/raid1/www/Hosts/bankrupt/TCRLA

/raid1/www/Hosts/bankrupt/TCRLA_Public/080825.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, August 25, 2008, Vol. 9, No. 168 Headlines A R G E N T I N A ALITALIA SPA: Italy May Ask Parmalat CEO to Lead Carrier ARMSTRONG ALIMENTOS: Trustee Verifies Claims Until Oct. 1 COMPANIA LATINOAMERICANA: Individual Reports Filing Is Oct. 20 DANA CORP: Posts US$140 Mil. Net Loss in Quarter Ended June 30 DANGER PRODUCCIONES: Individual Reports Filing Is on Nov. 19 RED NEOGAR: Trustee to File Individual Reports on Oct. 20 SERTEX SRL: Trustee Verifies Proofs of Claim Until September 8 SHARPER IMAGE: ARG Seeks Payment of US$2.6M Admin. Expense Claim B A H A M A S CLICO (BAHAMAS): A.M. Best Cuts BBB- Issuer Credit Rating to BB B E R M U D A BLUEPOINT RE: Court to Hear Petition for Liquidation on Aug. 29 BERMUDA BOND: Holding Final Shareholders Meeting for Sept. 24 DILMUN TECHNOLOGY: Proofs of Claim Filing Deadline Is Sept. 3 FOSTER WHEELER: U.S. Operation Bags Contract From BP Products LAIF XIV: Deadline for Proofs of Claim Filing Is Aug. 29 SEA CONTAINERS: Wants Disclosure Statement Approved SEA CONTAINERS: Wants GECC Tolling Agreement Approved SEA CONTAINERS: Wants Voting and Solicitation Procedures Okayed B R A Z I L BRASIL TELECOM: UBS Reiterates Short-Term Buy Rating on Shares CENTRAIS ELETRICAS: To Pay BRL2.8 Billion in Dividends ENERGIAS DO BRASIL: Inks MoU With MPX Energia for Joint Project FERRO CORP: Closes US$150 Mil. Convertible Senior Notes Offering GENERAL MOTORS: Allows Navistar Medium Duty Truck MOU to Expire GENERAL MOTORS: Navistar Deal Canceled; S&P Ratings Unaffected PARANA BANCO: Launches American Depository Receipt Issue at NYSE PROPEX INC: May Employ Richard Franks as Sales and Marketing VP TELE NORTE: Telemar Buys 3,951,923 Shares of TNCP for BRL130.4MM C A Y M A N I S L A N D S BOMBAY COMPANY: Court Confirms Amended Chapter 11 Plan CREAFUND: Deadline for Proofs of Claim Filing Is Aug. 26 FDVG EQUITY: Proofs of Claim Filing Deadline Is Aug. 29 FDVG LOW VOLATILITY: Proofs of Claim Filing Is Until Aug. 29 HSBC INVESTOR: Deadline for Proofs of Claim Filing Is Aug. 28 IBERAVILA LTD: Proofs of Claim Filing Deadline Is Aug. 29 IBERBURGOS LTD: Proofs of Claim Filing Is Until Aug. 29 IBERCACERES LTD: Deadline for Claims Filing Is Aug. 29 P6 KYIV CABLE: Filing for Proofs of Claim Is Until Aug. 26 PARMALAT SPA: CEO Enrico Bondi to Resign for Alitalia Post PHALANX FUND: Deadline for Proofs of Claim Filing Is Aug. 28 PHALANX FUND: Holding Final Shareholders Meeting on Aug. 29 C O L O M B I A BANCOLOMBIA: Closes COP600 Billion Offering of Ordinary Notes J A M A I C A CASH PLUS: Chief Has No Authority to Deal With Firm's Assets M E X I C O CHEROKEE INT'L: Posts US$600,000 Net Loss in Qtr. Ended June 29 CONSTELLATION COPPER: Liquidity Woes Cues Possible Bankruptcy FEDERAL-MOGUL: Earns US$90 Mil. in Second Quarter Ended June 30 FEDERAL-MOGUL: Admin Claims Objection Period Extended to Dec. 27 NAVISTAR INT'L: Allows GM Medium Duty Truck MOU to Expire NAVISTAR INT'L: GM Deal Canceled; S&P Ratings Unaffected RADIOSHACK CORP: Hires Phyllis Proffer as VP-Investor Relations SEMGROUP ENERGY: Receives Delisting Notice From Nasdaq V E N E Z U E L A PETROLEOS DE VENEZUELA: Will Create Two JVs With Petrovietnam * VENEZUELA: CEMEX to File Complaint Seeking Int'l Arbitration * BOND PRICING: For the Week August 18 - August 22, 2008 - - - - - ================= A R G E N T I N A ================= ALITALIA SPA: Italy May Ask Parmalat CEO to Lead Carrier -------------------------------------------------------- Enrico Bondi would resign as Chief Executive Officer of Parmalat S.p.A. to head national carrier Alitalia S.p.A., Bloomberg News cites an unsourced Milano Finanza report. Mr. Bondi was appointed Parmalat's extraordinary commissioner in December 2003, when the dairy concern's finances collapsed. Mr. Bondi restructured Parmalat's operation and returned it to profitability, earning him the CEO post. According to the weekly journal, the Italian government may ask Mr. Bondi to help save Alitalia from bankruptcy. As appeared in the TCR-Europe, the Italian government denied plans to place Alitalia under extraordinary administration on Aug. 29, 2008. Agenzia Giornalistica Italia had reported that the national carrier will be placed under administration of an external commissioner during a meeting of Prime Minister Silvio Berlusconi's cabinet. Intesa Sanpaolo S.p.A.'s "Fenice" rescue plan entails that the Italian government will amend a law used to reorganize Parmalat. The government tapped Intesa Sanpaolo as adviser for the sale of its 49.9% stake in Alitalia. According to the outline of the "Alitalia Law," the company will seek protection from creditors and be placed in extraordinary administration. Alitalia's core business -- flight operations -- will be separated from its debt and placed them under a new company created with the buyer of the Italian government's 49.9% stake in the carrier. The old company will shoulder the cost of the planned 5,000 job cuts and take on Alitalia's EUR1.1 billion debt -- including the recent EUR300 million loan from the government and a EUR750 million convertible bond. The new company, meanwhile, will inherit Alitalia's fleet and real estate assets as well as the remaining employees and up to EUR500 million in debt. About Parmalat 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. About Alitalia Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/-- provides air travel services for passengers and air transport of cargo on national, international and inter-continental routes, including United States, Canada, Japan and Argentina. The Italian government owns 49.9% of Alitalia. Despite a EUR1.4 billion state-backed restructuring in 1997, Alitalia posted net losses of EUR256 million and EUR907 million in 2000 and 2001 respectively. Alitalia posted EUR93 million in net profits in 2002 after a EUR1.4 billion capital injection. The carrier booked annual net losses of EUR520 million in 2003, EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million in 2006, and EUR494.64 million in 2007. ARMSTRONG ALIMENTOS: Trustee Verifies Claims Until Oct. 1 --------------------------------------------------------- Maria Ines Perna, the court-appointed trustee for Armstrong Alimentos S.A.'s bankruptcy proceeding, will be verifying creditors' proofs of claim until October 1, 2008. Ms. Perna will present the validated claims in court as individual reports on October 20, 2008. The National Commercial Court of First Instance in Sante Fe will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Armstrong Alimentos 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 Armstrong Alimentos' accounting and banking records will be submitted in court. Infobae didn't state the submission dates for the reports. Ms. Perna is also in charge of administering Armstrong Alimentos' assets under court supervision and will take part in their disposal to the extent established by law. COMPANIA LATINOAMERICANA: Individual Reports Filing Is Oct. 20 -------------------------------------------------------------- Marcelo Carlos Rodriguez, the court-appointed trustee for Compania Latinoamericana de Asfaltos y Lubricantes SA's bankruptcy proceeding, will present the validated claims as individual reports in the National Commercial Court of First Instance No. 5 in Buenos Aires, with the assistance of Clerk No. 10, on Oct. 20, 2008. Mr. Rodriguez is verifying creditors' proofs of claim until Oct. 1, 2008. He will also submit to court a general report containing an audit of Compania Latinoamericana's accounting and banking records on Dec. 29, 2008. Mr. Rodriguez is also in charge of administering Compania Latinoamericana's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Compania Latinoamericana de Asfaltos y Lubricantes SA Avenida Callao 1755 Buenos Aires, Argentina The trustee can be reached at: Marcelo Carlos Rodriguez Cerrito 146 Buenos Aires, Argentina DANA CORP: Posts US$140 Mil. Net Loss in Quarter Ended June 30 -------------------------------------------------------------- Dana Holding Corporation announced its second-quarter 2008 results. Second-quarter highlights include: -- Sales of US$2,333 million, a 2-percent increase compared to 2007, primarily because of currency effects; -- Net loss of US$140 million, including an US$82 million non- cash impairment charge. This compares to a net loss of US$133 million in the second quarter of 2007; -- Earnings before interest, taxes, depreciation, amortization, and restructuring (EBITDA) of US$128 million, compared with US$143 million in 2007; -- Strong cash balance of US$1.2 billion and total liquidity of US$1.6 billion at June 30, 2008; and -- Free cash flow of US$38 million. Dana Making Progress in Turnaround "We are making progress in our turnaround despite unprecedented headwinds in North America," said Executive Chairman John Devine. "The combination of much lower production volumes and higher steel costs has put considerable pressure on our 2008 operating results." "But we are working to offset these challenges through pricing, additional restructuring, and cost reductions," he added. "And we remain focused on our game plan to turn around Dana by rebuilding the management team, improving operations, tightening our strategic direction, and employing a strong balance sheet." Added Chief Executive Officer Gary Convis, "For the near term, we continue to scale our North American operations -- through facility consolidations and workforce reductions -- to reflect a market that's very different than what was expected just six months ago. This will necessitate the reduction of approximately 3,000 positions over the course of 2008, including the planned reduction of 500 salaried positions announced last week. At the same time, we are experiencing modest employment growth in the markets where our business is performing better." "Longer term, we're picking up speed with introducing what is essentially a new way of managing our business, manufacturing our products, and measuring our performance worldwide," he added. "The new Dana Operating System is already enabling our people to drive improved product quality, customer satisfaction, and financial performance." Business Highlights Total EBITDA of US$128 million in the second quarter was US$15 million below 2007 results for the same period. This primarily reflected higher steel costs of US$25 million (net of recovery actions), lower North American production of US$22 million, unfavorable currency effects of US$26 million, and reduced non-steel pricing of US$6 million. These negative developments were partially offset by cost savings of US$64 million. At June 30, 2008, cash balances remained strong at US$1.2 billion, with available global liquidity of US$1.6 billion. Free cash flow was US$38 million for the second quarter, which was largely achieved through reduced working capital of US$69 million during the period. Six-Month Results Sales for the six months ended June 30, 2008 were US$4,645 million which compares to US$4,434 million for the same period in 2007. For the first six months of 2008, the company reported net income of US$545 million compared to a net loss of US$225 million for the same period in 2007. The six-month 2008 results include a net gain of US$754 million recognized in connection with the company's emergence from bankruptcy and application of fresh start accounting in January. EBITDA of US$275 for the first six months of 2008 improved from the US$247 million for the same period in 2007, as cost reduction actions initiated during the first half of 2008, combined with previously achieved annual cost savings and pricing improvements more than offset the earnings reduction attributable to lower North American production levels and higher steel costs. Dana Holding Corporation Unaudited Consolidated Balance Sheet As of June 30, 2008 ASSETS CURRENT ASSETS Cash and cash equivalents US$1,191,000,000 Restricted cash 0 Accounts receivable Trade, net of US$23,000,000 allowance 1,431,000,000 Other 295,000,000 Inventories Raw materials 401,000,000 Work in process and finished goods 640,000,000 Assets of discontinued operations 0 Other current assets 147,000,000 -------------- Total current assets 4,105,000,000 Goodwill 248,000,000 Intangibles 649,000,000 Investments and other assets 269,000,000 Investments in affiliates 172,000,000 Property, plant and equipment, net 2,039,000,000 --------------- Total Assets US$7,482,000,000 =============== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Notes payable, including current portion of long-term debt US$62,000,000 Debtor-in-possession financing 0 Accounts payable 1,203,000,000 Accrued payroll and employee benefits 265,000,000 Liabilities of discontinued operations 0 Taxes on income 160,000,000 Other accrued liabilities 501,000,000 -------------- Total current liabilities 2,191,000,000 Liabilities subject to compromise Deferred employee benefits and other non-current liabilities 879,000,000 Long-term debt 1,318,000,000 Minority interest in consolidated subsidiaries 115,000,000 Commitments and contingencies 0 -------------- Total liabilities 4,503,000,000 Shareholders' Equity: Preferred Stock, Series A 242,000,000 Preferred Stock, Series B 529,000,000 Common stock 1,000,000 Prior Dana common stock 0 Additional paid-in capital 2,310,000,000 Retained earnings (deficit) (177,000,000) Accumulated other comprehensive income 74,000,000 -------------- Total stockholders' equity 2,979,000,000 -------------- Total Liabilities & Stockholders' Equity US$7,482,000,000 ============== Dana Holding Corporation Unaudited Consolidated Statement of Operations For Three Months Ended June 30, 2008 Net sales US$2,333,000,000 Costs and expenses Cost of sales 2,206,000,000 Selling, general and administrative expenses 84,000,000 Amortization of intangibles 19,000,000 Realignment charges, net 40,000,000 Impairment of goodwill 75,000,000 Impairment of intangible assets 7,000,000 Other income, net 20,000,000 -------------- Loss from continuing operations before interest, reorganization items and income taxes (78,000,000) Interest expense 35,000,000 Reorganization items, net 12,000,000 -------------- Loss from continuing operations before income axes (125,000,000) Income tax expense (12,000,000) Minority interests (3,000,000) Equity in earnings of affiliates 2,000,000 -------------- Loss from continuing operations (138,000,000) Loss from discontinued operations (2,000,000) -------------- Net income (loss) (US$140,000,000) ============== Dana Holding Corporation Unaudited Consolidated Statement of Cash Flows For Three Months Ended June 30, 2008 OPERATING ACTIVITIES: Net income (US$140,000,000) Depreciation and amortization expense 72,000,000 Amortization of intangibles 23,000,000 Amortization of inventory valuation 0 Amortization of deferred financing charges and original issue discount 7,000,000 Impairment of goodwill and other intangible assets 82,000,000 Non-cash portion of U.K. pension charge 0 Minority interest 3,000,000 Reorganization: Gain on settlement of liabilities subject to compromise 0 Payment of claims (9,000,000) Reorganization items net of cash payments (5,000,000) Fresh start adjustments 0 Payments to VEBAs 0 Loss on sale of businesses and assets 0 Changes in working capital 69,000,000 Other, net (26,000,000) ------------- Net cash provided by (used for ) operating activities 76,000,000 ------------- INVESTING ACTIVITIES: Purchase of property, plant and equipment (US$47,000,000) Proceeds from sale of businesses and assets 0 Change in restricted cash 0 Other adjustments (12,000,000) ------------- Net cash provided by (used for) investing activities (US$59,000,000) -------------- FINANCING ACTIVITIES: Proceeds from (repayment of) DIP facility 0 Net change in short-term debt (81,000,000) Payment of DCC Medium Term Notes 0 Proceeds from Exit Facility Debt 0 Original issue discount fees 0 Deferred financing fees (1,000,000) Repayment of Exit Facility Debt (3,000,000) Issuance of Series A and Series B preferred stock 0 Preferred dividends paid (11,000,000) Other adjustments (7,000,000) ------------- Net cash provided by (used for) financing activities (103,000,000) ------------- Net (decrease) in cash and cash equivalents (86,000,000) Cash and cash equivalents, beginning of period 1,283,000,000 Effect of exchange rate changes on cash balances (6,000,000) Net change in cash of discontinued operations 0 -------------- Cash and cash equivalents, end of period US$1,191,000,000 ============== About DANA Based 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 June 30, 2008, the Debtors listed US$7,482,000,000 in total debts, resulting in US$2,979,000,000 in total shareholders' deficit. 