm of Standard & Poor's International Ratings. BALLY TECH: Licenses Certicom for Next-Generation Casino Systems ---------------------------------------------------------------- Bally Technologies, Inc. has licensed Certicom Corp.'s Game Guardian Server Based Gaming(TM) (SBG) security platform to protect its next-generation casino systems. Specifically, Bally Technologies will use Certicom's Game Guardian SBG Certificate Authority Server and Game Guardian SBG Client to enable secure, authenticated connections between applications, gaming machines and backend servers. The Game Guardian SBG platform will be integrated into Bally Technologies rapidly growing line of server-based gaming solutions, allowing the company to perform security operations and complex authentication demands in only a fraction of the time of other commonly-used security schemes. With Game Guardian, Bally Technologies can easily submit software upgrades to existing casinos without the undue burden of new hardware or entirely new infrastructure to deploy. Certicom's Game Guardian platform ensures the strongest level of security through leading-edge cryptography, including Elliptic Curve Cryptography. In 2005, the NSA recommended ECC as the public-key crypto-system to protect classified and unclassified government communications. Known as Suite B, these recommendations are part of an initiative to upgrade the security infrastructure of government communications to meet present and future security needs. ECC is used in a growing number of sectors ranging from networking, consumer electronics, wireless devices and semiconductors to government and financial services. Server based gaming is the next wave of casino technology that is gaining tremendous interest, offering users a much more dynamic and interactive gaming experience. Because it is centrally managed through a single console, casino owners can use a main computer to instantly control and connect all the machines on a casino floor, while tailoring each one to a player's preference. It offers players a way to play the games they want at any location without having to switch machines. It also saves casino owners money on personnel and staffing costs. "Bally Technologies prides itself on being a leading innovator in the next generation of gaming systems. As the gaming industry migrates toward networked-based systems and GSA- protocol standards, network security becomes an ever-increasing concern," said Bally Technologies' Vice President of Advanced Product Development, Robert Crowder. "We are pleased to partner with Certicom, utilizing Game Guardian security algorithms to protect the sensitive data moving through casino-floor networks and gaming machines." Certicom's Game Guardian SBG Certificate Authority Server is a turnkey product that provides sub-root certificate authority services for Bally Technologies' entire casino operator network. The Certificate Authority Server issues digital certificates used to create digital signatures and public-private key pairs. It guarantees that the individual granted the unique certificate is who he or she claims to be, so that users and relying parties can trust the information in Certicom's certificates. The Game Guardian Certificate Authority Server is a highly customized and high performance Gaming Certificate Authority 'end-to-end' security solution, which also follows the rigorous security standards set out by the Gaming Regulatory Agencies worldwide. "We are pleased that Bally Technologies has selected our Game Guardian security platform as it rolls out its next generation casino gaming systems," said Certicom President and Chief Executive Officer Bernard W. Crotty. "The capabilities in our Game Guardian platform will enable a complete new gaming experience and our secure protocols allow casinos everywhere to take advantage of all the benefits associated with server-based gaming, for instance, increased efficiency to changing games on the fly for customers. Game Guardian has the potential to become the gold standard of security in the gaming industry." About Certicom Certicom -- http://www.certicom.com-- protects the value of content, applications and devices with government-approved security. Adopted by the National Security Agency (NSA) for government communications, Elliptic Curve Cryptography (ECC) provides the most security per bit of any known public-key scheme. As the global leader in ECC, Certicom security offerings are currently licensed to more than 300 customers including General Dynamics, Motorola, Oracle, Research In Motion and Unisys. Founded in 1985, Certicom's corporate offices are in Mississauga, Ontario, Canada with worldwide sales and marketing headquarters in Reston, Virginia and offices in the U.S., Canada, Europe and China. About Bally Technologies Inc. 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. CONSULTEX SA: Proofs of Claim Verification Deadline Is Feb. 11 -------------------------------------------------------------- Carlos Daniel Brezinski, the court-appointed trustee for Consultex S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 11, 2008. Mr. Brezinski will present the validated claims in court as individual reports on March 24, 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 Consultex 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 Consultex's accounting and banking records will be submitted in court on May 6, 2008. Mr. Brezinski is also in charge of administering Consultex's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Carlos Daniel Brezinski Lambare 1140 Buenos Aires, Argentina DANA CORP: Gets Banks' Proposals for US$2-Billion Exit Financing ---------------------------------------------------------------- Dana Corp. and its debtor-affiliates have received proposals from 10 financial institutions in connection with the exit financing contemplated in their joint plan of reorganization and the bankruptcy court-approved Disclosure Statement. The Debtors are seeking a US$2 billion loan to exit Chapter 11 by the end of 2007. Dana has sought permission from the U.S. Bankruptcy Court for the Southern District of New York to enter into and perform under a commitment letter and a fee letter, which allows the payment of commitment fees and reimbursement of out-of-pocket expenses. Dana, however, has yet to identify the lenders or financial institutions that will syndicate or provide the loan. Corinne Ball, Esq., at Jones Day, in New York, told the Court that the Debtors, with the assistance of Miller Buckfire & Co., LLC, and AlixPartners, LLP, their financial advisors, are still in the process of selecting and negotiating the optimal financing package from proposals submitted by more than 10 financial institutions. "The Debtors need to proceed expeditiously to stay on target to emerge from chapter 11 by the end of 2007 and anticipate that they will be in a position to file the Commitment Letter with the Court on or about November 16, 2007," Ms. Ball says. The Debtors have asked the Court to hold a hearing on Nov. 28, 2007, to consider approval of the Commitment Letter. Objections are due Nov. 21, 2007, at 4:00 p.m. The Debtors said that in any event, they will file the Commitment Letter with the Court at least three business days prior to the scheduled hearing. According to Ms. Ball, the Commitment Documents will contain customary terms and conditions found in similar types of financing, and will generally provide for an Exit