/raid1/www/Hosts/bankrupt/TCRLA_Public/071121.mbx
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
Monday, November 21, 2007, Vol. 8, Issue 231
Headlines
A R G E N T I N A
ALITALIA SPA: Implements Organizational Changes
ASOCIACION MUTUAL: Proofs of Claim Verification Ends on Feb. 5
DANA CORP: Gets Court Approval to Settle 7,500 Asbestos Claims
NOSSE BOX: Trustee Verifies Proofs of Claim Until Feb. 1, 2008
ORGANIZACION MEDICA: Claims Verification Deadline Is Feb. 29
QUINTO SA: Proofs of Claim Verification Deadline Is Feb. 6
REPES SA: Proofs of Claim Verification Deadline Is March 19
SALUD OCUPACIONAL: Proofs of Claim Verification Ends on Dec. 27
B A H A M A S
HARRAH'S ENTERTAINMENT: Illinois Gaming Board Okays Acquisition
B E R M U D A
BT LOOKSMART: Proofs of Claim Filing Ends on Nov. 30
CHEVRONTEXACO NORTH: Proofs of Claim Filing Deadline Is Nov. 30
CM CONTINENT: Proofs of Claim Filing Deadline Is Nov. 30
KENT EQUITY: Proofs of Claim Filing Deadline Is Nov. 29
KENT MASTER: Proofs of Claim Filing Ends on Nov. 29
MAN MAC: Proofs of Claim Filing Is Until Nov. 30
NORDIC TRADING: Proofs of Claim Filing Ends on Nov. 28
QCH ACQUISITION: Proofs of Claim Filing Deadline Is Nov. 30
B R A Z I L
BANCO BMG: Denies Initial Public Offering & Sale Talks
BANCO INDUSTRIAL: Will Lease Operations in 2008
BANCO NACIONAL: Grants BRL1-Billion Financing to Furnas
DELPHI CORP: Reaches Agreement with Investors on Plan Amendments
FORD MOTOR: Names Tata, Mahindra & One Equity as Final Bidders
JAPAN AIRLINES: To Increase Int'l Fuel Surcharge for 1st Quarter
KRATON POLYMERS: Moody's Affirms B1 Corporate Family Rating
SANYO ELECTRIC: To Invest JPY210 Bil. in Two Profitable Units
SANYO ELECTRIC: Lead in Microwave Cues BAIC to Order Recall
SUN MICROSYSTEMS: Partners with Zeus Tech to Offer Traffic Mgmt.
TOWER AUTOMOTIVE: Reaches Settlement Resolving Michigan's Claim
* BRAZIL: Petrobras Inks Pact with Marubeni for NatGas Supply
* BRAZIL: Says It Won't Limit Sale of Blocks Near Tupi
C A Y M A N I S L A N D S
ARSENAL INVESTMENTS: Proofs of Claim Filing Ends on Nov. 30
BEAR STEARNS: Foreign Reps. File Opening Appellant Brief
BEAR STEARNS: Massachusetts Files Admin. Complaint Against BSAM
BROOKINVEST HOLDINGS: Proofs of Claim Filing Deadline Is Nov. 30
CABLE & WIRELESS: Unveils Management Changes at Int'l Business
CABLE & WIRELESS: Earns GBP134 Mln in Six Months Ended Sept. 30
GROPO LTD: Proofs of Claim Filing Is Until Nov. 30
HIGHLAND SPECIAL: Proofs of Claim Filing Is Until Nov. 30
ICP ADVISER: Proofs of Claim Filing Deadline Is Nov. 30
PARMALAT SPA: Could Get EUR3.1 Billion from Claims Settlement
PARMALAT SPA: Italian Prosecutors Pursue BofA Link Evidence
SOUTH AFRICA: Proofs of Claim Filing Deadline Is Nov. 30
THAILAND INT'L: Sets Final Shareholders Meeting for Nov. 30
C H I L E
BELL MICRO: Has Until Jan. 31 to Comply with Nasdaq Requirement
GERDAU SA: Acquires Quanex for US$1.67 Billion
GERDAU SA: Makes Offer for Employee's Stake in Units
SCIENTIFIC GAMES: Completes Buy of 50% Stake in Guard Libang
C O L O M B I A
DOLE FOOD: Has to Pay US$2.5 Million in Punitive Damages
C O S T A R I C A
ARMSTRONG HOLDINGS: Commences Asset Distribution on December 12
D O M I N I C A N R E P U B L I C
PRC LLC: Moody's Lowers Corp. Family Rating to Caa1 from B3
E L S A L V A D O R
AES CORP: Moody's LGD Point Estimate Revision Won't Affect Rtgs.
G U A T E M A L A
MILLICOM INT'L: CEO Marc Beuls Selling 100,000 Ordinary Shares
G U Y A N A
FLOWSERVE CORP: Selling Rail Business-Related Assets to Vossloh
M E X I C O
ACXIOM CORP: Acquires MKTG; Expands SMB Marketing Capabilities
ADVANCED MICRO: Secures US$622-Mln Investment from Mubadala Unit
COTT CORP: Moody's Downgrades Corp. Family Rating to B1 from Ba3
DUERR AG: Earns EUR5.7 Million for Nine Months Ended Sept. 30
DURA AUTOMOTIVE: U.S. Trustee Objects to Chapter 11 Plan
DURA AUTOMOTIVE: Noteholders Support U.S. Trustee's Objections
DURA AUTOMOTIVE: Second Lien Group Objects to Chapter 11 Plan
GRUPO TMM: Javier Segovia to Quit as President Effective Dec. 1
MOVIE GALLERY: Won't be Able to File Plan Before November 27
MOVIE GALLERY: Delays Form 10-Q Filing for Qtr. Ended Sept. 30
MOVIE GALLERY: Gets Final Okay on US$150-Mln Goldman Sachs Loan
REMY WORLDWIDE: Bankruptcy Court Approves CVC Settlement Pact
REMY WORLDWIDE: Can Assume Caterpillar Inventory Agreement
SR TELECOM: Files for Creditor Protection under CCAA
N I C A R A G U A
XEROX CORP: Declares US$0.0425 Per Share Quarterly Dividend
XEROX CORP: Solid Position Prompts Moody's to Lift Ratings
P E R U
COMVERSE TECH: Consolidates Management Structure with Affiliate
PERRY ELLIS: Earns US$8.5 Million in Third Quarter Ended Oct. 31
* PERU: Strong Loan Growth Cues Moody's To Put Stable Outlook
P U E R T O R I C O
ADVANCED MEDICAL: Names Richard Meier as President
MYLAN INC: Closes Sale of 55,640,000 Preferred & Common Shares
T R I N I D A D & T O B A G O
MIRANT CORP: To Return US$4.6 Bln in Excess Cash to Stockholders
V E N E Z U E L A
CHRYSLER LLC: Officially Seals New Labor Agreement with UAW
PETROLEOS DE VENEZUELA: Gov't To Spend US$10B To Raise Output
* IDB & EC Inks Deal to Improve Economic Devt. in Latin America
- - - - -
=================
A R G E N T I N A
=================
ALITALIA SPA: Implements Organizational Changes
-----------------------------------------------
Alitalia S.p.A. has approved these organizational changes:
-- the Business & Corporate Coordination department, headed
by Giancarlo Schisano, is eliminated;
-- a new Passenger & Cargo Division, headed by Mr. Schisano,
has been set up reporting directly to the President,
dealing with Purchasing & Supply Management, Marketing &
Business Strategies, Sales & Distribution, Production,
and Cargo, which report directly to the new division.
-- the Administration, Finance & Control department, headed
by Vittorio Mazza, will now report directly to the
President again;
-- Giancarlo Zeni, who previously headed Marketing & Business
Strategies, is leaving the Company; and
-- Andrea Stolfa, who previously headed Planning &
Development as part of the Production Division, becomes
head of Marketing & Business Strategies.
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.
Italian Transport Minister Alessandro Bianchi has warned that
Alitalia may file for bankruptcy if the current attempt to sell
the government's 49.9% stake fails.
ASOCIACION MUTUAL: Proofs of Claim Verification Ends on Feb. 5
--------------------------------------------------------------
Roberto 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. The National Commercial Court of First
Instance No. 20 in Buenos Aires, with the assistance of Clerk
No. 41, 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.
La Nacion didn't state the reports submission deadlines.
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 debtor can be reached at:
Asociacion Mutual Interservicios
Bynon 6980
Buenos Aires, Argentina
The trustee can be reached at:
Roberto Vogliotti
Cordoba 1309
Buenos Aires, Argentina
DANA CORP: Gets Court Approval to Settle 7,500 Asbestos Claims
--------------------------------------------------------------
Dana Corp. and its debtor-affiliates obtained the U.S.
Bankruptcy Court for the Southern District of New York's
permission to enter into settlement agreements with Asbestos
personal injury claimants.
The settlements, which would cost the Debtors US$2,000,000 and
partially reimbursed by insurers, would result to the dismissal
of 7,500 Asbestos claims filed by tort attorneys Robert Peirce &
Associates; The Lanier Law Firm; Goldenberg, Miller, Heller &
Anotognoli; and Bevan & Associates.
According to toledoblade.com, Judge Burton Lifland said the
decision "resolves a very large number of claims" and opens the
door for other claimants to seek similar settlements.
The Debtors are facing 150,000 asbestos-related personal injury
claims as of June 30, 2007. The Debtors have been named
defendants in a number of lawsuits related to the Debtors' sale
of certain automotive gaskets containing asbestos in an
encapsulated form and the alleged exposure of people to asbestos
as a consequence of contact with these gaskets.
The settlement agreements, among other things, require the
Asbestos Personal Injury Claimants to provide medical
documentation of their illnesses, and evidence of their exposure
to asbestos-containing products manufactures, sold, or
distributed by Dana, according to Corinne Ball, Esq., at Jones
Day, in New York, on behalf of the Debtors. She added that the
claimants must also submit release to qualify for payment of
their asbestos personal injury claims.
The Court overruled an objection filed by an ad hoc committee of
asbestos personal injury claimants. The group, represented by
Douglas T. Tabachnik, Esq., at the Law Offices of Douglas T.
Tabachnik, in Freehold, New Jersey, and Sander L. Esserman,
Esq., at Stutzman, Bromberg, Esserman & Plifka, in Dallas,
Texas, complained that the Settlement Agreements provide
potentially different, more favorable treatment for the asbestos
personal injury claims that are being settled pre-confirmation
than the treatment afforded other asbestos personal injury
claims, although those claims are classified in the same class
under Dana's plan of reorganization. The ad hoc committee also
asked the Debtors to shed light with respect to the settlements
reached by some of its members with the Dana, which settlements
remain unfunded and unpaid.
Dana's third amended Joint Plan of Reorganization and the Court-
approved Disclosure Statement provide that Class 3 - Asbestos
Personal Injury Claims will be reinstated on the Plan's
effective date.
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 USUS$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. 61;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
NOSSE BOX: Trustee Verifies Proofs of Claim Until Feb. 1, 2008
--------------------------------------------------------------
Fernando Luis Greco, the court-appointed trustee for Nosse Box
S.R.L.'s reorganization proceeding, verifies creditors' proofs
of claim until Feb. 1, 2008.
Mr. Greco 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 Nosse Box 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 Nosse Box's
accounting and banking records will be submitted in court on
May 2, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly on Nov. 25, 2008.
The debtor can be reached at:
Nosse Box S.R.L.
Almirante Segui 1251
Buenos Aires, Argentina
The trustee can be reached at:
Fernando Luis Greco
Arenales 2365
Buenos Aires, Argentina
ORGANIZACION MEDICA: Claims Verification Deadline Is Feb. 29
------------------------------------------------------------
Norberto Volpe, the court-appointed trustee for Organizacion
Medica Sanahed SA's bankruptcy proceeding, verifies creditors'
proofs of claim until Feb. 29, 2008.
Mr. Volpe will present the validated claims in court as
individual reports. The National Commercial Court of First
Instance No. 22 in Buenos Aires, with the assistance of Clerk
No. 44, 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 Organizacion Medica 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 Organizacion Medica's
accounting and banking records will be submitted in court.
La Nacion didn't state the reports submission deadlines.
Mr. Volpe is also in charge of administering Organizacion
Medica's assets under court supervision and will take part in
their disposal to the extent established by law.
The debtor can be reached at:
Organizacion Medica Sanahed SA
Pueyrredon 210
Buenos Aires, Argentina
The trustee can be reached at:
Norberto Volpe
Maipu 859
Buenos Aires, Argentina
QUINTO SA: Proofs of Claim Verification Deadline Is Feb. 6
----------------------------------------------------------
Jose Larrory, the court-appointed trustee for Quinto SA's
bankruptcy proceeding, verifies creditors' proofs of claim until
Feb. 6, 2008.
Mr. Larrory will present the validated claims in court as
individual reports. The National Commercial Court of First
Instance No. 25 in Buenos Aires, with the assistance of Clerk
No. 49, 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 Quinto 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 Quinto's accounting
and banking records will be submitted in court.
La Nacion didn't state the reports submission deadlines.
Mr. Larrory is also in charge of administering Quinto's assets
under court supervision and will take part in their disposal to
the extent established by law.
The debtor can be reached at:
Quinto SA
Belgrano 225
Buenos Aires, Argentina
The trustee can be reached at:
Jose Larrory
Rodriguez Pena 231
Buenos Aires, Argentina
REPES SA: Proofs of Claim Verification Deadline Is March 19
-----------------------------------------------------------
Jose Luis Cicocciopo, the court-appointed trustee for Repes
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until March 19, 2008.
Mr. Cicocciopo will present the validated claims in court as
individual reports on May 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 Repes 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 Repes' accounting and
banking records will be submitted in court on June 18, 2008.
Mr. Cicocciopo is also in charge of administering Repes' assets
under court supervision and will take part in their disposal to
the extent established by law.
The trustee can be reached at:
Jose Luis Cicocciopo
Vidal 3375
Buenos Aires, Argentina
SALUD OCUPACIONAL: Proofs of Claim Verification Ends on Dec. 27
---------------------------------------------------------------
Oscar Luis Olguin, the court-appointed trustee for Salud
Ocupacional Sur S.R.L.'s reorganization proceeding, verifies
creditors' proofs of claim until Dec. 27, 2007.
Mr. Olguin will present the validated claims in court as
individual reports on March 12, 2008. The National Commercial
Court of First Instance in Quilmes, 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 Salud Ocupacional 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 Salud Ocupacional's
accounting and banking records will be submitted in court on
April 24, 2008.
The debtor can be reached at:
Salud Ocupacional Sur S.R.L.
Avenida San Martin 596, Bernal, Partido de Quilmes
Buenos Aires, Argentina
The trustee can be reached at:
Oscar Luis Olguin
Moreno 525, Quilmes
Buenos Aires, Argentina
=============
B A H A M A S
=============
HARRAH'S ENTERTAINMENT: Illinois Gaming Board Okays Acquisition
---------------------------------------------------------------
Harrah's Entertainment Inc. has received approval from the
Illinois Gaming Board for the proposed acquisition of Harrah's
by affiliates of Apollo Management, L.P. and TPG Capital.
The transaction remains subject to approval by other
jurisdictions in which Harrah's subsidiaries operate and other
conditions to closing set forth in the agreement and plan of
merger entered into on Dec. 19, 2006.
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 E R M U D A
=============
BT LOOKSMART: Proofs of Claim Filing Ends on Nov. 30
----------------------------------------------------
BT Looksmart, Ltd.'s creditors are given until Nov. 30, 2007, to
prove their claims to Robin J. Mayor, the company's liquidator,
or be excluded from receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
BT Looksmart's shareholder agreed on Nov. 14, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.
The liquidator can be reached at:
Robin J. Mayor
Messrs. Conyers Dill & Pearman
Clarendon House, Church Street
Hamilton, HM DX, Bermuda
CHEVRONTEXACO NORTH: Proofs of Claim Filing Deadline Is Nov. 30
---------------------------------------------------------------
Chevrontexaco North Buzachi Ltd.'s creditors are given until
Nov. 30, 2007, to prove their claims to Gary R. Pitman, the
company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Chevrontexaco North's shareholder agreed on Nov. 15, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.
The liquidator can be reached at:
Gary R. Pitman
Chevron House
11 Church Street, Hamilton
HM DX, Bermuda
CM CONTINENT: Proofs of Claim Filing Deadline Is Nov. 30
--------------------------------------------------------
CM Continent's creditors are given until Nov. 30, 2007, to prove
their claims to Robin J. Mayor, the company's liquidator, or be
excluded from receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
CM Continent's shareholder agreed on Nov. 15, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.
The liquidator can be reached at:
Robin J. Mayor
Messrs. Conyers Dill & Pearman
Clarendon House, Church Street
Hamilton, HM DX, Bermuda
KENT EQUITY: Proofs of Claim Filing Deadline Is Nov. 29
-------------------------------------------------------
Kent Equity International Ltd.'s creditors are given until
Nov. 29, 2007, to prove their claims to Nicholas Hoskins, the
company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Kent Equity's shareholder agreed on Nov. 6, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.
The liquidator can be reached at:
Nicholas Hoskins
Wakefield Quin
Chancery Hall, 52 Reid Street
Hamilton, Bermuda
KENT MASTER: Proofs of Claim Filing Ends on Nov. 29
---------------------------------------------------
Kent Master Fund Ltd.'s creditors are given until Nov. 29, 2007,
to prove their claims to Nicholas Hoskins, the company's
liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Kent Master's shareholder agreed on Nov. 6, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.
The liquidator can be reached at:
Nicholas Hoskins
Wakefield Quin
Chancery Hall, 52 Reid Street
Hamilton, Bermuda
MAN MAC: Proofs of Claim Filing Is Until Nov. 30
------------------------------------------------
Man Mac Castor 2A Limited's creditors are given until
Nov. 30, 2007, to prove their claims to Beverly Mathias, the
company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Man Mac's shareholder agreed on Nov. 14, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.
The liquidator can be reached at:
Beverly Mathias
c/o Argonaut Limited
Argonaut House, 5 Park Road
Hamilton HM O9, Bermuda
NORDIC TRADING: Proofs of Claim Filing Ends on Nov. 28
------------------------------------------------------
Nordic Trading Ltd.'s creditors are given until Nov. 28, 2007,
to prove their claims to Marco Montarsolo, the company's
liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Nordic Trading's shareholder agreed on Nov. 6, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.
The liquidator can be reached at:
Marco Montarsolo
Sofia House
1st Floor, 48 Church Street
Hamilton Bermuda
QCH ACQUISITION: Proofs of Claim Filing Deadline Is Nov. 30
-----------------------------------------------------------
QCH Acquisition Ltd.'s creditors are given until Nov. 30, 2007,
to prove their claims to Robin J. Mayor, the company's
liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
QCH Acquisition's shareholder agreed on Nov. 14, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.
The liquidator can be reached at:
Robin J. Mayor
Messrs. Conyers Dill & Pearman
Clarendon House, Church Street
Hamilton, HM DX, Bermuda
===========
B R A Z I L
===========
BANCO BMG: Denies Initial Public Offering & Sale Talks
------------------------------------------------------
Banco BMG Chief Executive Officer Ricardo Guimaraes has denied
to Brazilian financial daily Valor Economico that the bank is
planning an initial public offering.
Mr. Guimaraes told Valor Economico that Banco BMG is not for
sale. The bank had enough capital to finance growth without an
initial public offering.
"I don't think the time's right and I'd prefer to go to the
market when it's stronger," Mr. Guimaraes commented to Business
News Americas.
Mr. Guimaraes dismissed speculation that Itau was ready to
purchase the Banco BMG, BNamericas notes.
According to Valor Economico, Itau had agreed to acquire 50% of
Banco BMG for BRL2 billion. The paper said that Itau also
agreed to pay another BRL1 billion tied to five-year profit and
loan growth targets and an option to buy the remaining 50%.
Itau denied the report.
BNamericas relates that Banco BMG and Itau entered into a
funding accord. Under the agreement, Banco BMG cedes BRL150
million per month in payroll loans to Itau for three years and
grants Itau the right of first refusal should Banco BMG decide
to sell. The pact expires on Dec. 8, 2007.
"There are no ongoing negotiations and there never were. We've
been contacted, but we have no interest in selling the bank,"
Mr. Guimaraes commented to BNamericas.
About Itau
Banco Itau Holding Financeira S.A. is a private bank in Brazil.
The Company has four principal operations: banking (including
retail banking through its wholly owned subsidiary, Banco Itau
S.A., corporate banking through its wholly owned subsidiary,
Banco Itau BBA S.A. and consumer credit to non-account hold
customers through Itaucred, credit cards, asset management and
insurance, private retirement plans and capitalization plans, a
type of savings plan. Itau Holding provides a variety of credit
and non-credit products and services directed towards
individuals, small and middle-market companies and large
corporations. The company provides these services on an
integrated basis through Itau and Itau BBA. In March 2007, the
company and Itausa-Investimentos Itau S.A. announced the
acquisition of BankBoston in Uruguay.
About Banco BMG
Banco BMG is the banking arm of Grupo BMG, which also has real
estate, food manufacturing and agro industry holdings. The bank
is a niche player focused on loans to civil servants, with
repayments taken monthly from payrolls. BMG operates mainly
through in-house representatives in state companies. It also
offers leasing and asset management services.
* * *
As reported in the Troubled Company Reporter-Latin America on
Sept. 5, 2006, Moody's Investors Service upgraded Banco BMG SA's
long-term foreign currency deposits to Ba3, from B1. Moody's
said the rating outlook is stable.
* * *
As reported in the Troubled Company Reporter-Latin America on
June 26, 2007, Standard & Poor's Ratings Services raised its
long-term counterparty credit rating on Banco BMG S.A. to 'BB-'
from 'B+'. The rating was removed from CreditWatch Positive
where it was placed June 11, 2007. S&P said the outlook is
stable.
BANCO INDUSTRIAL: Will Lease Operations in 2008
-----------------------------------------------
Banco Industrial e Comercial S.A.'s investor relations officer,
Milto Bardini, said in a conference call that the bank will
start leasing operations in 2008.
The leasing of operations is part of Banco Industrial's move to
boost lending 50% next year from this year, Business News
Americas relates, citing Mr. Bardini.
Mr. Bardini told BNamericas that Banco Industrial will offer
machine and equipment-leasing services to businesses.
BNamericas notes that Banco Industrial lends mostly to middle-
market firms with yearly revenues of up to BRL300 million. Its
commercial loans accounted for 90.4% of all its lending at the
end of the third quarter 2007. Banco Industrial increased its
loan book by 69.5% to BRL6.46 billion in September 2007, from
the same period last year. Its working capital loans rose 122%,
while its trade finance grew 41.0%.
Mr. Bardini told BNamericas that Banco Industrial received about
BRL400 million in fresh capital in May 2007. It raised about
BRL822 million from its initial public offering in October 2007,
with BRL493 million of the amount added to its capital base.
By year-end, Banco Industrial will have three times as much
capital as at the end of 2006 to finance its expansion plans,
BNamericas says, citing Mr. Bardini.
Banco Industrial will also make two or three bond issues for
US$200 million apiece in 2008. The first issuance will be in
March, Brazilian financial daily DCI states.
* * *
As reported in the Troubled Company Reporter-Latin America on
March 1, 2007, Standard & Poor's Ratings Services assigned its
'B+' counter party credit rating to Banco Industrial e Comercial
SA. S&P said the outlook is stable.