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, served as the Debtors' financial advisor and investment banker. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP served as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC served 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. Judge Burton Lifland of the U.S. Bankruptcy Court for the Southern District of New York entered an order confirming the Third Amended Joint Plan of Reorganization of the Debtors on Dec. 26, 2007. The Debtors' Third Amended Joint Plan of Reorganization was deemed effective as of Jan. 31, 2008. Dana Corp., starting on the Plan Effective Date, operated as Dana Holding Corporation. (Dana Corporation Bankruptcy News, Issue No. 80; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) DANGER PRODUCCIONES: Individual Reports Filing Is on Nov. 19 ------------------------------------------------------------ Otto Reinaldo Munch, the court-appointed trustee for Danger Producciones SRL's bankruptcy proceeding, will present the validated claims as individual reports in the National Commercial Court of First Instance No. 1 in Buenos Aires, with the assistance of Clerk No. 1, on Nov. 19, 2008. Mr. Munch is verifying creditors' proofs of claim until Oct. 8, 2008. He will also submit to court a general report containing an audit of Danger Producciones' accounting and banking records on Feb. 3, 2008. Mr. Munch is also in charge of administering Danger Producciones' assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Danger Producciones SRL Avenida Cordoba 652 Buenos Aires, Argentina The trustee can be reached at: Otto Reinaldo Munch Maipu 509 Buenos Aires, Argentina RED NEOGAR: Trustee to File Individual Reports on Oct. 20 --------------------------------------------------------- Marta Susana Polistina, the court-appointed trustee for Red Neogar SA's bankruptcy proceeding, will present the validated claims as individual reports in the National Commercial Court of First Instance No. 5 in Buenos Aires, with the assistance of Clerk No. 10, on Oct. 20, 2008. Ms. Polistina is verifying creditors' proofs of claim until Oct. 1, 2008. She will also submit to court a general report containing an audit of Red Neogar's accounting and banking records on Dec. 29, 2008. Ms. Polistina is also in charge of administering Red Neogar's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Red Neogar SA Av. Luis Maria Campos 1001 Buenos Aires, Argentina The trustee can be reached at: Marta Susana Polistina H. Yrigoyen 4027 Buenos Aires, Argentina SERTEX SRL: Trustee Verifies Proofs of Claim Until September 8 -------------------------------------------------------------- The court-appointed trustee for Sertex S.R.L.'s reorganization proceeding will be verifying creditors' proofs of claim until September 8, 2008. The trustee will present the validated claims in court as individual reports on October 30, 2008. The National Commercial Court of First Instance in Rosario, Santa Fe, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by Sertex 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 Sertex's accounting and banking records will be submitted in court. Infobae didn't state the submission dates for the reports. Creditors will vote to ratify the completed settlement plan during the assembly. SHARPER IMAGE: ARG Seeks Payment of US$2.6M Admin. Expense Claim ---------------------------------------------------------------- ARG Manufacturing, Inc., seeks the allowance and payment of a US$2,651,230 administrative expense in connection with the breach of a postpetition license agreement by The Sharper Image, Corp., now known as TSIC, Inc. David W. Carickhoff, Esq, at Blank Rome LLP, in Wilmington, Delaware, relates that on March 11, 2008, the Debtor and ARG entered into a License Agreement, pursuant to which ARG may use "The Sharper Image" name and logos on manual, non-electric kitchen and food preparation tools and utensils and bakeware, as well as manual non-electric and non-battery powered barbecue tools. The initial term of the License Agreement was March 11, 2008 through December 31, 2011, subject to a renewal period from January 1, 2012 though December 31, 2014. Under the agreement, ARG will pay Sharper Image a royalty in the form of a percentage of the net sales of the Licensed Products. The License Agreement required ARG to make a US$37,500 advance royalty payment on March 21, 2008, to be applied against future royalty payments due and payable for the first contract year. ARG made the Advance Royalty Payment on March 18, 2008. To meet its obligations under the License Agreement, ARG incurred upfront tooling costs for approximately US$217,100, and package development costs for US$10,043, Mr. Carickhoff relates. He notes that prior to the License Agreement, ARG shared its projected sales, profits, and royalty calculations with the Debtor. The projections formed the basis of the parties reasonable expectations under the License Agreement. ARG projected that it would have average profits of US$2,651,230. According to Mr. Carickhoff , the sale of the Licensed Trademarks to the Joint Venture has rendered it impossible for the Debtor to meet its obligations under the License Agreement, and its material breach of the contract entitles ARG to damages. About Sharper Image Based in San Francisco, California, Sharper Image Corp. -- http://www.sharperimage.com/-- is a multi-channel specialty retailer. It operates in three principal selling channels: the Sharper Image specialty stores throughout the U.S., the Sharper Image catalog and the Internet. The company has operations in Australia, Brazil and Mexico. In addition, through its Brand Licensing Division, it is also licensing the Sharper Image brand to select third parties to allow them to sell Sharper Image branded products in other channels of distribution. The company filed for Chapter 11 protection on Feb. 19, 2008 (Bankr. D.D., Case No. 08-10322). Judge Kevin Gross presides over the case. Harvey R. Miller, Esq., Lori R. Fife, Esq., and Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP, serve as the Debtor's lead counsel. Steven K. Kortanek, Esq., and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice, P.L.L.C., serve as the Debtor's local Delaware counsel. An Official Committee of UnsecuredCreditors has been appointed in the case. Cooley Godward Kronish LLP is the Committee's lead bankruptcy counsel. Whiteford Taylor Preston LLC is the Committee's Delaware counsel. When the Debtor filed for bankruptcy, it listed total assets of US$251,500,000 and total debts of US$199,000,000. As of June 30, 2008, the Debtor listed US$52,962,174 in total assets and US$39,302,455 in total debts. The Court extended the exclusive period during which the Debtor may file a Plan through and including Sept. 16, 2008. Sharper Image sought and obtained the Court's approval to change its name to "TSIC, Inc." in relation to an an Asset Purchase Agreement by the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands, LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital, LLC. (Sharper Image Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) ============= B A H A M A S ============= CLICO (BAHAMAS): A.M. Best Cuts BBB- Issuer Credit Rating to BB --------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to B from B+ and issuer credit rating to "bb" from "bbb-" of CLICO (Bahamas) Limited. The outlook for both ratings is negative. The downgrades reflect the significant exposure CLICO Bahamas has to affiliated loans as a percentage of assets and capital, the volatility of earnings in its international operations and its somewhat modest market share in the Bahamas, when compared to its competitors. CLICO Bahamas' loan to a real estate subsidiary, which represents a concentration risk and high exposure to the depressed Florida real estate market, has been revalued to reflect the current market conditions. A.M. Best feels that given most of its reserves are fixed annuities, this real estate exposure represents a mismatch to CLICO Bahamas' liabilities. In addition, certain of its non-Bahamas regions have produced operating losses. CLICO Bahamas' ratings recognize its ownership by CL Financial, as well as its overall insurance premium growth and profitability. CLICO Bahamas benefits from being part of CL Financial by leveraging information technology, administration, actuarial, investment and other group resources to effect operating efficiencies in its operations. Headquartered in Nassau, Bahamas, CLICO Bahamas Limited is an insurance member company of CL Financial Limited, a diversified holding company based in Trinidad and Tobago. ============= B E R M U D A ============= BLUEPOINT RE: Court to Hear Petition for Liquidation on Aug. 29 --------------------------------------------------------------- Bluepoint Re Limited's petition for voluntary liquidation presented to the Supreme Court of Bermuda on August 7, 2008, will be heard at 9:30 a.m., on August 29, 2008. Any creditor or representative thereof, may appear before the court for the hearing of the petition to pay regulated charges. The petition must be served in writing by the creditor, stating the name and address of the person and the company not later than 4.00 p.m. (Bermuda time), on August 28, 2008. The liquidator can be reached at: Robin J. Mayor Conyers Dill & Pearman Clarendon House, 2 Church Street Hamilton, Bermuda BERMUDA BOND: Holding Final Shareholders Meeting for Sept. 24 ------------------------------------------------------------- Bermuda Bond Funds Limited will hold its final shareholders meeting on September 24, 2008, at 9:30 a.m. at Messrs. Conyers Dill & Pearman, Clarendon House, Church Street, Hamilton, Bermuda. These matters will be taken up during the meeting: -- receiving an account showing the manner in which the winding-up of the company has been conducted and its property disposed of and hearing any explanation that may be given by the liquidator; -- determination by resolution the manner in which the books, accounts and documents of the company and of the liquidator shall be disposed; and -- passing of a resolution dissolving the company. Bermuda Bond's shareholders decided to place the company into voluntary liquidation under Bermuda's Companies Act 1981. The liquidator can be reached at: Robin J. Mayor Conyers Dill & Pearman Clarendon House, Church Street Hamilton, Bermuda DILMUN TECHNOLOGY: Proofs of Claim Filing Deadline Is Sept. 3 ------------------------------------------------------------- Dilmun Technology's creditors are given until Sept. 3, 2008, 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. Dilmun Technology's shareholder decided on Aug. 19, 2008, to place the company into voluntary liquidation under Bermuda's Companies Act 1981. The liquidator can be reached at: Robin J. Mayor Conyers Dill & Pearman Clarendon House, Church Street Hamilton, Bermuda FOSTER WHEELER: U.S. Operation Bags Contract From BP Products ------------------------------------------------------------- Foster Wheeler USA Corporation, Foster Wheeler Ltd.'s subsidiary and part of its Global Engineering and Construction Group, has been awarded contracts by BP Products North America for the engineering, procurement and fabrication of a 102,000 barrels per stream day (bpsd) six-drum delayed coking unit and gas plant facilities at BP�s Whiting refinery in Indiana, U.S. This is an integral part of the BP Whiting Refinery modernization project which will increase Whiting gasoline production by 1.7 million gallons a day and equip the refinery to process increased amounts of secure Canadian crude oil. The terms of the award were not disclosed. Foster Wheeler USA has been working on this project since 2005 and a number of bookings have been made as work was released in stages by BP, including a release for the thermal design, engineering, procurement, and material supply of three delayed coker heaters. The largest booking, which followed the final approval to proceed with this project by BP, was included in Foster Wheeler�s second-quarter 2008 bookings. �Foster Wheeler is pleased to be playing a key role in this strategic project for BP,� said Troy Roder, chief executive officer of Foster Wheeler USA Corporation. �We have developed an excellent working relationship with BP at the Whiting refinery over the past three years, during which time we have undertaken the design for this coking facility and have developed a modular fabrication strategy for the coker in line with BP�s objectives for this project. This final release to proceed confirms BP�s continued confidence in the quality of our team, our in-depth technical expertise, our project execution track record and our module fabrication experience.� Foster Wheeler's SYDEC(SM) process is a thermal conversion process used by refiners worldwide to upgrade heavy residue feed and process it into high-value transport fuels. The SYDEC(SM) process achieves maximum clean liquid yields and minimum fuel coke yields. Foster Wheeler is a market leader in delayed coking and has supplied its delayed coking process technology worldwide for more than 80 new cokers and has worked on more than 70 delayed coker revamps. The Foster Wheeler delayed coker heaters, which use its proprietary Terrace-WallTM design, are an integral component of the company�s SYDEC(SM) process technology. Foster Wheeler is a market leader in the supply of delayed coking fired heaters and has supplied more than 100 coker heaters worldwide. Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/-- offers a broad range of engineering, procurement, construction, manufacturing, project development and management, research and plant operation services. Foster Wheeler serves the refining, upstream oil and gas, LNG and gas-to-liquids, petrochemical, chemicals, power, pharmaceuticals, biotechnology and healthcare industries. The corporation is based in Hamilton, Bermuda, and its operational headquarters are in Clinton, New Jersey. * * * As reported in the Troubled Company Reporter-Latin America on April 28, 2008, Moody's Investors Service upgraded Foster Wheeler LLC's corporate family rating to Ba2 from Ba3, and raised its probability of default Rating to Ba2 from Ba3. The outlook continues to be positive. As reported in the Troubled Company Reporter-Latin America on Feb. 5, 2008, Standard & Poor's Ratings Services revised its outlook on Foster Wheeler Ltd. to positive from stable. At the same time, S&P affirmed its 'BB' corporate credit rating on the company. The company reported total debt of approximately US$150 million at Sept. 30, 2007. LAIF XIV: Deadline for Proofs of Claim Filing Is Aug. 29 -------------------------------------------------------- LAIF XIV Ltd.'s creditors are given until August 29, 2008, 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. LAIF XIV's shareholders agreed on Aug. 13, 2008, to place the company into voluntary liquidation under Bermuda's Companies Act 1981. The liquidator can be reached at: Robin J. Mayor Conyers Dill & Pearman Clarendon House, 2 Church Street Hamilton, Bermuda SEA CONTAINERS: Wants Disclosure Statement Approved --------------------------------------------------- Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware, informed the U.S. Bankruptcy Court for the District of Delaware that the disclosure statement accompanying the joint plan of reorganization filed by Sea Containers Caribbean Inc., Sea Containers Ltd., and Sea Containers Services Ltd. on July 31, 2008 contains "adequate information" within the meaning of Section 1125 of the U.S. Bankruptcy Code. Mr. Brady relates that before filing the Plan and Disclosure Statement, the Debtors shared Plan term sheets with the Official Committee of Unsecured Creditors and its advisors, and have worked diligently to ensure that the Disclosure Statement contains pertinent information necessary for holders of allowed Claims to make informed decisions about whether to vote to accept or reject the Plan. The Debtors, therefore, asks the Court to approve the Disclosure Statement. The Court will convene a hearing on Sept. 4, 2008, to consider the adequacy of the Disclosure Statement. The deadline for filing objections to the Disclosure Statement is August 28. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt and Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers disclosed total assets of US$62,400,718 and total liabilities of US$1,545,384,083. The Debtors filed their joint Chapter 11 plan of reorganization and disclosure statement on July 31, 2008. (Sea Containers Bankruptcy News, Issue No. 47; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) SEA CONTAINERS: Wants GECC Tolling Agreement Approved ----------------------------------------------------- Sea Containers Ltd. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to approve an agreement among Sea Containers Ltd., Sea Container Services Ltd., Quota Holdings Ltd., Sea Containers SPC Ltd., Sea Containers America, Inc., General Electric Capital Corporation and its subsidiaries, GE SeaCo SRL, and GE SeaCo America LLC tolling the statute of limitations of certain claims to be released pursuant to the Debtors' global settlement agreement with the GECC Parties. On June 4, 2008, the Court approved the Debtors' entry into a framework agreement with the GECC Parties, and authorized the Debtors to perform all obligations under that agreement. Over the last four months, the Debtors and the GECC Parties have negotiated and finalized the definitive documents contemplated by the Framework Agreement. One of the definitive documents is a mutual release agreement through which the Parties will agree to mutually settle and release outstanding claims among them, including claims related to the joint venture documents, the business of GE SeaCo, the various arbitrations between the Parties, and any claims or causes of action under Chapter 5 of the Bankruptcy Code. The Mutual Release will be executed and become effective with other definitive documents contemporaneously with the substantial consummation of the Debtors' recently-filed plan of reorganization, relates Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware. Pending confirmation and substantial consummation of the Plan and the Mutual Release becoming effective, the Parties desire to preserve, without concern as to the passing of any statutes of limitation in the interim, any claims they have or may have against each other in the presumably unlikely event that the global settlement is not consummated, Mr. Brady tells the Court. He explains that in the event that the Debtors have any avoidance actions against the GECC Parties, the deadline for the Debtors to commence those actions under Sections 544, 545, 547, 548 and 550 of the Bankruptcy Code might otherwise pass before the Plan is confirmed and the settlement realized. Mr. Brady contends that absent the Tolling Agreement, the GECC Parties might see a need to assert new claims against the Debtors. He notes that the Parties do not believe it would be productive to commence any actions against each other at this time, or to be forced to defend against new actions filed by another Party, when those actions will be rendered moot upon execution of the Mutual Release. Thus, he says, the Parties have agreed to toll the statute of limitations for all possible claims to be released by the Mutual Release. The Debtors, hence, ask the Court to approve the Tolling Agreement executed on Aug. 14, 2008, which tolls the statute of limitations period for all possible claims to be released by the Mutual Agreement, pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure and Section 363(b) of the U.S. Bankruptcy Code. For claims for which the statute of limitations had not expired as of August 14, Mr. Brady elaborates that the statute of limitations will be tolled from that date until 30 days after the termination or expiration of the stay of: (a) all proceedings in the arbitrations; (b) the commencement or continuation of any actions or claims that would be released by the Mutual Release; and (c) the pursuit of any discovery relating to any actions or claims that would be released by the Mutual Release. The Debtors believe the Tolling Agreement benefits the bankruptcy estates by allowing them to preserve any claims or causes of action against the GECC Parties in the event the Framework Agreement terminates prior to execution of the Mutual Release. The Tolling Agreement also preserves the current cooperative relationship between the Parties as they work together to realize the global settlement between them, and avoids the unnecessary expenditure of estate assets that would occur if the Debtors had to institute or defend actions that most likely will never be brought. To the extent that the relief requested is deemed a settlement subject to Section 363(b) and Rule 9019, the Debtors believe that entry of the Tolling Agreement is supported by sound business judgment and is in the best interest of the estates and creditors. They add that the the Tolling Agreement represents the most practical means to ensure that the rights of their estates are preserved without having to incur needless expense. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for Chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt and Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers disclosed total assets of US$62,400,718 and total liabilities of US$1,545,384,083. The Debtors filed their joint Chapter 11 plan of reorganization and disclosure statement on July 31, 2008. (Sea Containers Bankruptcy News, Issue No. 47; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) SEA CONTAINERS: Wants Voting and Solicitation Procedures Okayed --------------------------------------------------------------- Sea Containers Ltd. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to: (a) approve their solicitation and notice procedures with respect to the confirmation of their joint plan of reorganization; (b) approve the forms of various ballots and notices of the solicitation packages that will be distributed; and (c) fix: -- Sept. 4, 2008, as the Disclosure Statement hearing; -- September 22, as the deadline for distributing Solicitation Packages; -- November 1, as the deadline for filing objections to the Plan; -- November 1, as the deadline for voting on the Plan; -- November 10, as the hearing for the confirmation of the Plan; and -- the date that is 10 business days prior to the Plan's effective date, as the distribution record date. Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware, says that the Debtors' proposed Solicitation Procedures will allow them to distribute solicitation materials and tabulate acceptances of the Plan effectively and consistently with the requirements of the Bankruptcy Code and due process. He adds that the Solicitation Procedures and the Debtors' proposed Confirmation Hearing Notice, provide adequate notice to all holders of claims regarding the solicitation process as well as the relevant dates associated with the Solicitation Procedures. The Solicitation Procedures authorize and direct BMC Group, Inc., the Debtors' claims and solicitation agent, to assist them in distributing the Solicitation Packages, and tabulating ballots cast for or against the Plan. The Solicitation Package will contain copies of: -- a cover letter describing the contents of the Package and instructions on how paper copies of any materials that may be provided in CD-Rom format can be obtained at no charge, and urging holders in each of the voting classes to vote to accept the Plan, the Bermuda Scheme of Arrangement, and the U.K. Scheme of Arrangement, as applicable; -- an appropriate form of Ballot and Master Ballot, and applicable voting instructions, together with a pre- addressed postage pre-paid return envelope; -- the Solicitation Procedures and the order approving them; -- the approved form of the Disclosure Statement; -- the proposed forms of the Bermuda Scheme of Arrangement and U.K. Scheme of Arrangement, and their explanatory statements; and -- the Confirmation Hearing Notice. Mr. Brady says that the Disclosure Statement and Plan are more than 200 pages combined, and the Bermuda and U.K. Scheme of Arrangement are more than 175 pages combined. Thus, the Debtors seek the Court's approval to serve those documents in CD-Rom format instead of paper format. He contends that courts commonly permitted a debtor to transmit solicitation documents in CD-Rom format to save printing and mailing costs. The Debtors note that their proposed forms of the Ballots and the Master Ballot are based on Official Form No. 14, but have been modified to address the particular circumstances of their Chapter 11 cases, and to include certain additional information they believe to be relevant and appropriate for each class of claims entitled to vote on the Plan. Pursuant to the Solicitation Procedures, BMC Group will distribute the appropriate Ballots to holders of claims in Classes 2B, 2C, 3A, 3B, and 4A, who are entitled to vote on the Plan. All other Classes either are conclusively presumed to have (i) accepted the Plan because they are unimpaired or unclassified, or (ii) rejected the Plan because no distributions will be made on account of claims or interests in those Classes. Thus, holders of claims and interests in the non-voting Classes will receive the applicable notice of non-voting status in lieu of the Solicitation Package. Under the Plan, Class 2B or the SCL other unsecured claims consists, in part, of the senior note claims, which are based on publicly issued securities. In many instances, nominees of record hold the relevant securities rather than the beneficial holders themselves. Hence, to tabulate votes for the Beneficial Holders of securities in Class 2B, BMC Group will deliver Solicitation Packages to both Beneficial Holders and Nominees. A Master Ballot will also be distributed to Nominees. Pursuant to Section 502(a) of the Bankruptcy Code, a claim or interest is deemed allowed, unless a party-in-interest objects. Thus, Mr. Brady avers that holders of claims for which an objection is pending are not entitled to vote on the Plan. He notes, however, that Rule 3018(a) of the Federal Rules of Bankruptcy Procedure allows for temporary allowance of claims with pending objection, so that holders may vote on the Plan with their claims at a temporarily allowed amount. Accordingly, the Debtors will send the Confirmation Hearing Notice and a "Notice of Non-Voting Status with Respect to Disputed Claims" to the holders of the disputed claims, in lieu of the Solicitation Package. The Disputed Claim Notice will inform the relevant holders that their claim is subject to an objection, and that the holder cannot vote any disputed portion of its claim unless one or more of these resolution events has taken place at least five business days before the Voting Deadline: -- a Court order allowing the Claim; -- a Court order temporarily allowing the claim for voting purposes only; -- a stipulation or other agreement is executed between the claim holder and the Debtors: * resolving the objection, and allowing the disputed claim in an agreed upon amount; or * temporarily allowing the holder to vote its claim in an agreed upon amount; or -- the pending objection is voluntarily withdrawn by the Debtors. Because holders of claims or interests in Classes 1, 2A, 4B, and 5 are not entitled to vote on the Plan, the Debtors will not solicit votes from those holders. The Debtors propose, however, to send to the holders a Confirmation Hearing Notice, and a Notice of Non-Voting Status, in lieu of the Solicitation Package. In tabulating votes, the Debtors propose that this hierarchy will be used to determine the claim amount associated with each holder's vote: (1) the claim amount settled or agreed upon by the Debtors; (2) the claim amount allowed pursuant to a Resolution Event under the Solicitation Procedures; (3) the claim amount contained in a proof of claim that has been timely filed by the bar date, or deemed timely filed by the Court under applicable law; (4) the claim amount listed in the Debtors' schedules of assets and liabilities, provided that the claim is not scheduled as contingent, disputed, or unliquidated, and has not been paid; and (5) in the absence of any of the applicable claim amount, zero. For votes to be counted, all Ballots and Master Ballot must be properly executed, completed, and delivered by the Voting Deadline on November 1, 2008. Moreover, in addition to mailing the Confirmation Hearing Notice, the Debtors propose to publish the notice within 15 days prior to the Voting Deadline in The Wall Street Journal (Global Edition), Financial Times, London Gazette, Royal Gazette, and Lloyd's List. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for Chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt and Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers disclosed total assets of US$62,400,718 and total liabilities of US$1,545,384,083. The Debtors filed their joint Chapter 11 plan of reorganization and disclosure statement on July 31, 2008. (Sea Containers Bankruptcy News, Issue No. 47; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) =========== B R A Z I L =========== BRASIL TELECOM: UBS Reiterates Short-Term Buy Rating on Shares -------------------------------------------------------------- Paulo Winterstein at Bloomberg News reports that UBS AG has reiterated its �short-term buy� on Brasil Telecom Participacoes S.A. on expectation that the deal for the firm's sale to Tele Norte Leste Participacoes S.A. will be completed by year-end. Anatel, Brazil's telecommunications regulator, is likely to change its �general plan of concessions by September� to allow the Brasil Telecom's sale, Bloomberg relates, citing analyst Carlos Sequeira. Once the plan gets authorization from Brazilian President Luiz Inacio Lula da Silva, the deal may be approved within two months, Mr. Sequeira adds. According to Bloomberg, Mr. Sequeira said that Tele Norte will pay BRL58.50 -- 13% more than current prices -- for voting shares of Brasil Telecom, plus adjustments for the benchmark Selic rate. �We consider 13 percent plus Selic rate an attractive return,� the same report quoted Mr. Sequeira as saying. Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes SA -- http://www.brasiltelecom.com.br-- is a holding company involved in the telecommunications sector. Its main activity is the management of Brasil Telecom SA (BrT), which operates a local fixed-line telephone in Brazil. BrT also provides data and voice, broadband and Internet services. It also owns Nova Tarrafa Participacoes Ltda and Nova Tarrafa Inc., which provide Internet services. * * * In April 2008, Moody's Investors Service placed Brasil Telecom Participacoes S.A.'s Ba1 rating on review for possible upgrade after the announced acquisition by Tele Norte Leste Participacoes S.A. CENTRAIS ELETRICAS: To Pay BRL2.8 Billion in Dividends ------------------------------------------------------ News daily Valor Economico reports that Centrais Eletricas Brasileiras SA, a.k.a. Eletrobras, will pay BRL2.8 billion of dividends in cash. Valor Economico relates that Eletrobras has reached an agreement with the Brazilian National Treasury on dividend payments that the firm hasn't paid out since the 1970s. Eletrobras owes a total of BRL8.5 billion in dividends, Valor Economico notes. According to the same report, Eletrobras' Chief Financial Officer Astrogildo Quental said that the firm will also issue new shares for the remainder. That report states that the payments may be made by September, as the agreement needs to be authorized by the board in a meeting on Aug. 29. Eletrobras' planned pay out of its unpaid dividends may be �very positive� for its common shares, Telma Marotto and Alexander Ragir at Bloomberg News relates, citing UBS AG. �At market price, it would imply a dividend yield of about 35 percent� for common shares, Bloomberg says, citing analyst Eduardo Haiama. Centrais Eletricas Brasileiras SA, a.k.a. Eletrobras, operates in the electric power sector in Brazil. The objective of Eletrobras is to perform activities involving studies, projects, construction and operation of electric power plants, transmission and distribution lines as well as underlying trade operations arising therefrom. Eletrobras is tasked with the preparation of studies and with drawing up construction projects for hydroelectric generation, transmission lines and substations to supply Brazil. It engages areas involving granting loans and financing, providing guarantees, locally or abroad, and acquiring debentures of companies and holders of public electric power services under their control; providing loans and guarantees, locally or abroad, for technical and scientific research institutions; and promoting and supporting researches relating to the power sector, linked to the generation, transmission and distribution of electric power. * * * As reported in the Troubled Company Reporter-Latin America on May 22, 2007, Standard & Poor's Ratings Services raised its long-term foreign currency counterparty credit rating on Centrais Eletricas Brasileiras S.A. aka Eletrobras to 'BB+' from 'BB'. S&P said that the outlook is positive. ENERGIAS DO BRASIL: Inks MoU With MPX Energia for Joint Project --------------------------------------------------------------- Energias do Brasil S.A. has signed a Memorandum of Understanding (MoU) with MPX Energia S.A. for the joint development of Porto do Pecem II TPP. The MoU foresees the acquisition by Energias do Brasil of a 50% stake in the project. Pecem II will have an installed capacity of 360 MW and will be located in Sao Goncalo do Amarante, State of Ceara. The first phase of UTE Porto do Pecem TPP (Pecem I), a 720MW coal-fired plant project, is a 50/50 partnership between MPX Energia and Energias do Brasil. Pecem I sold 615 average MW in the A-5 energy auction, held in October 2007 and its construction is already under way. MPX Energia S.A. disclosed that the Ceara State Environmental Superintendency Superintendencia Estadual do Meio Ambiente do Estado do Ceara (SEMACE), issued the Preliminary License for Pecem II in July 2008. The license enables the participation of the unit in the next new energy auction, A-5, expected to occur in September 2008. Citibank has been hired to act as financial advisor for the Pecem II in the auction. Porto do Pecem II TPP foresees the installation of an additional 360 MW coal-fired generation unit and should benefit from capex and opex synergies with Pecem I. MPX Energia will eventually disclose the estimated value of these synergies, as well as the terms and conditions of the partnership, in case the project is successful in the A-5 energy auction, to be held in September 2008, and after the signing of the definite partnership agreement. Energias do Brasil S.A. is an integrated utility group controlled by Energias de Portugal, with activities in generation, distribution and commercialization of electricity. Its power distribution subsdiaries Bandeirante, Escelsa and Enersul represent altogether some 64% of consolidated total assets, while the power generation assets represent some 31%. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 13, 2008, Moody's Investors Serive has placed its Ba2 and Aa3.br Corporate Family Ratings of Energias do Brasil S.A. under review for possible upgrade. In May 2007, Moody's Investors Service assigned a Ba2 long-term corporate family rating on Energias do Brasil. FERRO CORP: Closes US$150 Mil. Convertible Senior Notes Offering ---------------------------------------------------------------- Ferro Corporation completes its offering of US$150 million aggregate principal amount of 6.50% Convertible Senior Notes due 2013, and that it accepted and paid for the 9-1/8% Senior Notes due 2009 validly tendered and not withdrawn as of Aug. 18, 2008, pursuant to the tender offer and consent solicitation commenced June 20, 2008. The Company has granted the underwriters an option to purchase US$22.5 million aggregate principal amount of Convertible Notes, within 30 days of the initial issuance of the Convertible Notes, to cover over-allotments. The net proceeds to the Company from the sale of the Convertible Notes were approximately US$145.4 million. The Company used the net proceeds from the sale of the Convertible Notes and available cash, including borrowings under the Company's revolving credit facility, to purchase the 9-1/8% Notes tendered and accepted in the tender offer and consent solicitation, to pay accrued and unpaid interest on all such indebtedness, and to pay all premiums and transaction expenses associated therewith. The Convertible Notes are convertible, at the holder's option under certain circumstances, using a net share settlement process, into a combination of cash and, if applicable, shares of the Company's common stock. The initial base conversion rate for the Convertible Notes is 30.9253 shares of the Company's common stock per US$1,000 principal amount of Convertible Notes, subject to adjustment upon the occurrence of certain events. In addition, if the price of the Company's common stock exceeds the base conversion price during the settlement averaging period applicable to a conversion, holders who convert will receive up to an additional 18.5552 shares of the Company's common stock per US$1,000 principal amount of Convertible Notes, as determined pursuant to a specified formula. The initial base conversion price represents a premium of approximately 60% based on the closing sale price of US$20.21 per share of the Company's common stock on Aug. 13, 2008. The Convertible Notes may not be redeemed by the Company. Holders of the Convertible Notes may require the Company to repurchase their Convertible Notes at a purchase price equal to the principal amount, plus accrued and unpaid interest, if any, if the Company is involved in certain types of corporate transactions that constitute a fundamental change, as defined by the terms of the Convertible Notes. A total of US$198,987,000, or approximately 99.494% of the aggregate principal amount of the 9-1/8% Notes, were validly tendered and not withdrawn prior to the Early Acceptance Date. The tender offer and consent solicitation is scheduled to expire at 5:00 p.m., New York City time, on Aug. 26, 2008. The final settlement with respect to the 9-1/8% Notes validly tendered and not withdrawn after the Early Acceptance Date and prior to the Expiration Date will be made promptly following the Expiration Date. T he Company has called any remaining 9-1/8% Notes that are not tendered and purchased in the tender offer and consent solicitation for redemption on Sept. 18, 2008 pursuant to the terms of the 9-1/8% Notes. The Company received valid tenders and a sufficient number of consents to adopt the proposed amendments to the indenture governing the 9-1/8% Notes. Such amendments were adopted on Aug. 19, 2008 pursuant to a supplemental indenture entered into with the 9-1/8% Notes trustee. The amendments to the indenture have eliminated certain restrictive covenants, events of default, conditions to legal and covenant defeasance and related provisions with respect to the 9-1/8% Notes. Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities Inc. acted as joint bookrunning managers for the Convertible Notes offering. About Ferro Corporation Based in Cleveland, Ohio, Ferro Corporation (NYSE: FOE) -- http://www.ferro.com/-- is a producer of specialty chemicals including coatings, enamels, pigments, plastic compounds, and specialty chemicals for use in industries ranging from construction, pharmaceuticals and telecommunications. The company has approximately 6,300 employees worldwide. Ferro operates through these five primary business segments: Performance Coatings, Electronic Materials, Color and Performance Glass Materials, Polymer Additives, and Specialty Plastics. Ferro Corp. has locations in Argentina, Australia, Belgium, Brazil, China, among others. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 20, 2008, Standard & Poor's Ratings Services assigned a 'B' rating to Ferro Corp.'s proposed US$150 million 6.5% convertible senior unsecured notes and a recovery rating of '5', indicating the expectation for modest (10% to 30%) recovery in the event of a payment default. At the same time, S&P affirmed its 'B+' corporate credit and secured debt ratings on the company. The outlook is stable. S&P also withdrew ratings on the proposed US$200 million senior unsecured notes due 2016 which the company no longer plans to issue. Proceeds from the offering, along with cash and borrowings under the revolving credit facility, will be used to redeem US$200 million of secured debt maturing in January 2009. The notes are convertible into Ferro common stock at a specified threshold price at the option of the holder. GENERAL MOTORS: Allows Navistar Medium Duty Truck MOU to Expire --------------------------------------------------------------- Due to significant marketplace and economic changes, General Motors Corp. and Navistar International Corp. have decided not to renew the memorandum of understanding to purchase GM's medium duty truck business, which has expired. GM will continue to run the medium duty business as it has in the past, including providing sales, service and marketing support to GM dealers for its medium duty trucks. GM will continue to review strategic options for the business, including continued discussions with Navistar. Navistar International Corporation (NYSE: NAV) produces International(R) brand commercial and military vehicles, MaxxForce(TM) brand diesel engines, IC brand school and commercial buses, and Workhorse(R) brand chassis for motor homes and step vans, and is a private label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. Navistar is also a provider of truck and diesel engine parts. Another affiliate offers financing services. On the Net: http:www.navistar.com/ Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. At March 31, 2008, GM's balance sheet showed total assets of US$145,741,000,000 and total debts of US$186,784,000,000, resulting in a stockholders' deficit of US$41,043,000,000. Deficit, at Dec. 31, 2007, and March 31, 2007, was US$37,094,000,000 and US$4,558,000,000, respectively. General Motors Latin America, Africa and Middle East, with headquarters in Miramar, Florida, is one of GM's four regional business units. GM LAAM employs approximately 37,000 people in 18 countries and has manufacturing facilities in Argentina, Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and Venezuela. GM LAAM markets vehicles under the Buick, Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and Suzuki brands. GENERAL MOTORS: Navistar Deal Canceled; S&P Ratings Unaffected -------------------------------------------------------------- Standard & Poor's Ratings Services said its ratings on General Motors Corp. (B-/Negative/--) and Navistar International Corp. (BB-/Negative/--) and are not affected by the companies' announcement that the companies are exiting a preliminary agreement for Navistar to purchase GM's medium-duty truck business. "The GM unit produces about 25,000 to 35,000 Class 4-7 medium- duty trucks per year, depending on the phase of the industry cycle. Demand in these segments has been under severe pressure because of the weak U.S. economy and high diesel fuel prices, which have reduced freight volumes and deterred trucking companies from ordering new equipment. We do not expect a meaningful rebound in demand until early 2009 at the earliest. Although the acquisition would have provided Navistar with substantial additional revenues and some long-term potential to reduce its per-unit manufacturing costs, cash flow and profitability likely would have been minimal to negative for the first few years. We had factored neither potential benefits nor much incremental acquisition-related financial risk into Navistar's ratings," S&P relates. "For GM, proceeds from the unit's sale would not have provided a significant source of increased liquidity. GM recently announced that it is exploring making between $2 billion and $4 billion of asset sales by the end of 2009 as part of a series of actions to bolster liquidity, but we believe the medium-duty truck business proceeds would have been small to negligible." Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. At March 31, 2008, GM's balance sheet showed total assets of US$145,741,000,000 and total debts of US$186,784,000,000, resulting in a stockholders' deficit of US$41,043,000,000. Deficit, at Dec. 31, 2007, and March 31, 2007, was US$37,094,000,000 and US$4,558,000,000, respectively. General Motors Latin America, Africa and Middle East, with headquarters in Miramar, Florida, is one of GM's four regional business units. GM LAAM employs approximately 37,000 people in 18 countries and has manufacturing facilities in Argentina, Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and Venezuela. GM LAAM markets vehicles under the Buick, Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and Suzuki brands. PARANA BANCO: Launches American Depository Receipt Issue at NYSE ---------------------------------------------------------------- Parana Banco S.A. has launched its American Depository Receipt (ADR) issue on the New York Stock Exchange. Parana Banco S.A. reported that its level I ADR program, approved on July 14, 2008, was also made effective by the U.S. Securities and Exchange Commission. With this, Parana Banco becomes one of the first medium-sized banks to trade ADRs, bringing greater visibility to the bank in the international capital markets, and making it easier for the bank to trade its shares in those markets. Parana Banco believes that the program will result in greater liquidity and in the appreciation of its shares. ADRs started trading on Aug. 19, 2008. Each ADR represents one preferred share of Parana Banco and is traded in the over-the- counter market under the symbol �PARPY� and CUSIP number 699352100. The depository bank of the ADRs is the Bank of New York Mellon, and the custodian is Banco Itau S.A. Investors who want to issue ADRs, must do so through brokerage firms, depositing shares at Banco Itau. The Electronic Declaratory Registry to be used at the closure of foreign exchange is R0800115, issued on July 21, 2008. Headquartered in Curitiba, Brazil, Parana Banco -- http://www.paranabanco.com.br/-- is a niche bank in the segment of payroll discount lending, primarily to public-sector employees with adjusted assets of BRL1.9 billion (US$1.1 billion) as of March 2008. The bank is a relevant part of a broader conglomerate (J. Malucelli), with operations in different sectors and concentrated in the South of Brazil. Standard & Poor's does not assign ratings to any company in the J. Malucelli group, and the ratings assigned to the bank do not incorporate potential support from shareholders. * * * As reported in the Troubled Company Reporter-Latin America on July 17, 2008, Standard & Poor's Ratings Services assigned its 'B+' foreign-currency debt rating to US$50 million in unsecured, unsubordinated, three-year notes of Parana Banco S.A. (global scale: B+/Stable/B, Brazil national scale: brBBB+/Stable/--) PROPEX INC: May Employ Richard Franks as Sales and Marketing VP --------------------------------------------------------------- Propex Inc. and its debtor-affiliates sought and obtained authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Richard Franks as their executive vice president of Sales and Marketing for Flooring/FBA as of July 1, 2008. According to the Debtors, Mr. Franks' employment is vital to their reorganization efforts and is in the best interest of their creditors and estates. Henry J. Kaim, Esq., at King & Spalding, LLP, in Houston, Texas, relates that the Debtors have executed an employment agreement with Mr. Franks whose contract expires in one year. The agreement provides a six-month extension unless terminated by either party with a 90-day written notice. Mr. Franks will be entitled to a US$190,000 annual base salary, and will be included in the Debtors' Key Employee Incentive Plan. If terminated, Mr. Franks will be paid half the annual base salary together with the payment of other benefits not satisfied up to the date of termination. A non-compete provision also prevents Mr. Franks from pursuing similar profession within one year after his termination. Headquartered in Chattanooga, Tennessee, Propex Inc. -- http://www.propexinc.com/-- produces geosynthetic, concrete, furnishing, and industrial fabrics and fiber. It also produces primary and secondary carpet backing. Propex operates in North America, Europe, and Brazil. The company and its debtor-affiliates filed for Chapter 11 protection on Jan. 18, 2008 (Bankr. E.D. Tenn. Case No. 08- 10249). The Debtors have selected Edward L. Ripley, Esq., Henry J. Kaim, Esq., and Mark W. Wege, Esq. at King & Spalding, in Houston, Texas, to represent them. The Official Committee of Unsecured Creditors have tapped Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld, LLP, in New York, to be its counsel. As of Sept. 30, 2007, the Debtors' balance sheet showed total assets of US$585,700,000, and total debts of US$527,400,000. The Debtors' exclusive period to file a plan of reorganization will expire on Aug. 21, 2008. (Propex Bankruptcy News, Issue No. 14; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) TELE NORTE: Telemar Buys 3,951,923 Shares of TNCP for BRL130.4MM ---------------------------------------------------------------- Telemar