Facility consisting of: (a) Up to US$2 billion senior credit facility, which will consist of: -- US$650 million asset-based revolving credit facility with a sublimit for letters of credit to be determined; and -- US$1.35 billion term loan. (b) Maturity is expected to be between five to seven years. (c) The collateral securing the exit facility is substantially all of the Debtors' assets, including a pledge of 65% of the stock of each of the Debtors' foreign subsidiaries. (d) The interest rate and fees are still to be negotiated but will be consistent with market rates used in similar financing type. (e) The Exit Facility will contain affirmative and negative covenants, representations and warranties and events of default customary for similar types of financings. (f) The Revolver will be undrawn at closing. The proceeds of the Term Loan will be used at closing to repay existing claims against the Debtors pursuant to the Plan, including repaying in full the DIP Credit Agreement, and any excess proceeds will remain on the balance sheet of the Reorganized Debtors. About Dana Corporation Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/--designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. Dana has facilities in China in the Asia-Pacific, Argentina in the Latin American regions and Italy in Europe. The company and its affiliates filed for chapter 11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Aug. 31, 2007 the Debtors listed US$6,878,000,000 in total assets and US$7,551,000,000 in total debts resulting in a total shareholders' deficit of US$673,000,000. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors filed their Joint Plan of Reorganization on Aug. 31, 2007. On Oct. 23, 2007, the Court approved the adequacy of the Disclosure Statement explaining their Plan. The Court has set Dec. 10, 2007, to consider confirmation of the Plan. (Dana Corporation Bankruptcy News, Issue No. 60; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELTA AIR: Wants To Walk Away from Eight Leases ----------------------------------------------- Delta Air Lines, Inc., and its debtor affiliates inform the U.S. Bankruptcy Court for the and parties-in-interest that they intend to reject certain lease agreements relating to aircraft bearing Tail Nos. N716CA, N785CA, N796CA, N178DN, N180DN, N181DN, N681DA and N682DA. The aircraft agreements include various participation agreements, lease agreements, trust indentures, security agreements, and tax indemnity agreements with U.S. Bank Trust National Association, First Union National Bank, Wells Fargo Equipment Finance, Inc., First Security Bank of New Mexico, National Association, as owner participant, U.S. Bank Trust National Association, State Street Bank and Trust Company, Export Development Corporation, Comair, Inc., Wells Fargo Equipment Finance, Inc., Cranford Aircraft Commercial Leasing Corporation, Wells Fargo Bank Northwest, Nations Bank of South Carolina, Bank of New York, AT&T Credit Corporation, Trust Company Bank, Nations Bank of Georgia, Walt Disney Pictures and Television, ABN AMRO Bank N.V., and Atlanta Agency, Mandarin-1 Corporation, Mandarin-2 Corporation and Credit Suisse Leasing 92A, L.P. 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. (Delta Bankruptcy News, Issue No. 83; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) DELTA AIR: Still in Talks To Settle Flight 5191 Lawsuits -------------------------------------------------------- Delta Air Lines and its wholly owned subsidiary Comair continue to pursue settlement negotiations of lawsuits filed arising out of the crash of Comair Flight 5191 in 2006. In a regulatory filing with the U.S. Securities and Exchange Commission dated April 27, 2007, Edward H. Bastian, executive vice president and chief financial officer, disclosed that Delta and Comair entered into a settlement wherein one case was dismissed with prejudice. The filing did not provide details about the case. In addition, Mr. Bastian related, Comair has filed an action in the U.S. District Court for the Eastern District of Kentucky against the United States (based on the actions of the Federal Aviation Administration), the Lexington Airport Board and certain other Lexington airport defendants, seeking to apportion potential liability for damages arising from the accident among all responsible parties. Comair Flight 5191 crashed on Aug. 27, 2006, shortly after take- off in a field near the Blue Grass Airport in Lexington, Kentucky. All 47 passengers and two members of the flight crew died in the accident. The third crew member survived with severe injuries. Lawsuits arising out of the accident have been filed against, Comair, on behalf of at least 38 of the passengers, including a number of lawsuits that also name Delta as a defendant. Additional lawsuits are anticipated, Mr. Bastian said. These lawsuits, which are in preliminary stages, generally assert claims for wrongful death and related personal injuries, and seek unspecified damages, including punitive damages in most cases. According to Mr. Bastian, all but four of the lawsuits filed to date have been filed either in the U.S. District Court for the Eastern District of Kentucky, or in state court in Fayette County, Kentucky. One lawsuit has been filed in the U.S. District Court for the Northern District of New York, one lawsuit has been filed in state court in Broward County, Florida and two lawsuits have been filed in the U.S. District Court for the District of Kansas. The federal court in New York has ordered the case filed there to be transferred to the federal court in Kentucky. Delta's motion is pending in federal court in Florida to transfer the case filed in Florida to the federal court in Kentucky. "We are also seeking to transfer the lawsuits filed in Kansas to the federal court in Kentucky," Mr. Bastian said. Those matters pending in the Eastern District of Kentucky have been consolidated as "In Re Air Crash at Lexington, Kentucky, Aug. 27, 2006, Master File No. 5:06-CV-316." (Corporate Litigation Reporter, June 8, 2007) As of Oct. 30, 2007, settlements have been reached with the families of 15 of the 47 passengers. Lawsuits are still pending in the U.S. District Court for the Eastern District of Kentucky and in state court in Fayette County, Kentucky. The FAA, named as a third-party defendant in the passenger actions by Comair, has removed all the cases pending in state court to federal court. The settled cases have been dismissed with prejudice. Comair has also filed third party complaints against Lexington Airport Board and certain other Lexington airport defendants in each of the pending passenger lawsuits. These actions seek to apportion liability for damages arising from this accident among all responsible parties. During 2006, the Company recorded a long-term liability with a corresponding long-term receivable from its insurance carriers relating to the Comair Flight 5191 accident. 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. (Delta Bankruptcy News, Issue No. 83; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000) FARMINTER: Trustee Verifies Proofs of Claim Por Via Incidental -------------------------------------------------------------- The court-appointed trustee for Farminter S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim por via incidental. The trustee will present the validated claims in court as individual reports. 