BANCO NACIONAL: Grants BRL1-Billion Financing to Furnas
-------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has
approved a financing to the energy sector, within the scope of
Programa de Aceleracao do Crescimento [Growth Acceleration
Program] of the federal government. This is a Furnas Centrais
Eletricas SA project, of Eletrobras Group, for the construction
of Simplicio Hydroelectric Power Plant, with a BRL1.034 billion
financing, equivalent to 62% of the BRL1.6 billion global
investment. BNDES already counts 9 hydroelectric power plan
construction projects approved within the scope of PAC, with
total financings of BRL4.2 billion. These projects account for
2,177 MW generation capacity.
Located in river Paraiba do Sul, on the border of the
municipalities of Sapucaia and Tres Rios and Chiador, the power
plant shall have a 333,7 MW installed capacity. The project
also contemplates the implementation of a power transmission
system, with 120 km of extension. UHE Simplicio will be second
largest hydroelectric plant in the State of Rio de Janeiro, only
behind Nilo Pecanha Power Plant, in the municipality of Pirai,
constructed in 1950.
During the implementation phase, the project should generate
around 2.2 thousand direct and 6.6 thousand indirect jobs, with
socio-economic benefits for the region. The project socio-
environmental investments, in the amount of BRL264 million,
account for 16% of the total to be invested in the project.
UHE Simplicio will be extremely important for the increase of
power offer as of 2010, representing a 28% increment in the
hydric energy offering capacity in the State of Rio de Janeiro,
which currently relies on 10 hydroelectric power plants, with
1,220 MW generation capacity. In addition, the project will
contribute for the development of the national industry of power
generation and civil construction equipment.
UHE Simplicio shall be integrated to the National Interconnected
System. Around 97% of the energy produced shall be
commercialized by means of Regulated Environment Energy
Commercialization Contracts, to be signed with a pool formed by
31 distributors.
The project, with original civil work design, contemplates the
construction of a dam in Paraiba do Sul, near the locality of
Anta, where a small Hydroelectric Plant, shall be implemented
with minimum installed power capacity of 28 MW. Its waters will
be detoured by a system of tunnels and channels, with around 10
km of extension that will lead them to the UHE engine room.
The implementation of the new power plant reservoirs
contemplates the flooding of 1,536 ha, or 1,180 ha, when
discounting the river natural runway. This means a quite
efficient ratio between the flooded area and the generation
installed capacity. The hydroelectric utilization already has
an Installation License in force.
The execution of civil works is in charge of a consortium formed
by the construction firms Norberto Odebrecht and Andrade
Gutierrez. However, the operation and maintenance of UHE
Simpl¡cio and PCH Anta shall be executed by Furnas.
Socio-Environmental Actions
The project for implementation and operation of UHE Simpl¡cio
foresees the implementation of 28 socio-environmental programs
in the region of influence of the power plant. Among these
programs, the company can name:
-- the program for ground water and quality of underground
water monitoring;
-- climatological program;
-- degraded areas recuperation program;
-- aquatic ecosystems monitoring program, encompassing sub-
programs of fish transposition, recomposition of
vegetation and forest inventory;
-- environmental education program; land indemnity program,
support to rural producers;
-- health and educational programs; and
-- environmental plan for preservation and usage of the
reservoir surroundings.
Furnas
Furnas Centrais Eletricas is the largest company of the
Eletrobras Group and has been operating for 50 years in the
generation, transmission and distribution of energy in Brazil.
With a 9,919 MW installed capacity, around 13% of the total
energy generation in the Country, Furnas relies on a generating
park comprising ten hydroelectric and two thermoelectric power
plants. With respect to the transmission system, Furnas has
19,277 km of lines, which is equivalent to approximately 11% of
the whole network installed in the Country.
About Banco Nacional
Banco Nacional de Desenvolvimento Economico e Social is Brazil's
national development bank. It provides financing for projects
within Brazil and plays a major role in the privatization
programs undertaken by the federal government.
* * *
Banco Nacional currently carries a Ba2 foreign long-term bank
deposit rating from Moody's, and a BB+ long-term foreign issuer
credit rating from Standards and Poor's. The ratings were
assigned in August and May 2007, respectively.
DELPHI CORP: Reaches Agreement with Investors on Plan Amendments
----------------------------------------------------------------
Delphi Corp. has reached agreement with General Motors Corp. and
its Plan Investors on amendments to its Joint Plan of
Reorganization, Global Settlement Agreement, and Master
Restructuring Agreement between Delphi and GM, and the New
Equity Purchase and Commitment Agreement with Delphi's Plan
Investors led by an affiliate of Appaloosa Management L.P.
Delphi filed these proposed amendments in the U.S. Bankruptcy
Court for the Southern District of New York as revisions to the
appendices to the company's Disclosure Statement. Conforming
potential amendments to Delphi's Disclosure Statement will be
filed no later than Nov. 16, 2007.
These filings are being made in accordance with a scheduling
order entered by the Bankruptcy Court last week, which provides
for the resumption on Nov. 29, 2007, of the Disclosure Statement
hearing commenced in Oct. 2007. Pursuant to the Bankruptcy
Court's order, the filings may be further amended by the company
on Nov. 28 and remain subject to approval of the Bankruptcy
Court. Appaloosa and all of the other Plan Investors have
delivered a fully executed bid letter to the company in
connection with the revised Investment Agreement amendment. The
effectiveness of the amendment is subject to various conditions
including Appaloosa being reasonably satisfied with any changes
to the Disclosure Statement when the proposed amendments are
filed later this week.
"T[he] filings, which have been agreed upon by GM and all of our
Plan Investors, are the cornerstones of a plan of reorganization
that we believe can be achieved during this challenging capital
markets environment," said John Sheehan, Delphi vice president
and chief restructuring officer. "We have agreed to very
focused potential amendments to our reorganization plan which
continues to provide for full recoveries for unsecured creditors
at plan value as well as fair consideration for Delphi's equity
holders."
As with Delphi's Oct. 29 filing, these potential amendments
reflect current market conditions, commensurate changes to the
Company's emergence capital structure and form of plan currency
contemplated for stakeholder distributions, an effective
reduction of less than 5% in plan value to reflect macroeconomic
and industry conditions and uncertainties and reductions in
stakeholder distributions to some junior creditors and interest
holders. Further, the potential amendments reflect changes
required by Delphi's Plan Investors to obtain their endorsement
of the Plan, the company's settlements with GM and its U.S.
labor unions, the company's emergence business plan and related
agreements.
The potential amendments include the following changes to
the Plan Investors' direct investment and certain stakeholder
recoveries:
Revised Potential
Party Original Plan Amendment (11/14/07)
----- ------------- --------------------
Net Funded US$7.1 Billion US$5.2 Billion
Debt
Plan Equity Total enterprise Total enterprise
Value value of US$13.9B, value of US$13.4B,
which after deducting which after deducting
net debt and warrant net debt and warrant
value results in value results in
distributable value distributable value
of US$6.6 billion (or of US$8.1 billion (or
approximately US$45.00 approximately US$61.72
per share based on per share based on
approx. 147.6 million approx. 131.3 million
shares) shares)
Plan Direct Investment Direct Investment
Investors
* Purchase US$400MM * Purchase US$400MM
of preferred stock of preferred stock
convertible at an convertible at an
assumed enterprise assumed enterprise
value of US$11.75B value of US$10.25B
(or 30.1% discount (or 37.8% discount
from Plan Equity from Plan Equity
Value) Value
* Purchase US$400MM * Purchase US$400MM
of preferred stock of preferred stock
convertible at an convertible at an
assumed enterprise assumed enterprise
value of US$12.80B value of US$10.75B
(or 14.3% discount (or 31.6% discount
from Plan Equity from Plan Equity
Value) Value)
* Purchase US$175MM * Purchase US$175MM
of New Common Stock of New Common Stock
at an assumed plan at an assumed plan
value of US$12.8B value of US$10.25B
(or 14.3% discount (or 37.8% discount
from Plan Equity from Plan Equity
Value) Value)
GM Recovery of US$2.7B Recovery of US$2.7B
* US$2.7B in Cash * US$750MM in Cash
* US$750MM in second
lien note
* US$1.1B in junior
convertible preferred
stock (US$1.2B
in liquidation value)
Unsecured Par + accrued recovery Par + accrued recovery
Creditors at Plan value of at Plan value of
US$13.9B US$13.4B
* 80% in New Common * 75.5% in New Common
Stock valued stock valued at
at Plan Equity Value Plan Equity Value
* 20% in Cash * 24.5% through pro rata
participation in the
Discount Rights
an assume enterprise
value of US$10.25B
(or 37.8% discount
from Plan Equity
Value)
TOPrS Par + accrued recovery Par only recovery at
at Plan value of Plan value of US$13.4B
US$13.9B
* 100% in New Common * 75.5% in New Common
Stock valued at Stock valued at
US$45 per share Plan Equity Value
* 24.5% through pro rata
participation in the
Discount Rights
an assume enterprise
value of US$10.25B
(or 37.8% discount
from Plan Equity
Value)
Existing Par Value Rights Par Value Rights
Common
Stockholders * Right to acquire * Right to acquire
approx. 12,711,111 approx. 20,770,345
shares of New Common shares of New Common
Stock at a purchase Stock at a purchase
price of US$45.00 price struck at
per share Planned Equity Value
Warrants Warrants
* Warrants to acquire * Warrants to acquire
an additional 5% 6,908,758 shares of
of New Common Stock New Common Stock
at US$45.00 per share (which comprises 5% of
exercisable for five the fully diluted New
years after emergence Common Stock)
exercisable for 5
years after emergence
struck at 32.4%
premium of Plan Equity
Value
* Warrants to acquire
US$1.0 billion of New
Common Stock
exercisable for six
months after emergence
struck at 8.2% premium
to Plan Equity Value
Direct Distribution No provision for
Direct Distribution
* 1,476,000 shares of
New Common Stock
Participation in No Provision for
Discount Participation in
Rights Offering Discount Rights Offering
* Right to purchase
40,845,016 shares
of New Common Stock
at a purchase price
of US$38.56 per share
A full-text copy of blacklined portions of Delphi's Disclosure
Statement, reflecting the Nov. 14 Proposed Amendments, is
available for free at:
http://bankrupt.com/misc/Delphi_DSAmendments_11-14-07.pdf
Although the potential amendments are supported by GM and the
Plan Investors, Delphi has been advised by both of its Statutory
Committees that they will no longer support the Company's Plan
if amended as proposed. The Creditors' Committee opposes
changes to the Plan made since the potential amendments filed on
Oct. 29, particularly the proposed increase in consideration to
the Plan Investors (as a result of the larger discounts to
Equity Plan Value agreed to by the company in exchange for the
Plan Investors' proposed investment), the form of distributions
to GM and proposed addition of out-of-the-money warrants to
common stockholders. The Equity Committee opposes changes from
the original Plan filed on Sept. 6, which would reduce
recoveries to common stockholders as contemplated in the
potential amendments. Absent a consensual resolution of these
concerns, both of the Delphi's Statutory Committees are expected
to supplement the objections filed by each committee on Nov. 2
and seek other relief from the Bankruptcy Court.
Delphi will continue to work toward a consensus among its
principal stakeholders, including the Creditors' Committee and
the Equity Committee, recognizing that such an outcome is not
assured. In the event these amendments do not become effective,
the original underlying agreements as approved by the Bankruptcy
Court on Aug. 2 remain in effect. The company continues to
pursue emergence from Chapter 11 during the first quarter of
2008.
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. The hearing to consider the adequacy of
the Disclosure Statement started on Oct. 3, 2007, and will be
continued on Nov. 29, upon which time the Debtors are expected
to have filed a revised Reorganization Plan and related
documents. (Delphi Bankruptcy News, Issue No. 96; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
FORD MOTOR: Names Tata, Mahindra & One Equity as Final Bidders
--------------------------------------------------------------
Ford Motor Company has narrowed the final bidders for its Jaguar
and Land Rover brands to three -- Indian carmaker Tata Motors,
rival Mahindra & Mahindra in collaboration with buyout firm
Apollo, and One Equity Partners, a buyout firm funded by U.S.
investment bank JP Morgan, Mathieu Robbins writes for Reuters,
quoting people familiar with the matter.
Tata, Mahindra & Mahindra and One Equity are each set to move on
to the third round of negotiations with Ford in line with their
efforts to acquire the two British marques, the report says.
The three bidders are now expected to begin talks with trade
unions and the U.K. government about saving jobs following
speculations that some of the bidders intend to shift production
from the U.K.
Buyout firms TPG, Terra Firma and Ripplewood were expected to
submit second-round bids but Ford decided to drop them from the
third-round shortlist, Reuters reveals.
Former Rover Head Eyes Jaguar
Wolfgang Reitzle, the former head of Rover, has partnered with
former Ford Motor Co. CEO Jacques Nassar in a bid to buy Ford's
Jaguar and Land Rover brands, Ben Harrington writes for the
Daily Telegraph.
According to the report, Mr. Reitzle has started working with
One Equity Partners in the final stages of the auction process
for the car brands. If One Equity's bid for Jaguar and Land
Rover will be successful, Mr. Reitzle would take up a non-
executive role at the company, the Telegraph relates.
Unnamed industry sources told the Telegraph that Mr. Reitzle
could provide the right management and advice to Jaguar and Land
Rover. Analysts estimated that the two brands could cost as
much as GBP1 billion between them.
Mr. Reitzle previously worked for Ford Motor's Premier
Automotive Group -- which includes Aston Martin, Jaguar,
Lincoln, Volvo and Land Rover -- as chairman and CEO before he
left for Linde AG in May 2002.
Ford began exploring the sale of the European brands in June as
part of a strategic global review, which also included the sale
of Aston Martin to a Kuwait-backed consortium in a GBP480
million-deal completed in March, Reuters relates.
As reported on Sept. 18, 2007, the sale of the two luxury brands
is expected to add about US$1.5 billion to US$2 billion to
Ford's financial coffers. Ford is scrambling to beef up its
finances in order to fund a potential Voluntary Employment
Benefits Association, as well as its ongoing restructuring
plans.
About Ford Motor Co.
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. 19, 2007, Moody's Investors Service has affirmed the long-
term ratings of Ford Motor Company (B3 Corporate Family Rating,
Ba3 senior secured, Caa1 senior unsecured, and B3 probability of
default), but changed the rating outlook to Stable from Negative
and raised the company's Speculative Grade Liquidity rating to
SGL-1 from SGL-3. Moody's also affirmed Ford Motor Credit
company's B1 senior unsecured rating, and changed the outlook to
Stable from Negative.
JAPAN AIRLINES: To Increase Int'l Fuel Surcharge for 1st Quarter
----------------------------------------------------------------
Japan Airlines International Co., Ltd., has requested the
Japanese Ministry of Land, Infrastructure and Transport's
approval to revise the fuel surcharge placed on all
international passenger tickets issued for the three-month
period starting Jan. 1, 2008.
JAL has decided to increase the fuel surcharge for tickets
issued between January 1 and March 31, 2008, as the price of
Singapore kerosene-type jet fuel averaged US$90.65 per barrel
over the three-month period from August to October 2007.
Based on ticket sales in Japan, the new surcharges per person
per sector flown range from JPY2,400 on a Japan-Korea ticket (up
from JPY2,000) to JPY21,000 on a Japan-Brazil ticket (up from
17,000). The surcharge on a Japan-Europe ticket or a Japan-
North America ticket will be JPY17,000, up from JPY13,000.
JAL originally introduced the fuel surcharge on international
tickets in February 2005 in response to unprecedented rises in
the cost of fuel. The surcharge will be progressively reduced
as the price of fuel decreases, and will be canceled completely
when the price of Singapore kerosene stays below the benchmark
of US$45.00.
The fuel surcharge charged for tickets issued from April to June
2008 will be reviewed based on the average price of fuel for
November 2007 through to January 2008.
The company will continue conducting a wide range of
countermeasures to limit the full impact of the price increase
including fuel hedging, fuel consumption reductions, and the
introduction of more fuel-efficient small and medium-sized
aircraft to its fleet.
Despite these measures, the company is still reluctantly obliged
to ask its international passengers to bear part of the burden
caused by the unprecedented increase in the price of fuel over
the past few years.
About Japan Airlines
Tokyo-based Japan Airlines International Company, Limited --
http://www.jal.com/en/--was created as a result of the merger
of Japan Airlines and Japan Air Systems to boost domestic
coverage. Japan Airlines flies to the United States, Brazil and
France.
* * *
As reported on Feb. 9, 2007, that Standard & Poor's Ratings
Services affirmed its 'B+' long-term corporate credit and issue
ratings on Japan Airlines Corp. (B+/Negative/--) following the
company's announcement of its new medium-term management plan.
The outlook on the long- term corporate credit rating is
negative.
KRATON POLYMERS: Moody's Affirms B1 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has affirmed Kraton Polymers LLC's B1
corporate family rating but revised the company's outlook to
negative as Moody's expects continued margin weakness, due to
delays in passing on the full extent of raw material cost
increases to Kraton customers, which will diminish free cash
flow from operations over the next 12 to 18 months. Kraton's
margins have been adversely impacted by an upturn in raw
material costs such that gross margins for the third quarter
have dropped to 16% from 22% year-over-year despite a measure of
success in achieving some price increases. Year to date,
Kraton's cost of goods sold, as measured on a US dollar per
metric ton basis, have increased 11% and only 43% of these
higher costs have been passed on to customers. Margin declines
have also served to offset the benefits of successful programs
to cut fixed costs. New cost cutting efforts are just being
completed and their benefits to cash flows have not been
realized.
In early 2007, Moody's indicated the ratings or outlook could be
lowered if Kraton significantly under performed our forecast
such that debt to EBITDA exceeded 5.5 times or retained cash
flow to total debt declined below 7% over the next 18 months.
Due to margin pressures, for the LTM period ending
Sept. 30, 2007, adjusted debt to EBITDA was 7.3 times (adjusted
for pensions and capitalized leases) and retained cash flow to
total adjusted debt declined below 5% -- metrics that drive the
change in the outlook to negative. Moody's will monitor
Kraton's performance, cost saving initiatives, and ability to
increase product prices over the next few quarters as it seeks
to reverse this margin pressure, but its ratings could be
downgraded in the absence of sustainable improvement.
Moody's also views Kraton's liquidity profile as facing pressure
due to potential breaches of financial covenants. The company
made a US$40 million pre-payment on its term loan in the third
quarter from available cash. The 5.45 debt to adjusted EBITDA
covenant in Kraton's credit facility would have been breached in
the third quarter of 2007 if the company had not made at least a
US$16 million pre-payment on its term loan. The credit
facilities' leverage and interest coverage covenants tighten in
2008, raising the possibility that Kraton may fail to meet
covenant tests by the end of the second quarter of 2008 if
margin pressure accelerates. At Sept. 30, 2007, Kraton had no
borrowings under the revolving portion of its US$75.5 million
credit facility and more than US$30 million in cash on the
balance sheet.
Issuer: KRATON Polymers LLC
-- Moody's Actions:
Outlook Changed To Negative From Stable
Based in Houston, Texas, Kraton Polymers LLC --
http://www.kraton.com/-- produces styrenic block copolymers.
SBCs are highly-engineered thermoplastic elastomers, which
enhance the performance of numerous products by delivering a
variety of attributes, including greater flexibility,
resilience, strength, durability and processability. Kraton
polymers are used in a wide range of applications including
adhesives, coatings, consumer and personal care products,
sealants, lubricants, medical, packaging, automotive, paving,
roofing, and footwear products. Kraton has the leading position
in nearly all of its core markets and is the only producer of
SBCs with global manufacturing capability. Its production
facilities are located in the United States, Germany, France,
The Netherlands, Brazil, and Japan.
* * *
As reported in the Troubled Company Reporter-Latin America on
June 8, 2007, Standard & Poor's Ratings Services lowered its
ratings on Kraton Polymers LLC, including the corporate credit
and senior secured debt ratings to 'B' from 'B+'. S&P said the
outlook is negative.
SANYO ELECTRIC: To Invest JPY210 Bil. in Two Profitable Units
-------------------------------------------------------------
Sanyo Electric Co., Ltd., will invest JPY210 billion in its
rechargeable battery and photovoltaic power generation
businesses over the three years from fiscal 2008, reports The
Yomiuri Shimbun.
In a company business strategy master plan obtained by The
Yomiuri Shimbun, Sanyo, which is undergoing some reconstruction,
aims to improve its business structure by focusing on these
profitable sectors.
The report states that the consumer electronics manufacturer's
global market for photovoltaic power generation is expected to
double in the 2006 to 2010 period.
In line with this, Osaka-based Sanyo, which initially planned to
increase its production capacity to 600 megawatts per year, will
now double its planned capacity to hit 1,200 megawatts per year
over the three years from fiscal 2008 to 2010 by investing
JPY110 billion, relates The Yomiuri Shimbun.
For its rechargeable battery unit, Sanyo, according to the
report, plans to invest JPY100 billion, mainly to improve its
production capacity for lithium ion rechargeable batteries that
are used for personal computers, cell phones and hybrid electric
vehicles.
The article notes that the company has earmarked a total of
JPY37 billion in the two business fields in fiscal 2007.
The master plan, which sets out the firm's planned direction for
the three years from fiscal 2008, will be officially announced
on Nov. 27, adds The Yomiuri Shimbun.
About Sanyo Electric
Headquartered in Osaka, Japan, Sanyo Electric Co., Ltd. --
http://www.sanyo.com/-- is one of the world's leading
manufacturers of consumer electronics products. The company has
global operations in Brazil, Germany, India, Ireland, Spain, the
United States and the United Kingdom, among others.
* * *
In March 2, 2007, Fitch Ratings placed SANYO Electric Co. Ltd.'s
BB+ long-term foreign and local currency issuer default and
senior unsecured ratings on rating watch negative.
SANYO ELECTRIC: Lead in Microwave Cues BAIC to Order Recall
-----------------------------------------------------------
Sanyo Electric Co., Ltd., was ordered by the Beijing
Administration for Industry and Commerce to stop selling
microwave ovens in Beijing that are made by a local joint
venture due to excessive amounts of lead found in them, Jiji
Press reports.
The report states that the Beijing authority has also ordered
Osaka-based Sanyo to recall all EM-2010EB1 microwave ovens
already sold.
Officials said that an inspection in March by the BAIC found
that the amount of lead in parts of the ovens were 30 times the
permitted level, relates Jiji Press.
Sanyo, according to the report, claims that the joint venture in
Anhui Province manufactures 80,000 microwave oven units
annually, mainly for the Chinese market.
About Sanyo Electric
Headquartered in Osaka, Japan, Sanyo Electric Co., Ltd. --
http://www.sanyo.com/-- is one of the world's leading
manufacturers of consumer electronics products. The company has
global operations in Brazil, Germany, India, Ireland, Spain, the
United States and the United Kingdom, among others.
* * *
In March 2, 2007, Fitch Ratings placed SANYO Electric Co. Ltd.'s
BB+ long-term foreign and local currency issuer default and
senior unsecured ratings on rating watch negative.
SUN MICROSYSTEMS: Partners with Zeus Tech to Offer Traffic Mgmt.
----------------------------------------------------------------
Sun Microsystems and Zeus Technology have entered into a
partnership to deliver Zeus' best-of-breed Application Delivery
Controller deployed on Sun's latest CoolThreads and x64 systems
hardware running the Solaris 10 operating system. Sun's global
distribution network will carry the new end-to-end application
traffic management system, a powerful new combination of Sun
hardware and ZXTM (Zeus Extensible Traffic Manager).
The new offering represents an entirely new level of scalability
and performance for traffic management systems, with the
combined Sun hardware and ZXTM software solution able to
outperform most dedicated hardware appliances, while at the same
time offering an unparalleled ability to manage application
traffic -- even XML -- using traffic scripting. Large
enterprises, service providers, and online media companies will
use the solution to deliver high-performance, reliable
applications that meet service level agreements while minimizing
operational costs.