Norte Leste S.A. has acquired 3,951,923 preferred shares of Tele Norte Celular Participacoes S.A. for BRL130,413,459, or BRL33 each, in the auction of the voluntary tender offer made by Telemar for the preferred shares of TNCP, held on the electronic trading system of the Bolsa de Valores de Sao Paulo. The shares Telemar acquired correspond to 93.9% of the outstanding preferred shares of TNCP. As a result of the acquisitions made through the tender offer, Telemar now holds 3,955,638 preferred shares of TNCP, corresponding to approximately 94.0% of the preferred shares and 59.0% of the capital stock of TNCP. The number of preferred shares of TNCP tendered for sale in the auction represented over two-third of the outstanding preferred shares of TNCP (except for those preferred shares already owned by Telemar). As a result, Telemar acquired all the tendered preferred shares. The number of American Depository Shares of TNCP tendered in the auction was 794,236.41 (representing 794,236.41 preferred shares of TNCP), all of which were acquired by Telemar. Under applicable Brazilian rules, all remaining holders of TNCP preferred shares will be entitled to exercise the �shareholder put right� described in the notice of the tender offer dated July 19, 2008, and the offer to purchase, dated July 19, 2008, and require Telemar to purchase such shares for the tender offer price of BRL33.00 per preferred share, including preferred shares represented by American Depository Shares, plus an adjustment at the Brazilian Certificado de Deposito Interbancario rate from the settlement date of the auction (Aug. 22, 2008) to the date of payment and net of certain fees and expenses described in the notice of the tender offer and the offer to purchase. The period for exercising the shareholder put right, which will be treated as a subsequent offering period for U.S. regulatory purposes, has begun and will expire on Nov. 19, 2008, upon the terms and subject to the conditions set forth in the notice of the tender offer and the offer to purchase. Telemar will immediately accept and will promptly pay for all preferred shares for which the shareholder put right is exercised, upon the terms and subject to the conditions set forth in the notice of the tender offer and the offer to purchase. A holder who tenders preferred shares in exercise of the put right will not be able to withdraw such preferred shares. Holders of preferred shares held in the form of American Depository Shares should contact The Bank of New York, the ADS Tender Agent, at 1-888-BNY-ADRS, for assistance in exercising the shareholder put right and to obtain a letter of transmittal to be used in that connection. All other holders of preferred shares should contact the Shareholder Department of Telemar by phone at (21) 3131-4513 or through E-mail at cscfalecomacionistas@oi.net.br, for information regarding the exercise of the shareholder put right. About Tele Nore Celular Tele Norte Celular Participacoes S.A. provides cellular telecommunications services in a region covering the states of Para, Amazonas, Maranhao, Amapa and Roraima in the north and northeast of Brazil. As of Dec. 31, 2007, the company had 1,416,620 subscribers, representing an estimated market share of 20.3% in its region. The company is a provider of cellular telecommunications services in its region. Its mobile services use the second generation (2G) technology, which combines economy of scale, quality of service for voice and high-speed data, global roaming capabilities and future-proof migration path to advanced data capabilities, which is the global system for mobile communication (GSM)/ enhanced data rates for global evolution (EDGE) technology. It has been involved in the process of overlaying GSM technology onto its time division multiple access (TDMA)/advanced mobile phone system (AMPS), which incorporates updated versions of EDGE, technology for data transmission. About Telemar Norte Telemar Norte Leste SA is a Brazil-based company involved in the telecommunications sector. It operates a local fixed-line telephone in Brazil. The company is a subsidiary of Tele Norte Leste Participacoes SA. Telemar Norte Leste SA operates in the states of Rio de Janeiro, Minas Gerais, Espirito Santo, Bahia, Sergipe, Alagoas, Pernambuco, Paraiba, Rio Grande do Norte and Amazonas, among others. Its subsidiaries include Telemar Internet Ltda., which provides Internet services. About Tele Norte Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste Participacoes S.A. -- http://www.telemar.com.br-- is a provider of fixed-line telecommunications services in South America. The company markets its services under its Telemar brand name. Tele Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA; Telemar Internet Ltda.; and Companhia AIX Participacoes SA. * * * As reported on April 27, 2007, Standard & Poor's Ratings Services placed on CreditWatch with negative implications the 'BB+' corporate credit rating on Tele Norte Leste Participacoes S.A. The creditwatch resulted from TmarPart's decision to buy out its holding company's preferred shares. ========================== C A Y M A N I S L A N D S ========================== BOMBAY COMPANY: Court Confirms Amended Chapter 11 Plan ------------------------------------------------------ The Bombay Company Inc. said that it obtained a commitment from the United States Bankruptcy Court for the Northern District of Texas to sign a confirmation order approving the Debtor's amended Chapter 11 plan, Bloomberg News reports. All objections to the plan were resolved before the August 20 confirmation hearing, according to a person with knowledge of the matter. John Franks, director of AlixPartners LLP, disclosed that majority of holders of Class 3 general unsecured claims and Class 4 Bombay Gift Card Convenience claims accepted the plan. Accepted Rejected ------------------- ------------------ Classes Amount Number Amount Number ------- ------------------- ------------------ 3 US$20,077,717 174 US$161,295 6 4 US$183,680 2,297 US$44,722 613 A full-text copy of the AlixPartners' ballot tabulation summary is available for free at http://ResearchArchives.com/t/s?3102 As reported in the Troubled Company Reporter on July 9, 2008, the Court approved an amended disclosure statement explaining an amended Chapter 11 plan of liquidation filed by the Debtor together with the Official Committee of Unsecured Creditors, as co-proponent, on July 2, 2008. The Court held that the proponents' amended disclosure statement contains adequate information within the meaning of Section 1125 of the U.S. Bankruptcy Code. Postpetition Financing On Oct. 11, 2007, the Court authorized the Debtors to obtain, on a final basis, up to US$115 million in postpetition financing from GE Corporate Lending and GE Canada Finance Holdings Company. The loan incurs interest rate of the higher of bank prim loan rate and the Federal Fund Rate plus 0.50% per annum, according the Debtors' regulatory filing with the Securities and Exchange Commission. The loan will be used to fund operations, including employees salaries and benefits as well as postpetition vendor payments during Chapter 11 reorganization process. Asset Sales During an October 2007 auction, the Debtors accepted a bid by a joint venture comprised of Gordon Brothers Retail Partners LLC and Hilco Merchants Resources LLC of 109.5% of the actual cost value of the Debtors' United States inventory. Furthermore, the Debtors also shared with GB Hilco Merchants in proceeds of the inventor liquidation after GB Hilco recovered its investment plus an agreed return. On Nov. 8, 2007, the Court authorized the Debtors to sell their corporate headquarters located at 550 Bailey Avenue in Fort Worth, Texas, to Goff Capital Inc. for US$16.35 million. The Debtors realized at least US$1.8 million in the disposition of lease designation rights. As reported in the Troubled Company Reporter, Goff Capital will be assuming the unexpired leases of office spaces at the complex. The Debtor also provided adequate assurance of future performance pursuant to Section 365(f)(2) of the U.S. Bankruptcy Code, and no cure amounts are required to be paid to the office tenants pursuant to Section 365(b)(1). On Oct. 11, 2007, the Debtors began negotiations with a Canadian bidder -- Benix & Co. and affiliates of Hilco Consumer Capital -- for the sale of their Canadian operations. The bidder offered to pay 110% of the cost value of the Canadian inventory and proposed to assume all of the obligations of the Debtors' Canadian assets. The sale of the Debtors' Canadian assets was approved by the Canadian Bankruptcy Court on Oct. 23, 2007. The Court approved on Jan. 23, 2008, the sale of the Debtors' intellectual property to Bombay Brands LLC for US$2 million. The Debtors retained a 25% ownership in Bombay Brands. Overview of the Plan Under the Plan, Elaine D. Crowley, the appointed liquidation trustee, will issue a share of common stock for The Bombay Company Inc. and become the sole shareholders, officer and director of The Bombay Company Inc. replacing its existing shareholders and company officers. All other shares of any class of stock of each of the Debtors will be canceled on the Plan's effective date. A liquidation trust will be created for the benefit of all creditors of the estates holding allowed claims. According to the Plan, the Debtors are expected to transfer any of their assets including (i) cash and accounts, (ii) litigation causes of action, (iii) ownership interest in Bombay Brands LLC, (iv) all other property interests, rights, claims, defenses and causes of action with respect to any and all non-debtor intercompany claims or the Debtors. The amended plan classifies interests against and liens in the Debtors in seven classes. The classification of interests and claims are: Treatment of Claims and Interests Class Type of Claims Treatment ----- -------------- --------- unclassified administrative claims unclassified priority tax claims 1 priority-non-tax claims unimpaired 2 secured claims unimpaired 3 general unsecured claims impaired 4 unsecured Bombay Gift impaired Card Convenience Class 5 subordinated claims impaired 6 intercompany claims impaired 7 interests impaired Classes 1, 2, 5, 6 and 7 are not entitled to vote on the proponents Chapter 11 Plan. Each holder in Class 1 will be paid 100% of the unpaid amount of allowed claim in cash after the distribution date. Holders may receive other less favorable treatment as may be agreed upon by the claimant and the liquidation trustee. At the liquidation trustee's option, holders of Class 2 Secured Claims are entitled to get, either: a) 100% of the net proceeds from the sale of relevant collateral, up to the unpaid allowed amount of the claims; b) the return of the relevant collateral; or c) an alternative treatment as leaves unaltered the legal, equitable and contractual rights of the holder of the allowed claim. On the effective date, holders of Class 3 General Unsecured Creditors are expected to receive between 16.4% and 28.9% of the allowed amount of their claims, plus their pro rata shares of any value realized from the litigation causes of action. The earlier plan version provides a recovery to Class 3 holders between 18.5% and 31.5% of the allowed amount of their claims. Each holder of Class 4 Bombay Gift Card Convenience Claim will get cash equal to 25% of the allowed amount of its claim in full on the plan's effective date. Class 4 holders will not be entitled to any future distribution from the liquidation truste. Holders of classes 5, 6 and 7 will not receive any distribution from the Debtors. A full-text copy of the Amended Disclosure Statement is available for free at: http://ResearchArchives.com/t/s?2f37 A full-text copy of the Amended Joint Chapter 11 Plan of Reorganization is available for free at: http://ResearchArchives.com/t/s?2f38 About Bombay Company Based in Fort Worth, Texas, The Bombay Company Inc., (OTC Bulletin Board: BBAO) -- http://www.bombaycompany.com/-- designs, sources and markets a unique line of home accessories, wall decor and furniture through 384 retail outlets and the Internet in the U.S. and internationally, including Cayman Islands. The company and five of its debtor-affiliates filed for Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No. 07-44084). Robert D. Albergotti, Esq., John D. Penn, Esq., Ian T. Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone, LLP, represent the Debtors. The Bombay Furniture Company of Canada Inc. - La Compagnie de Mobilier Bombay Du Canada Inc., sough protection from its creditors from the Ontario Superior Court of Justice on Sept. 20, 2007. The U.S. Trustee for Region 6 appointed seven creditors to serve on an Official Committee of Unsecured Creditors. Attorneys at Cooley, Godward, Kronish LLP act as counsel to the Unsecured Creditors Committee. As of May 5, 2007, the Debtors listed total assets of US$239,400,000 and total debts of US$173,400,000. * * * The Debtors' consolidated monthly operating report for April 30, 2008, showed total assets of US$34,100,177 and total liabilities of US$31,780,942. CREAFUND: Deadline for Proofs of Claim Filing Is Aug. 26 -------------------------------------------------------- Creafund Ltd.'s creditors have until Aug. 26, 2008, to prove their claims to David A.K. Walker and Lawrence Edwards, 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. Creafund's shareholder decided on July 7, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: David A.K. Walker and Lawrence Edwards c/o PricewaterhouseCoopers Cayman Islands Strathvale House, George Town Grand Cayman, Cayman Islands Contact for inquiries: Prue Lawson P.O. Box 258 Grand Cayman, Cayman Islands Tel: (345)914-8662 Fax: (345)945-4237 FDVG EQUITY: Proofs of Claim Filing Deadline Is Aug. 29 ------------------------------------------------------- FDVG Equity Investments Ltd.'s creditors have until Aug. 29, 2008, to prove their claims to James Keyes, 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. FDVG Equity's shareholder decided on June 18, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: James Keyes c/o Canon�s Court, 22 Victoria Street P.O. Box HM 1179 Hamilton, Bermuda FDVG LOW VOLATILITY: Proofs of Claim Filing Is Until Aug. 29 ------------------------------------------------------------ FDVG Low Volatility Investments Ltd.'s creditors have until Aug. 29, 2008, to prove their claims to James Keyes, 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. FDVG Low Volatility's shareholder decided on June 18, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: James Keyes c/o Canon�s Court, 22 Victoria Street P.O. Box HM 1179 Hamilton, Bermuda HSBC INVESTOR: Deadline for Proofs of Claim Filing Is Aug. 28 ------------------------------------------------------------ HSBC Investor International Fixed Income Fund Ltd.'s creditors have until Aug. 28, 2008, to prove their claims to Walkers SPV Limited, 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. HSBC Investor's shareholder decided on July 8, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Walkers SPV Limited Walker House, 87 Mary Street George Town, Grand Cayman Cayman Islands Contact for inquiries: Anthony Johnson Telephone: (345)914-6314 IBERAVILA LTD: Proofs of Claim Filing Deadline Is Aug. 29 --------------------------------------------------------- Iberavila Ltd.'s creditors have until Aug. 29, 2008, to prove their claims to David Dyer, 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. Iberavila's shareholders agreed on July 11, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: David Dyer c/o Deutsche Bank (Cayman) Limited P.O. Box 1984 George Town, Grand Cayman Cayman Islands IBERBURGOS LTD: Proofs of Claim Filing Is Until Aug. 29 ------------------------------------------------------- Iberburgos Ltd.'s creditors have until Aug. 29, 2008, to prove their claims to David Dyer, 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. Iberburgos' shareholders agreed on July 11, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: David Dyer c/o Deutsche Bank (Cayman) Limited P.O. Box 1984 George Town, Grand Cayman Cayman Islands IBERCACERES LTD: Deadline for Claims Filing Is Aug. 29 ------------------------------------------------------ Ibercaceres Ltd.'s creditors have until Aug. 29, 2008, to prove their claims to David Dyer, 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. Ibercaceres' shareholders agreed on July 11, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: David Dyer c/o Deutsche Bank (Cayman) Limited P.O. Box 1984 George Town, Grand