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 Farminter and its creditors. Infobae didn't state the name of the trustee and the deadline for the submission of individual reports. 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 Farminter's accounting and banking records will be submitted in court on March 19, 2008. The trustee is also in charge of administering Farminter's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Farminter SA Avenida Santa Fe 1531 Buenos Aires, Argentina FORD MOTOR: Defers Volvo Sale; Intends to Improve Performance ------------------------------------------------------------- Ford Motor Company has been conducting a strategic review of Swedish unit Volvo, a Premier Automotive Group brand, and has developed a plan. The first priority of the plan is to improve financial performance at Volvo. The plan also includes: * enhancing Volvo's position as a global producer of premium vehicles; * establishing appropriate business arrangements between Volvo and Ford-brand operations to allow Volvo to operate on a more stand-alone basis in the absence of the PAG structure; and, * continuing to achieve synergies between Ford-brand operations and Volvo in areas such as product development and purchasing. The Premier Automotive Group, which includes Volvo, Jaguar and Land Rover brands, reported a pre-tax loss of US$97 million for the third quarter, compared with a pre-tax loss of US$508 million for the same period in 2006. The third-quarter 2007 result reflected a loss at Volvo, partially offset by a small profit at the combined Jaguar and Land Rover operation. The year-over-year improvement was primarily explained by cost reductions across all brands, including the non-recurrence of adverse 2006 adjustments to warranty reserves. Higher volumes and higher net pricing were partially offset by the effect of the continued weakening of the U.S. dollar against key European currencies. Third-quarter 2007 revenue was US$7.4 billion, compared with US$6.5 billion a year ago. "Our third quarter performance is very encouraging," Ford President and Chief Executive Officer Alan Mulally said. "We can see our plan taking hold with significant improvement continuing in our core Automotive operations. We remain committed to executing the four priorities of our plan -- restructuring the business to operate profitably, accelerating the development of new products that our customers want and value, funding our plan and improving our balance sheet, and working even more effectively together as one Ford team, leveraging our global assets." As reported in the Troubled Company Reporter on July 17, 2007, citing the Wall Street Journal, Ford was mulling over the sale of its Volvo unit in an effort to boost U.S. operations. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin American regions, including Argentina and Brazil. * * * As reported in the Troubled Company Reporter-Latin America on Nov. 7, 2007, Standard & Poor's Ratings Services said its 'B' long-term corporate credit rating on Ford Motor Co. and Ford Motor Credit Co. remains on CreditWatch with positive implications, following the agreement between Ford and the United Auto Workers of a new labor contract. The ratings were placed on CreditWatch on Sept. 26, 2007, based on S&P's belief that Ford would reach a deal similar to the one General Motors Corp. reached with the UAW on that date. Ford's 'B-3' short- term rating was not on CreditWatch. FORD MOTOR: Anticipates Jaguar & Land Rover Sale Talks in 2008 -------------------------------------------------------------- Ford Motor Company continues to explore in greater detail the potential sale of its Premier Automotive Group brands, Jaguar and Land Rover, with interested parties and anticipates these discussions will culminate in an agreement no later than early next year. As reported in the Troubled Company Reporter on June 13, 2007, the company employed help from investment banks including Goldman Sachs, HSBC and Morgan Stanley to explore the sale of its Jaguar and Land Rover brands. The partnership of private equity firm Apollo Management LP and Indian automaker Mahindra & Mahindra Ltd. is considering the acquisition of Ford's Jaguar and Land Rover units, the Sunday Times said without naming sources. John Hutton, the U.K. secretary of state for business and enterprise will assess the bidders' offering pitch. The Financial Times previously reported that Terra Firma Capital Partners Limited joined the bid for Ford's Jaguar and Land Rover brands as Guy Hands, Terra's head, requested for Ford's sale documents and started to accomplish due diligence for the bid. Citing Reuters, the TCR further names the four suitors as Ripplewood Holdings LLC, Tata Motors Limited, TPG Capital L.P. also known as Texas Pacific Group, and One Equity Partners, but these firms are yet to complete the due diligence. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin American regions, including Argentina and Brazil. * * * As reported in the Troubled Company Reporter-Latin America on Nov. 7, 2007, Standard & Poor's Ratings Services said its 'B' long-term corporate credit rating on Ford Motor Co. and Ford Motor Credit Co. remains on CreditWatch with positive implications, following the agreement between Ford and the United Auto Workers of a new labor contract. The ratings were placed on CreditWatch on Sept. 26, 2007, based on S&P's belief that Ford would reach a deal similar to the one General Motors Corp. reached with the UAW on that date. Ford's 'B-3' short- term rating was not on CreditWatch. FORD MOTOR: Primary Stakeholder in Auto Fuel Cell Cooperation ------------------------------------------------------------- Ford Motor Company and Daimler AG are forming a new, privately- held company that will focus on automotive fuel cell technology and allow the two automakers to further expand their global leading position in fuel cell technology. With a share of 50.1%, Daimler AG will be the majority stakeholder in the new company, Automotive Fuel Cell Cooperation. Ford Motor Company will hold a 30% stake and Ballard Power Systems the remaining stake of 19.9% in AFCC. "We have identified the future fields of activity and key technologies for zero-emission mobility and we are investing specifically in expanding our competencies in these fields," Dr. Thomas Weber, member of the Board of Management of Daimler AG with responsibility for Group Research as well as for Development within Mercedes-Benz Cars, said. "Our majority stake and partnership with Ford in Automotive Fuel Cell Cooperation is a logical step in this direction." "The fuel cell remains one of the most viable solutions to develop a sustainable, zero-emissions vehicle," Dr. Gerhard Schmidt, Ford vice president for Research and Advanced Engineering, said. "The creation of the Automotive Fuel Cell Cooperation is an investment in our future. Fuel cells are the technology of the future and we are happy to be working with a great partner like Daimler to advance this technology. Through this partnership, we will work even harder to make fuel cell technology even more reliable and affordable for the future." The creation of AFCC will allow Daimler and Ford to concentrate on automotive fuel cell technology while Ballard will emphasize their future efforts on the marketing of non-automotive fuel cell applications. "Automotive Fuel Cell Cooperation will orient its activities even more intensively to the specific requirements we make on fuel cell stacks," Prof. Dr. Herbert