Zeus Technology's ZXTM application traffic management software
directs incoming requests to the fastest server available and
directs traffic away from slower or inactive servers, while
dramatically increasing the number of users a server can
support. Using software to load balance traffic across multiple
servers makes it easy for enterprises to scale their
applications. Thanks to ZXTM's built-in redundancy features,
users can access applications even in the event of a failure.
Applications that are not designed for clustering can be scaled
with session persistence, improving availability and response
times, and application servers can be isolated from external
networks, protecting the systems from external security threats,
even including denial of service attacks and application-level
hacking.
"This partnership is an excellent opportunity to bring the
benefits of ZXTM to a broader market. Sun leads the industry in
both price and performance, and running our award winning
software on these platforms provides a robust, flexible
application traffic management solution that can evolve to meet
growing business needs", said Paul Brennan, Chairman, Zeus
Technology.
The combination of ZXTM running on Sun platforms provides a
best-of-breed application delivery controller, enabling service
providers to offer reliable, high-performance network and Web
services. Optimized for speed on Sun systems, the ZXTM software
enables businesses to select from a wide variety of Sun systems
running the Solaris(TM) 10 operating system. Sun's scalable
server platforms, including Sun Fire(TM) servers with
CoolThreads(TM) technology, can dramatically increase throughput
and provide eco-friendly energy savings by reducing energy
consumption and datacenter footprints without sacrificing high
performance.
"Sun and Zeus bring to market an unparalleled offering for
organizations that need to manage high volumes of traffic and
mission-critical Web services. Customers can select from a wide
variety of Sun systems running the Solaris(TM) 10 operating
System to benefit from this best-of-breed Application Delivery
Controller" said Antony Watkins, Communications and Media
Practice, Sun Microsystems
Sun servers continue to set new standards for performance,
reliability, and energy efficiency and lead the industry in
terms of price and performance. As a result, running the ZXTM
software on Sun platforms provides the foundation of a robust,
flexible application traffic management solution that can grow
and adapt to evolving business requirements.
Application Delivery Controllers
According to Gartner, "ADCs reside in the data center, typically
in front of frontline Web servers. They are deployed
asymmetrically - only at the data center end - and are designed
to improve the availability, performance and security of Web- or
Internet Protocol (IP)-based applications. ADCs enhance the
performance of Web-based and related applications for end users
by providing a suite of services at the network and application
layers."
About Zeus Technology
With over ten years' industry experience, Zeus Technology
provides application traffic management software, dramatically
improving network and web-enabled applications making them run
faster, more reliably, more securely and making them easier to
manage.
The Zeus solutions enable organizations to intelligently manage
their applications, streamline operations and provide a seamless
end-user experience.
As the only pure software traffic management solution, the Zeus
products are flexible whatever your deployment environment; a
purpose-built Zeus appliance, standard servers, blades, or even
virtualized environments.
Zeus holds strategic partnerships with world-class companies
such as AMD, Dell, Egenera, HP, IBM, Intel, Sun Microsystems,
Qualcomm and VMware. Zeus powers over 1 million sites across
the world and provides web infrastructure solutions to over 800
customers including, BT, China Telecom, Hotel.de, NASA,
PLAY.COM, Federal Railroads Administration, ifs School of
Finance, STA Travel, Strategic Command and Virgin Holidays.
About Sun Microsystems
Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: SUNW) -- http://www.sun.com/-- provides network
computing infrastructure solutions that include computer
systems, data management, support services and client solutions
and educational services. It sells networking solutions,
including products and services, in most major markets worldwide
through a combination of direct and indirect channels.
Sun Microsystems conducts business in 100 countries around the
globe, including Brazil, Argentina, India, Hungary, United
Kingdom, among others.
* * *
Sun Microsystems Inc. carries Moody's "Ba1" probability of
default and long-term corporate family ratings with a stable
outlook. The ratings were placed on Sept. 22, 2006, and
Sept. 22, 2005, respectively.
Sun Microsystems also carries Standard & Poor's "BB+" long-term
foreign and local issuer credit ratings, which were placed on
March 5, 2004, with a stable outlook.
TOWER AUTOMOTIVE: Reaches Settlement Resolving Michigan's Claim
---------------------------------------------------------------
The Tower Automotive Post-Consummation Trust, the trust that has
represented Tower Automotive, Inc., and its affiliates following
their emergence from bankruptcy protection and the effective
date of their reorganization plan, has reached a settlement with
respect to business and use taxes due to the State of Michigan.
The State of Michigan submitted proofs of claim against TAI's
affiliates.
On July 17, 2005, the State of Michigan Department of Treasury
filed Claim No. 6394 against Tower Automotive Michigan, LLC, for
US$1,994, which was subsequently amended and superseded by Claim
No. 6419 for US$313,821 and Claim No. 6504 for US$301,877.
On July 28, 2007, Michigan filed Claim No. 6420 against Tower
Automotive Plymouth, Inc., for US$10,772,667 and Claim No. 6395
for US$500,456. The Claims were subsequently amended and
superseded by Claim No. 6499 for US$10,302,488, Claim No. 6517
for US$11,690,291, Claim No. 6686 for US$11,689,834 and Claim
No. 6724 for US$4,643,767.
Michigan also filed Claim No. 6421 against Tower Automotive
Products, Co., for US$10,272,211, which was subsequently amended
and superseded by Claim No. 6498 for US$10,302,032.
The Debtors filed their 22nd Omnibus Claims Objection seeking to
expunge Michigan's claims as amended or duplicative.
As a result of arm's-length negotiations and an exchange of
information, the Post-Consummation Trust and Michigan has agreed
that:
-- Claim No. 6504 will be reduced and fixed for US$46,799
and will be entitled to treatment as a priority tax claim
against the TAM estate;
-- Claim No. 6724 will be reduced and fixed for US$19,096
and will be entitled to treatment as a priority tax claim
against the TAP estate;
-- Claim No. 6498 will be reduced and fixed for US$32,645
and will be entitled to treatment as a priority tax claim
against the TAPC estate;
-- The Fixed Claims supersede the claims that the Debtors
scheduled in favor of Michigan will be deemed immediately
expunged without further Court order; and
-- the Debtors' 22nd Omnibus Objection will be deemed
settled.
The Court-confirmed First Amended Joint Plan of Reorganization
of TAI and its affiliates provides that priority tax claims will
paid in full and unimpaired under the Plan.
About Tower Automotive
Headquartered in Grand Rapids, Michigan, Tower Automotive Inc.
-- http://www.towerautomotive.com/-- (OTC Bulletin Board:
TWRAQ) is a global designer and producer of vehicle structural
components and assemblies used by every major automotive
original equipment manufacturer, including BMW, DaimlerChrysler,
Fiat, Ford, GM, Honda, Hyundai/Kia, Nissan, Toyota, Volkswagen
and Volvo. Products include body structures and assemblies,
lower vehicle frames and structures, chassis modules and
systems, and suspension components. The company has operations
in Korea, Spain and Brazil.
The company and 25 of its debtor-affiliates filed voluntary
chapter 11 petitions on Feb. 2, 2005 (Bankr. S.D.N.Y. Case No.
05-10576 through 05-10601). James H.M. Sprayregen, Esq., Ryan
B. Bennett, Esq., Anup Sathy, Esq., Jason D. Horwitz, Esq., and
Ross M. Kwasteniet, Esq., at Kirkland & Ellis, LLP, represent
the Debtors in their restructuring efforts. Ira S. Dizengoff,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the
Official Committee of Unsecured Creditors. When the Debtors
filed for protection from their creditors, they listed
US$787,948,000 in total assets and US$1,306,949,000 in total
debts.
On May 1, 2007, the Debtors filed their Chapter 11 Plan of
reorganization and Disclosure Statement explaining that plan.
On June 4, 2007, the Debtors submitted an Amended Plan and
Disclosure Statement. The Court approved the adequacy if the
Amended Disclosure Statement on June 5, 2007. On July 11, 2007,
the Court confirmed the Debtors' Amended Chapter 11 Plan and the
Debtors emerged from Chapter 11 on July 31, 2007. (Tower
AutomotiveBankruptcy News, Issue No. 72; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
* BRAZIL: Petrobras Inks Pact with Marubeni for NatGas Supply
-------------------------------------------------------------
A spokesperson of Brazilian state-run oil firm Petroleo
Brasileiro SA aka Petrobras told Business News Americas that the
company has signed a preliminary contract with Japan's Marubeni
for the supply of liquefied natural gas.
The spokesperson commented to BNamericas, "This is the fifth LNG
[liquefied natural gas] supply agreement Petrobras has signed
with another company."
"Liquefied natural gas volumes and prices will depend on each
shipment," BNamericas notes, citing the spokesperson.
Petrobras will launch operations in its two floating liquefied
natural gas regasification units in Rio de Janeiro and Ceara in
May 2008. The first liquefied natural gas supply vessel will
arrive in Brazil in April 2008, will the second will be in the
country in April 2009, BNamericas states.
* * *
As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign
and local currency sovereign Issuer Default Ratings to 'BB+'
from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'. In
addition, Fitch affirmed Brazil's Short-term IDR at 'B'. Fitch
said the rating outlook is stable.
* BRAZIL: Says It Won't Limit Sale of Blocks Near Tupi
------------------------------------------------------
The Brazilian government won't restrict the sale of exploration
blocks near its Tupi offshore field, Bloomberg News reports.
Nelson Hubner, Brazil's energy minister, said in reports that
the 41 blocks near Tupi field will be studied for a year before
they will be put on the auction block.
* * *
As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign
and local currency sovereign Issuer Default Ratings to 'BB+'
from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'. In
addition, Fitch affirmed Brazil's Short-term IDR at 'B'. Fitch
said the rating outlook is stable.
As reported on Nov 16, 2007, Moody's America Latina Ltda. has
downgraded the ratings of the senior certificates of Brazilian
Securities Series 2002-2 (aka Series 9 or BBRAZ S005) to B2 from
B1 (Global Scale, Local Currency), and to Ba1.br from Baa1.br
(Brazilian National Scale). The ratings of these securities
will remain on review for possible further downgrade.
===========================
C A Y M A N I S L A N D S
===========================
ARSENAL INVESTMENTS: Proofs of Claim Filing Ends on Nov. 30
-----------------------------------------------------------
Arsenal Investments GP Ltd.'s creditors are given until
Nov. 30, 2007, to prove their claims to CDL Company Ltd., the
company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Arsenal Investments' shareholder agreed on Oct. 8, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
CDL Company Ltd.
P.O. Box 31106 SMB, Grand Cayman
Cayman Islands
BEAR STEARNS: Foreign Reps. File Opening Appellant Brief
--------------------------------------------------------
Bear Stearns High-Grade Structured Credit Strategies Master
Fund, Ltd., and Bear Stearns High-Grade Structured Credit
Strategies Enhanced Leverage Master Fund, Ltd., filed on
July 30, 2007, provisional winding-up proceedings in the Grand
Court of Cayman Islands under the provisions of the Companies
Law (2007 Revision) of the Cayman Islands. On the same day, the
Funds filed petitions in the U.S. Bankruptcy Court for the
Southern District of New York seeking recognition of the Cayman
Islands liquidation as a foreign main proceedings under Chapter
15 of the U.S. Bankruptcy Code.
On July 31, 2007, the Cayman Islands Court appointed Simon
Lovell Clayton Whicker and Kristen Beighton, from KPMG, as the
Bear Stearns Funds' joint provisional liquidators and foreign
representatives. The Cayman Court converted the provisional
liquidation to official liquidation in September.
In August 2007, Judge Burton R. Lifland of the U.S. Bankruptcy
Court for the Southern District of New York denied the Foreign
Representatives' Chapter 15 request finding that each of the
Funds' real seat and their "center of main interest" is the
United States, where they conduct the administration of their
interest on a regular basis, and the Southern District of New
York, where their principal interests, assets and management are
located.
The Foreign Representatives appealed from Judge Lifland's
Decision and asked the U.S. District Court in the Southern
District of New York to determine whether Judge Lifland erred in
finding that (i) the Funds' COMI are not located in the Cayman
Islands, hence their liquidation proceedings there are not
entitled to recognition as foreign main proceedings, and (ii)
the Funds do not have an "establishment" in the Cayman Islands,
and that, therefore, the foreign proceedings are not entitled to
recognition as foreign non-main proceedings.
Conflict with Chapter 15 Tenets
On the Foreign Representatives' behalf, Fred S. Hodara, Esq., at
Akin Gump Strauss Hauer & Feld, LLP, in New York, argues that
Judge Lifland's Decision conflicts with the basic tenets of
Chapter 15, which is to foster comity and cooperation between
American and foreign courts.
Mr. Hodara notes that Chapter 15 scholars, including Chapter 15
co-author Prof. Jay Westbrook in his work Locating the Eye of
the Financial Storm, uniformly stress that Chapter 15's purpose
of maximizing cooperation with foreign courts. Judge Lifland,
also co-author of Chapter 15, in his work, Chapter 15 of the
United States Bankruptcy Code: An Annotated Section-by-Section
Analysis, has recognized the central role played by comity in
Chapter 15.
Since Chapter 15 was enacted in 2005, U.S. Courts have granted
comity and recognition to Cayman Islands proceedings including:
-- In re SPhinX, Ltd., 351 B.R. 103, 112 (Bankr. S.D.N.Y.
2006) granting non-main recognition;
-- In re Amerindo Internet Growth Fund Limited, Chapter 15
Case No. 07-10327 (RDD)(Bankr. S.D.N.Y. March 7, 2007)
granting foreign main recognition; and
-- In re Bancredit Cayman Limited (In Liquidation), Chapter
15 Case No. 06-11026 (SMB) (Bankr. S.D.N.Y. June 15, 2006)
granting foreign main recognition.
Mr. Hodara asserts that Chapter 15 was designed to streamline
the process of granting recognition to foreign insolvency
proceedings making it "as simple, fast and inexpensive as
possible," by reducing it to "a simple documentary process,
unless challenged."
The United Nations Commission for International Trade Law
reflects the same idea, Mr. Hodara contends, noting that that
UNCITRAL lists, as one of its key objectives, provisions of a
system designed "to provide expedited and direct access for
foreign representatives to the courts of the enacting State" and
to avoid the need to rely on cumbersome and time-consuming
letters rogatory or other forms of diplomatic or consular
communications that might otherwise have to be used."
To obtain approval of a Chapter 15 request, foreign
representatives must demonstrate that the foreign proceeding is
either a "main" or nonmain" proceeding. A foreign main
proceeding, under Section 1502(4) of the Bankruptcy Code, is one
that is brought in the courts of the country where the debtor
has the COMI is located, while a foreign nonmain proceeding,
under Section 1502(2), is one that is brought in a country
outside the place of a COMI where the debtor has an
"establishment," defined in Section 1502(5), as "any place of
operations where the debtor carries out a nontransitory economic
activity." The Bankruptcy Code, however, does not defined
"nontransitory economic activity."
Chapter 15 includes a statutory presumption that, in the absence
of evidence to the contrary, a foreign debtor's COMI is the
place where its registered offices are located, Mr. Hodara tells
the U.S. District Court. This statutory presumption, he
continues, may be challenged only on the basis of evidence that
the COMI is in another country, or on the basis of the very
narrow public policy exception in Section 1506, which permits
courts to refuse to take actions manifestly contrary to the
public policy of the United States.
Mr. Hodara further contends that one of the key reasons for
streamlining the recognition process is predictability. A
predictable recognition process is essential to the insolvent
entity's creditors, he adds. In considering whether to
recognize foreign insolvency proceedings under Chapter 15, Mr.
Hodara notes that courts and commentators, including the High
Court of Ireland in In re Eurofood IFSC Ltd., Case C-341/04
(Grand Chamber), 2006, agree that a Bankruptcy Court should heed
the goals of respecting international comity and meeting the
reasonable expectations of creditors.
Erroneous Interpretation of COMI Presumption
Mr. Hodara tells the District Court that it is undisputed that
the Foreign Debtors submitted all of the requisite documents to
satisfy the threshold requirements for Chapter 15 recognition
and that their place of registration is in the Cayman Islands.
Thus, Mr. Hodara asserts that the Cayman Islands are the
presumptive site of the Foreign Debtors' COMI. No interested
party has challenged recognition and there is nothing to suggest
that the Chapter 15 Petitions were filed for anything but the
proper purposes, he adds.
The analysis of the COMI of a hedge fund cannot be considered as
if the hedge fund were a company that manufactures products or
provides services, he explains. Typically, a hedge fund will
have no office or employees, because, unlike a typical business,
there are no "cooperations" in the traditional sense. Instead,
hedge funds, by the actions of their boards of directors, enter
into various service contracts with investment managers,
administrators, attorneys, and auditors. Therefore, he
contends, in the hedge fund context, the pivotal analysis must
focus on the expectations of creditors and investors that the
law of the country where the fund is incorporated will control
both prior to, and after commencement of, any insolvency
proceedings.
Mr. Hodara also contends that initiation of the liquidation
proceedings in the Cayman Islands is consistent with the
expectations of the interested parties, which consist of four
investors and less than 20 creditors, many of which were
represented by Cayman Islands counsel before the commencement of
the Cayman Islands proceedings.
The Bankruptcy Court ignored relevant evidence that buttresses
the presumption that the Foreign Debtors' COMI is in the Cayman
Islands, Mr. Hodara alleges. The Bankruptcy Court, he points
out, focused on facts set forth in pleadings filed at the very
outset of the Foreign Debtors' Chapter 15 cases before the
Foreign Representatives had had a chance to investigate.
Evidence presented prior to and during the Chapter 15 Request
hearings showed that Bear Stearns Asset Management, Inc., the
Funds' investment manager, managed investments located in
numerous jurisdictions, including the Cayman Islands and Europe,
he notes. This is in contrary to the Bankruptcy Court's finding
that the assets managed by BSAM is located in the Southern
District of New York.
Mr. Hodara also alleges that Bankruptcy Court discounted a
number of relevant facts that contradicted its view of the
Cayman Islands office as a "letterbox." While the Bankruptcy
Court acknowledged that two of High-Grade Fund' three investors
are registered Cayman Islands companies, it dismissed this fact
on the grounds that the investors were exempted foreign
entities.
The Bankruptcy Court gave no consideration to the fact that on
the appointment of the Foreign Representatives as joint
provisional liquidators, the powers of the boards of directors
ceased and the absolute control of the Foreign Debtors was
transferred to Cayman Islands-based official liquidators, Mr.
Hodara says.
Moreover, Mr. Hodara alleges that the Bankruptcy Court
completely ignored other facts adduced at the August 27 hearing
on the Foreign Debtors' Chapter 15 Petition request, namely
that:
(a) the Foreign Debtors' prepetition attorneys are in the
Cayman Islands;
(b) the Foreign Debtors' prepetition auditors, Deloitte &
Touche, performed auditing work in the Cayman Islands;
(c) most, if not all, of the Foreign Debtors' remaining
liquid assets are in bank accounts in the Cayman Islands;
(d) the Foreign Representatives and the Foreign Debtors are
governed by the laws and regulations of the Cayman
Islands, where the only foreign proceedings, other than
the Chapter 15 cases, are pending;
(e) the Foreign Debtors are subject to Cayman Islands tax law
and are not subject to U.S. income tax; and
(f) the Foreign Debtors' investments included collateralized
debt obligations constituted under Cayman Islands law.
Furthermore, Mr. Hodara alleges that the Bankruptcy Court erred
in failing to recognize the Foreign Proceedings as foreign
nonmain proceedings because the Foreign Debtors have
"establishments" in the Cayman Islands.
Mr. Hodara says the Foreign Representatives' evidentiary showing
of the business conducted in the Cayman Islands amply supports
recognition of the Cayman Islands proceedings at least as
foreign non-main proceedings based on a "place of operations
where the debtor carries out a non-transitory economic
activity."
Accordingly, the Foreign Representatives asks the District Court
to reverse Judge Lifland's denial of their Chapter 15 request,
and recognize the Foreign Proceedings as foreign main
proceedings or, in the alternative, foreign non-main
proceedings.
About Bear Stearns Funds
Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. are open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.
On July 30, 2007, the Funds filed winding up petitions under the
Companies Law (2007 Revision) of the Cayman Islands. Simon
Lovell Clayton Whicker and Kristen Beighton at KPMG were
appointed joint provisional liquidators. The joint liquidators
filed for Chapter 15 petitions before the U.S. Bankruptcy Court
for the Southern District of New York the next day. On
Aug. 30, 2007, the Honorable Burton R. Lifland denied the Funds
protection under Chapter 15 of the Bankruptcy Code.
Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F.
Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent
the liquidators in the United States. The Funds' assets and
debts are estimated to be more than US$100,000,000 each. (Bear
Stearns Funds Bankruptcy News; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)
BEAR STEARNS: Massachusetts Files Admin. Complaint Against BSAM
---------------------------------------------------------------
The Enforcement Section of the Massachusetts Securities Division
in the office of Secretary of State William F. Galvin filed an
administrative complaint against Bear Stearns Asset Management,
Inc., for violating the Massachusetts Uniform Securities Act and
relevant regulations.
Since Sept. 1, 2003, until 2007, BSAM is the investment manager
of Bear Stearns High-Grade Structured Credit Strategies Master
Fund, Ltd., and Bear Stearns High-Grade Structure Credit
Strategies Enhanced Fund, Ltd., which filed for liquidation
proceedings in the Grand Court of Cayman Islands in July 2007 as
a result of the collapse of the U.S. sub-prime mortgage market.
BSAM solicited investors for the Cayman Funds.
The Complaint asserts that BSAM was trading securities,
including mortgage-backed securities and collateralized debt
obligations, from its own account with hedge funds it advised
without properly notifying the client funds' independent
directors, as required by federal and state securities laws as
well as its own prospectus disclosures and representations.
Under the Complaint, the transactions that required prior
approval from the Cayman Funds' independent directors, 78.95%
did not receive approval in 2006, 58.66% in 2005, 29.73% in
2004, and 18% in 2003.
Through the Complaint, the Enforcement Section wants to censure
BSAM and to take further action as may be deemed just and
appropriate by the hearing officer for the protection of
investors. It also requires BSAM to (i) permanently cease and
desist from violating the Act and Regulations and (ii) pay an
administrative fine in an amount as may be determined.
Michael Regan, Esq., staff attorney of the Enforcement Section,
in Boston, Massachusetts, notes that the Investment Act of 1940
bars an investment adviser from engaging in principal
transactions with an advisory client "without disclosing to such
client in writing before the completion of such transaction the
capacity in which he is acting and obtaining the consent of the
client to such transaction."
The disclosure and consent procedure was known as a Principal
Trade Letter at BSAM, Mr. Regan said. The PTL was designed as a
tool to minimize and control conflicts of interest between BSAM,
Bear, Stearns & Co., Inc., the Cayman Funds, and other
investment vehicles managed by BSAM.
The Complaint also asserted that BSAM failed to carry out its
obligations with regard to principal transactions from 2004 to
2007. Mr. Regan pointed out that BSAM staff "with
responsibility for PTLs were uncertain as to when and why PTLs
were necessary." BSAM neither trained nor oversaw the people
who were supposed to obtain approvals on principal trades from
the Cayman Funds' directors.
Because the consent of the independent directors was not
obtained for many principal transactions, as required by federal
law and the BSAM offering documents, BSAM has violated the
Massachusetts Uniform Securities Act, Mr. Regan alleged.