Cayman Cayman Islands P6 KYIV CABLE: Filing for Proofs of Claim Is Until Aug. 26 ---------------------------------------------------------- P6 KYIV Cable Ltd.'s creditors have until Aug. 26, 2008, to prove their claims to Walkers SPV Limited, 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. P6 KYIV Cable's shareholder decided on July 18, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Raymond Mathieu c/o Providence Equity Partners Inc. 50 Kennedy Plaza, Providence Rhode Island 02903, USA PARMALAT SPA: CEO Enrico Bondi to Resign for Alitalia Post ---------------------------------------------------------- Enrico Bondi would resign as Chief Executive Officer of Parmalat S.p.A. to head national carrier Alitalia S.p.A., Bloomberg News cites an unsourced Milano Finanza report. Mr. Bondi was appointed Parmalat's extraordinary commissioner in December 2003, when the dairy concern's finances collapsed. Mr. Bondi restructured Parmalat's operation and returned it to profitability, earning him the CEO post. According to the weekly journal, the Italian government may ask Mr. Bondi to help save Alitalia from bankruptcy. As appeared in the TCR-Europe, the Italian government denied plans to place Alitalia under extraordinary administration on Aug. 29, 2008. Agenzia Giornalistica Italia had reported that the national carrier will be placed under administration of an external commissioner during a meeting of Prime Minister Silvio Berlusconi's cabinet. Intesa Sanpaolo S.p.A.'s "Fenice" rescue plan entails that the Italian government will amend a law used to reorganize Parmalat. The government tapped Intesa Sanpaolo as adviser for the sale of its 49.9% stake in Alitalia. According to the outline of the "Alitalia Law," the company will seek protection from creditors and be placed in extraordinary administration. Alitalia's core business -- flight operations -- will be separated from its debt and placed them under a new company created with the buyer of the Italian government's 49.9% stake in the carrier. The old company will shoulder the cost of the planned 5,000 job cuts and take on Alitalia's EUR1.1 billion debt -- including the recent EUR300 million loan from the government and a EUR750 million convertible bond. The new company, meanwhile, will inherit Alitalia's fleet and real estate assets as well as the remaining employees and up to EUR500 million in debt. About Alitalia Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/-- provides air travel services for passengers and air transport of cargo on national, international and inter-continental routes, including United States, Canada, Japan and Argentina. The Italian government owns 49.9% of Alitalia. Despite a EUR1.4 billion state-backed restructuring in 1997, Alitalia posted net losses of EUR256 million and EUR907 million in 2000 and 2001 respectively. Alitalia posted EUR93 million in net profits in 2002 after a EUR1.4 billion capital injection. The carrier booked annual net losses of EUR520 million in 2003, EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million in 2006, and EUR494.64 million in 2007. About Parmalat 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. PHALANX FUND: Deadline for Proofs of Claim Filing Is Aug. 28 ------------------------------------------------------------ The Phalanx Fund Ltd.'s creditors have until Aug. 28, 2008, to prove their claims to Peadar De Barra, 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. Phalanx Fund's shareholder decided on July 3, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Peadar De Barra 37 Fitzwilliam Place Dublin 2, Ireland PHALANX FUND: Holding Final Shareholders Meeting on Aug. 29 ----------------------------------------------------------- The Phalanx Fund Ltd. will hold its final shareholders meeting on Aug. 29, 2008, at 1:00 p.m. (Dublin time), at 37 Fitzwilliam Place, Dublin 2, Ireland. These matters will be taken up during the meeting: 1) accounting of the wind-up process, and 2) authorizing the liquidators of the company to retain the records of the company for a period of three years from the dissolution of the company, after which they may be destroyed. Phalanx Fund's shareholder decided on July 3, 2008, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Peadar De Barra 37 Fitzwilliam Place Dublin 2, Ireland =============== C O L O M B I A =============== BANCOLOMBIA: Closes COP600 Billion Offering of Ordinary Notes ------------------------------------------------------------- Bancolombia S.A. has successfully completed the issuance and offering of Bonos Ordinarios Bancolombia for an aggregate principal amount of six hundred billion pesos (COP600 billion). This issuance and offering is the second of multiple and successive issuances of global Bancolombia Ordinary Notes which are limited to an aggregate principal amount of one trillion five hundred billion pesos (COP1,500 billion). Bancolombia offered the Bancolombia Ordinary Notes with an aggregate principal amount of four hundred billion pesos (COP400 billion) and up to six hundred billion pesos (COP600 billion) if the over-allotment option was exercised. The over-allotment option was fully exercised. The subscription for the offering was for one trillion six hundred and forty two billion pesos (COP1,642 billion) equivalent to 4.1 times the size of the offering. The Ordinary Notes are issued in registered form (a la orden) and negotiable in the secondary market and have these terms: Series Aggregate Principal Maturity Coupon Rate Amount (COP Millions) --------------------------------------------------------------- A18 47,30 18 months 11.74% E.A. A10 64,10 10 years 12.59% E.A. B18 105,043 18 months DTF + 2.24% T.A. B3 110,375 3 years DTF + 2.55% T.A. B5 65,541 5 years DTF + 2.69% T.A. C5 143,210 5 years IPC + 6.15% E.A. C10 64,430 10 years IPC + 6.39% E.A. The proceeds from the offering will be used for general corporate purposes of Bancolombia, including all the business and operational transactions available to banking institutions in accordance with the terms and requirements established by applicable law. The lead coordinator and lead book-running manager for the transaction was Banca de Inversion Bancolombia S.A. Corporacion Financiera. Valores Bancolombia S.A., Correval S.A. y Serfinco S.A. also participated in the transaction as book-running managers. In addition, the treasury of Bancolombia S.A. acted directly as book-running manager of part of the offering. The Bancolombia Ordinary Notes were rated AAA by Duff & Phelps of Colombia. Bancolombia S.A. is Colombia's largest full-service financial institution, formed by a merger of three leading Colombian financial institutions. Bancolombia's market capitalization is over US$5.5 billion, with US$13.8 billion asset base and US$1.4 billion in shareholders' equity as of Sept. 30, 2006. Bancolombia is the only Colombian company with an ADR level III program in the New York S0tock Exchange. * * * As reported in the Troubled Company Reporter-Latin America on June 23, 2008, Moody's Investors Service upgraded Bancolombia's foreign currency subordinated bond rating to Baa3 from Ba1. Moody's said the outlook is stable. ============= J A M A I C A ============= CASH PLUS: Chief Has No Authority to Deal With Firm's Assets ------------------------------------------------------------ Cash Plus Limited's provisional liquidator, Monty Kandekore, said that the firm's former president, Carlos Hill, has no authority to deal with company assets, The Jamaica Gleaner reports. �Unauthorized dealings by Mr. Hill are null and void,� The Gleaner says, citing Mr. Kandekore, who is also the trustee in bankruptcy. The Gleaner relates that companies that Mr. Hill is also not authorized to deal with assets of firms that are part of the Cash Plus Group. About Cash Plus Group Cash Plus Group Limited holds 50% of the estimated real assets of Cash Plus Limited, which collected the bulk of lenders funds. Cash Plus Limited was the major source of financing for Cash Plus Group's acquisitions and investments. About Cash Plus Limited Cash Plus Limited is an investment club in Jamaica. It collapsed in 2007 after the Financial Services Commission moved to regulate its operations. The company is a financial arm of the Cash Plus Group of Companies, a business conglomerate established in 2002 by mortgage banker Carlos Hill. The company offers its participants the opportunity to participate in the group's ventures which include mergers and numerous acquisitions. In April 2008, the Supreme Court of Jamaica placed Cash Plus in receivership. Cash Plus admitted that it wouldn't be able to pay its lenders until April 14. The firm has 40,000 lenders with loans totaling J$4 billion. Cash Plus was unable to repay its investors. The Financial Services Commission said it was informed by the attorney acting on behalf of Cash Plus that the investment club lacked the funds to start the repayment of the principal and interest owing to its investors. PricewaterhouseCoopers' accountant Kevin Bandoian was appointed as joint receiver-manager for Cash Plus. =========== M E X I C O =========== CHEROKEE INT'L: Posts US$600,000 Net Loss in Qtr. Ended June 29 --------------------------------------------------------------- Cherokee International Corporation disclosed its financial results for the second quarter ended June 29, 2008, marked by record global sales and further improvement in its gross margins. Net loss for the second quarter of 2008 was US$600,000. Included in these results is a non-cash impairment charge, related to the company's European operation, for goodwill under SFAS 142 of US$1.1 million, and a non-cash US$1.7 million charge for a valuation allowance against the company's European deferred tax assets, as required by SFAS No. 109. Net of these non-recurring items, the company had non-GAAP net income for the second quarter of 2008 of US$2.2 million. The company reported a GAAP net loss of US$1.7 million for the second quarter of 2007, and GAAP net income of US$12 thousand for the first quarter of 2008. Net sales for the second quarter of 2008 were US$40.5 million, up 37% compared to US$29.6 million for the second quarter ended July 1, 2007. Sequentially, net sales for the second quarter of 2008 were up US$5.8 million or 17% when compared to US$34.7 million for the first quarter of 2008. The company's backlog at June 29, 2008 was US$54.1 million compared with US$47.6 million at July 1, 2007. The book to bill for the second quarter of 2008 was 0.98 to 1.00, compared to 0.94 to 1.00 for the second quarter of 2007. "We experienced continued improvement in our operating results, in which sales, gross margin, and operating profit all improved significantly and continue on a positive trend," Jeffrey M. Frank, Cherokee's President and Chief Executive Officer, said. "We were pleased to report non-GAAP net income of US$2.2 million or $0.11 per share, net of the non-recurring items. We continue to experience improved gross margin and operating leverage through increased production levels at our China facility." Gross profit for the second quarter of 2008 was US$11.3 million, up 104%, or US$5.8 million, compared to US$5.6 million for the same period in 2007, and up 31% sequentially from the first quarter of 2008. Gross profit was higher sequentially during the second quarter due primarily to higher net sales from existing programs along with the continued introduction of new programs. Gross margin increased to 28.0% for the second quarter of 2008, up from the 18.8% realized in the second quarter of 2007 and up sequentially from 24.9% in the first quarter of 2008. Gross margins improved due primarily to increased production volumes in China, the introduction of new models and better overall volumes of products. Operating expenses were US$9.5 million for the second quarter of 2008. Excluding the non-cash impairment charge for goodwill of US$1.1 million, operating expenses, on a non-GAAP basis, were US$8.4 million for the second quarter of 2008. This compares to GAAP operating expenses of US$8.1 million for the second quarter of 2007, and US$8.1 million for the first quarter of 2008 on a GAAP basis. As a percentage of sales, operating expenses were 23.5% on a GAAP basis and 20.7% net of non-recurring items. This compares to GAAP operating expenses as a percentage of sales of 27.2% in the second quarter of 2007 and 23.3% sequentially for the first quarter of 2008. Operating income increased by US$4.3 million to US$1.8 million for the second quarter of 2008 compared to a loss of US$2.5 million in the second quarter of 2007. Excluding the non-cash impairment charge for goodwill of US$1.1 million, non- GAAP operating income increased by US$5.4 million to US$2.9 million. This compares to a GAAP operating loss of US$2.5 million for the second quarter of 2007. GAAP operating margin for the second quarter of 2008 increased to 4.5% income from an 8.5% loss in the prior year period. On a non-GAAP basis, the operating margin was 7.2% for the second quarter of fiscal 2008, net of non-recurring items. "Overall, we experienced anywhere from 20% to 40% growth in each of our markets, and more importantly, a 104% increase in gross profit over the second quarter last year," Mr. Frank added. For the six months ended June 29, 2008, net sales increased approximately 26.3%, or US$15.7 million, to US$75.3 million, compared to US$59.6 million for the same period in 2007. Gross profit increased by 77.3%, or US$8.7 million, to US$20.0 million compared to US$11.3 million for the six months ended July 1, 2007. Gross margin for the six months ended June 29, 2008 increased to 26.5% from 18.9% in the prior year period. Operating income on a GAAP basis increased by US$7.0 million to US$2.4 million for the six months ended June 29, 2008, compared to an operating loss of US$4.6 million for the same period in 2007. Excluding the non-cash impairment charge for goodwill of US$1.1 million, non-GAAP operating income for the six months ended June 29, 2008 increased to US$3.5 million. Net loss for the six months ended June 29, 2008 was US$0.6 million. Excluding the non-cash impairment charge for goodwill of US$1.11 million and the non-cash valuation allowance charge of US$1.7 million, non-GAAP net income for the six months ended June 29, 2008 was US$2.2 million. This compares to a GAAP net loss of US$3.7 million for the six months ended July 1, 2007. At June 29, 2008, the company's balance sheet showed total assets of US$95.8 million and total debts of US$83.9 million, resulting in a stockholders' equity of US$11.8 million. Based in Tustin, California, Cherokee International Corp. (NASDAQ:CHRK) -- http://www.cherokeellc.com/-- is a designer and manufacturer of a range of switch mode power supplies for original equipment manufacturers in the telecommunications, networking, high-end workstations and other electronic equipment industries. The company has offices and manufacturing plants in Tustin and Irvine, California, Wavre, Belgium, Bombay, India, Guadalajara, Mexico, and Penang, Malaysia. Going Concern Doubt Mayer Hoffman McCann P.C. in Orange County, California, expressed substantial doubt about the company's ability to continue as a going concern after auditing the consolidated financial statements of Cherokee International Corporation and subsidiaries as of Dec. 30, 2007, and Dec. 31, 2006. The company's management anticipates that there will be insufficient cash balances available to repay the outstanding debt at its maturity. CONSTELLATION COPPER: Liquidity Woes Cues Possible Bankruptcy ------------------------------------------------------------- Constellation Copper Corporation stated that it may consider filing for legal protection from its creditors in both Canada and the United States if cash liquidity problems can not be resolved. At June 30, 2008, the company's balance sheet showed total assets of C$61.2 million and total liabilities of C$99.0 million, resulting in a stockholders' deficit of approximately C$37.8 million. The company indicated that there is significant doubt about the company's ability to continue as a going concern. The company continues to pursue various near term financing alternatives, including bank financing, equity investment, mergers, and sale of certain assets or sale of the entire company. On March 31, the company said that approximately C$1.9 million of interest due on March 31, 2008, on its C$69 million convertible unsecured senior debentures has not been paid, resulting in a default under the terms of the convertible debentures. The outstanding principal and accrued interest on the