Kohler, Vice President with responsibility for Advanced Vehicle and Powertrain Engineering and Chief Environmental Officer of the Daimler Group, said. "With the newly founded company, we strengthen our leading position in the field of fuel cell technology and go full steam ahead in our preparations for the series production of fuel cell cars." Automotive Fuel Cell Cooperation will be managed by Daimler and Ford with their collective 80.1% stake in the new company, while Ballard will hold the remaining stake of 19.9%. In return, Daimler AG and Ford will retransfer their total stake in Ballard. The new company will employ approximately 150 people. Fuel Cells at Daimler AG A pioneer in fuel cell technology, Daimler introduced the world's first fuel cell vehicle in 1994. Today, the company has more than 100 fuel cell vehicles on the road accumulating more than 3.7 million kilometers (2.3 million miles) in everyday operation with customers to date. Fuel Cells Part of a Broader Effort at Ford Ford currently has a fleet of 30 hydrogen-powered Focus fuel cell vehicles on the road as part of a worldwide, seven-city program to conduct real world testing of fuel cell technology. The 30-car fleet has accumulated more than 965,000 kilometers (600,000 miles) since its inception in 2005. Ford also is conducting tests with the world's first plug-in hybrid electric vehicle, the Ford Edge with HySeries Drive. The Ford Edge with HySeries Drive uses a series electric drivetrain with an onboard hydrogen fuel cell generator to give the vehicle a range of 225 miles with zero emissions. Ford currently offers gasoline-electric hybrids including the Escape Hybrid and Mercury Mariner Hybrid. The company will begin production of hybrid versions of the Ford Fusion and Mercury Milan in 2008. About Daimler AG Stuttgart, Germany-based, Daimler AG -- http://www.daimler.com/ -- supplies premium passenger cars as well as the world's largest manufacturer of commercial vehicles. With its strong brands and its comprehensive portfolio of automobiles from compact cars to heavy-duty engine trucks, Daimler, with 271,486 employees, is active in nearly all countries in the world. About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin American regions, including Argentina and Brazil. * * * As reported in the Troubled Company Reporter-Latin America on Nov. 7, 2007, Standard & Poor's Ratings Services said its 'B' long-term corporate credit rating on Ford Motor Co. and Ford Motor Credit Co. remains on CreditWatch with positive implications, following the agreement between Ford and the United Auto Workers of a new labor contract. The ratings were placed on CreditWatch on Sept. 26, 2007, based on S&P's belief that Ford would reach a deal similar to the one General Motors Corp. reached with the UAW on that date. Ford's 'B-3' short- term rating was not on CreditWatch. GALVANI SA: Seeks for Reorganization Okay in Buenos Aires Court --------------------------------------------------------------- Galvani S.A. has requested for reorganization approval after failing to pay its liabilities. The reorganization petition, once approved by the court, will allow Galvani to negotiate a settlement with its creditors in order to avoid a straight liquidation. The case is pending in the National Commercial Court of First Instance in Buenos Aires. The debtor can be reached at: Galvani S.A. Lavalle 1747 Buenos Aires, Argentina HECTOR ANDRES: Proofs of Claim Verification Ends on Dec. 27 ----------------------------------------------------------- Elsa Ester Andrade, the court-appointed trustee for Hector Andres Garcia S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Dec. 27, 2007. Ms. Andrade will present the validated claims in court as individual reports. 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 Hector Andres 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 Hector Andres' accounting and banking records will be submitted in court. Infobae didn't state the reports submission deadlines. Mr. Andrade is also in charge of administering Hector Andres' assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Elsa Ester Andrade Avenida Callao 449 Buenos Aires, Argentina LOGISTICA Y SERVICIOS: Claims Verification Deadline Is on Feb. 1 ---------------------------------------------------------------- Roque Alberto Pepe, the court-appointed trustee for Logistica y Servicios S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 1, 2008. Mr. Pepe will present the validated claims in court as individual reports on March 14, 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 Logistica y Servicios 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 Logistica y Servicios' accounting and banking records will be submitted in court on April 25, 2008. Mr. Pepe is also in charge of administering Logistica y Servicios' assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Roque Alberto Pepe Avenida Argentina 5785 Buenos Aires, Argentina MAR PATAGONICO: Proofs of Claim Verification Is Until Feb. 25 ------------------------------------------------------------- Maria Elena Cappelletti, the court-appointed trustee for Mar Patagonico S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 25, 2008. Ms. Cappelletti will present the validated claims in court as individual reports on April 7, 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 Mar Patagonico 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 Mar Patagonico's accounting and banking records will be submitted in court on May 20, 2008. Ms. Cappelletti is also in charge of administering Mar Patagonico's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Maria Elena Cappelletti Pedro Goyena 1674 Buenos Aires, Argentina MARCOS MARTINI: Reorganization Proceeding Concluded --------------------------------------------------- Marcos Martini S.A.'s reorganization proceeding has ended. Data published by Infobae on its Web site indicated that the process was concluded after the National Commercial Court of First Instance in Moron, Buenos Aires, approved the debt agreement signed between the company and its creditors. The debtor can be reached at: Marcos Martini S.A. Luis Pasteur 2874 Castelar Partido de Moron Argentina MEUCCI SRL: Trustee Verifies Proofs of Claim Until Nov. 23 ---------------------------------------------------------- Justa Ester Rostom, Edgardo Jose Marzo y Sergio Argiutua, the court-appointed trustee for Meucci S.R.L.'s reorganization proceeding, verifies creditors' proofs of claim until Nov. 23, 2007. The trustee will present the validated claims in court as individual reports on Feb. 8, 2008. The National Commercial Court of First Instance in Parana, Entre Rios, 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 Meucci 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 Meucci's accounting and banking records will be submitted in court on March 21, 2008. Creditors will vote to ratify the completed settlement plan during the assembly on Aug. 21, 2008. The debtor can be reached at: Meucci S.R.L. Concesion 102, Colonia Nueva de Villa Urquiza Departamento Parana, Entre Rios Argentina The trustee can be reached at: Justa Ester Rostom, Edgardo Jose Marzo y Sergio Argiutua Presidente Peron 709, Parana Entre Rios, Argentina SCALA DE ARGENTINA: Proofs of Claim Verification Ends on Feb. 8 --------------------------------------------------------------- Liliana Cecilia Bozzano, the court-appointed trustee for Scala de Argentina