"Investors are entitled to know when their investment adviser
has some stake in the other side of the deal, as Congress
realized back in 1940. Investors must also be able to rely on
truthful information and representations provided in an Offering
Memorandum. Bear Stearns Asset Management did not do what the
law and its own disclosures assured investors that it would do,"
Secretary Galvin said in a press release.
"The cavalier attitude that this company had about its various
conflicts of interest is intolerable. This is a case that
demonstrates why existing rules regulating principal
transactions are so important for investors," Mr. Galvin
continued.
"This begins to explain how the sub-prime genie got out of the
bottle," Mr. Galvin told the Associated Press.
William O'Connor, Esq., at Crowell & Moring, in New York,
related to AP that the Complaint "is an indication that there
are a lot more problems that are going to come out" involving
alleged conflicts of interest in mortgage-related investments.
"It's not just about writing off losses. You're going to see
more and more claims like this come forward," Mr. O'Connor
continued.
To recall, the Securities Division of Mr. Galvin's office had
conducted a probe on whether the Funds' informed its independent
directors before engaging in trading transactions.
About Bear Stearns Funds
Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. are open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.
On July 30, 2007, the Funds filed winding up petitions under the
Companies Law (2007 Revision) of the Cayman Islands. Simon
Lovell Clayton Whicker and Kristen Beighton at KPMG were
appointed joint provisional liquidators. The joint liquidators
filed for Chapter 15 petitions before the U.S. Bankruptcy Court
for the Southern District of New York the next day. On Aug. 30,
2007, the Honorable Burton R. Lifland denied the Funds
protection under Chapter 15 of the Bankruptcy Code.
Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F.
Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent
the liquidators in the United States. The Funds' assets and
debts are estimated to be more than US$100,000,000 each. (Bear
Stearns Funds Bankruptcy News; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)
BROOKINVEST HOLDINGS: Proofs of Claim Filing Deadline Is Nov. 30
----------------------------------------------------------------
Brookinvest Holdings Limited's creditors are given until
Nov. 30, 2007, to prove their claims to Westport Services Ltd.,
the company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Brookinvest Holdings' shareholders agreed on Oct. 18, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Bonnie Willkom
P.O. Box 1111, Grand Cayman KY1-1102
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
CABLE & WIRELESS: Unveils Management Changes at Int'l Business
--------------------------------------------------------------
Cable and Wireless plc disclosed changes to the management of
its international business in preparation for driving the next
phase of its value creation.
The key elements of the changes are:
* Harris Jones to step down as chief executive of
International and as a director of Cable and Wireless plc
from Nov. 13, 2007, and leave towards the end of the year
once handover is complete. A search to be initiated to
find a new chief executive for International;
* John Pluthero to become executive chairman of
International with immediate effect, while continuing his
similar role for Europe, Asia & US;
* Lord Robertson of Port Ellen to act as senior
international adviser to Cable & Wireless and to step down
as non-executive chairman of International; and
* All other aspects of the Group operating structure to
remain the same, with Tony Rice continuing as joint
managing director responsible for Central Activities and
finance director.
"On behalf of the Board, we are very grateful for the strong
contribution that Harris has made to the business," Richard
Lapthorne, chairman of Cable and Wireless plc, said. "Since he
joined in November 2004, Harris has successfully rebalanced
International towards the growth areas of mobile and broadband,
doubling mobile and tripling broadband customer numbers. At the
same time, the financial performance of International has
improved and International shareholder value has increased by
over GBP1 billion."
"We are now at the stage where we need to accelerate the
transformation of service and brand reputation, fueling further
growth in the value of International. John Pluthero has an
outstanding track record in this area and the capacity for the
role, with the turnaround of Europe, Asia & US now out of the
recovery phase, as evidenced by the strong interim results
reported separately today and by having installed a strong
management team, led by Europe, Asia & US Chief Executive Jim
Marsh.
"I am delighted that John has agreed to chair each of the two
operating businesses and drive the next stage of our value plan
within the existing organization structure that has served
shareholders so well since it was introduced in April 2006, with
an increase of nearly GBP2 billion in market capitalization and
a total shareholder return of 75%."
Headquartered in London, Cable & Wireless Plc --
http://www.cw.com/new/-- provides voice, data and IP (Internet
Protocol) services to business and residential customers, as
well as services to other telecoms carriers, mobile operators
and providers of content, applications and Internet services.
The company has operations are in the United Kingdom, India,
China, Japan, the Cayman Islands and the Middle East.
* * *
In April 2007, in connection with the implementation of its new
Probability-of-Default and Loss-Given-Default rating methodology
for the corporate families in the Telecommunications, Media and
technology sector, Moody's Investors Service confirmed its Ba3
Corporate Family Rating for Cable & Wireless Plc.
Moody's also assigned a Ba3 Probability-of-Default rating to the
company.
* Issuer: Cable & Wireless Plc
Projected
Debt LGD Loss-Given
Debt Issue Rating Rating Default
---------- ------- ------- --------
4% Senior Unsecured
Conv./Exch.
Bond/Debenture
Due 2010 B1 LGD4 60%
GBP200 million
8.75% Senior
Unsecured Regular
Bond/Debenture
Due 2012 B1 LGD4 60%
CABLE & WIRELESS: Earns GBP134 Mln in Six Months Ended Sept. 30
---------------------------------------------------------------
Cable and Wireless plc released financial results for the six
months ended Sept. 30, 2007.
The Group reported a net profit of GBP134 million on revenue of
GBP1.6 billion for the six months ended Sept. 30, 2007, compared
with a net profit of GBP58 million on revenue of GBP1.7 billion
for the same period in 2006.
At Sept. 30, 2007, the Group's condensed consolidated interim
balance sheet showed GBP4.5 billion in total assets, GBP2.4
billion in total liabilities and GBP2.1 billion in stockholders'
equity.
Outlook
For Europe, Asia & US (including C&W Access), due to the
improving trading performance and a GBP15 million full year
estimated net pension credit for 2007/08, the Group now
anticipates that its EBITDA for the full year 2007/08 will be
between GBP205 million and GBP215 million -- a GBP35 million
improvement from our previous EBITDA guidance. The Group has
reduced its International dollar guidance by US$20 million to
between US$820 million and US$840 million, primarily due to the
poor performance in Jamaica. It has also updated its forecast
US$:GBP exchange rate from 1.95 to 2.00. As a result sterling
Group EBITDA guidance is essentially unchanged.
"It's been another good six months," Richard Lapthorne, chairman
of Cable and Wireless, said. "The Europe, Asia & US turnaround
is ahead of our own, and market, expectations with the
successful execution of our strategy clearly visible in gross
margin and EBITDA. Turning cash flow positive in the second
half will be a significant milestone for the business.
International continues to deliver good growth from mobile and
broadband. I am pleased to announce that we intend to pay a
dividend of 2.5 pence, a further demonstration of our confidence
in the current performance and future potential of both our
businesses."
Headquartered in London, Cable & Wireless Plc --
http://www.cw.com/new/-- provides voice, data and IP (Internet
Protocol) services to business and residential customers, as
well as services to other telecoms carriers, mobile operators
and providers of content, applications and Internet services.
The company has operations are in the United Kingdom, India,
China, Japan, the Cayman Islands and the Middle East.
* * *
In April 2007, in connection with the implementation of its new
Probability-of-Default and Loss-Given-Default rating methodology
for the corporate families in the Telecommunications, Media and
technology sector, Moody's Investors Service confirmed its Ba3
Corporate Family Rating for Cable & Wireless Plc.
Moody's also assigned a Ba3 Probability-of-Default rating to the
company.
* Issuer: Cable & Wireless Plc
Projected
Debt LGD Loss-Given
Debt Issue Rating Rating Default
---------- ------- ------- --------
4% Senior Unsecured
Conv./Exch.
Bond/Debenture
Due 2010 B1 LGD4 60%
GBP200 million
8.75% Senior
Unsecured Regular
Bond/Debenture
Due 2012 B1 LGD4 60%
GROPO LTD: Proofs of Claim Filing Is Until Nov. 30
--------------------------------------------------
Gropo Ltd.'s creditors are given until Nov. 30, 2007, to prove
their claims to Derrick Harper, the company's liquidator, or be
excluded from receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Gropo's shareholder agreed on Oct. 2, 2007, to place the company
into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.
The liquidator can be reached at:
Derrick Harper
c/o Alexandria Bancorp Limited
P.O. Box 2428, George Town
Grand Cayman KY1-1105, Cayman Islands
Telephone: (345) 945-1111
Fax: (345) 945-1122
HIGHLAND SPECIAL: Proofs of Claim Filing Is Until Nov. 30
---------------------------------------------------------
Highland Special Opportunity Master Fund Ltd.'s creditors are
given until Nov. 30, 2007, to prove their claims to S.L.C.
Whicker and K. Beighton, the company's liquidators, or be
excluded from receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Highland Special's shareholders agreed on Sept. 27, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidators can be reached at:
S.L.C. Whicker
K. Beighton
P.O. Box 493, Grand Cayman KY1-1106
Cayman Islands
Contact for inquiries:
Gundega Tamane
15F-9, No.6
Sinyi Road, Section 4
Taipei 106, Taiwan
Telephone: 345-914-4309/345-949-4800
Fax: 345-949-7164/345-949-7164
ICP ADVISER: Proofs of Claim Filing Deadline Is Nov. 30
-------------------------------------------------------
ICP Adviser Limited's creditors are given until Nov. 30, 2007,
to prove their claims to Westport Services Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
ICP Adviser's shareholder agreed on Oct. 18, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Evania Ebanks
P.O. Box 1111, Grand Cayman
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
PARMALAT SPA: Could Get EUR3.1 Billion from Claims Settlement
-------------------------------------------------------------
With the United States District Court pushing for a resolution,
analysts are forecasting that Parmalat S.p.A. Chief Executive
Officer Enrico Bondi can reap as much as EUR3,100,000,000, or
US$4,500,000,000, equivalent to about 75% of Parmalat's market
value, by settling damage claims against Bank of America Corp.,
Citigroup Inc., accountant Grant Thornton LLP and 13 Italian
lenders, Bloomberg News reports.
Parmalat's biggest pending suits are against BofA, Citigroup and
Grant Thornton, where Dr. Bondi is seeking about
US$10,000,000,000 each. Parmalat also has 63 "claw-back
actions" pending against certain banks for EUR6,400,000,000,
seeking to recover prepetition payments.
Parmalat counsel Nicola Palmieri said he expects a decision on
whether the Citigroup case will go to trial by March, while a
decision regarding BofA and Grant Thornton could come before the
end of first quarter 2008, according to Bloomberg. Citigroup's
lawyer, John Baughman of Paul Weiss Rifkind Wharton & Garrison
LLP, in New York, declined to comment on the possibility of a
settlement.
As previously reported, Dr. Bondi has already recouped about
EUR800,000,000 from nine financial companies including Merrill
Lynch & Co. and a unit of accounting firm Deloitte Touche
Tohmatsu. Settling claims for an estimated EUR2,800,000,000
could add about 60% to Parmalat's stock, Bloomberg says, citing
estimated calculations by Lehman Brothers Holdings Inc., which
holds less than 2% of Parmalat shares. Lehman Brothers also
values the underlying dairy business at between EUR2.20 and
EUR2.40 per Parmalat share.
"This is an excellent opportunity to get into an unloved stock
with great upside potential and very little downside," Bloomberg
quoted Churchill Capital Group analyst Ben Rolfe as saying.
"There is a light at the end of the tunnel and it's approaching
fast."
Churchill Capital does not own any shares in Parmalat's common
stock.
Moreover, Bloomberg reports that Parmalat's future could also be
complicated by a class-action suit filed by U.S. investors, to
which the company's defense hinges on the principle that it was
not the wrongdoer and should have protection as the successor of
a bankrupt company. In July, District Judge Lewis Kaplan ruled
that the new Parmalat is a defendant in that case. Parmalat has
appealed that decision. The case has not yet been certified by
the judge.
Rob Mann, an analyst at Collins Stewart Plc, in London, however,
told Bloomberg that the Class Action suit will not effect "a
great deal of downside" on Parmalat's stock, because "any such
claims by U.S. bondholders would first have to be approved by
the Italian court that is overseeing the bankruptcy."
Parmalat estimates that its operating profit will rise by as
much as 10%, or about EUR30,000,000, this year as it sells more
fortified products, Bloomberg reports.
As of November 14, shares of Parmalat rose 8 cents, or 3.1%, to
EUR2.61 in Milan. The percentage increase and current trading
of more than 21,000,000 shares were both the most in almost
three months, Bloomberg says.
Parmalat filed for bankruptcy in 2003, with total liabilities of
approximately EUR14,000,000,000, almost eight times the amount
reported by former management. The company had never actually
generated a profit after its stock market listing in 1992,
though it reported earnings every year.
Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months. It also has about
40 brand product lines, which include yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.
The company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors. When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200
million in assets and debts. The U.S. Debtors emerged from
bankruptcy on April 13, 2005.
Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases. The Parma Court has declared the units
insolvent.
On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.
Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A. The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases. On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York. In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators. Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.
The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases. On June 21, 2007, the U.S. Court Granted
Parmalat Permanent Injunction. (Parmalat Bankruptcy News, Issue
No. 94; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
PARMALAT SPA: Italian Prosecutors Pursue BofA Link Evidence
-----------------------------------------------------------
In connection with continuing investigations on Parmalat
S.p.A.'s collapse, Gerardo La Guardia, chief prosecutor in
Parma, Italy, said that Italian prosecutors can prove the
existence of a direct link between former Parmalat Chief
Financial Officer Fausto Tonna and former Bank of America
Manager Luca Sala.
According to Reuters, Mr. La Guardia disclosed that the
magistrates have evidence of bank transfers by the former
officers, which he believed would prove part of the bank's
management was aware of Parmalat's situation before it tumbled
under EUR14,000,000,000 of debts in 2003.
The transfers made to a Swiss bank account allowed some of the
management to profit, Mr. La Guardia said.
Mr. Tonna purportedly denied any involvement with Mr. Sala, who
worked with Parmalat when he was head of corporate banking at
BofA in Italy.
Mr. Sala, who moved to Parmalat as a consultant in 2003, is on
trial in Milan for market manipulation, false communication and
acting as an obstacle to surveillance activities, Reuters
reports. BofA has also denied that its managers were aware of
Parmalat's situation before it fell apart.
Investigations on the matter were continuing, Reuters says.
Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months. It also has about
40 brand product lines, which include yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.
The company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors. When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200
million in assets and debts. The U.S. Debtors emerged from
bankruptcy on April 13, 2005.
Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases. The Parma Court has declared the units
insolvent.
On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.
Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A. The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases. On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York. In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators. Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.
The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases. On June 21, 2007, the U.S. Court Granted
Parmalat Permanent Injunction. (Parmalat Bankruptcy News, Issue
No. 94; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
SOUTH AFRICA: Proofs of Claim Filing Deadline Is Nov. 30
--------------------------------------------------------
South Africa Capital Growth Fund, Ltd.'s creditors are given
until Nov. 30, 2007, to prove their claims to CZ Ltd., the
company's liquidator, or be excluded from receiving any
distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
South Africa's shareholder agreed on Oct. 31, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.
The liquidator can be reached at:
CZ LTD.
P.O. Box 1043, Grand Cayman KY1-1102
Cayman Islands
Phone: 949-0050
Fax: 949-8062
THAILAND INT'L: Sets Final Shareholders Meeting for Nov. 30
-----------------------------------------------------------
The Thailand International Fund Limited will hold its final
shareholders meeting on Nov. 30, 2007, at 10:00 a.m. at the
company's registered office.
These agendas will be taken during the meeting:
1) accounting of the winding-up process; and
2) authorizing the liquidators to retain the records of the
company for a period of six years from the dissolution
of the company, after which they may be destroyed.
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.
The Thailand International's shareholders agreed to place the
company into voluntary liquidation under The Cayman Islands'
Companies Law 2007 Revision).
The liquidator can be reached at:
Lawrence Edwards
Attention: Richard Mottershead
P.O. Box 258, George Town
Grand Cayman KY1-1104, Cayman Islands
Telephone: (345) 914 8656
Fax: (345) 949 4237
=========
C H I L E
=========
BELL MICRO: Has Until Jan. 31 to Comply with Nasdaq Requirement
---------------------------------------------------------------
Bell Microproducts Inc. has received the decision of the board
of directors of The NASDAQ Stock Market LLC granting to the
company until Jan. 31, 2008, to become compliant with the
NASDAQ's continued listing requirements.
The company also has received an additional staff determination
letter from NASDAQ stating that the company is not in compliance
with the requirements for continued listing pursuant to NASDAQ
Marketplace Rule 4310(c)(14), due to its failure to file its
Quarterly Report on Form 10-Q, for the quarter ended
Sept. 30, 2007, on a timely basis.
This staff determination notice serves as an additional basis
for delisting the company's common stock from trading on NASDAQ.
The company's common stock continues to trade on the NASDAQ
Global Market under the symbol "BELM," however, after
Jan. 31, 2008, the company's securities are subject to be
delisted from trading.
The company is working to complete its financial restatements in
order to comply with its SEC filing requirements. The company
is in the process of correcting identified errors in its
financial statements, including the accounting impacts
associated with its review of the company's historical stock
option grant practices.
In addition to the accounting impact of its stock option
review, the company is also reviewing its historical accounting
treatment for certain reserves, accruals, and other accounting
estimates. A committee of independent directors has been
appointed to complete this review.
About Bell Microproducts
Headquartered in San Jose, California, Bell Microproducts Inc.
(Nasdaq: BELM) -- http://www.bellmicro.com/-- is an
international, value-added distributor of high-tech products,
solutions and services, including storage systems, servers,
software, computer components and peripherals, as well as
maintenance and professional services. Bell is a Fortune 1000
company that has operations in Argentina, Brazil, Chile and
Mexico.
* * *
The company has received waivers from its lenders into March
2008 relating to the filing of financial reports with the SEC
and the provision of audited financial reports.
GERDAU SA: Acquires Quanex for US$1.67 Billion
----------------------------------------------
Gerdau SA inked an agreement for the purchase of Quanex Corp.'s
vehicular metals unit, Macsteel, for US$1.67 billion, in a bid
to boost its presence in North America's automobile steel parts
industry.
Bloomberg News says Quanex's shareholders will get US$39.20 a
share in cash, an offer which is higher than Friday's US$36.74
closing price on the New York Stock Exchange.
Quanex, according to the Associated Press, is the second-largest
producer of special-bar-quality steel in the United States.
These bars are used to manufacture auto parts. Xinhua News
Agency adds that Macsteel, with 1,600 employees, is capable of
producing 1.2 million tons of steel and 1.1 million tons of
rolled steel per year.
Gerdau has been expanding its business through acquisitions this
year. This latest transaction, once it passes the customary
hurdles, will "consolidate Gerdau as a global supplier and opens
new possibilities for growth in the globalized market," the
Brazilian company said in a statement.
"This is a totally different business than Gerdau has so far
pursued in North America," Charles Bradford of Soleil Securities
in New York told Bloomberg. He added that purchase faces
difficulties in the market in the face of increasing demand to
use fuel-efficient parts. Automakers are likely to use more
aluminum and plastic in place of steel.
Headquartered in Porto Alegre, Brazil, Gerdau SA --
http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products. In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay and the United
States.
* * *
As reported on Oct. 1, 2007, Moody's Investors Service confirmed
the Ba1 corporate family ratings of Gerdau S.A. and Gerdau
Ameristeel Corporation. The ratings agency also confirmed the
Ba1 corporate family rating of the Brazilian operations of
Gerdau, represented by Gerdau Acominas S.A., Gerdau Acos Longos
S.A., Gerdau Acos Especiais S.A., and Gerdau Comercial de Acos
S.A. Meanwhile, the ratings for Chaparral Steel Company were
withdrawn as all its rated debt will be retired. Moody's said
the outlook for all ratings is stable.
GERDAU SA: Makes Offer for Employee's Stake in Units
----------------------------------------------------
Gerdau SA has offered to acquire shares in Gerdau Acos Longos,
Gerdau Acominas, Gerdau Acos Especiais and Gerdau Comercial de
Acos from the Clube dos Empregados da Acominas workers group,
Business News Americas reports.
Gerdau said in a statement that the Clube dos Empregados owns
2.89% of the stock in each of the four firms. The firm said it
would pay BRL675 million in 36 equal installments, adjusted to
102% of CDI, the average interest rate on loans between
Brazilian banks.
Gerdau told Reuters that it will pay for the stakes over a
three-year period.
Reuters notes that Gerdau would complete the transaction by
Dec. 14, 2007.
BNamericas relates that the transaction is awaiting
authorization from the workers club members.
"The offer is a response to the CEA [the workers club]
administration's desire to sell its stake, since they understand
that the consolidation process of Gerdau Acominas into the
Gerdau Group is accomplished," Gerdau said in a statement.
The acquisition of the shares in the units is part of the
privatization process of the Brazilian steel sector, which used
to be completely state-owned. The privatization started in the
1990s, BNamericas states.
About Gerdau
Headquartered in Porto Alegre, Brazil, Gerdau SA --
http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products. In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay and the United
States.
* * *
As reported on Oct. 1, 2007, Moody's Investors Service confirmed
the Ba1 corporate family ratings of Gerdau S.A. and Gerdau
Ameristeel Corporation. The ratings agency also confirmed the
Ba1 corporate family rating of the Brazilian operations of
Gerdau, represented by Gerdau Acominas S.A., Gerdau Acos Longos
S.A., Gerdau Acos Especiais S.A., and Gerdau Comercial de Acos
S.A. Meanwhile, the ratings for Chaparral Steel Company were
withdrawn as all its rated debt will be retired. Moody's said
the outlook for all ratings is stable.
SCIENTIFIC GAMES: Completes Buy of 50% Stake in Guard Libang
------------------------------------------------------------
Scientific Games Corporation has completed the acquisition of a
50% interest in the ownership of Guard Libang. The final
purchase price was approximately US$28 million, which was
previously estimated to be US$27 million.
On July 19, 2007, Scientific Games has signed agreements to
acquire a 50% interest in the ownership of Guard Libang.
The company expects this acquisition to be neutral to 2007
earnings, and accretive in 2008.
About Rexcapital and Guard Libang
REXCAPITAL Financial Holdings Limited (0555.HK) is engaged in
the provision of lottery related system, machines and services
to the Chinese Lottery market. The group also involves in the
provision of financial services including broking and securities
margin financing, corporate finance and asset management, money
lending and investment trading and holding.
Guard Libang is an indirect subsidiary of REXCAPITAL Financial
Holdings Limited that provides automated instant ticket
validation services on behalf of the China Welfare Lottery to
approximately 17 provinces and 30 of the country's cities.
About Scientific Games
Headquartered in New York City, Scientific Games Corporation
(Nasdaq: SGMS) - http://www.scientificgames.com/-- is an
integrated supplier of instant tickets, systems and services to
lotteries worldwide. The company is a supplier of fixed odds
betting terminals and systems, amusement and skill
with prize betting terminals, interactive sports betting
terminals and systems, and wagering systems and services to
pari-mutuel operators. It is also a licensed pari-mutuel gaming
operator in Connecticut, Maine and the Netherlands and is a
supplier of prepaid phone cards to telephone companies.
Scientific Games' customers are in the United States and more
than 60 other countries. The company has additional productions
and operating facilities located in Austria, Chile and the
United Kingdom.
* * *
Moody's Investor Services placed Scientific Games Corporation's
probability of default rating at 'Ba2' in September 2006. The
rating still hold to date with a stable outlook.