S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 8, 2008. Ms. Bozzano will present the validated claims in court as individual reports on March 21, 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 Scala de Argentina 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 Scala de Argentina's accounting and banking records will be submitted in court on May 5, 2008. Ms. Bozzano is also in charge of administering Scala de Argentina's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Liliana Cecilia Bozzano Viamonte 1446 Buenos Aires, Argentina SIMON CACHAN: Seeks for Reorganization Okay from Court ------------------------------------------------------ Simon Cachan S.A. has requested for reorganization approval after failing to pay its liabilities. The reorganization petition, once approved by the court, will allow Simon Cachan to negotiate a settlement with its creditors in order to avoid a straight liquidation. The case is pending in the National Commercial Court of First Instance in Buenos Aires. The debtor can be reached at: Simon Cachan S.A. Beron de Astrada 2694 Buenos Aires, Argentina STAR MED: Proofs of Claim Verification Deadline Is Feb. 18 ---------------------------------------------------------- Roberto Jose Gaztelu, the court-appointed trustee for Star Med S.A.'s bankruptcy proceeding, verifies creditors' proofs of claim until Feb. 18, 2008. Mr. Gaztelu 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 Star Med 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 Star Med's accounting and banking records will be submitted in court on May 13, 2008. Mr. Gaztelu is also in charge of administering Star Med's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Roberto Jose Gaztelu Uruguay 660 Buenos Aires, Argentina TELECOM ARGENTINA: Reports ARS614 Mil. Net Income in Third Qtr. --------------------------------------------------------------- Telecom Argentina has announced a net income of ARS614 million for the nine-month period ended Sept. 30, 2007. -- The Telecom Argentina Group maintained an important expansion of its business in the nine-month period ended Sept. 30, 2007. Consolidated revenues grew 24% vs. the nine-month period ended Sept. 30, 2006, totalling ARS6,515 million. Revenues generated by the Cellular and Internet & Data Transmission businesses increased 37% and 19%, respectively. -- The Cellular customer base reached 11.7 million (+35%), broadband subscribers totalled 677,000 (+81%), while fixed lines in service increased 3% to 4.2 million. -- Operating Profit before Depreciation and Amortization reached ARS2,252 million (+30% vs. the nine-month period ended Sept. 30, 2006), equivalent to 35% of net revenues. Operating Profit increased by 78%, totalling ARS1,201 million. -- Net Income reached ARS614 million, which includes results for discontinued operations by ARS102 million. -- Net Debt declined to ARS2,516 million (-ARS1.261 million vs. September, 2006), primarily as a result of the cash flow generated by operations. The ratio of Net Debt to OPBDA declined from 1.6 as of the end of the nine-month period ended Sept. 30, 2006, to 0.8. During the nine-month period ended Sept. 30, 2007, Consolidated Net Revenues increased 24% (+ARS1,273 million vs. the nine-month period ended Sept. 30, 2006) to ARS6,515 million, mainly fuelled by the cellular and broadband businesses. Moreover, OPBDA increased by 30% (+ARS522 million) to ARS2,252 million (35% of Consolidated Net Revenues, +200 bps). Company Activities Net Revenues The evolution in Consolidated Net Revenues by reportable segment was: Voice, Data Transmission & Internet Revenues generated by these services amounted to ARS2,420 million, +8% vs. the nine-month period ended Sept. 30, 2006. Voice Total Revenues for this service reached ARS1,910 million (+5%). Monthly Charges and Supplementary Services increased by ARS22 million or 4%, to ARS555 million, as lines in service grew by 2%. Revenues generated by traffic (Local Measured Service, Domestic Long Distance and International Telephony) totalled ARS905 million, with an increase of 4% vs. the nine-month period ended Sept. 30, 2006. Interconnection revenues amounted to ARS273 million (+20%), mainly fuelled by higher cellular traffic. Other & Public Telephony Other revenues reached ARS177 million, decreasing by 7% mainly due to the decline in traffic. Internet and Data Transmission Mainly due to the increase in broadband connections, Internet continues to deliver revenue growth to the wireline business. During the nine-month period ended Sept. 30, 2007, revenues from this business grew 22% vs. the nine-month period ended Sept. 30, 2006, to ARS384 million. Moreover, Telecom's ADSL subscribers reached 677,000 (+302,000 or +81% vs. the nine-month period ended Sept. 30, 2006). Therefore, lines with ADSL connection accounted for approximately 16% of Telecom's lines in service. Telecom confirms its market approach, based on delivering higher velocity solutions, allowing its customers to access increasingly complex multimedia content as well as new value- added services. Telecom Argentina recently announced a significant improvement of its Broadband portfolio, by automatically upgrading its Arnet 640 K customers to Arnet 1 Mb product with no additional charge. In addition, Telecom launched the Arnet 20 Mb product, the fastest connection available in the Argentine market. Revenues generated by Data transmission amounted to ARS126 million, (+12% vs. the nine-month period ended Sept. 30, 2006). The company continues to work actively in the corporate accounts, public sector and the SME segment, positioning itself as an integrated provider of communications and connectivity solutions. Cellular Telephony The Cellular Telephony business generated revenues of ARS4,095 million in the nine-month period ended Sept. 30, 2007. Telecom Personal in Argentina As of Sept. 30, 2007, Personal's subscribers reached 10.2 million (+2.5 million or +32% vs. the nine-month period ended Sept. 30, 2006). Approximately 67% of the overall subscriber base was prepaid and 33% was postpaid. By the end of the nine-month period ended Sept. 30, 2007, subscribers with GSM technology represented 96% of the total subscriber base. Total voice traffic increased by 33% vs. the nine-month period ended Sept. 30, 2006, while outgoing SMS traffic increased from an average of 508 million messages per month to an average of 839 million (+65%). Moreover, the Average Monthly Revenue per User (ARPU) remained stable at ARS38, when compared to the nine-month period ended Sept. 30, 2006. Value-Added Services accounted for 27% of ARPU. Revenues totalled ARS3,799 million (+ARS1,051 million or +38% vs. the nine-month period ended Sept. 30, 2006). Service revenues increased by 43%, while handset sales grew 9% in the period, totalling ARS401 million. Reconfirming its strong focus on technological innovation, Personal continued the expansion of its 3G services to Cordoba and Rosario cities, therefore becoming the first 3G operation outside Buenos Aires. In terms of products and services, should be mentioned the launch of "Servicio de Localizacion Movil", a business application developed for sales forces, and "Navegador Personal", incorporating satellite navigation facilities into existing BlackBerry services. In addition, Personal is the first Latin American operator to provide international roaming in 3G. Finally, Personal continued to expand its commercial network, by inaugurating the country's largest customer care center in Cordoba. Nucleo Personal's controlled subsidiary that operates in Paraguay, generated revenues equivalent to ARS296 million (+21% vs. the nine-month period ended Sept. 30, 2006). By the end of the quarter, the subscriber base reached approximately 1.5 million, +58% vs. the nine-month period ended Sept. 30, 2006. Prepaid and Postpaid customers represented 89% and 11%, respectively, while GSM subscribers represented 85% of the overall subscriber base. Consolidated Operating Costs The Cost of Services Provided, Administrative Expenses and Selling Expenses totaled ARS5,314 million in the nine-month period ended Sept. 30, 2007, which represents an increase of ARS747 million or +16% vs. the nine-month period ended Sept. 30, 2006, with these breakdown: -- Salaries and Social Security Contributions: ARS712 million (+18%), affected by wage adjustments and a minor headcount increase in the cellular business. -- Taxes: ARS467 million (+23%), in line with the general evolution of the business. -- Agents and Prepaid Card Commissions: US$508 million, (+39%), due to the expansion in terms of subscribers and traffic. -- Advertising: ARS199 million (+38%), to support commercial activity in cellular and internet. -- Cost of cellular handsets: increased to ARS597 million (-9%) as a consequence of fewer handset sales, in the context of an increasingly penetrated market and decreased in the migration process of TDMA to GSM handsets. -- TLRD and Roaming: ARS544 million (+44%) due to increased traffic among cellular operators. -- Depreciation of Fixed and Intangible Assets: ARS1,051 million, stable when compared to the nine-month period ended Sept. 30, 2006. Telecom Argentina totalled ARS626 million and Telecom Personal US$425 million (-13% y +26%) respectively. Consolidated Financial and Holding Results Financial and Holding Results resulted in a loss of ARS323 million, as compared to the ARS413 million loss registered in the nine-month period ended Sept. 30, 2006. This improvement is mainly due to lower net interest expenses by ARS138 million. Net Debt As of Sept. 30, 2007, Net Debt (Loans before the effect of NPV valuation, minus Cash, Banks, Current Investments and Other credits derived from derivative Investments) amounted to ARS2,516 million, a reduction of ARS1.261 million as compared to Sept. 2006. Interest accrued on the company's debt totalled ARS227 million. During October 2007 Telecom Argentina performed a prepayment on its outstanding Notes equivalent to the remaining 26% of the mandatory amortization scheduled for April, 2010 and 73.6% of the mandatory amortization scheduled for October, 2010. Consolidated Capital Expenditures A total amount of ARS981 million invested in fixed and intangibles assets was allocated to the cellular business (ARS426 million) and the Voice, Data and Internet businesses (ARS555 million). Main Capex projects in the Voice, Data and Internet Businesses relates to the expansion of ADSL services and the upgrade of the network for services of a new generation, while in the cellular business improvement of the network (capacity, coverage and 3G), and the launch of new and innovative value added services were areas of focus. Commercial Initiatives In concern with the massive market, the company lounged for the first time in the country, the SMS (Short Message Service) for fixed lines, performance that showed the beginning of some innovations that Telecom would offer to its residential clients and which would change the way of communicating at home. Telecom is the parent company of a leading telecommunications group in Argentina, where it offers directly or through its controlled subsidiaries local and long distance fixed-line telephony, cellular, data transmission and Internet services, among others services. Additionally, through a controlled subsidiary, the Telecom Group offers cellular services in Paraguay. The company commenced operations on Nov. 8, 1990, upon the Argentine government's transfer of the telecommunications system in the northern region of Argentina. Nortel Inversora S.A., which acquired the majority of the company from the Argentine government, holds 54.74% of Telecom's common stock. Nortel is a holding company where the common stock (approximately 68% of capital stock) is owned by Sofora Telecomunicaciones S.A.. Additionally, Nortel capital stock is comprised of preferred shares that are held by minority shareholders. As of Sept. 30, 2007, Telecom had 984,380,978 shares outstanding. (*) Employee Stock Ownership Program For more information, please contact the Financial Planning & Investor Relations Department: Pedro Insussarry Mariano Martire Gaston Urbina Ruth Fuhrmann 54-11-4968-3743 54-11-4968-3718 54-11-4968-6236 54-11-4968-4448 Voice Mail: 54-11-4968-3628 Fax: 54-11-4313-5842 E-mail: relinver@ta.telecom.com.ar For information about Telecom Group services, visit: http://www.personal.com.ar http://www.personal.com.py http://www.arnet.com.ar About Telecom Argentina Headquartered in Buenos Aires, Telecom Argentina S.A. -- http://www.telecom.com.ar/index-flash.html-- is the fixed-line operator for local and long-distance services in northern and southern Argentina. It also provides cellular and PCS phone services in Argentina, as well as in Paraguay through a 68% stake in Nocleo. France Telecom formerly controlled the company through its Nortel Inversora venture with Telecom Italia. France Telecom sold most of its stake in 2003 to the Werthein Group, an Argentine agricultural concern owned in part by vice chairman Gerardo Werthein. Nortel continues to be Telecom Argentina's largest shareholder with a 55% stake. Nortel is owned by Sofora, a consortium owned by Telecom Italia (50%), the Werthein Group (48%), and France Telecom (2%). * * * As reported on Oct. 11, 2006, Standard & Poor's Ratings Services raised Telecom Argentina S.A.'s counterparty credit rating to B+/Stable/ from B/Stable following the upgrade of the Republic of Argentina to 'B+' from 'B'. ============= B A H A M A S ============= HARRAH'S ENT: Unit Lowers Conversion Price of US$375MM Sr. Notes ---------------------------------------------------------------- Harrah's Operating Company Inc., a subsidiary of Harrah's Entertainment Inc., has adjusted the conversion price under its outstanding US$375 million Floating Rate Contingent Convertible Senior Notes due 2024, to US$65.24 from US$65.54, subject to further adjustment as provided for in the governing indenture. The adjustment has been made pursuant to the terms of the indenture as a result of the cash dividend of US$0.40 per share of Harrah's Entertainment common stock that was declared on Oct. 29, 2007, and which will be payable Nov. 21, 2007, to Harrah's Entertainment stockholders of record as of the close of business on Nov 8, 2007. Headquartered in Las Vegas, Nevada, Harrah's Entertainment Inc. (NYSE: HET) -- http://www.harrahs.com/-- has grown through development of new properties, expansions and acquisitions, and now owns or manages casino resorts on four continents and hosts over 100 million visitors per year. The company's properties operate under the Harrah's, Caesars and Horseshoe brand names; Harrah's also owns the London Clubs International family of casinos and the World Series of Poker. Harrah's also owns the London Clubs International family of casinos. In January, it signed a joint venture agreement with Baha Mar Resorts Ltd. to