===============
C O L O M B I A
===============
DOLE FOOD: Has to Pay US$2.5 Million in Punitive Damages
--------------------------------------------------------
At a jury hearing held Nov. 14 in Los Angeles Superior Court
Judge Victoria G. Chaney's chamber, Dole Food Co. Inc. was asked
to pay five former Nicaraguan employees US$2.5 million for
punitive damages.
These workers also got a US$3.2 million compensatory damages for
suffering sterility due to exposure to the pesticide DBCP on
Dole's banana plantations in Nicaragua. Most of the
compensatory award will be paid by Dole, while the rest will
come from Dow Chemical Co., which manufactured the pesticide,
the Associated Press says.
Both parties felt victorious on different grounds. For the
workers' part, the ruling signalled that international
corporations are indeed accountable for their practices. For
Dole's part, the company was happy that the damages it had to
pay are not staggering.
"Dole got out of this very cheaply," USC law professor Clare
Pastore was quoted by Los Angeles Times as saying. "It had the
potential to be a blockbuster case, and it didn't turn out that
way."
Dole believes that the company's new policy on prioritizing
worker and environmental safety has caused jurors to lower the
amount of damages. During the hearing, C. Michael Carter,
Dole's executive vice president and general counsel, testified
that the company "has cleaned up its acts," explaining that the
company has pledged never to use pesticides that are harmful to
humans. He added that Dole gives more priority to worker safety
and environmental concern over production quotas
Of the twelve workers who originally filed the suit, six got
awards ranging from US$311,200 to US$834,000, the AP relates.
The workers claimed that Dole were negligent and committed fraud
by concealing from the workers the adverse effect of DBCP.
Dole is still facing some 6,800 suits filed by workers worldwide
over its use of DBCP to kill microscopic worms in banana tree
roots, the LA Times adds.
Headquartered in Westlake Village, California, Dole Food
Company, Inc. -- http://www.dole.com/-- is a producer and
marketer of fresh fruit, fresh vegetables and fresh-cut flowers,
and markets a line of packaged foods. The company has four
primary operating segments. The fresh fruit segment produces
and markets fresh fruit to wholesale, retail and institutional
customers worldwide. The fresh vegetables segment contains
operating segments that produce and market commodity vegetables
and ready-to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia. The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods. Dole's fresh-cut! flowers
segment sources, imports and markets fresh-cut flowers, grown
mainly in Colombia and Ecuador, primarily to wholesale florists
and supermarkets in the U.S.
* * *
As reported in the Troubled Company Reporter on Jan. 31, 2007,
Moody's Investors Service downgraded Dole Food Company Inc.'s
corporate family rating to B2 from B1; probability of default
rating to B2 from B1; senior secured bank credit facilities to
Ba3 from Ba2; senior unsecured notes to Caa1 from B3; and
various shelf registrations to (P)Caa1 from (P)B3. Moody's said
the outlook is stable.
On Dec. 11, Standard & Poor's Ratings Services lowered its
ratings on Dole Food Co. Inc. and Dole Holding Co. LLC,
including its corporate credit rating!, to 'B' from 'B+'.
===================
C O S T A R I C A
===================
ARMSTRONG HOLDINGS: Commences Asset Distribution on December 12
---------------------------------------------------------------
Armstrong Holdings Inc. disclosed its timetable for dissolution
including distribution of net assets to shareholders.
Dec. 5, 2007, will be the last day of trading in ACKH common
stock, and will be the record date for shareholders entitled to
receive a final distribution of the company's net assets. The
company's stock transfer books will close and no further trading
or transfers will be recognized after settlement of trades made
through that date.
On Dec. 12, 2007, the distribution agent, American Stock
Transfer & Trust Company, will begin the distribution of assets
to shareholders.
After this distribution, Armstrong Holdings Inc. will file
Articles of Dissolution with the Commonwealth of Pennsylvania
and will cease to exist.
The company's net assets for distribution total approximately
US$28 million, which will be divided pro-rata per share among
the holders of the 40,551,975 outstanding shares of ACKH common
stock. This amounts to a distribution of approximately US$0.69
per share.
Shareholders should consult their tax advisor on the tax
implications of this distribution. Shareholders who hold ACKH
stock in brokerage accounts will receive the distribution in
their accounts and their ACKH holdings will be cancelled
after the distribution.
Direct shareholders do not need to return their stock
certificates to receive a distribution. Those certificates will
become void and have no value. When they receive their
distribution checks, direct shareholders should cancel or
destroy those Armstrong Holdings stock certificates.
Direct shareholders with questions concerning their accounts
should contact American Stock Transfer & Trust Company at
(800) 937-5449.
About Armstrong Holdings Inc.
Based in Lancaster, Pennsylvania, Armstrong Holdings Inc. (OTC
Bulletin Board: ACKH) -- http://www.armstrong.com/-- was the
parent holding company of Armstrong World Industries Inc. On
Oct. 2, 2006, Armstrong World Industries Inc. emerged from
Chapter 11 reorganization under its Fourth Amended Plan of
Reorganization, which provided for the cancellation of the AWI
stock owned by the company. The company has conducted no
business and had no operations since Oct. 2, 2006.
The company has Asia-Pacific locations in Australia, China, Hong
Kong, Indonesia, Japan, Malaysia, Philippines, Singapore, South
Korea, Taiwan, Thailand and Vietnam. It also has locations in
Colombia, Costa Rica, Greece and Iceland, among others.
* * *
Standard & Poor's Ratings Service affirmed the 'BB' corporate
credit and senior secured ratings for Armstrong World Industries
Inc. on March 2007.
Moody's Investors Service assigned, in October 2006, a Ba2
rating on Armstrong World Industries, Inc.'s new credit facility
and a Corporate Family Rating of Ba2. Moody's said the ratings
outlook is stable.
===================================
D O M I N I C A N R E P U B L I C
===================================
PRC LLC: Moody's Lowers Corp. Family Rating to Caa1 from B3
-----------------------------------------------------------
Moody's Investors Service has downgraded PRC LLC's Corporate
Family Rating to Caa1 from B3, concluding the review for
possible downgrade initiated on Aug. 21, 2007. Subsequent to
the rating downgrade, Moody's will be withdrawing the company's
ratings as Moody's will not be able to obtain further financial
information going forward. The rating outlook is negative.
The downgrade reflects PRC's weak business performance, which is
below Moody's expectations, weak liquidity position as of
Sept. 30, 2007, as well as the potential that the company may be
in default of its bank covenants if future performance remains
weak, unless its equity sponsor, Diamond Castle, exercises its
option of an equity infusion.
Ratings downgraded and will be withdrawn:
-- Corporate Family Rating downgraded to Caa1 from B3;
-- Probability of Default Rating downgraded to Caa1 from B3;
-- US$20 million first lien revolving credit facility
downgraded to B2 from B1, LGD-3, 31%;
-- US$25 million first lien delayed draw capex term loan
downgraded to B2 from B1, LGD-3, 31%;
-- US$115 million first lien term loan downgraded to B2 from
B1, LGD-3, 31%; and
-- US$67 million second lien term loan downgraded to Caa2
from Caa1, LGD-5, 77%
Plantation, Florida-based PRC is a business process outsourcing
or BPO provider with operations in the United States, the
Philippines, India, the Dominican Republic, and Ireland. The
company provides dedicated-agent communication services focusing
on business-to-consumer and business-to-business transactions.
=====================
E L S A L V A D O R
=====================
AES CORP: Moody's LGD Point Estimate Revision Won't Affect Rtgs.
----------------------------------------------------------------
The AES Corporation (AES: B1 Corporate Family Rating) has
completed its previously announced offer to purchase up to
US$1.24 billion of outstanding senior notes. While no ratings
changed as a result, the LGD point estimate on its senior
secured credit facilities were revised to LGD 1, 2%, from LGD 1,
3%, its second priority secured notes to LGD 3, 38% from LGD 3,
41% and its senior unsecured notes to LGD 4, 53% from LGD 4,
57%.
AES Corp. -- http://www.aes.com/-- is a global power company.
The company operates in South America, Europe, Africa, Asia and
the Caribbean countries. Specifically, it also has operations
in India. Generating 44,000 megawatts of electricity through
124 power facilities, the company delivers electricity through
15 distribution companies. The company's Latin America business
group is comprised of generation plants and electric utilities
in Argentina, Brazil, Chile, Colombia, Dominican Republic, El
Salvador, Panama and Venezuela.
=================
G U A T E M A L A
=================
MILLICOM INT'L: CEO Marc Beuls Selling 100,000 Ordinary Shares
--------------------------------------------------------------
Millicom International Cellular S.A. disclosed that Marc Beuls,
Chief Executive Officer of Millicom, has today sold 100,000
Millicom Ordinary Shares to finance the exercise of 700,000
outstanding Share Options. Mr. Beuls will use the entire
proceeds from today's sale plus additional funds to finance the
exercise of Share Options in December 2007, which will increase
his holding in the Ordinary Shares by 600,000.
Headquartered in Bertrange, Luxembourg, and controlled by
Sweden's AB Kinnevik, Millicom International Cellular S.A.
-- http://www.millicom.com/-- is a global telecommunications
investor with cellular operations in Asia, Latin America and
Africa. It currently has cellular operations and licenses in 16
countries. The Group's cellular operations have a combined
population under license of around 391 million people.
The Central America Cluster comprises Millicom's operations in
El Salvador, Guatemala and Honduras. The population under
license in Central America at December 2005 is 26.4 million.
The South America Cluster comprises Millicom's operations in
Bolivia and Paraguay. The population under license in South
America at December 2005 is 15.2 million.
* * *
As reported in the Troubled Company Reporter-Latin America
Nov. 16, 2007, Moody's Investors Service has upgraded ratings of
Millicom International Cellular S.A. The corporate family
rating was upgraded to Ba2 from Ba3 and the rating on the
existing senior notes was upgraded to B1 from B2. Moody's said
the outlook on the ratings is stable.
===========
G U Y A N A
===========
FLOWSERVE CORP: Selling Rail Business-Related Assets to Vossloh
---------------------------------------------------------------
Flowserve Corporation has reached a tentative agreement to sell
the rail business related assets of its wholly owned Australian
subsidiary Thompsons Kelly & Lewis Pty Ltd., to Vossloh AG.
Terms of the sale were not disclosed.
The transaction is expected to be finalized by mid-December and
is subject to approval by Vossloh AG's Supervisory Board.
The TKL rail operations are a part of Flowserve's Australian
pump business. Rail assets that are part of the sale include
those at Castlemaine, Orange and Kewdale. Total revenue in 2006
related to these assets was approximately US$11 million. The
affected rail assets were originally acquired when Flowserve
purchased TKL in 2004. Based on Flowserve's current set of core
strategies in the fluid motion and control industry, these
assets were considered non-core to the business. The pump assets
at TKL, however, remain a core part of Flowserve.
TKL rail is a leading rail switch brand in Australia and is
known for its product quality and expertise. The rail business
currently is experiencing growth based on the demand for rail
infrastructure in the country.
"A strategic divestiture of this nature to a company whose core
operations are more strongly aligned with the rail business
should offer better future opportunities for the business in
market share, capital investment and access to technology," said
Lewis Kling, Flowserve President and CEO.
The company will operate as Vossloh Cogifer Australia.
About Flowserve
Headquartered in Irving, Texas, Flowserve Corp. (NYSE: FLS) --
http://www.flowserve.com/-- provides fluid motion and control
products and services. Operating in 56 countries, the company
produces engineered and industrial pumps, seals and valves as
well as a range of related flow management services. In Latin
America, Flowserve operates in 36 countries such as the
Dominican Republic, Guatemala, Guyana and Belize.
* * *
As reported in the Troubled Company Reporter-Latin America on
Aug. 20, 2007, Moody's Investors Service affirmed Flowserve
Corporation's corporate family rating at Ba3 and probability of
default at B1. Moody's also affirmed the Ba2 rating to the
company's senior secured term loan and assigned a Ba2 rating to
Flowserve's senior secured revolving credit facility.
===========
M E X I C O
===========
ACXIOM CORP: Acquires MKTG; Expands SMB Marketing Capabilities
--------------------------------------------------------------
Acxiom(R) Corporation has expanded its consumer and business
data assets and marketing capabilities within small and medium
business markets through the acquisition of MKTG Services, Inc.,
an affiliate of CBCInnovis.
The acquisition pairs Acxiom -- a global leader in customer
information management and technology -- with MKTG Services,
which has 35 years of direct marketing data compilation and
marketing services experience. MKTG Services' key areas of
expertise include marketing solutions for credit risk,
bankruptcy identification, turnkey marketing systems, data sales
and data processing services.
MKTG Services' management team, led by Senior Vice President
Stacey Girt, will join Acxiom to provide leadership for the MKTG
Services team. The MKTG Services sales team will remain intact
as well to carry on the exceptional customer care to which MKTG
Services' clients are accustomed. The customers will continue
to benefit from access to the most comprehensive and accurate
marketing information and data services in the industry.
"MKTG Services not only compiles data, but also develops new
marketing solutions that will complement Acxiom's existing
capabilities," said Alex Dietz, Acxiom Information Products
Division Leader. "This acquisition also brings us an
experienced sales force that specializes in compiled data sales,
list brokerage and data processing services that support a
strong client base, as well as new data assets to integrate with
Acxiom InfoBase-X(TM)."
"Our experience in helping clients grow and develop loyal
relationships with customers mirrors the work that Acxiom has
done for many years," Ms. Girt said. "We believe that we will
be able to broaden and deepen our database marketing and
analytics services to clients by leveraging Acxiom's data and
solutions."
MKTG Services' headquarters are in Newtown, Pa., with offices in
Florida and New York.
Based in Little Rock, Arkansas, Acxiom(R) Corporation (Nasdaq:
ACXM) -- http://www.acxiom.com/-- integrates data, services and
technology to create and deliver customer and information
management solutions for many of the largest, most respected
companies in the world. The core components of Acxiom's
solutions are Customer Data Integration technology, data,
database services, IT outsourcing, consulting and analytics, and
privacy leadership. Founded in 1969, Acxiom has locations
throughout the United States, Europe, Australia and China.
Acxiom has a team of specialists with sales and business
development associates based in the largest Latin American
markets: Brazil, Argentina and Mexico.
* * *
As reported in the Troubled Company Reporter on Oct. 3, 2007,
Standard & Poor's Ratings Services said its 'BB' corporate
credit rating on Little Rock, Arkansas-based Acxiom Corp.
remains on CreditWatch with negative implications, where it was
placed on May 17, 2007. At the same time, S&P also placed the
'BB' senior secured debt ratings on CreditWatch with negative
implications, because the debt will no longer be refinanced as
part of the LBO financing.
ADVANCED MICRO: Secures US$622-Mln Investment from Mubadala Unit
----------------------------------------------------------------
AMD has received an investment from a subsidiary of Mubadala
Development Company. Mubadala invested approximately
US$622 million, receiving 49 million newly-issued shares at a
price per share of US$12.70, the closing price of AMD common
stock on Nov. 15, 2007.
AMD received approximately US$608 million, after reimbursing
Mubadala for approximately US$14.6 million in expenses. AMD
will use the net proceeds from the sale of the shares of common
stock for general corporate purposes including accelerating its
long-term, customer-focused growth strategy by investing in R&D,
product innovations and manufacturing excellence.
"We proudly welcome Mubadala, a world-class investor, to the AMD
shareholder family. This investment strengthens AMD's ability
to deliver customer-centric innovation and choice to the
marketplace, creating greater value for all of our
shareholders," said AMD chairman and CEO Hector Ruiz.
"AMD is a great fit for Mubadala's investment approach - a
spirited competitor and innovator led by a strong and visionary
management team," Khaldoon Khalifa Al Mubarak Mubadala CEO and
managing director said. "We see significant opportunities for
long-term growth and value creation."
This is a non-controlling, minority investment. Mubadala will
not receive any board representation as part of the deal. This
transaction does not present a controlling investment or
acquisition subject to review by the Committee on Foreign
Investment in the U.S.
Merrill Lynch acted as financial advisor to AMD. Lehman
Brothers acted as lead financial advisor to Mubadala; Morgan
Stanley acted as co-financial advisor.
About Mubadala Development Company
Headquartered in Abu Dhabi, United Arab Emirates, Mubadala
Development Company -- http://www.mubadala.ae/-- is a strategic
investment and development company that is wholly-owned by the
Abu Dhabi Government. The company has an international
portfolio, with interests in sectors such as energy, heavy
industry, telecommunications, infrastructure, and aerospace.
About Advanced Micro Devices Inc.
Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. -- http://www.amd.com/-- (NYSE: AMD) designs and
manufactures microprocessors and other semiconductor products.
The company has a facility in Singapore. It has sales offices in
Belgium, France, Germany, the United Kingdom, Mexico and Brazil.
* * *
As reported in the Troubled Company Reporter on Aug. 14, 2007,
Standard & Poor's Ratings Services affirmed its B/Negative/--
corporate credit rating on Sunnyvale, California-based Advanced
Micro Devices Inc. At the same time, S&P assigned its 'B'
rating to the company's US$1.5 billion 5.75% senior convertible
notes due 2012, and raised the rating on the company's existing
senior unsecured debt to 'B' from 'B-', because the company no
longer has secured debt in its capital structure.
As reported in the Troubled Company Reporter on Aug. 13, 2007,
Fitch Ratings has assigned a 'CCC+/RR6' rating to Advanced Micro
Devices Inc.'s private placement of US$1.5 billion 5.75%
convertible senior notes due 2012.
Fitch also affirmed the company's Issuer Default Rating at 'B';
and Senior unsecured debt at 'CCC+/RR6'.
As reported in the Troubled Company Reporter on July 26, 2007,
Standard & Poor's Ratings Services affirmed its 'B/Negative/--'
corporate credit rating on Sunnyvale, California-based Advanced
Micro Devices Inc. At the same time, Standard & Poor's lowered
the rating on the company's 7.75% senior notes due 2012 to 'B-'
from 'BB-', which is now rated the same as the company's other
senior unsecured notes, reflecting release of the collateral
securing the issue.
COTT CORP: Moody's Downgrades Corp. Family Rating to B1 from Ba3
----------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating of Cott Corporation to B1 from Ba3. The outlook is
negative. This concludes the review for downgrade initiated on
Sept. 21, 2007.
These ratings were lowered:
* Cott Corporation:
-- Corporate Family rating to B1 from Ba3,
-- Probability of Default Rating to B1 from Ba3; and
* Cott Beverages, Inc.:
-- US$275 million 8% senior sub notes due 2011 to B2, LGD
5; 74% from B1, LGD 5; 74%
The downgrade was due to the deterioration in the company's
financial metrics as a result of:
i) a weak carbonated soft drink market in North America
due to the ongoing consumer shift away from CSDs,
ii) higher than expected promotional activity from larger
national branded competitors,
iii) the pressure on margins due to the rise in input costs
including PET, high fructose corn syrup and aluminum,
and
iv) delays in recognizing financial benefits from
restructuring initiatives and product innovation.
Cott's ratings continue to be pressured by adverse effects on
revenues and margins due to distribution and manufacturing
costs, the weak CSD market in North America and continued
intense competition from better capitalized competitors, as well
as challenges with the installation of its new aseptic line in
the UK, which resulted in a voluntary recall. The company also
faces other business challenges like historically high input
costs, the impact of poor weather on sales and an uncertain
interest rate environment.
To mitigate these pressures, Cott initiated a restructuring plan
in 2005 to reduce its operating costs. There have also been
significant senior level management changes. In 2007 the
company implemented price increases to offset the rise in
commodity costs, and is working on new product launches to meet
ongoing customer demand for product innovation. However, these
initiatives have so far failed to produce results in the form of
improvement in operating performance, cash flow, and credit
metrics. Gross margin has been nearly halved in the last three
years. The company has failed to turn around performance thus
far and is performing at or below the lower end of Moody's
earlier expectations. At the same time, the B1 corporate family
rating recognizes Cott's strong position in the retailer-brands
market.
The negative outlook reflects Moody's concern that the above
pressures will continue to impact profitability and cash flow as
well as uncertainty around the amount and timing of benefits
from restructuring initiatives and new product initiatives.
Further ratings downgrade could result in the event of continued
operating weaknesses such that interest coverage remains below 1
times, or Debt to EBITDA exceeds 4.5 times (using Moody's
financial metrics calculations).
Cott has good availability under its US$250 million committed
credit facility to cover capital expenditures as well as its
cash needs during working capital buildup periods in the next
twelve months. Also, it does not have material debt maturities
over the next four quarters. However Moody's noted that Cott's
liquidity has weakened because of the decreased internal cash
generation and Moody's has concerns about covenant compliance.
The credit facility has two financial covenants. Moody's
believes that the company may fail to be in compliance with its
current covenants in upcoming quarters, absent covenant relief,
which is likely but not assured. The company has stated that it
is monitoring the situation and is in communication with its
banks about its expectations.
Headquartered in Toronto, Ontario, Cott Corporation (NYSE: COT;
TSX: BCB) -- http://www.cott.com/-- is a non-alcoholic beverage
company and a retailer brand beverage supplier. The company
commercializes its business in over 60 countries worldwide, with
its principal markets being the United States, Canada, the
United Kingdom and Mexico. Cott markets or supplies over 200
retailer and licensed brands, and company-owned brands including
Cott, Royal Crown, Vintage, Vess and So Clear. Its products
include carbonated soft drinks, sparkling and flavoured mineral
waters, energy drinks, juices, juice drinks and smoothies,
ready-to-drink teas, and other non-carbonated beverages.
* * *
As reported in the Troubled Company Reporter-Latin America on
Oct. 26, 2007, Standard & Poor's Ratings Services has lowered
its ratings on Cott Corp. by one notch, including its long-term
corporate credit rating to 'B' from 'B+'. At the same time, S&P
removed the ratings from CreditWatch with negative implications,
where they were placed Oct. 2, 2007. S&P said the outlook is
negative.
DUERR AG: Earns EUR5.7 Million for Nine Months Ended Sept. 30
-------------------------------------------------------------
Duerr AG released its financial results for the nine months and
third quarter ended Sept. 30, 2007.
Duerr posted EUR5.7 million in net profit on EUR1.02 billion in
net revenues for the first nine months of 2007, compared with
EUR0.1 million in net profit on EUR984 million in net revenues
for the same period in 2006.
The company reported EUR5.7 million in net income on
EUR364.7 billion in net revenues for the third quarter of 2007,
compared with EUR3.4 million in net profit on EUR357.6 million
in net revenues for the same period in 2006.
"We have got off to a good start in the fourth quarter," said
Ralf Dieter, CEO of Duerr AG. "So we now expect growth of at
least 10% in new orders compared with last year."
The earnings situation was burdened for the last time in the
third quarter by delays on projects in India. This caused the
gross margin in the first nine months to dip to 16.0% as
compared with 16.5% in the same period last year. Cost
reductions were achieved through the improvements in internal
processes which Duerr has implemented under the Group-wide FOCUS
program, with administrative and selling expenses declining
overall by 1.5% to EUR132.2 million.
Operating cash flow (-EUR32.7 million) improved appreciably by
EUR47.1 million in the first nine months of 2007. An even
stronger improvement was prevented by a temporary build-up in
net working capital. This was due to growth in trade
receivables and inventories as a result of the increased volume
of business.
Owing to the good order situation the number of employees has
risen by 3.9% versus Dec. 31, 2006, to 5,869. The increase was
primarily in the growth region of Asia, where the number of
employees rose by 20.0% to 721 (Dec. 31, 2006: 601).