operate a resort in Bahamas. * * * Harrah's Entertainment Inc. continues to carry Standard & Poor's "BB" long term foreign and local issuer credit ratings, which were placed in December 2006. =========== B R A Z I L =========== AAR CORP: Signs Merger Agreement to Acquire Summa Technology ------------------------------------------------------------ AAR CORP. has signed a definitive merger agreement to acquire Summa Technology, Inc., a provider of high-end sub-systems and precision machining, fabrication, welding, engineering and test services to both commercial and government customers. Summa Technology will operate as part of AAR's Structures and Systems segment. The consummation of the merger agreement remains subject to Summa stockholders' approval, the expiration of the Hart-Scott- Rodino anti-trust waiting period and other customary conditions. The company expects the merger will be completed before the end of November. Stifel Nicolaus served as financial advisor to Summa in connection with the merger agreement. About Summa Founded in 1987, Summa Technology, Inc. is headquartered in Huntsville, Alabama with additional facilities in Cullman, Alabama and Lebanon, Kentucky, totaling over 420,000 square feet of manufacturing space. About AAR Corp. AAR Corp. (NYSE: AIR) -- http://www.aarcorp.com/-- provides products and value-added services to the worldwide aviation/aerospace industry. With facilities and sales locations around the world, AAR uses its close-to-the-customer business model to serve airline and defense customers through Aviation Supply Chain; Maintenance, Repair and Overhaul; Structures and Systems and Aircraft Sales and Leasing. In Asia Pacific, the company has offices in Singapore, China, Japan and Australia. In Latin America, the company has a sales office in Rio de Janeiro, Brazil. * * * As reported on Oct. 18, 2006, Standard & Poor's Ratings Services upgraded AAR Corp.'s corporate credit rating from 'BB-' to 'BB'. S&P said the outlook is stable. As reported on Dec. 5, 2006, that Moody's upgraded AAR's corporate family rating and senior notes to Ba3 from B1, in response to improving financial performance resulting from the strong commercial and defense aviation supply and repair environment. Moody's said the ratings outlook is stable. AES TIETE: Reports US$141.1-Mil. Net Earnings in Third Quarter -------------------------------------------------------------- AES Tiete S.A. has announced its results for the third quarter of 2007. AES Tiete's Chief Financial Officer and Investor Relations Director, Alexandre Innecco comments: "In the third quarter of 2007, the Company posted EBITDA of BRL276.7 million and net earnings of BRL141.1 million. The stability in relation to the results for the same period of the previous year mainly stemmed from the balance between the increase in net revenues resulting from the higher volume of energy sold in the CCEE/MRE and the rise in the transmission charge (TUSDgeneration)." The distribution of the entire net income for the quarter -- BRL141.1 million -- in the form of dividends was approved by the AES Tiete Board of Directors on Nov. 12, 2007, reinforcing the practice of compensating the shareholders that has been applied by the company since 2006. In a subsequent event, AES Tiete commemorated obtaining, in October 2007, approval from the United Nations of its Clean Development Methodology. The proposal, a pioneering effort in the world, will permit reforesting 5,700 km of bordering lands. This effort crowns the environmentally sustainable practices of AES Tiete over the past few years. About AES Tiete AES Tiete SA (Bovespa: GETI3 and GETI4; OTC: AESAY and AESYY) is controlled by the Brasiliana holding company, which is a joint venture between US-based AES Corp. and Brazil's National Development Bank aka BNDES. It is a ten-dam hydroelectric generating company located in the State of Sao Paulo, Brazil. The company has been granted the right to operate the dams pursuant to a 30-year concession agreement. * * * In August 2006, Moody's Investors Service upgraded the foreign currency rating for the senior secured certificates due 2016 issued by Tiete Certificates Grantor Trust to B1 from B3. The rating outlook is stable. This rating action concludes the review that was initiated on Jan. 17, 2006. BANCO DO BRASIL: Reports Third Quarter Income of US$761 Million --------------------------------------------------------------- Banco do Brasil SA, Latin America's largest bank, reported US$761 million (BRL1.36 billion) of net income for the third quarter, compared to the BRL907 million net income of the same period last year, Bloomberg News reports, citing a filing with the Comision Valores Nacional. The company attributed the increase to record low interest rates and high crop prices. The bank's biggest borrowers are farmers, who are benefiting from high sugar cane prices spurred by ethanol demands, the same report adds. Agribusiness lending grew 20%. According to Bloomberg, Banco do Brasil posted one-time loss of BRL218 million in the third quarter, including costs related to an early retirement program designed to cut staff costs. Banco do Brasil's credit portfolio rose 27% in the quarter from a year earlier to BRL150.2 billion. Individual loans increased 27%, while corporate lending rose 34%. The bank reported total assets of BRL342.4 billion from BRL281.6 billion in September 2006, Bloomberg says. About Banco do Brasil Banco do Brasil is Brazil's federal bank and is the largest in Latin America with some 20 million clients and over 7,000 points of sale (3,200 branches) in Brazil, and 34 offices and partnerships in 26 other countries. In addition to its traditional retail banking services, Banco do Brasil underwrites and sells bonds, conducts asset trading, offers investors portfolio management services, conducts financial securities advising, and provides market analysis and research. As reported on May 22, 2007, Standard & Poor's Ratings Services raised its long-term foreign currency counterparty credit rating on Brazilian government-related entity Banco do Brasil to 'BB+' from 'BB', after Brazil's foreign currency sovereign credit rating was upgraded to BB+. COMPANHIA ENERGETICA: Earns BRL50.9 Mln in Third Quarter of 2007 ---------------------------------------------------------------- Companhia Energetica de Sao Paulo, aka CESP, has announced its results for the third quarter of 2007. The financial and operating information herein is presented pursuant to Brazilian Corporate Law and comparisons are with the same period of 2006, except where otherwise indicated. Highlights * CESP's Net Income totaled BRL50.9 million in the third quarter of 2007, against a loss of BRL23.1 million in the same period of the previous year. * Adjusted EBITDA reached BRL395.6 million in the third quarter of 2007. * Energy Sales came to BRL679.9 million this quarter. * Net Operating Revenue stood at BRL567.0 million. * Revenue from Services totaled BRL229.5 million, a decrease of 9.1% compared to the third quarter of 2006, due to the increase in the provision for credit withholding under the Extraordinary Tariff Recomposition scheme and operational contingencies. * Net Debt decreased by 4.1% to BRL6.3 billion from BRL6.6 billion in the second quarter of 2007. * The Financial Result was negative BRL246.5 million, versus the third quarter of 2006, due mainly to the Real appreciation against the US Dollar. About CESP Headquartered in Sao Paulo, Brazil, Companhia Energetica de Sao Paulo (BOVESPA: CESP3, CESP5 and CESP6) is the country's third largest power generator, majority owned by the State of Sao Paulo. CESP operates 6 hydroelectric plants with total installed capacity of 7,456 MW and reported net revenues of BRL1,983 million in the last twelve months through Sept. 30, 2006. * * * As reported in the Troubled Company Reporter-Latin America on Oct. 10, 2007, Standard & Poor's Ratings Services has raised its ratings on electricity generator Companhia Energetica de Sao Paulo, including its corporate credit rating to 'B' from 'B-'. At the same time, S&P raised its Brazil national scale ratings on CESP to 'brBBB-' from 'brBB'. S&P said the outlook remains positive on both scales. DELPHI CORP: Wants DIP Financing Maturity Date Extended ------------------------------------------------------- Delphi Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to extend its US$4,500,000,000 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. The Debtors had previously obtained Judge 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$2,000,000,000 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$2,500,000,000 outstanding on the US$2,825,000,000 credit facility obtained by the Debtors prior to filing for bankruptcy. The DIP facility consists of: Tranche Commitment ------- ---------- A US$1,750,000,000 first priority revolving credit facility B US$250,000,000 first priority term loan C US$2,500,000,000 second priority term loan The DIP Facility, on its current terms, matures on the date of the earlier of (i) December 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$475,000,000 to US$130,000,000 to US$500,000,000 US$375,000,000 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: 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$255,000,000 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$650,000,000 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. 95; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELPHI CORP: Wants to Enter Into US$6.8 Billion Exit Financing -------------------------------------------------------------- Delphi Corp. and its debtor-affiliates seek the U.S. Bankruptcy Court for the Southern District of New York's permission to enter into engagement and fee letters in connection with exit financing arrangements to be organized by JPMorgan Securities Inc., JPMorgan Chase Bank, N.A., and Citigroup Global Markets Inc. Exit financing is a necessary and integral component of the Debtors' strategy for emergence from Chapter 11, John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois, relates. The Debtors, Mr. Butler says, need to enter into exit financing arrangements to: (a) satisfy certain claims arising in connection with the existing DIP financing; (b) make other payments required under the proposed Joint Plan of Reorganization; and (c) fund the Debtors' post-reorganization operations. To ensure that exit financing arrangements are in place upon their emergence from Chapter 11, the Debtors have obtained an engagement letter from JPMorgan and Citigroup. JPMorgan and Citigroup have agreed to assemble a syndicate of lenders to provide the Debtors with exit financing arrangements, Mr. Butler tells the Court. The Exit Financing Arrangements consists primarily of these facilities: (a) a US$1,600,000,000 senior secured first lien asset-based revolving credit facility; (b) a US$3,700,000,000 senior secured first-lien term facility; and (c) a US$1,500,000,000 senior secured second-lien term facility, of which up to US$750,000,000 will be in the form of a note issued to General Motors Corp. in connection with the distributions contemplated under the Plan. The Debtors, Mr. Butler relates, will negotiate and enter into definitive credit documents with respect to the Exit Financing Arrangements as soon as practicable. The Exit Lenders' obligation to fund the Exit Financing Arrangements under the definitive documents will be contingent upon, among other things, confirmation of the Plan, he clarifies. As consideration for their commitments and agreements, the Debtors propose to pay JPMorgan and Citigroup certain nonrefundable fees and reimburse certain expenses pursuant to a fee letter. The Debtors have also agreed to indemnify JPMorgan and Citigroup in certain circumstances and subject to certain conditions. Mr. Butler notes that the payment of certain fees or expenses may be required prior to the Debtors' emergence from Chapter 11. No amount, however, will be payable upon entry of the proposed order granting the Debtors' request, he assures the Court. Moreover, no fees will be payable prior to JPMorgan and Citigroup having completed syndication and the Debtors having agreed to the terms of definitive documents. In the event the transactions contemplated in the Engagement Letter are not completed, the Debtors will not be obligated to reimburse the JPMorgan and Citigroup for expenses in excess of US$500,000, Mr. Butler adds. The Debtors' entry into the Exit Financing Arrangements, Mr. Butler points out, is a condition to the effectiveness of the Plan. The Debtors, he avers, have conducted an expansive and thorough investigation of available exit financing alternatives and have eventually determined that the offer presented by JPMorgan and Citigroup is the best one. Redacted Engagement Letter The Debtors subsequently obtained the Court's permission to file the Engagement Letter in redacted form and the Fee Letter under seal. A redacted version of the Engagement Letter among the Debtors, JPMorgan and Citigroup is available for free at: http://ResearchArchives.com/t/s?2533 Judge Drain directs the Debtors to serve unredacted copies of the Engagement Letter and Fee Letter solely on (i) the U.S. Trustee; (ii) counsel to the Statutory Committees; and (iii) other parties as deemed appropriate by the Court. The Engagement and Fee Letters contain highly sensitive and confidential terms in connection with the relationship among the Debtors, JPMorgan, and Citigroup, including terms related to pricing, fees, and prepayment premium, if any, Mr. Butler explains. He points out that because the Engagement Letter provides for a "best efforts" standard for JPMorgan and Citigroup rather than a firm commitment to provide the Exit Financing Arrangements on particular terms, full public disclosure of the Engagement Letter could prejudice the Debtors' ability to negotiate its terms with potential members of the Syndicate Lenders that JPMorgan and Citigroup will endeavor to assemble. 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. 95; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELPHI CORP: Committee Says Disclosure Statement Is Inadequate -------------------------------------------------------------- The Official Committee of Unsecured Creditors asks the U.S. Bankruptcy Court for the Southern District of New York to deny approval of the Disclosure Statement explaining Delphi Corporation and its debtor-affiliates' Joint Chapter 11 Plan of Reorganization. As reported in yesterday's Troubled Company Reporter, the Court agreed to continue until Nov. 29 the hearing to consider the adequacy of the Disclosure Statement at the request of the Debtors and the Official Committee of Equity Security Holders. The Committee argues that the Disclosure Statement fails to provide adequate information concerning matters that are important to the Debtors' creditors in their e