At 22.4%, the equity ratio as of Sept. 30, 2007 was little
changed versus the end of 2006 (23.6%). Net financial debt
amounted to EUR170.5 million at the end of the third quarter of
2007, as compared with EUR164.4 million as of Sept.30, 2006.
Unchanged Positive Outlook for 2007
Duerr expects a strong improvement in earnings in fiscal 2007.
At the operating level (EBIT before one-time expenses) the
margin should rise to 3.5% from 2.9% last year, while sales
growth of between 5% and 10% is forecast. Among the factors
contributing to the earnings improvement will be the marked
turnaround at the Cleaning and Filtration Systems business unit
and in the U.S.A. Operating cash flow should be clearly positive
in 2007. Duerr is still aiming to pay a dividend.
Duerr expects a further earnings improvement in 2008. The target
margin for 2008 is 5% based on earnings at the operating level.
About Duerr
Headquartered in Stuttgard, Germany, The Duerr Group
-- http://www.durr.com/en/-- supplies products, systems, and
services for automobile manufacturing. Duerr designs and builds
paint shops and final assembly plants.
The Duerr Group also operates in Czech Republic, France, U.K.,
Italy, Netherlands, Poland, Russia, Slovakia, Spain, Turkey,
Australia, Brazil, China, India, Japan, Mexico, South Africa,
South Korea and the U.S.A.
* * *
As of Nov. 19, 2007, Duerr AG carries B2 Corporate Family, B2
Probability of Default and Caa1 Senior Subordinate ratings from
Moody's Investor Service. Moody's said the outlook is stable.
The company also carries B Long-Term Foreign Issuer Credit and
Local Issuer Credit ratings from Standard & Poor's. S&P said
the outlook is stable.
DURA AUTOMOTIVE: U.S. Trustee Objects to Chapter 11 Plan
--------------------------------------------------------
Kelly Beaudin Stapleton, the United Stated Trustee for Region 3,
asks the U.S. Bankruptcy Court for the District of Delaware to
deny confirmation of the Joint Plan of Reorganization filed by
DURA Automotive Systems Inc. and its debtor-affiliates.
As previously reported in the Troubled Company Reporter, the
Court had approved the adequacy of the Disclosure Statement
explain the Debtors' plan on Oct. 3, 2007. The Court had
initially scheduled the confirmation hearing on November 26 but
was rescheduled to Dec. 6, 2007.
"The Plan should not be approved on the grounds that, as
proposed, it is unconfirmable as a matter of law," asserts the
U.S. Trustee.
The U.S. Trustee believes that Debtors are inappropriately
seeking deemed substantive consolidation for plan purposes.
She notes that, under applicable Third Circuit Law, substantive
consolidation is prohibited, unless the proponents of it can
establish a prima facie case for true substantive consolidation.
The Debtors are perfectly capable of presenting non-consolidated
claims and financial information, the U.S. Trustee asserts. She
explains that, while the Debtors filed consolidated financial
statements, the Debtors maintained all corporate formalities,
maintained separate books and records for their respective
estates, as well as non-consolidated claims and financial
information.
The U.S. Trustee also disputes the Joint Plan of Reorganization
on the account that it unfairly discriminates against certain
general unsecured creditors, specifically, the Class 3B Senior
Notes Claimants -- holders of senior notes with principal amount
less than US$75,000. She elaborates that if the ability to
participate in the US$140,000,000 to US$160,000,000 equity
rights Offering has any value, the treatment of the Class 3B
Senior Note Claimants under the Plan constitutes unfair
discrimination, because the ability to participate in the Rights
Offering is limited to Class 3A Notes claimants, or holders of
senior notes with a principal amount greater than US$75,000.
As previously reported, Pacificor, LLC, which has committed to
back stop the rights offering pursuant to the Court-approved
Backstop Rights Purchase Agreement, has required that Dura
emerge from bankruptcy as a privately held company. As a
result, parties entitled to buy shares of Reorganized Dura were
limited to large holders of Senior Notes Claims.
About DURA Automotive
Based in Rochester Hills, Michigan, DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry. The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries. DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.
The company has three locations in Asia -- China, Japan
and Korea. It has locations in Europe and Latin America,
particularly in Mexico, Germany and the United Kingdom.
The Debtors filed for chapter 11 petition on Oct. 30, 2006
(Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq.,
Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan
Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel
for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq.,
Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of
Richards Layton & Finger, P.A. Attorneys are the Debtors' co-
counsel. Baker & McKenzie acts as the Debtors' special counsel.
Togut, Segal & Segal LLP is the Debtors' conflicts counsel.
Miller Buckfire & Co., LLC is the Debtors' investment banker.
Glass & Associates Inc., gives financial advice to the Debtor.
Kurtzman Carson Consultants LLC handles the notice, claims and
balloting for the Debtors and Brunswick Group LLC acts as their
Corporate Communications Consultants for the Debtors. As of
July 2, 2006, the Debtor had US$1,993,178,000 in total assets
and US$1,730,758,000 in total liabilities.
The Debtors' exclusive plan-filing period expired on
Sept. 30, 2007. On Aug. 22, 2007, the Debtors' filed their Plan
of Reorganization and the Disclosure Statement explaining that
Plan was approved on Oct. 3, 2007. (Dura Automotive Bankruptcy
News, Issue No. 37; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
DURA AUTOMOTIVE: Noteholders Support U.S. Trustee's Objections
--------------------------------------------------------------
Certain beneficial holders of approximately US$88,000,000 in
face amount of 9% senior subordinated notes due May 2009, issued
by Dura Operating Corp., support the arguments stated by the
U.S. Trustee for Region 3 that that:
(i) the Plan unfairly discriminates certain general unsecured
creditors; and
(ii) the Debtors cannot prove that substantive consolidation
is proper.
Tobey M. Daluz, Esq., at Ballard, Spahr, Andrews & Ingersoll,
LLP, in Wilmington, Delaware, also argues that the Plan is not
fair and equitable under Section 1129(b)(1) of the Bankruptcy
Code because Pacificor will receive 42.4% of the new common
stock of Reorganized Dura, and the Debtors' management will
receive 10% of the Distribution Shares under the Management
Equity Program.
Under the Backstop Agreement and the Plan, Pacificor, as the
Backstop Party and as a holder of a large percentage of the
Senior Notes, will receive 42.4% of the New Common Stock in
exchange for payment of US$160,000,000. The valuation of the
Debtors implicit in this transaction results in the Plan
providing for no distribution to the 9% Noteholders, he notes.
Nevertheless, he points out, the Debtors have not tested the
value assigned to the Debtors under the Backstop Deal and the
Plan in the marketplace, and have offered little in the way of
other evidence to support this value.
Proposing a Plan under the circumstances that makes no
distributions of claims in excess of US$500,000,000 -- holders
of subordinated notes in the aggregate principal amount of
US$560,700,000 will receive no distributions under the Plan --
is neither fair nor equitable, Mr. Daluz further argues. He
cites rulings in In re Exide Technologies, 303 B.R.47, 62
(Bankr.D.Del.2003); In re Zenith Electronics Corp., 241 B.R.92,
103 (Bankr.D.Del.1999), and H.R.Rep. 595, 95thCong., 1stSess.414
(1977).
While the 9% Noteholders receive no distribution, the Debtors'
management will receive shares of stock of Reorganized Dura
under the Management Equity Program, Mr. Daluz notes. Thus, he
says, there is a strong possibility that the Debtors' management
will receive shares on account of nothing, or, alternatively, on
account of their interests in, or claims against, the Debtors.
Mr. Daluz also states that the Debtors must prove that the Plan
is feasible and not likely to be followed by liquidation or the
need for further reorganization. It appears that the Debtors
still have not received a commitment from any lender to provide
US$425,000,000 in exit financing, he says.
"The recent troubles in the credit markets, the Debtors'
statements that the DIP Lenders are nervous about extending the
maturity date beyond Dec. 31, 2007, and the Debtors' need to
enter into the Fee Engagement Letter before the DIP Lenders
would agree to pursue syndication of the exit financing make it
[appear] that the Debtors cannot prove feasibility without a
commitment by a lender to provide the US$425,000,000 in exit
financing that the Debtors require under the Plan," Mr. Daluz
states.
About DURA Automotive
Based in Rochester Hills, Michigan, DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry. The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries. DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.
The company has three locations in Asia -- China, Japan
and Korea. It has locations in Europe and Latin America,
particularly in Mexico, Germany and the United Kingdom.
The Debtors filed for chapter 11 petition on Oct. 30, 2006
(Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq.,
Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan
Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel
for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq.,
Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of
Richards Layton & Finger, P.A. Attorneys are the Debtors' co-
counsel. Baker & McKenzie acts as the Debtors' special counsel.
Togut, Segal & Segal LLP is the Debtors' conflicts counsel.
Miller Buckfire & Co., LLC is the Debtors' investment banker.
Glass & Associates Inc., gives financial advice to the Debtor.
Kurtzman Carson Consultants LLC handles the notice, claims and
balloting for the Debtors and Brunswick Group LLC acts as their
Corporate Communications Consultants for the Debtors. As of
July 2, 2006, the Debtor had US$1,993,178,000 in total assets
and US$1,730,758,000 in total liabilities.
The Debtors' exclusive plan-filing period expired on
Sept. 30, 2007. On Aug. 22, 2007, the Debtors' filed their Plan
of Reorganization and the Disclosure Statement explaining that
Plan was approved on Oct. 3, 2007. (Dura Automotive Bankruptcy
News, Issue No. 37; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
DURA AUTOMOTIVE: Second Lien Group Objects to Chapter 11 Plan
-------------------------------------------------------------
Second Lien Group also expressed to the U.S. Bankruptcy Court
for the District of Delaware their objection to the Joint Plan
of Reorganization filed by DURA Automotive Systems Inc. and its
debtor-affiliates.
Pursuant to a Credit Agreement dated May 3, 2005, certain of the
Debtors borrowed US$225,000,000 on a second lien basis. Loans
under the agreement accrue interest at a margin over either a
Eurodollar-based rate or a prime rate-based rate. As of
immediately prior to the Petition Date, all loans under the
Second Lien Credit Agreement accrued at the Eurodollar Rate,
which was the lower of the two rates.
Laurie Selber Silverstein, Esq., at Potter, Anderson & Corroon,
LLP, in Wilmington, Delaware, relates that, pursuant to the
Second Lien Agreement, if an event of default occurs, any
outstanding Eurodollar loan must be automatically converted to
a Base Rate loan. In light of the Debtors' Chapter 11 filing,
which qualifies as an event of default, the Second Lien Group
has insisted that no further Eurodollar loans were permissible,
the loans are automatically converted from Eurodollar to Base
Rate loans.
The Debtors, however, contended that that the Eurodollar Rate is
the applicable interest rate.
In resolution to the Second Lien Group's objection to the
Debtors' use of the Second Lien Lenders' cash collateral and the
entry into a postpetition financing, the Debtors agreed to grant
the Second Lien Lenders adequate protection payments measured by
a compromise "Stated Rate", half-way between the Eurodollar Rate
and the Base Rate.
The Plan proposes to satisfy the Second Lien Facility Claims
through cash payment in the amount of the principal amount of
US$225,000,000 "plus outstanding interest, fees and expenses
payable pursuant to the Final DIP Order or as the Bankruptcy
Court otherwise orders, but not otherwise paid, as of the
Effective Date." The Plan, however, provides that the
postpetition interest will be calculated at the "Stated Rate"
and not on the Base Rate, which amounts to a US$2,000,000
disparity to the recoveries of the Second Lien Lenders.
The Second Lien Group reiterates its contentions that
postpetition interest should be computed, and paid, at the Base
Rate. It asks the Court grant the Second Lien Lenders the
accrued differential of approximately US$2,000,000 between the
Debtors' stated Eurodollar Rate and the Base Rate.
As previously reported, in light of the Second Lien Group's
contentions that holders of Class 2 Second Facility Claims are
impaired under the Plan as a result of the disputes with respect
to the postpetition interest, the Debtors agreed to solicit
votes from Second Lien Lenders on a provisional basis, pending
resolution of their disputes.
Holder of Shares of Dura Stock
Timothy Paul Harrison, holder of 898 shares of Dura Automotive
Systems, Inc., common stock, says that Dura management has not
disclosed any information as to "[its] plan to start a new
company with the stockholders' assets..." Mr. Harrison has
received copies of Dura's Joint Plan of Reorganization and
related documents but said the information provided is
confusing.
"It is obvious that the company and the consulting firms do not
want the real owners of this company to know about this plan,"
he said.
Mr. Harrison insists that Dura should present a summary of the
Plan to start a new company and at let the stockholders vote and
express their objections.
The Plan currently provides for the cancellation of the existing
stock of the company, and the sale and distribution of the
common stock of Dura to noteholders and general unsecured
claimants upon emergence from bankruptcy. Equity holders are
deemed to reject the Plan, and therefore, will not be given
ballots.
Other Objections
As reported in the Troubled Company Reporter on Nov. 13, 2007,
Atwood Acquisition Co. LLC, The United States Government, on
behalf of the Internal Revenue Service, and Douglas Stevens and
Raphael Durst, owners of Dura Operating Corp. Series C/D 9%
Senior Subordinated Notes Cusip Number 26632QAh6, also raised
objections to the Debtors' Pla.
About DURA Automotive
Based in Rochester Hills, Michigan, DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry. The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries. DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.
The company has three locations in Asia -- China, Japan
and Korea. It has locations in Europe and Latin America,
particularly in Mexico, Germany and the United Kingdom.
The Debtors filed for chapter 11 petition on Oct. 30, 2006
(Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq.,
Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan
Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel
for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq.,
Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of
Richards Layton & Finger, P.A. Attorneys are the Debtors' co-
counsel. Baker & McKenzie acts as the Debtors' special counsel.
Togut, Segal & Segal LLP is the Debtors' conflicts counsel.
Miller Buckfire & Co., LLC is the Debtors' investment banker.
Glass & Associates Inc., gives financial advice to the Debtor.
Kurtzman Carson Consultants LLC handles the notice, claims and
balloting for the Debtors and Brunswick Group LLC acts as their
Corporate Communications Consultants for the Debtors. As of
July 2, 2006, the Debtor had US$1,993,178,000 in total assets
and US$1,730,758,000 in total liabilities.
The Debtors' exclusive plan-filing period expired on
Sept. 30, 2007. On Aug. 22, 2007, the Debtors' filed their Plan
of Reorganization and the Disclosure Statement explaining that
Plan was approved on Oct. 3, 2007. (Dura Automotive Bankruptcy
News, Issue No. 37; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
GRUPO TMM: Javier Segovia to Quit as President Effective Dec. 1
---------------------------------------------------------------
Grupo TMM S.A.B. reported that Javier Segovia, who has served as
president of Grupo TMM for the past 12 years, has decided to
leave the company to pursue outside interests effective
Dec. 1, 2007.
Jose. F. Serrano, chairman of Grupo TMM, will serve as president
of the company until a replacement for Mr. Segovia is appointed.
The audit and corporate practices committee and the board of
directors of the Company gave their approval for this change in
management on Nov. 13. Also, the board of directors gave their
approval for the Company to constitute a reserve fund to acquire
its own shares, subject to the required legal and corporate
approvals.
Jose F. Serrano, chairman of Grupo TMM, said, "We thank Javier
for the 12 years he has dedicated to the company. In this time
Groupo TMM has transformed into a leading maritime and logistics
company. We will continue to build on the growth that the
Company has shown over the past three quarters. Additionally,
we anticipate incremental profit opportunities will occur
throughout the fourth quarter that will set the stage for a very
profitable 2008."
Grupo TMM
Headquartered in Mexico City, Grupo TMM SA (NYSE: TMM)(MEX
VALORIS: TMMA) -- http://www.grupotmm.com/-- is a Latin
American multimodal transportation and logistics company.
Through its branch offices and network of subsidiary companies,
TMM provides a dynamic combination of ocean and land
transportation services.
* * *
Standard & Poor's Ratings Services raised its corporate credit
rating on Grupo TMM SA to 'B-' from 'CCC.' The rating was
removed from Creditwatch, where it was placed on Dec. 15, 2004.
S&P said the outlook is positive.
MOVIE GALLERY: Won't be Able to File Plan Before November 27
------------------------------------------------------------
Movie Gallery Inc. and its debtor-affiliates have not met their
goal of submitting a Chapter 11 Plan to the U.S. Bankruptcy
Court in Richmond, Virginia, by the mid-November 2007 deadline.
Earlier, the Debtors, in their restructuring term sheet filed on
the date of bankruptcy, set Nov. 15, 2007 as the deadline to
file its Plan, Disclosure Statement, and all related
solicitation materials.
Meaghan Repko, spokeswoman for Movie Gallery, said, the Plan
will not be filed before November 27, and the company does not
expect to exit bankruptcy protection before the second quarter
of 2008, reports The Associated Press.
About Movie Gallery
Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer. It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.
The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel. The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.
The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel. (Movie Gallery
Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)
The Debtors' spokeswoman Meaghan Repko said that the Plan will
not be filed before November 27, and the company does not expect
to exit bankruptcy protection before the second quarter of 2008.
MOVIE GALLERY: Delays Form 10-Q Filing for Qtr. Ended Sept. 30
--------------------------------------------------------------
Thomas D. Johnson, Jr., chief financial officer of Movie
Gallery, Inc. and its debtor-affiliates, inform the U.S.
Securities and Exchange Commission that the Debtors could not
make the filing of its Form 10-Q for the quarter ended
Sept. 30, 2007, without unreasonable effort or expense due to:
* the competing demands related to its Chapter 11 filing;
* asset impairment evaluations currently being conducted in
light of the bankruptcy filing and the Debtors' decision to
close over 500 stores; and
* the previously announced review by the Debtors' external
auditors, Ernst & Young LLP, of its valuation allowance
against its deferred tax assets at the end of fiscal 2005.
Mr. Johnson says they are anticipating that "significant change
in results of operations from the corresponding period for the
last fiscal year" will be reflected by the earnings statements
to be included in the quarter report.
Specifically, he says, for the 39 weeks ended Sept. 30, 2007,
the Debtors expect to report total revenue of US$1.79 billion,
compared to revenue for the 39 weeks ended Oct. 1, 2006, of
US$1.88 billion. Consolidated same-store sales for the 39 weeks
ended Sept. 30, decreased 3.3% due to a 9.5% decrease in
same-store rental revenue, offset by a 23.8% increase in same-
store product revenue.
Moreover, for the 13 weeks ended Sept. 30, 2007, the Debtors
expect to report total revenue of US$577.1 million, compared to
revenue for the 13 weeks ended Oct. 1, 2006, of $583 million.
Consolidated same-stores sales for the 13 weeks ended
Sept. 30, increased 1.3% due to a 41.6% increase in same-store
product revenue, offset by an 8.1% decrease in same-store rental
revenue, Mr. Johnson says.
Because the results of the Debtors' asset impairment evaluations
and review of its valuation allowance against its deferred tax
asset at the end of fiscal 2005 may affect the Debtors' gross
profit, operating loss and net loss for the 13 and 39 weeks
ended Sept. 30, 2007, the company is unable to make a reasonable
estimate of gross profit, operating loss and net loss at this
time, Mr. Johnson adds.
However, the company expects gross profit to be lower and
operating loss and net loss to be greater for the 13 and 39
weeks ended Sept. 30, 2007, as compared to the 13 and 39 ended
Oct. 1, 2006, he says.
About Movie Gallery
Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer. It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.
The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel. The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.
The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel. (Movie Gallery
Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)
The Debtors' spokeswoman Meaghan Repko said that the Plan will
not be filed before November 27, and the company does not expect
to exit bankruptcy protection before the second quarter of 2008.
MOVIE GALLERY: Gets Final Okay on US$150-Mln Goldman Sachs Loan
---------------------------------------------------------------
The Honorable Douglas O. Tice, Jr. issued a final order
approving the Movie Gallery, Inc. and its debtor-affiliates'
US$150,000,000 DIP credit facility arranged by Goldman Sachs
Credit Partners L.P.
The DIP financing and cash generated from daily operations will
be used to continue to pay vendors and employees, as well as
provide operational and financial stability as the Debtors
proceed with their financial restructuring. The Debtors are in
compliance with all of the terms and conditions of the DIP
credit agreement.
"We are pleased to have received final Court approval of our DIP
credit facility agreement," said Joe Malugen, Movie Gallery's
chairman, president and chief executive officer. "Our DIP
financing allows us to continue providing customers with high-
quality entertainment and outstanding service while honoring our
obligations to vendors and employees. We are also pleased that
we received the Court's approval to honor obligations under
our restructuring agreement with Sopris. We are confident that
Sopris' support and the approval of our DIP financing will
significantly accelerate Movie Gallery's emergence from
bankruptcy protection."
Prior to the Court's ruling, Goldman Sachs filed with the Court
an 81-page statement in support to the Debtors' DIP financing
request. Wells Fargo Bank, N.A., the second lien administrative
and collateral agent, joined Goldman Sachs in supporting the
Debtors.
The Court held that the Collateral:
-- will not include avoidance actions under Chapter 5 of the
Bankruptcy Code; and
-- will not include any of the Debtors' leasehold interest if
by its terms, the leasehold:
(a) prohibits or otherwise restricts the grant of a
security interest by the Debtors without the
consent of the lessor or other party-in-interest to
the lease or lease-related documents; and
(b) does not deem the lessor or the other party-in-
interest to have unconditionally consented to the
grant of a security interest in the leasehold,
where the collateral will include any proceeds of
the Debtors' lease interest, and not the leases
themselves, in the event of the Debtors' proposed
leasehold interest assumption and assignment.
With respect to any sale involving assets located in certain
Texas ad valorem jurisdictions if the Texas jurisdictions have
claims secured by perfected and non-avoidable liens, the portion
of any sale proceeds attributable to the claims will be either,
at Debtors' election, (i) immediately paid by the Debtors, or
(ii) set aside and deemed segregated by the Debtors for
distribution only upon a Court-approved agreement with the Texas
Jurisdictions.
With respect to remedies upon occurrence of event of default,
the Court allows the Debtors and any other parties-in-interest
to seek within the five business day notice period an expedited
hearing before the Court solely for the purpose of considering
whether, in fact, an event of default has occurred and is
continuing. At the expiration of the five business day period,
in the absence of a Court's determination with respect to the
occurrence of a default, the DIP lenders will be entitled to
pursue all of their rights and remedies.
Judge Tice further ordered that the entire duration of the
collateral access period -- where the DIP lenders obtain the
right to enter and vacate the Debtors' leased premises upon
written confirmation -- will not impair the rights of any party
under Section 365(d)(4) of the Bankruptcy Code.
In the event that the Debtors or any party on their behalf fail
to perform collateral access period obligations accordingly, the
DIP lenders will be responsible for:
* the performance and payment of any rental charges incurred
to be calculated on a per diem basis, and in accordance
with the terms of the Lease during the Period;
* the performance of other obligations, including but not
limited to any indemnification, insurance or repair
obligations of the Debtors; and
* the payment of any sales and use taxes arising under
applicable law as a consequence of DIP lenders' activities
upon the leased premises.
To the extent required under the Lease, the DIP Lenders, their
agents or any party entering the premises other than the Debtors
must provide the lessor or other party-in-interest with an
insurance certificate, which lists the lessor as an additional
named insured or co-insured under the personal injury and
property damage coverage.
As adequate protection for, and solely to the extent of, any
diminution in value of Existing Lenders' interest in the
Existing Collateral resulting from (i) the priming of their
liens upon and security interests in the Existing Collateral by
the liens and security interests granted to DIP Lenders to
secure the Obligations, (ii) the use of cash collateral, (iii)
the use, sale, lease, depreciation or other diminution in value
of the Existing Collateral, and (iv) the imposition of the
automatic stay, but subject in all cases to the Carve-Out:
(a) The repayment of the Existing Revolver Indebtedness as
authorized and directed by the Interim DIP Order, and
which has occurred, is ratified and confirmed;
(b) Existing First Lien Loan Parties are granted super-
priority administrative claims that are subordinated in
right to the Super-Priority Claims granted to DIP Lenders
with respect to the Obligations. Existing Second Lien
Loan Parties are granted super-priority administrative
claims that are subordinated in right, to the Super-
Priority Claims granted to DIP Lenders with respect to
the Obligations and to the super-priority administrative
claims granted to Existing First Lien Loan Parties as
provided. However, to the extent that any distribution
to an Existing Lender on account of the super-priority
administrative claims granted consists of proceeds of
avoidance actions under Chapter 5 of the Bankruptcy Code,
the portion of the distribution attributable to the
avoidance action proceeds will be shared pro rata with
all holders of allowed administrative expense claims,
including any administrative expense claims of the
Existing Lenders.
(c) Existing First Lien Loan Parties are granted valid,
perfected, enforceable and non-avoidable liens upon and
security interests in the Collateral junior to the first
priority liens and security interests in the Collateral
granted to DIP Lenders under the Final DIP Order.
(d) Existing First Lien Loan Parties, including the Existing
Revolver Parties but only to the extent of any claims
under the Existing First Lien Credit Documents that
continue following the repayment of the Existing Revolver
Indebtedness in accordance with the Interim DIP Order and
the Final DIP Order, are granted valid, perfected,
enforceable and non-avoidable liens upon and security
interests in the Collateral junior to the second priority
liens and security interests in the Collateral granted to
DIP Lenders under the Final DIP Order.
Judge Tice further ordered that within 10 days after the entry
of the Final DIP Order, the DIP lenders and the Debtors must
amend the DIP Credit Agreement, evidenced by writing signed by
the administrative agent and the Debtors to:
-- delete Section 3.2(b), which contains a credit rating
requirement; and
-- modify Section 8.1(l)(iv) to read as "granting any other
relief that is materially adverse to Administrative
Agent's, Syndication Agent's, Collateral Agent's or
Lenders' interests under any Credit Document or their
rights and remedies [sic] or their interest in the
Collateral, provided that . . . if [the] relief was sought
by parties other than Credit Parties, any of the
Administrative Agent, Syndication Agent or Collateral
Agent or any Lender [will] have requested in writing that
Credit Parties oppose the motion and Credit Parties shall
have failed to do so."
Upon any liquidation of the Collateral following a Carve-Out
Trigger Notice, net liquidation proceeds will be set aside in a
reserve account to fund the Carve-Out.
Fees and expenses incurred by the Committee (a) in
investigating, but not commencing or pursuing, potential claims,
actions or proceedings against the Existing Lenders and (b) in
investigating and pursuing claims, actions or proceedings
relating to valuation, may be paid by Debtors from the proceeds
of any Loans or Cash Collateral or the Professional Fee Carve-
Out, but any additional fees and expenses incurred by the
Committee will be subject to prohibition.
No recovery obtained in connection with any claim, action or
proceeding brought against an Existing Lender will be subject to
any of the adequate protection liens or super-priority
administrative claims granted to the Existing Lender pursuant to
any provision of the Final DIP Order without further Court
order.
All objections to the entry of the Final DIP Order are resolved
or, to the extent not resolved, are overruled.
These landlords have withdrawn their objections to the Debtors'
DIP financing request based on certain Agreements reached with
the Debtors:
* M & L Investment Properties, LLC;
* Realty Income Corporation, et al.;
* The Strip Delaware LLC;
* Aronov Realty Management, et al.,
* Carnegie Management and Development Corporation;
* McLaren Investments, LLC;
* GE Commercial Finance Business Property Corporation;
* D.G. Development Properties, Inc., et al.;
* Inland Commercial Property Management, Inc., et al; and
* The Macerich Company, et al.
A full-text copy of the Final DIP Order is available for free
at:
http://researcharchives.com/t/s?257f
About Movie Gallery
Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer. It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.
The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853. Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors. Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel. The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.
The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel. (Movie Gallery
Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)
The Debtors' spokeswoman Meaghan Repko said that the Plan will
not be filed before November 27, and the company does not expect
to exit bankruptcy protection before the second quarter of 2008.
REMY WORLDWIDE: Bankruptcy Court Approves CVC Settlement Pact
-------------------------------------------------------------
Remy Worldwide Holdings, Inc., and its debtor-affiliates sought
and obtained authority from the U.S. Bankruptcy Court for the
District of Delaware to assume a Settlement, Support,
Forbearance and Release Agreement, dated as of June 15, 2007,
with Court Square Capital Limited, a subsidiary of Citigroup
Inc., and certain holders of Remy securities to protect against
the possible loss of tax benefits related to the Debtors' net
operating loss carryovers.
As reported in the Troubled Company Reporter on Oct. 16, 2007,
Court Square agreed, among others, to:
1. certain limitations on its ability to effectuate stock
transfers and take a worthless stock deduction with
respect to the shares of RWHI's equity interests it
holds; and
2. compromise amounts owed to it under a December 2002
Advisory Agreement with the Debtors.
The parties exchanged mutual releases under the CVC Settlement
Agreement. Remy also agreed to pay Court Square US$4 million in
cash on the effective date of Remy's prepackaged plan of
reorganization and to assume the CVC Settlement Agreement
promptly upon filing for bankruptcy.
About US$1,750,000 of the Settlement Payment will be paid to
Court Square Advisor, LLC, and US$2,250,000 will go to Citicorp
Venture Capital Equity Partners L.P. If Court Square does not
receive the payment by June 15, 2008, the payment will begin to
accrue interest at 20% per annum as of that date, until paid in
full.
Court Square and the Noteholders also agreed to support the
Debtors' Plan.
Court Square acquired Delco Remy International, Inc., in March
2001 pursuant to a merger transaction. Court Square, through
its affiliates, currently holds roughly 70% of RWHI Equity
Interests.
Court Square may terminate the CVC Settlement Agreement if,
among other things, (i) the Plan is inconsistent with the terms
of the Settlement Agreement, (ii) the Bankruptcy Court does not
approve the assumption of the Agreement or (iii) if certain
provisions of the deal are severed, disallowed, modified,
amended, withdrawn, or deemed invalid or unenforceable. In the
event of termination, Court Square could sell its RWHI equity
securities or, if the Debtors not emerge from bankruptcy during
the 2007 calendar year, claim a worthless stock deduction and
cause an ownership change with respect to the company under
Section 382 of the Tax Code prior to the Effective Date. An
ownership change effectively would eliminate the Debtors'
ability to use their existing NOLs to offset future income of
Reorganized Remy.
Reasonable Business Judgment
Section 365 of the Bankruptcy Code provides that the trustee,
"may assume or reject any executory contract or unexpired lease
of the Debtor." The standard for a bankruptcy court's approval
of a motion to assume under Section 365 is whether the debtor's
reasonable business judgment supports assumption, Douglas P.
Bartner, Esq., at Shearman & Sterling LLP, in New York, the
Debtors' proposed counsel, reminded the Honorable Kevin Carey,
citing NLRB v. Bildisco & Bildisco, 465 U.S. 513,523 (1984);
Group of Inst. Investors v. Chicago, Milw., St. Paul & Pac. R.R.
Co., 318 U.S. 523, 550 (1943); Meyers v. Martin (In re Martin),
91 F.3d 389, 395 (3d Cir. 1996); In re Market Square Inn, Inc.,
978 F.2d 116, 121 (3d Cir. 1992); In re Taylor, 913 F.2d 102 (3d
Cir. 1990); and Sharon Steel Corp. v. Nat'l Fuel Gas Distrib.
Corp. (In re Sharon Steel Corp.), 872 F.2d 36, 40 (3d Cir.
1989).
Preserving the NOLs could provide significant tax savings to the
Debtors following their emergence from Chapter 11 because it
will reduce, and potentially completely offset, the potential
effects of "cancellation of debt" income to be incurred by the
Debtors as a result of the debt restructuring contemplated by
the Plan, Mr. Bartner explained.
The Settlement also would let the Debtors' estate avoid claims
by Court Square as a result of the rejection of the Advisory
Agreement.
"The benefit derived from assumption [of the Settlement] could
last for years to the extent that the Reorganized Debtors are
able to utilize the NOLs," Mr. Bartner said.
The CVC Settlement Agreement was negotiated in good faith and at
arm's-length, Mr. Bartner assured the Court.
Court Square's affiliates holding Remy Equity Interests are:
a) Court Square Advisor, LLC
b) Court Square Capital Limited
* 1,000 Shares Class A Common Stock
c) Citicorp Venture Capital Equity Partners, L.P.
* 1,735,711.17 Shares Class B Common Stock
* 16,378.57 Shares Class C Common Stock
* 1,620,406.51 Shares Series A Preferred Stock
d) CVC Management LLC
e) CVC/SSB Employee Fund, L.P.
* 17,278.89 Shares Class B Common Stock
* 163.15 Shares Class C Common Stock
* 16,131.04 Shares Series A Preferred Stock
f) CVC Executive Fund LLC
* 15,395.57 Shares Class B Common Stock
* 145.28 Shares Class C Common Stock
* 14,372.83 Shares Series A Preferred Stock
g) CVC Partners, LLC -
Court Square is represented in the Debtors' cases by H. Jeffrey
Schwartz, Esq., at Dechert LLP, in New York.
The Noteholders that signed the CVC Settlement Agreement are:
1. Fidelity National Special Opportunity Inc.;
2. Hoak & Co.;
3. Third Point LLC;
4. H Partners LP;
5. Joshua Tree Capital Partners, LP;
6. Corriente Master Fund, L.P.; and
7. Group G Capital Partners LLC
8. Ore Hill Hub Fund Ltd., Geer Mountain Financing, Ltd.,
Kinney Hill Credit Opportunities Fund, Ltd.;
The Noteholders are represented by Fred S. Hodara, Esq., at Akin
Gump Strauss Hauer & Feld LLP, in New York.
About Remy Worldwide
Based in Anderson, Indiana, Remy Worldwide Holdings Inc. acts as
a holding company of all the outstanding capital stock of Remy
International Inc. Remy International --
http://www.remyinc.com/-- manufactures, remanufactures and
distributes Delco Remy brand heavy-duty systems and Remy brand
starters and alternators, locomotive products and hybrid power
technology. The company also provides a worldwide component
core-exchange service for automobiles, light trucks, medium and
heavy-duty trucks and other heavy-duty, off-road and industrial
applications. Remy has operations in the United Kingdom, Mexico
and Korea, among others.
The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 8, 2007 (Bankr. D. Del. Cases No. 07-11481 to
07-11509). Douglas P. Bartner, Esq., Fredric Sosnick, Esq., and
Michael H. Torkin, Esq., at Shearman & Sterling LLP, represent
the Debtors' in their restructuring efforts. Pauline K. Morgan,
Esq., Edmon L. Morton, Esq., and Kenneth J. Enos, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as co-counsels to the
Debtors. The Debtors' claims agent is Kurtzman Carson
Consultants LLC and their restructuring advisor is AlixPartners,
LLC. Greenbert Traurig, LLP is the Debtors' special corporate
advisory and litigation counsel; and Ernst & Young LLP their
accountant, auditor and tax services provider.
At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000. (Remy Bankruptcy News; Issue No. 6,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
REMY WORLDWIDE: Can Assume Caterpillar Inventory Agreement
----------------------------------------------------------
Remy Worldwide Holdings Inc. and its debtor-affiliates sought
and obtained authority from the U.S. Bankruptcy Court for the
District of Delaware to assume an inventory purchase agreement
with Caterpillar Inc.
As reported in the Troubled Company Reporter on Oct. 17, 2007,
the Debtors sold their diesel engine remanufacturing business to
Caterpillar for roughly US$158 million, pursuant to an asset
purchase agreement dated Jan. 29, 2007. The Debtors also
entered into outsourcing agreements with Caterpillar, which will
become the Debtors' exclusive supplier of remanufactured heavy
duty starters and alternators. Caterpillar would acquire
certain machinery and equipment related to the heavy-duty
starter and alternator remanufacturing business.
The initial closing occurred June 25, 2007. On the same day,
the parties amended the Asset Purchase Agreement to provide, for
among other things, the Debtors' sale, for US$7.16 million,
certain inventory, machinery, equipment and other assets used
designing, remanufacturing, assembling, testing, marketing and
selling remanufactured heavy duty rotating electrics, including
starters and alternators in North America through the Debtors'
facilities in Mississippi.
Kenneth J. Enos, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, the Debtors' proposed co-counsel, told
the Court that under a related inventory purchase agreement,
Remy Reman, L.L.C. and Remy International, Inc., would sell to
Caterpillar Reman Acquisition Two LLC:
1. alternator core work-in-process inventory having an
aggregate purchase price of US$87,000;
2. alternator new parts having an aggregate purchase price
of US$1.28 million;
3. starter core inventory having aggregate value of
US$2,421,000;
4. starter core work-in-process inventory having an
aggregate purchase price of US$2.29 million; and
5. starter new parts having an aggregate purchase price of
US$748,000.
Mr. Enos said the Inventory Purchase Agreement contemplates the
transfer of Inventory aggregating roughly US$6.80 million.
The Inventory Purchase Agreement also provided that Caterpillar
may elect to adjust purchase prices for the starter core
inventory using the per unit market value of the Purchased
Inventory as determined using a methodology agreed to between
the parties. If either party disagreed with the adjusted
inventory value for the starter core inventory, the parties will
resolve the disagreement using dispute resolution process
applicable to alternator core inventory set forth in the Asset
Purchase Agreement.
Mr. Enos said the purchase price does not include any sales,
use, excise or other taxes that the Debtors may be required to
pay in connection with the Inventory sale. The amount of any
applicable present or future tax will be paid by Caterpillar as
an additional charge or, in lieu of that, Caterpillar will
provide the Debtors with a tax exemption certificate acceptable
to the relevant taxing authorities.
The parties also agreed to certain indemnification provisions.
The Debtors further sought and obtained permission to continue
the transfer of the remainder of the Purchased Inventory, free
and clear of all liens, claims and encumbrances.
Assumption of the Inventory Purchase Agreement is in the best
interest of the Debtors, their estates and creditors, Mr. Enos
contended. He explained that the sale will result in lower
product costs for the Debtors and represented the highest or
otherwise best offer for the Purchased Assets.
Mr. Enos also asserted that the the sale of the remainder of the
Purchased Inventory is an integral part of the Caterpillar
transaction, which has been substantially consummated.
The purchase price, Mr. Enos said, was determined after good
faith, arm's-length negotiations. "Accordingly, the Debtors
will realize consideration for the Purchased Assets and the
Remainder of the Purchased Inventory that will be fair and
reasonable," Mr. Enos maintained.
About Remy Worldwide
Based in Anderson, Indiana, Remy Worldwide Holdings Inc. acts as
a holding company of all the outstanding capital stock of Remy
International Inc. Remy International --
http://www.remyinc.com/-- manufactures, remanufactures and
distributes Delco Remy brand heavy-duty systems and Remy brand
starters and alternators, locomotive products and hybrid power
technology. The company also provides a worldwide component
core-exchange service for automobiles, light trucks, medium and
heavy-duty trucks and other heavy-duty, off-road and industrial
applications. Remy has operations in the United Kingdom, Mexico
and Korea, among others.
The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 8, 2007 (Bankr. D. Del. Cases No. 07-11481 to
07-11509). Douglas P. Bartner, Esq., Fredric Sosnick, Esq., and
Michael H. Torkin, Esq., at Shearman & Sterling LLP, represent
the Debtors' in their restructuring efforts. Pauline K. Morgan,
Esq., Edmon L. Morton, Esq., and Kenneth J. Enos, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as co-counsels to the
Debtors. The Debtors' claims agent is Kurtzman Carson
Consultants LLC and their restructuring advisor is AlixPartners,
LLC. Greenbert Traurig, LLP is the Debtors' special corporate
advisory and litigation counsel; and Ernst & Young LLP their
accountant, auditor and tax services provider.
At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000. (Remy Bankruptcy News; Issue No. 6,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
SR TELECOM: Files for Creditor Protection under CCAA
----------------------------------------------------
SR Telecom Inc. has filed for creditor protection under the
Companies' Creditors Arrangement Act, with the Quebec Superior
Court. On Nov. 8, the company disclosed that, further to the
strategic review initiated on May 10, 2007, its Board of
Directors had evaluated the company's strategic options and
concluded that it is in the company's best interests to actively
pursue the sale of the company and/or its assets. The company
believes that CCAA protection will enable SR Telecom to better
position itself for an acquisition.
"Despite the CCAA filing, we remain focused on the design,
delivery and deployment of our WiMAX solutions and are fully
committed to ensuring the satisfaction of our customers around
the world," Serge Fortin, President and CEO of SR Telecom, said.
"The filing provides a framework in which to optimize and
leverage our company's assets for all its stakeholders."
In conjunction with the CCAA filing, the company reported that
some 35 positions will be eliminated at its Montreal location
and its other offices around the world. "We have taken the CCAA
route to ensure the future of SR Telecom; the unfortunate side
effect is that we must reduce our workforce," Mr. Fortin said.
"We are maintaining appropriate staff levels to continue the
development of our WiMAX solutions and sustain a strong level of
customer support. This unfortunate, yet necessary, step will
decrease our expenditures during the CCAA period and will reduce
our operating cost base in order to facilitate an acquisition."
SR Telecom believes that filing for protection is a preventive
measure. Protection under CCAA will provide SR Telecom with the
ability to operate without interruption and continue to serve
its customers around the world. Management believes that the
sale and restructuring process will likely be completed during
the first quarter of 2008.
Going Concern Doubt
There is substantial doubt about the appropriateness of the use
of the going concern assumption because of the company's losses
for the current and prior years, negative cash flows, reduced
availability of supplier credit and lack of operating credit
facilities. As such, the realization of assets and the
discharge of liabilities and commitments in the ordinary course
of business are subject to significant uncertainty.
For the three and six months ended June 30, 2007, the company
realized a net loss of CDN$14.9 million and CDN$27.1 million,
respectively (CDN$115.6 million for the year ended
Dec. 31, 2006), and used cash of CDN$9.2 million and CDN$21.6
million, respectively (CDN$45.2 million for the year ended
Dec. 31, 2006) in its continuing operating activities. Going
forward, the company will continue to require substantial funds
as it continues the development of its WiMAX product offering.
About SR Telecom
Headquartered in Quebec, Canada, SR Telecom (TSX: SRX) --
http://www.srtelecom.com/-- delivers broadband wireless access
(BWA) solutions that enable service providers to deploy voice,
Internet and next-generation services in urban, suburban and
remote areas. The company has offices in Mexico, France and
Thailand.
SR Telecom Inc.'s consolidated balance sheet at June 30, 2007,
showed CDNUS$83.9 million in total assets and CDN$97.9 million
in total liabilities, resulting in a CDN$14.0 million total
stockholders' deficit.
=================
N I C A R A G U A
=================
XEROX CORP: Declares US$0.0425 Per Share Quarterly Dividend
-----------------------------------------------------------
Xerox Corporation's board of directors declared a quarterly cash
dividend on Xerox common stock. The dividend of US$0.0425 per
common share is the first in more than six years.
"With our return to investment grade, strong cash generation and
effective business model, we've significantly strengthened our
financial position, providing flexibility for investing in our
business and delivering shareholder returns," said Anne M.
Mulcahy, Xerox chairman and chief executive officer. "Declaring
a dividend and our continued share repurchase initiatives
reflect the health of our business and our belief in the long-
term value we're creating for Xerox shareholders."
The dividend will be payable on Jan. 31, 2008, to shareholders
of record on Dec. 31, 2007.
Headquartered in Stamford, Connecticut, Xerox Corp. --
http://www.xerox.com/-- develops, manufactures, markets,
services and finances a range of document equipment, software,
solutions and services. Xerox operates in over 160 countries
worldwide and distributes products in the Western Hemisphere
through divisions, wholly owned subsidiaries and third-party
distributors. The company maintains operations in France,
Japan, Italy, Nicaragua, among others.
XEROX CORP: Solid Position Prompts Moody's to Lift Ratings
----------------------------------------------------------
Moody's Investors Service raised the ratings of Xerox
Corporation and supported subsidiaries, upgrading Xerox's senior
unsecured rating to Baa2 from Baa3. The upgrade reflects the
company's solid competitive position in the mature and
competitive office equipment sector, its good business
execution, continued progress in building its installed base of
equipment that drives its post sales annuity revenue, stable
profitability, and solid free cash flow generation. The
accelerated reduction of secured debt also supports the upgrade,
as does Xerox's disciplined financial philosophy with respect to
maintaining strong balance sheet liquidity and modest financial
leverage. The outlook is positive.
The positive outlook considers the company's good prospects for
continuing to grow its installed base of equipment and maintain
or enhance operating performance levels. To the extent that
management maintains good financial discipline as it seeks to
grow revenue, the rating could have upward pressure over time.
Over the next year, Moody's expects modest, low single digit
revenue growth driven by the post sale revenue that follows
equipment sales. Xerox has demonstrated good unit installation
activity with customers over the last several quarters, which
its strong product lineup should continue to support, with 39
new product introductions this year and good business execution.
"While Moody's anticipates consistent operational execution and
stable operating margins in the 8% to 9% range, product pricing
remains very competitive, especially with the faster growing
color copiers, where Xerox is well positioned," says Moody's
Richard Lane. "This will require continued focus on operational
efficiencies and cost management."
Importantly, the company continues to consistently reduce the
level of secured debt in its capital structure. Since the peak
balance of US$4.9 billion in December 2004, Xerox has reduced
its secured debt to just over US$400 million at October 2007.
Moody's expects this will decline to around US$300 million by
fiscal year end December 2007 and approach zero by the end of
2008.
Liquidity remains solid, with cash balances of US$848 million at
September 2007 plus access to a US$2.0 billion unsecured
revolving credit facility, for which covenant room is expected
to remain ample. Combined with expectations of stable annual
free cash flow (US$1.5 billion for the latest twelve months
ended September 2007), Moody's views Xerox as well positioned:
(1) to meet aggregate public debt maturities of
approximately US$625 million through 2008;
(2) to address potential calls on liquidity related to
outstanding shareholder litigation;
(3) to repurchase common stock;
(4) to potentially reinstate a common dividend, and
(5) to make modest sized acquisitions, such as the recent
purchases of Advectis.
Ratings raised include:
Xerox Corporation:
* Senior unsecured to Baa2 from Baa3
* Trust preferred to Baa3 from Ba1
Xerox Credit Corporation:
* Senior unsecured to Baa2 from Baa3
(support agreement from Xerox Corporation)
Xerox Corporation, headquartered in Norwalk, Connecticut,
develops, manufactures and markets document processing systems
and related supplies, and provides consulting and outsourcing
document management services.
=======
P E R U
=======
COMVERSE TECH: Consolidates Management Structure with Affiliate
---------------------------------------------------------------
Comverse Technology Inc. continued its organizational
realignment, through which certain positions at Comverse
Technology and its subsidiary Comverse Inc. have been
consolidated, creating a more agile, cross-functional structure.
Accordingly, Comverse Technology's president and chief executive
officer Andre Dahan will assume the additional position of
president and CEO.
"We have been evolving from a holding company structure, and
toward a flatter, more functionalized global organization in
which senior management is closer to our customers, and
decisions can be made more efficiently," Mr. Dahan said.
The consolidation represents another step in creating a more
functional and agile organization, able to serve customers with
greater responsiveness. This year, Comverse Technology has
strengthened its senior management team through the addition of:
-- John Bunyan, chief marketing officer;
-- Lance Miyamoto, executive vice president, global human
resources;
-- Cynthia Shereda, executive vice president, general
counsel and corporate secretary; and
-- Lauren Wright, senior vice president, business operations
and planning.
Each of these new executives holds cross-functional
responsibilities at both Comverse Technology Inc., and Comverse
Inc.
With this realignment, Yaron Tchwella, the current president of
Comverse Inc., will be leaving the company after a transition
period.
"I'd like to thank Yaron for his contributions to the company,
and in particular for his role in helping to design and launch
our organizational transition, while meeting business goals and
objectives during his time as president," Mr. Dahan added.
About Comverse Technology Inc.
Based in Woodbury, New York, Comverse Technology Inc., --
http://www.cmvt.com/-- (Pink Sheets: CMVT.PK) through its
Comverse Inc. subsidiary, provides software and systems enabling
network-based multimedia enhanced communication and billing
services. The company's Total Communication portfolio includes
value-added messaging, personalized data and content-based
services, and real-time converged billing solutions. Other
Comverse Technology subsidiaries include: Verint Systems
(VRNT.PK), which provides analytic software-based solutions for
communications interception, networked video security and
business intelligence; and Ulticom (ULCM.PK), which provides
service enabling signaling software for wireline, wireless and
Internet communications.
In Latin America, Comverse has operations in Argentina, Brazil,
Mexico and Peru.
* * *
In March 2006, Standard & Poor's placed the company's long-term
foreign and local issuer credit ratings at BB-. The ratings
still hold to date.
PERRY ELLIS: Earns US$8.5 Million in Third Quarter Ended Oct. 31
----------------------------------------------------------------
Perry Ellis International, Inc. reported results for the third
quarter ended Oct. 31, 2007. For the third quarter of fiscal
2008, total revenues increased 6.7% to US$227.5 million,
compared to US$213.2 million in the third quarter ended
Oct. 31, 2006. Revenue increases were driven by several of the
Company's growth initiatives - primarily by an outstanding
performance in golf, continuous gains in Perry Ellis, strong
growth in action sports and direct retail.
Net Income for the third quarter of fiscal 2008 was US$8.5
million and grew 3.6% compared to the third quarter of fiscal
2007. Earnings per fully diluted share were US$0.55 compared to
earnings per fully diluted share of US$0.53 for the same period
last year.
"The successful implementation of our key strategies along with
the growing demand for our brands drove the results we expected,
including strong organic sales growth and a record quarter for
revenues and profitability. We accomplished this in spite of
unseasonably warm weather and a challenging retail environment,
a strong testament to the power of our business model and
execution abilities," Oscar Feldenkreis, president and chief
operating officer remarked.
Gross profit was US$76.9 million -- an increase of US$4.5
million compared to third quarter last year -- resulting in
gross margins even with last year, at 34.0%. Meanwhile,
operating expenses increased 9.0% attributable to further
investment in the company's retail and active sports divisions;
start-up expenses for boyswear and other initiatives; and
increased costs associated with the implementation of our Oracle
Retek system.
Mr. Feldenkreis commented, "Continued funding of both growth
opportunities and state-of-the-art systems that better serve our
customers are paramount for Perry Ellis International's long
term strategy. We are confident that these investments will
bear strong returns for our shareholders in the near future and
beyond."
The company ended third quarter with a strong balance sheet.
Robust cash flow allowed the Company to significantly reduce its
debt level. As of Oct. 31, 2007, overall long-term debt
decreased to US$198.3 million, a reduction of US$38.6 million
compared to the beginning of fiscal 2008. As a result, long-
term debt declined to 34% of total assets as compared to 40% on
Jan. 31, 2007.
For the first nine months of fiscal 2008, the company reported
record revenues and profits. Revenues increased by 8.9% to
US$651.5 million from US$598.3 million for the first nine months
of fiscal 2007 while improving gross profit margin by 33 basis
points compared to the same period last year. The company also
improved EBITDA margin by 48 basis points compared to the first
nine months of fiscal 2007. A table showing the reconciliation
of EBITDA margin to gross margin is attached. Net income
increased to US$18.3 million from reported net income of US$11.7
million and pro forma net income of US$13.7 million during the
same period last year. Finally, earnings per fully diluted
share for the first nine months of fiscal 2008 grew 52.6% to
US$1.16 compared to reported earnings per fully diluted share of
US$0.76 for the same period last year, and 30.3% compared to pro
forma earnings per fully diluted share of US$0.89 for the same
period last year. Last year's pro forma results exclude the
impact of US$3.0 million in debt extinguishment costs (US$1.9
million net of taxes or US$0.13 per fully diluted share)
incurred as a result of the March 2006 repayment of the
company's US$57 million senior secured notes. Pro forma results
are presented solely as a supplemental disclosure because
management believes it is useful to compare the Company's
current results to the prior year results without the charge
incurred during fiscal 2007.
George Feldenkreis, chairman and chief executive officer,
commented, "We are extremely satisfied with our performance for
the first nine months of this fiscal year and remain positive
about our overall Q4 expectations, especially compared to most
of the industry. However we recognize that both the warm
October and its impact on retail sales, as well as the general
deterioration of consumer confidence - driven by the effect of
oil prices and lower real estate values in certain states - have
impacted certain replenishment programs, especially on bottoms.
Based on those factors, we have decided to update our guidance
accordingly."
However, based on a more conservative outlook for the upcoming
Christmas season, the company has decided to update its previous
fiscal 2008 earnings guidance from the range of US$1.87 to
US$1.91 per fully diluted share to US$1.78 to US$1.82 per fully
diluted share and its fiscal 2008 revenue guidance to the range
of approximately US$870 to US$880 million, from US$900 to US$910
million.
"We are proud of our accomplishments in fiscal 2008. Compared
to fiscal 2007, we estimate that Perry Ellis International will
be growing earnings between 13% and 15% and revenues between 5%
and 6%. We remain committed to delivering outstanding results
to our shareholders and feel extremely positive about the
opportunities ahead of us with our Perry Ellis brand, swimwear,
licensing and retail divisions for fiscal 2009 and beyond," Mr.
Feldenkreis concluded.
About Perry Ellis
Perry Ellis International Inc., based in Miami, Florida,
designs, sources, markets and licenses a portfolio of brands
including Perry Ellis, Jantzen, John Henry, Cubavera,
Munsingwear, Original Penguin and Farah. The company also
operates 38 retail locations including 3 Original Penguin
locations. The company has sourcing offices in Indonesia,
India, Korea, Thailand, Peru, Nicaragua, and El Salvador.
* * *
In October 2006, Moody's Investors Service's confirmed its B1
Corporate Family Rating for Perry Ellis International, Inc., and
its B3 rating on the company's USUSUS$150 million senior
subordinated notes.
Additionally, Moody's assigned an LGD5 rating to those bonds,
suggesting noteholders will experience a 78% loss in the event
of a default.
* PERU: Strong Loan Growth Cues Moody's To Put Stable Outlook
-------------------------------------------------------------
Moody's Investors Service said in its yearly "Banking System
Outlook 2007: Peru" report on the country's banking industry
that robust loan growth and improving financial fundamentals are
factors underpinning the stable outlook for bank financial
strength and deposit ratings.
"Peruvian bank earnings expanded strongly in 2006, and
particularly in the first half of 2007, with loan growth and
securities and foreign exchange income contributing to a surge
in profitability," Moody's Vice President and Regional Credit
Officer Jeanne Del Casino said.
"Improving macroeconomic and country risk conditions provide a
healthy backdrop for business growth," Ms. Del Casino explained,
"and -- coupled with still low long term interest rates -- are
boosting credit demand. These trends should continue into 2008
as long as the banks keep control of credit and operating costs
in the context of this broad credit expansion."
Of some concern is the recent uptick in benchmark interest rates
in response to higher inflation and -- to a lesser degree -- the
turmoil in international credit markets. "We believe this will
dampen returns going forward -- as evidenced in tighter margins
and mark-to-market results in the third quarter of 2007," Ms.
Del Casino stated. "Although loan spreads in Peru are still
relatively ample, should the trend continue, bottom line growth
will undoubtedly suffer."
As for the impact of the sub-prime induced credit crunch, Ms.
Del Casino said that "the Peruvian banks have been only
indirectly affected -- through reduced access to international
capital markets; therefore, the main risk to their earnings at
this point is higher funding costs. However, if access to
international capital markets or bank funding becomes
increasingly limited, this would eventually constrain business
and earnings growth overall."
"That said, the major Peruvian banks are better positioned to
face these risks going into 2008 because of their improving
financials and enhanced risk management practices and systems,"
Ms. Del Casino stated.
=====================
P U E R T O R I C O
=====================
ADVANCED MEDICAL: Names Richard Meier as President
--------------------------------------------------
Advanced Medical Optics Inc. has appointed Richard (Randy) A.
Meier as its president. He retains his existing chief operating
officer title and responsibilities, which include leadership of
the company's eye care and cataract/implant businesses, global
customer services and manufacturing operations.
James V. Mazzo who remains the company's chairman and chief
executive officer previously held the title of president at AMO.
"Randy has assumed increasingly broad leadership roles since our
spin-off in 2002 and, over that time, has played an integral
role in the growth and development of our company," said Mr.
Mazzo. "I am confident in his ability to serve as president,
continuing to work closely with me and the AMO leadership team
to execute our strategy and deliver on our operational and
financial goals."
Mr. Meier joined AMO in 2002 as corporate vice president and
chief financial officer. He subsequently held various
positions, including executive vice president, operations and
president, eye care business. In February 2007, he was named
chief operating officer and chief financial officer, a position
he held until October 2007, when Michael Lambert, 45, joined the
company as chief financial officer.
Headquartered in Santa Ana, California, Advanced Medical Optics
-- http://www.amo-inc.com/-- develops, manufactures and markets
ophthalmic surgical and contact lens care products. Sales for
the twelve months ended June 24, 2005 were approximately US$921
million. The company has operations in Germany, Japan, Ireland,
Puerto Rico and Brazil.
* * *
As reported in the Troubled Company Reporter-Latin America on
Oct. 12, 2007, Moody's Investors Service downgraded Advanced
Medical Optics, Inc.'s Corporate Family Rating and Probability
of Default Rating to B2 from B1. The rating outlook was revised
to stable. These rating actions conclude the review process for
possible downgrade, which began on May 29, 2007.
MYLAN INC: Closes Sale of 55,640,000 Preferred & Common Shares
--------------------------------------------------------------
Mylan Inc. has completed the sale of 2.14 million shares of
6.50% mandatory convertible preferred stock at US$1,000 per
share and 53.5 million shares of common stock at US$14 per share
pursuant to a shelf registration statement previously filed with
the U.S. Securities and Exchange Commission. The amounts sold
include 279,000 shares of preferred stock issued pursuant to the
underwriters' exercise of the overallotment option.
The offerings generated net proceeds, after underwriting
discounts and expenses, totaling approximately US$2.8 billion,
which will be used to prepay a portion of the bridge loans that
were borrowed to finance in part its acquisition of Merck KGaA's
generics business.
The preferred stock will pay, when declared by the Board of
Directors, dividends at a rate of 6.50% percent per annum on the
liquidation preference of US$1,000 per share, payable quarterly
in arrears in cash, shares of Mylan common stock or a
combination thereof at Mylan's election. The first dividend
date will be Feb. 15, 2008.
Each share of preferred stock will automatically convert on
Nov. 15, 2010, into between approximately 58.5480 shares and
71.4286 shares of MYL common stock. The conversion rate will be
subject to anti-dilution adjustments in certain circumstances.
Holders may elect to convert at any time at the minimum
conversion rate of 58.5480 shares of common stock for each share
of preferred stock. The preferred stock is listed on the New
York Stock Exchange under the symbol MYLPrA.
After giving effect to these offerings, MYL will have
approximately 302 million shares of common stock outstanding.
The joint book-running managers for the preferred stock and
common stock offerings are Merrill Lynch & Co. and Goldman,
Sachs & Co. Merrill Lynch & Co. is acting as sole global
coordinator for all financings for Mylan. Co- managers for the
common stock offering are Citi, JPMorgan and Cowen and Company.
Co-managers for the preferred stock offering are Citi, JPMorgan,
Cowen and Company, Banc of America Securities LLC and Mitsubishi
UFJ Securities.
Copies of the prospectuses related to the offerings may obtained
from:
Merrill Lynch & Co.
Attn: Prospectus Department
4 World Financial Center
New York, NY 10080,
-- or --
Goldman, Sachs & Co.
Attn: Prospectus Department
85 Broad Street
New York, NY 10004
Fax: 212-902-9316
About Mylan
Mylan Inc., formerly known as Mylan Laboratories Inc. (NYSE:
MYL), -- http://www.mylan.com/-- is a global pharmaceutical
company with market leading positions in generic
pharmaceuticals, transdermal technology and unit dose packaged
products. Mylan operates through three principal subsidiaries:
Mylan Pharmaceuticals, a world leader in generic
pharmaceuticals; Mylan Technologies, the largest producer of
generic and branded transdermal patches for the U.S. market; and
UDL Laboratories, the top U.S.-supplier of unit dose
pharmaceuticals.
Mylan also owns a controlling interest in Matrix Laboratories,
one of the world's premier suppliers of active pharmaceutical
ingredients. Mylan also has a European platform through
Docpharma, a Matrix subsidiary, which is a marketer of branded
generics in Europe. The company also has a production facility
in Puerto Rico.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2007, Moody's Investors Service has assigned B1 ratings
to the new senior secured credit facilities of Mylan Inc. In
addition, Moody's lowered Mylan's Corporate Family Rating to B1
from Ba1, concluding a rating review for possible downgrade
initiated on May 14, 2007 and lowered the speculative grade
liquidity rating to SGL-2 from SGL-1.
As reported in the Troubled Company Reporter-Latin America on
Nov. 16, 2007, Standard & Poor's Ratings Services has lowered
its corporate credit rating on Mylan Inc. (fka Mylan
Laboratories Inc.) to 'BB-' from 'BB+' and lowered its senior
unsecured debt rating to 'B' from 'BB+'. The ratings are
removed from CreditWatch, where they were placed with negative
implications on May 14, 2007, following Mylan's announcement
that it was acquiring the generic drug business of Merck KGaA
for US$6.7 billion. S&P said the outlook is stable.
=================================
T R I N I D A D & T O B A G O
=================================
MIRANT CORP: To Return US$4.6 Bln in Excess Cash to Stockholders
----------------------------------------------------------------
Mirant Corporation disclosed in a regulatory filing with the
Securities and Exchange Commission that it will return to its
stockholders a total of US$4,600,000,000 in excess cash pursuant
to its Nov. 9, 2007 accelerated share repurchase agreement with
J.P. Morgan Securities Inc., as agent for JPMorgan Chase Bank,
National Association, London Branch.
According to Thomas Legro, Mirant's senior vice president and
controller, the first stage of the program will consist of the
ASR for US$1,000,000,000, together with open market purchases
for up to an additional US$1,000,000,000.
Under the terms of the ASR, Mirant will purchase 26,659,557
shares of its outstanding common stock from JPMorgan, for a
total of US$1,000,000,000 on Nov. 13, 2007, based on the closing
price of the common stock as of Nov. 9. The ASR also provides
that the final price of shares repurchased will be determined
based on a discount to the volume weighted average trading price
of Mirant's common stock over a period not to exceed six months.
Depending on the final price and number of shares being
repurchased, Mr. Legro states, JPMorgan may deliver additional
shares to Mirant at the completion of the transaction, or Mirant
may deliver to JPMorgan either cash or shares that were
previously delivered under the ASR.
Mirant's payment of US$1,000,000,000 to JPMorgan on Nov. 13 will
be funded from available cash, and, because Mirant will pay for
the shares in full, the shares to be delivered to Mirant on that
date will be deemed repurchased on that date.
"Mirant expects that JPMorgan will purchase shares of Mirant
common stock from time to time in the open market in connection
with the ASR and may also sell shares in the open market from
time to time," Mr. Legro says.
Mirant clarified that it will not sell itself, but will only
return US$4,600,000,000 of its excess cash to shareholders,
Bloomberg News reports.
According to the paper, the value of Mirant shares plunged 11%
following the Company's announcement.
"Some people bought the stock thinking there could be somebody
bidding a 10 percent or 15 percent premium, and that's not the
scenario anymore," said Andreas Schneller, who manages
US$200,000,000 at EIC Partners AG in Zurich and sold his Mirant
shares earlier this year. "Now they're stuck with this share
buyback and there's no longer a trigger for the shares to go
higher."
Mirant "amassed more than US$6,000,000,000 in cash" after
selling certain U.S. plants and assets in the Caribbean and the
Philippines, Messrs. Chang and Polson said in a statement.
About Mirant Corporation
Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is an energy company that
produces and sells electricity in North America, the Caribbean,
and the Philippines. Mirant's investments in the Caribbean
include three integrated utilities and assets in Jamaica, Grand
Bahama, Trinidad and Tobago and Curacao. Mirant owns or leases
more than 18,000 megawatts of electric generating capacity
globally.
Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring. When the Debtors
filed for protection from their creditors, they listed
US$20,574,000,000 in assets and US$11,401,000,000 in debts. The
Debtors emerged from bankruptcy on Jan. 3, 2006. On
March 7, 2007, the Court entered a final decree closing 46
Mirant cases.
Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant
New York Inc., and Hudson Valley Gas Corporation, were not
included. On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11
Plan of Reorganization and on Feb. 22 filed a Disclosure
Statement explaining that Plan. The Court approved the adequacy
of Mirant NY-Gen's Disclosure Statement on March 22, 2007, and
confirmed the Amended Plan on May 7, 2007. Mirant NY-Gen
emerged from chapter 11 on May 7, 2007.
On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of
Reorganization. The Court confirmed Mirant Lovett's Plan on
Sept. 19, 2007. Mirant Lovett emerged from bankruptcy on
Oct. 2, 2007. (Mirant Bankruptcy News, Issue No. 133;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
=================
V E N E Z U E L A
=================
CHRYSLER LLC: Officially Seals New Labor Agreement with UAW
-----------------------------------------------------------
Leaders of Chrysler LLC and the United Auto Workers union
officially sealed a new four-year national labor agreement at a
signing ceremony on Nov. 19, 2007 in Detroit, Michigan.
After the contract was signed, top members of the bargaining
teams -- UAW President Ron Gettelfinger, Chrysler Vice Chairman
and President Tom LaSorda, UAW Vice President General
Holiefield, and Chryler Senior Vice President Employee Relations
John Franciosi -- shook hands, officially ending the process
that began last spring.
As reported in the Troubled Company Reporter on Oct. 31, 2007,
Chrysler confirmed that on Oct. 27, 2007, a new Chrysler-UAW
2007 national labor agreement, in response to UAW's ratification
results.
UAW members voted to ratify the new collective bargaining
agreement with Chrysler, with 56% votes in favor of the four-
year pact among production workers, and 51% in favor among
skilled trades workers. About 94% of office and clerical
workers voted in favor of the agreement, and 79% of UAW-
represented Chrysler engineering workers approved the contract.
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 13, 2007, Standard & Poor's Ratings Services affirmed its
'B' corporate credit rating on Chrysler LLC and DaimlerChrysler
Financial Services Americas LLC and removed it from CreditWatch
with positive implications, where it was placed Sept. 26, 2007.
S&P said the outlook is negative.
PETROLEOS DE VENEZUELA: Gov't To Spend US$10B To Raise Output
-------------------------------------------------------------
Petroleumworld.com reports that Venezuela, through its energy
company Siembra Petrolera, will spend over US$10 billion to
boost state-run oil firm Petroleos de Venezuela SA's oil
production to 5.8 million barrels per day by 2012.
Venezuela's daily oil production was reportedly expected to
decrease from the current 3.2 million barrels.
Venezuelan Energy Minister Rafael Ramirez told
Petroleumworld.com that Petroleos de Venezuela spent nearly
US$10 billion on energy development this year, which is 67%
higher compared to 2006.
Petroleumworld.com notes that almost a third of the US$10-
billion investment went into oil production facilities, while
another third was allocated for the gas subsidiary of Petroleos
de Venezuela.
The Venezuelan government wants to produce some 3.67 million
barrels per day and export about 2.9 million barrels daily next
year, selling it at an average price of US$35 per barrel,
Petroleumworld.com relates.
Venezuela has earned about US$8.7 billion in oil and gas
royalties so far this year. Much of the royalties are channeled
to the Economic Development Fund for social projects. The fund
got US$6.8 million in 2006 and US$6.7 million in 2007,
Petroleumworld.com states.
Petroleos de Venezuela SA -- http://www.pdv.com/-- is
Venezuela's state oil company in charge of the development of
the petroleum, petrochemical and coal industry, as well as
planning, coordinating, supervising and controlling the
operational activities of its divisions, both in Venezuela and
abroad. The company has a commercial office in China.
As reported on March 28, 2007, Standard & Poor's Ratings
Services assigned its 'BB-' senior unsecured long-term credit
rating to Petroleos de Venezuela S.A.'s US$2 billion notes due
2017, US$2 billion notes due 2027, and US$1 billion notes due
2037.
* IDB & EC Inks Deal to Improve Economic Devt. in Latin America
---------------------------------------------------------------
The Inter-American Development Bank and the European Commission
have signed an agreement to strengthen their collaboration
through shared strategies and programs to improve the economic
and social development in Latin America and the Caribbean.
The memorandum of understanding was signed by IDB President Luis
Alberto Moreno, Benita Ferrero Waldner, European Commissioner
for External Relations, and Joaqu¡n Almunia, European
Commissioner for Economic and Monetary Affairs in Brussels,
Belgium.
The IDB and the Commission agreed to concentrate their
collaboration in five key areas:
* Social cohesion and poverty reduction
* Regional integration and trade development
* Renewable energies and energy efficiency
* Climate change
* Statistics
In the area of social cohesion and poverty reduction, the
parties agreed to collaborate in the development of social
policies that promote social cohesion, including:
-- fiscal policy;
-- promote social dialogue between all the participants in
civil society; and
-- encourage corporate social responsibility.
To further regional integration and trade development, the IDB
and EC will consolidate regional institution building;
strengthen the role of civil society and culture in the
integration process; provide support for small and medium-sized
enterprises to promote integration into the economic and trade
development process through programs that promote
competitiveness, development of sources of financing,
improvement of market access, links with large firms, and human,
social and cultural capital development.
The parties also agreed to:
-- promote renewable energy, energy efficiency and biofuels;
-- encourage social programs for rural energy supply based on
renewable energies;
-- reinforce research and technological development in clean
technologies; and
-- encourage energy efficiency measures.
To combat climate change, the IDB and the EC will:
-- promote the sustainable use of natural resources;
-- strengthen Latin America's participation in international
climate change discussions with a view to enhancing global
cooperation on greenhouse gas emission reductions;
-- support mechanisms that financially reward emission
reductions and contribute to economic development; and
-- facilitate the transfer of technologies for mitigation and
adaptation to climate change.
The agreement also includes efforts to promote the exchange of
data, methodologies and other statistical tools; enhance data
comparability; and reinforce the development of indicators
needed to support the other focal areas.
***********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA. Marjorie C. Sabijon, Sheryl Joy P. Olano, Rizande
de los Santos, and Pamella Ritah K. Jala, Editors.
Copyright 2007. All rights reserved. ISSN 1529-2746.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
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Information contained herein is obtained from sources believed
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* * * End of Transmission * * *