convertible debentures is C$68,310,000 and C$2,820,000 as of June 30, 2008. Computershare Trust Company of Canada, the trustee under the indenture governing the convertible debentures, has been notified of the Event of Default. In addition to not paying interest on its convertible debentures and only paying a portion of forward sales settlements, the company has been unable to pay many of its vendor obligations when they were originally due, which may eventually result in vendors requiring payment before delivery of goods and services necessary to continue operations. The company, however, has made substantial progress in reducing its vendor payables. On July 28, Glencore International AG and Jaguar Financial Corporation and four holders representing over two-thirds of Constellation Copper Corporation's outstanding convertible unsecured senior debentures have entered into a letter agreement for a proposed restructuring of the company. The letter agreement has been provided to Constellation and has been forwarded to the special committee of the board of directors for their review and response. Todate, no update has been provided on this matter. Glencore-Jaguar and the Debenture Holders have indicated that this restructuring is subject to certain conditions, including satisfactory completion of due diligence which will begin soon as possible. Delisting In July 2008, the company was notified by the Toronto Stock Exchange that the TSX had further extended their review of the common shares of the company with respect to meeting the continued listing requirements until Sept. 1, 2008. The TSX has advised the company that the reason for this review is that it believes the financial condition and operating results of the company do not meet the continued listing requirements under sections 709 and 710(a)(i) of the TSX Company Manual and the price of the company's securities have been reduced so as not to warrant continued listing pursuant to section 711 of the TSX Company Manual. About Constellation Copper Headquartered in Lakewood, Colorado, Constellation Copper Corporation (CCU: TSX) -- http://www.constellationcopper.com/-- evaluates and develops mineral properties in the United States and Mexico. The company holds its properties primarily through three of its wholly owned subsidiaries, Lisbon Valley Mining Co. LLC, Minera Terrazas S.A. de C.V. and San Javier del Cobre S.A. de C.V. LVMC operates the Lisbon Valley copper mine, which comprises three main deposits: Sentinel, Centennial and GTO, plus the Cashin satellite deposit, with reserves and resources totaling +50 million tons and grading an average 0.48% copper. Minera Terrazas holds the company's interest in the Terrazas zinc-copper project located in north- central Mexico. The property has a total resource of 90 million tonnes grading 1.37% zinc and 0.32% copper in two adjacent deposits. San Javier del Cobre S.A. de C.V. Holds the company's interest in the San Javier copper property located in northwestern Mexico. Constellation Copper Corporation's balance sheet at March 31, 2008, showed total assets of US$65.6 million and total liabilities of US$105.0 million, resulting in a total shareholders' deficit of US$39.4 million. Going Concern As reported in the Troubled Company Reporter on Jan. 15, 2008, the company related that there is significant doubt about its ability to continue as a going concern. The cash balance of US$10.87 million at September 30, has been reduced further to approximately US$3.20 million at Dec. 31, 2007, and in order to provide liquidity, the company is pursuing various near term financing alternatives, including bank financing, equity investment, mergers, and sale of certain assets or sale of the entire company. In late November 2007, as a result of a comprehensive management evaluation of Lisbon Valley operations, the company disclosed its decision to cease mining and crushing activities and convert the Lisbon Valley mine to a leach only operation in early 2008. The evaluation included analyses of various mining plans, waste stripping requirements, contract mining arrangements, available mining equipment, projected copper prices and extensive operating cost and cash flow projections. In connection with the evaluation and conversion to a leach only operation, the company recorded an asset impairment of US$92.9 million. FEDERAL-MOGUL: Earns US$90 Mil. in Second Quarter Ended June 30 --------------------------------------------------------------- Federal-Mogul Corporation (NASDAQ: FDML) reported record second quarter sales of US$2,000,000,000 and an eighth consecutive quarter of year-over-year increased sales combined with a sharp rise in quarterly net income to US$90,000,000. Highlights of Federal-Mogul's Q2 financial performance include: * Record quarterly sales of US$2,000,000,000, a 13% increase, versus US$1,800,000,000 in Q2 2007 and eighth consecutive quarter of year-over-year sales increase; * Gross margin improved by 23% or US$74,000,000 to US$396,000,000 or 19.8%, compared to US$322,000,000 in second quarter 2007; * SG&A at 10.6% of sales, compared to 12.1% of sales during the same period in 2007; * Operational EBITDA increased 21% to US$257,000,000 from US$212,000,000 in Q2 2007; * Net income improved to US$90,000,000 or earnings per share of US$0.90, compared to US$4,000,000 in Q2 2007; * Strong balance sheet and liquidity of US$1,300,000,000; and * Market, customer and product diversification with no single customer accounting for more than 6% of revenue. Sales for the three-month period ending June 30, 2008, were a record US$1,995,000, an increase of 13%, compared to US$1,763,000 for the same period a year ago. Federal-Mogul reported a gross margin of US$396,000,000 or 19.8% of sales, compared to US$322,000,000 or 18.3% of sales, representing an increase of US$74,000,000, or 23% over the prior year. Federal- Mogul's Operational EBITDA was US$257,000,000 or 12.9% of sales, compared to US$212,000,000 or 12.0% of sales during the same period in 2007, representing an increase of US$45,000,000 or 21%. The company recorded net income of US$90,000,000 or earnings per share of US$0.90, up from US$4,000,000 in second quarter 2007. "We experienced another record sales quarter with strong earnings performance. We have anticipated and reacted to changing market conditions including a market downturn in mature automotive markets. We implemented numerous successful actions to offset macro-economic factors and benefited from our strong market, customer and product diversification," said Jose Maria Alapont, Federal-Mogul President and Chief Executive Officer. "Federal-Mogul's global market presence and customer base is well diversified. We serve over 250 vehicle platforms and over 700 vehicle powertrain programs. No single customer represents more than 6% of our global revenue and over 60% of our revenue is generated from sales outside the United States and Canada. Further, we have a significant global aftermarket business with well-recognized leading brands and we generate over 10% of our revenue from a global commercial and industrial customer base. This diversification strengthens our performance and compensates for market and customer volatility," Mr. Alapont continued. Financial Summary (in millions) Three Months Ended Six Months Ended --------------------------------------- June 30 June 30 --------------------------------------- 2008 2007 2008 2007 --------------------------------------- Net sales US$1,995 US$1,763 US$3,854 US$3,480 Gross margin 396 322 662 630 Adjusted gross margin 396 322 730 630 Selling, general and administrative expenses (212) (213) (421) (420) Net income 90 4 58 9 Adjusted net income 90 4 121 9 Operational EBITDA 257 212 462 412 Federal-Mogul reported sales of US$1,995,000 for the three-month period ending June 30, 2008, up from US$1,763,000 in the same period of 2007. Sales increased by US$232,000,000 or 13% and were positively impacted by favorable foreign exchange of US$125,000,000. The company has reported year-over-year quarterly sales increases for eight consecutive quarters as a result of expanding sales to customers in Europe, Asia and South America. Gross margin for the quarter was US$396,000,000 or 19.8% of sales, as compared to US$322,000,000 or 18.3% of sales during the same period a year ago, an increase of 23% or US$74,000,000. The automotive market has faced decreasing regional production volumes, rising energy prices, inflationary raw material costs and other economic challenges. The company effectively offset the impact of these and other macro-economic factors through profitable incremental revenue from new business contracts and improved productivity from operations. Gross margin was also favorably impacted by reduced depreciation and foreign exchange. Selling, General and Administrative, SG&A expenses were reduced to 10.6% of sales during the quarter, compared to 12.1% of sales in the same period of 2007. The company realized a reduction in SG&A expense despite an adverse foreign exchange impact of US$11,000,000. Federal-Mogul's Operational EBITDA for the second quarter was US$257,000,000, a 21% or US$45,000,000 increase, compared to US$212,000,000 during the same period in 2007. Net income was US$90,000,000 in the second quarter 2008, with earnings per share of US$0.90, compared to US$4,000,000 of net income in second quarter 2007. Federal-Mogul continued to make progress executing its sustainable global profitable growth strategy by growing in emerging markets and strengthening its presence in mature markets. The company achieved 50 percent growth in sales to customers in BRIC (Brazil, Russia, India and China) markets during the quarter. The company recently completed the successful launch of a new powertrain component plant in Araras, Brazil and launched its new portfolio of wipers and brake pads in the Russian market. Federal-Mogul reported sales of US$3,854,000 for the six-month period ending June 30, 2008, an increase of US$374,000,000 or 11% versus US$3,480,000 for the same period in 2007. Gross margin increased to US$662,000,000 in the first half of 2008 versus US$630,000,000 in 2007, despite a non-cash charge of US$68,000,000 recorded in the first quarter of 2008 relating to re-valuation of inventory, as required by fresh-start reporting. Operational EBITDA increased 12%, or US$50,000,000, to US$462,000,000 in the first half of 2008, as compared to US$412,000,000 in the same period the prior year. Adjusted net income rose US$112,000,000 to US$121,000,000 or 3.1% of sales during the first half of 2008, versus US$9,000,000 in the first half of 2007. The company recorded strong operating cash flow of US$116,000,000 in the first half of 2008, which compares to US$79,000,000 in the same period of 2007. "Federal-Mogul's results demonstrate the solid foundation we have put in place through our sustainable global profitable growth strategy. Global customer, regional and product portfolio diversification, together with leading product technologies and brands, development in best cost locations and strong commitment to customer service differentiate Federal- Mogul and contribute to our strong performance in this challenging market environment," Mr. Alapont said. Federal-Mogul held a conference call on July 24 to discuss the the second quarter financial results. An audio replay of the call will be available beginning two hours following the call and will be accessible until August 7, 2008 at: Domestic calls: 888-286-8010 International calls: 617-801-6888 Pass code I.D.: 35689660 A full-text-copy of Federal-Mogul Corp.'s Second Quarter 2008 Results filed on Form 10-Q is available at no charge at: http://ResearchArchives.com/t/s?30ff Reorganized Federal-Mogul Corporation Balance Sheet (In millions) ASSETS Successor Company June 30 Dec. 31 2008 2007 --------- -------- Current assets: Cash and equivalents US$843.9 US$425.4 Accounts receivable, net 1,382.6 1,095.9 Inventories, net 1,052.6 1,074.3 Prepaid expenses and other current assets 357.6 526.4 --------- -------- Total current assets 3,636.7 3,122.0 Property, plant and equipment, net 2,094.7 2,061.8 Goodwill & indefinite-lived intangible assets 1,636.7 1,852.0 Definite-lived intangible assets, net 577.9 310.0 Other non-current assets 486.4 520.5 --------- -------- Total Assets US$8,432.4 US$7,866.3 ========= ======== LIABILITIES & SHAREHOLDERS' EQUITY Current Liabilities: Short-term debt, including current portion of long-term debt US$128.2 US$117.8 Accounts payable 707.3 726.6 Accrued liabilities 505.5 496.0 Current portion of postemployment benefit liability 62.3 61.2 Other accrued liabilities 194.9 167.3 --------- -------- Total current liabilities 1,598.2 1,568.9 Long-term debt 2,806.2 2,517.6 Post-employment benefits 965.7 936.9 Long-term portion of deferred income taxes 350.7 331.4 Other accrued liabilities 289.7 300.3 Minority interest in consolidated affiliates 98.2 87.5 Shareholders' equity: Common Stock 1.0 1.0 Additional paid-in capital, including warrants 2,122.7 2,122.7 Retained earnings 58.1 - Accumulated other comprehensive income 141.9 - --------- -------- Total Shareholders' Equity 2,323.7 2,123.7 --------- -------- Total Liabilities & Shareholders' Equity US$8,432.4 US$7,866.3 ========= ======== Federal-Mogul Corporation Statement of Operations (In millions) Successor Predecessor Company Company --------- ----------- Six Months Ended June 30 ------------------------- 2008 2007 ---------- ---------- Net sales US$3,854.4 US$3,479.9 Cost of products sold (3,192.4) (2,849.7) ---------- ---------- Gross margin 662.0 630.2 Selling, general & admin expenses (421.1) (419.6) Interest expense, net (90.6) (101.9) Amortization expense (35.3) (9.3) Chapter 11 & U.K. Administration expenses (13.0) (41.2) Equity earnings of unconsolidated affiliates 16.5 18.0 Restructuring expense, net (2.7) (29.6) Other income (expense), net (4.3) 14.1 ---------- ---------- Income before income taxes 115.5 60.7 Income tax expense, net (53.4) (52.2) ---------- ---------- Net income US$58.1 US$8.5 ========== ========== Federal-Mogul Corporation Unaudited Statement of Cash Flows (In Millions) Successor Predecessor Company Company --------- ----------- Six Months Ended June 30 ------------------------- 2008 2007 ---------- ---------- Cash Provided From (Used By) Operating Activities: Net earning (loss) US$58.1 US$8.5 Adjustments to reconcile net earnings to net cash from (used by) operating activities: Depreciation and amortization 171.1 172.1 Cash received from 524(g) Trust 225.0 - Change in postemployment benefits 4.1 (27.1) Changes in deferred taxes 3.9 3.8 Changes in operating assets & liabilities: Accounts receivable (249.8) (157.8) Inventories 55.0 0.9 Accounts payable (49.1) 106.5 Other assets & liabilities 39.3 79.0 ---------- ---------- Net Cash Provided From Operating Activities 257.6 185.9 Cash Provided From (Used By) Investing Activities: Expenditures for property, plant & equipment (148.0) (132.0) Net proceeds from the sale of property, plant & equipment 10.9 18.1 Proceeds from sale of investment - 13.8 Payments to acquire minority interests - (6.8) Payments to acquire business (4.7) - ---------- ---------- Net Cash Used By Investing Activities (141.8) (106.9) Cash Provided From (Used By) Financing Activities: Proceeds from borrowings on exit facility 2,082.0 - Repayment of Tranche A, Revolver & PIK Notes (1,790.8) - Proceeds from borrowings on DIP credit facility - 550.0 Principal payments on DIP credit facility - (228.1) Repayment of pre-petition Tranche C debt - (330.4) Increase in short-term debt 2.4 8.7 Decrease in other long-term debt (7.9) (5.8) Increase (decrease) in factoring arrangements 6.3 (58.9) Debt refinance fees (0.4) (0.3) ---------- ---------- Net Cash Provided From (Used By) Financing Activities 291.6 (64.8) Effect of foreign currency exchange rate fluctuations on cash 11.1 4.6 ---------- ---------- Increase in cash and equivalents 418.5 18.8 Cash and equivalents at beginning of period 425.4 359.3 ---------- ---------- Cash and equivalents at end of period US$843.9 US$378.1 ========== ========== About Federal-Mogul Federal-Mogul Corporation (OTCBB: FDMLQ) -- http://www.federal- mogul.com/ -- is a global supplier, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. Founded in Detroit in 1899, the company is headquartered in Southfield, Michigan, and employs 45,000 people in 35 countries. Aside from the U.S., Federal-Mogul also has operations in other locations which includes, among others, Mexico, Malaysia, Australia, China, India, Japan, Korea, and Thailand. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin LLP, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed US$10.15 billion in assets and US$8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The Fourth Amended Plan was confirmed by the Bankruptcy Court on Nov. 8, 2007, and affirmed by the District Court on November 14. Federal-Mogul emerged from chapter 11 on Dec. 27, 2007. (Federal-Mogul Bankruptcy News, Issue No. 170; Bankruptcy Creditors' Service Inc.,http://bankrupt.com/newsstand/or 215/945-7000) FEDERAL-MOGUL: Admin Claims Objection Period Extended to Dec. 27 ---------------------------------------------------------------- Federal-Mogul Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend the period within which they may object to administrative claims until Dec. 27, 2008. A previous objection deadline expired on July 24, 2008. The Court will convene a hearing on the Debtors' request on Sept. 12, 2008. By application of Rule 9006-2 of the Local Rules of Bankruptcy Practice and Procedures of the U.S. Bankruptcy Court for the District of Delaware, the Debtors' administrative claims objection deadline is automatically extended through the conclusion of that hearing. Objections to the Debtors' extension request were due August 15. The Reorganized Debtors clarify that the the proposed extension is without prejudice to their right to seek further extensions of the Administrative Claims Objection Deadline. James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, states that the Confirmation Order set a bar date for Administrative Claims against the U.S. Debtors on April 25, 2008. However, he says the April 25 Administrative Claims Bar Date applied only to administrative expense claims incurred outside the ordinary course of the Reorganized Debtors' business and was not intended to apply to ordinary course vendor, tax, or similar claims. The Plan provides that the Reorganized Debtors and any other party-in-interest had until July 24, 2008, to review and object to the Administrative Claims . . . provided that the 90-day period of review may be extended by the Court upon request of any of the Plan Proponents. The Reorganized Debtors relate that 23 claims were timely submitted. Most of the claims, Mr. O'Neill says, were submitted by state taxing authorities, as a protective measure so as not to have any potential rights cut off by the Administrative Claims Bar Date. The Reorganized Debtors believe that all of the state tax claims are ordinary course claims that are not subject to the Administrative Claims Bar Date. The Debtors have been working with the state tax authorities asserting the claims to obtain either the withdrawal of the claims or other comparable consensual resolutions of the claims, with several withdrawals already obtained, Mr. O'Neill tells the Court. Mr. O'Neill adds that the Administrative Claims that were non- tax related have already been satisfied or will not result in a payment by the Reorganized Debtors. He says the Reorganized Debtors have contacted the claimants asserting the claims to obtain the consensual resolution or withdrawal of those claims. With respect to both the tax and non-tax claims, the Debtors seek an extension of the Administrative Claims Objection Deadline to allow time for the process to be completed. The Reorganized Debtors also relate that 335 claims are purported to have some postpetition or administrative component. The Reorganized Debtors believe that most of the claims were resolved through payment of the claim in the ordinary course of business during their Chapter 11 cases. Many of the claims are asbestos-related claims that will be addressed by the Federal- Mogul Asbestos Personal Injury Trust established under the Plan, Mr. O'Neill says. The Reorganized Debtors have notified the holders of the claims. Although the Debtors have been able to obtain the consensual resolution of many of the purported Administrative Claims prior to the July 24 deadline, Mr. O'Neill says there remain a number of pending Administrative Claims that remain to be addressed. Without the requested extension, the Debtors will be forced to file numerous objections to the Administrative Claims that will increase the costs to the Reorganized Debtors and the claimants, and the administrative burdens on the Court. Rather than subject all parties to the costs and burdens, the Court should extend the Administrative Claims Objection Deadline for the period requested, he asserts. Federal-Mogul Corporation (OTCBB: FDMLQ) -- http://www.federal- mogul.com/ -- is a global supplier, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. Founded in Detroit in 1899, the company is headquartered in Southfield, Michigan, and employs 45,000 people in 35 countries. Aside from the U.S., Federal-Mogul also has operations in other locations which includes, among others, Mexico, Malaysia, Australia, China, India, Japan, Korea, and Thailand. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin LLP, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed US$10.15 billion in assets and US$8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The Fourth Amended Plan was confirmed by the Bankruptcy Court on Nov. 8, 2007, and affirmed by the District Court on November 14. Federal-Mogul emerged from chapter 11 on Dec. 27, 2007. (Federal-Mogul Bankruptcy News, Issue No. 170; Bankruptcy Creditors' Service Inc.,http://bankrupt.com/newsstand/or 215/945-7000) NAVISTAR INT'L: Allows GM Medium Duty Truck MOU to Expire --------------------------------------------------------- Due to significant marketplace and economic changes, General Motors Corp. and Navistar International Corp. have decided not to renew the memorandum of understanding to purchase GM's medium duty truck business, which has expired. GM will continue to run the medium duty business as it has in the past, including providing sales, service and marketing support to GM dealers for its medium duty trucks. GM will continue to review strategic options for the business, including continued discussions with Navistar. Based in Warrenville, Illinois, Navistar International Corporation (Other OTC: NAVZ) -- http://www.navistar.com/-- is a holding company whose wholly owned subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(TM) brand diesel engines, IC brand school and commercial buses, and Workhorse brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. The company has operations in Mexico, Brazil, Iceland and India. NAVISTAR INT'L: GM Deal Canceled; S&P Ratings Unaffected -------------------------------------------------------- Standard & Poor's Ratings Services said its ratings on General Motors Corp. (B-/Negative/--) and Navistar International Corp. (BB-/Negative/--) and are not affected by the companies' announcement that the companies are exiting a preliminary agreement for Navistar to purchase GM's medium-duty truck business. "The GM unit produces about 25,000 to 35,000 Class 4-7 medium- duty trucks per year, depending on the phase of the industry cycle. Demand in these segments has been under severe pressure because of the weak U.S. economy and high diesel fuel prices, which have reduced freight volumes and deterred trucking companies from ordering new equipment. We do not expect a meaningful rebound in demand until early 2009 at the earliest. Although the acquisition would have provided Navistar with substantial additional revenues and some long-term potential to reduce its per-unit manufacturing costs, cash flow and profitability likely would have been minimal to negative for the first few years. We had factored neither potential benefits nor much incremental acquisition-related financial risk into Navistar's ratings," S&P relates. "For GM, proceeds from the unit's sale would not have provided a significant source of increased liquidity. GM recently announced that it is exploring making between $2 billion and $4 billion of asset sales by the end of 2009 as part of a series of actions to bolster liquidity, but we believe the medium-duty truck business proceeds would have been small to negligible." Based in Warrenville, Illinois, Navistar International Corporation (Other OTC: NAVZ) -- http://www.navistar.com/-- is a holding company whose wholly owned subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(TM) brand diesel engines, IC brand school and commercial buses, and Workhorse brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. The company has operations in Mexico, Brazil, Iceland and India. * * * As reported in the Troubled Company Reporter-Latin America on June 3, 2008, Fitch affirmed Navistar International Corp.'s 'BB-' Issuer Default and 'BB-' Senior unsecured bank facility ratings. RADIOSHACK CORP: Hires Phyllis Proffer as VP-Investor Relations --------------------------------------------------------------- RadioShack Corporation has named Phyllis Proffer as its Vice President � Investor Relations. Ms. Proffer, who will oversee the company's investor relations function, earned her MBA from the Fuqua School of Business at Duke University in Durham, N.C. She most recently served as Vice President of Investor Relations and Corporate Communications of Longs Drug Stores Corporation in Walnut Creek, Calif. RadioShack Corporation (NYSE: RSH) -- http://radioshack.com/-- retails consumer electronics specialty products through almost 6,000 company-operated stores and dealer outlets in the United States, over 100 RadioShack locations in Mexico. Its retail network include 4,439 retail stores, 721 kiosks, and 1,444 dealer and other outlets throughout the United States, and generated LTM June 2008 revenues of US$4.27 billion. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 19, 2008, Standard & Poor's Ratings Services revised its outlook on RadioShack Corp. to stable from negative. At the same time, S&P affirmed our ratings on the company, including the 'BB' corporate credit and senior unsecured ratings. The TCR-LA reported on Aug. 15, 2008, that Moody's Investors Service affirmed RadioShack Corporation's Ba1 Corporate Family Rating and SGL-1 Speculative Grade Liquidity rating; the outlook is stable. SEMGROUP ENERGY: Receives Delisting Notice From Nasdaq ------------------------------------------------------ SemGroup Energy Partners, L.P. disclosed in a regulatory SEC filing Wednesday that on Aug. 19, 2008, it received a Staff Determination Letter from The NASDAQ Stock Market, stating that the company is not in compliance with NASDAQ's Marketplace Rule 4310(c)(14) because it did not timely file its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2008, with the Securities and Exchange Commission, and that its common units representing limited partner interests are therefore subject to delisting from NASDAQ. NASDAQ rules permit a company that has received a delisting notification to request a hearing with the NASDAQ Listing Qualifications Panel to appeal the staff's determination to delist its securities. The company intends to request such a hearing. There can be no assurance that the Panel will grant the company's request for continued listing. Pending a decision by the Panel, the company's common units will remain listed on NASDAQ. As previously disclosed, the company was unable to timely file the Form 10-Q due to uncertainties surrounding the filing of voluntary petitions SemGroup, L.P. and certain of its subsidiaries for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware on July 22, 2008. The company said its management and the board of directors of its general partner are currently evaluating the impact of the bankruptcy filings and certain related matters on the financial statements. The company expects to file its Form 10-Q for the quarter ended June 30, 2008, as soon as is reasonably practicable after such evaluation has been completed. About SemGroup Energy Partners Headquartered in Tulsa, Oklahoma, SemGroup Energy Partners, L.P. -- http://www.SGLP.com/-- owns and operates a diversified portfolio of complementary midstream energy assets. SemGroup Energy Partners provides crude oil and liquid asphalt cement terminalling and storage services and crude oil gathering and transportation services. SemGroup serves customers in the United States, Canada, Mexico, Wales, Switzerland and Vietnam. SemMaterials Mexico, S. de R.L. de C.V. is a major subsidiary of the company. As a publicly traded master limited partnership, SemGroup Energy Partners' common units are traded on the NASDAQ Global Market under the symbol SGLP. The general partner of SemGroup Energy Partners is a subsidiary of SemGroup, L.P. On July 22, 2008, the company's parent, SemGroup, L.P., filed a voluntary petition for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. Various subsidiaries of SemGroup, L.P. also filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code on such date. None of the company, the general partner of the company, nor any of the subsidiaries of the company or the general partner were included in the bankruptcy filings. At March 31, 2008, SemGroup Energy Partners, L.P.'s consolidated balance sheet showed US$262.0 million in total assets and US$316.6 million in total liabilities, resulting in a US$54.6 million partners' deficit. ================= V E N E Z U E L A ================= PETROLEOS DE VENEZUELA: Will Create Two JVs With Petrovietnam ------------------------------------------------------------- Agence France-Presse reports that Venezuelan Energy and Oil Minister and Petroleos de Venezuela SA's President Rafael Ramirez said the company will form two joint oil refining firms with Petrovietnam. According to Agence France, Minister Ramirez said after a meeting with Vietnamese officials, �PDVSA (Petroleos de Venezuela) and Petrovietnam will work together to build the two joint companies -- one to transport oil to Vietnam and the other to refine that oil in Vietnam, at a refinery we jointly own.� Agence France relates that Venezuela and Vietnam will disclose on Sept. 15 a new oil exploration accord in the Orinoco basin. Petrovietnam already has a concession in Venezuela, Agence France adds. Petroleos de Venezuela will also construct a production facility with Petrovietnam to make energy-saving light bulbs in Venezuela, the same report states, citing Minister Ramirez. Petroleos de Venezuela S.A. -- http://www.pdvsa.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 in the Troubled Company Reporter-Latin America on April 28, 2008, Standard & Poor's Ratings Services affirmed its 'BB-' long-term corporate credit rating on Petroleos de Venezuela S.A. S&P said the outlook is stable. In March 2007, Fitch Ratings gave a BB- rating to PdVSA's Senior Unsecured debt. On Feb. 7, 2007, Moody's Investors Service affirmed the company's B1 global local currency rating. * VENEZUELA: CEMEX to File Complaint Seeking Int'l Arbitration -------------------------------------------------------------- CEMEX S.A.B. de C.V. will submit a complaint seeking international arbitration before the International Center for Settlement of Investment Disputes following the Venezuelan Government�s confiscation of assets, deprivation of rights of CEMEX Venezuela as well as the initiation of the expropriation of CEMEX�s business. CEMEX believes the confiscation and subsequent start of the expropriation process is a flagrant violation of the Constitution, Law of Expropriation and other laws of Venezuela. CEMEX also believes the Venezuelan Government�s actions highlight a lack of respect for the principles of international law and the treaties relating to reciprocal protection of investments which forbid the occupation of goods and deprivation of rights without fair and effective compensation and without an expropriation procedure. CEMEX has always been respectful of legally based sovereign decisions, as well as the legal and regulatory frameworks that exist within the countries in which it maintains an operational presence, but it has an obligation to its shareholders to defend its business interests. After careful analysis, CEMEX determined that it could not accept the compensation proposal offered by the Government of Venezuela as part of its ongoing process to nationalize its assets. CEMEX believes that the offer of US$650 million significantly undervalues its business in Venezuela. In addition, the offer presented to CEMEX is lower, proportionally, than the ones offered to the European cement companies, considering value per ton of installed capacity and EBITDA multiple. CEMEX has always been open to engage in dialogue with the Government of Venezuela and intends to continue to seek an equitable resolution for all parties. Headquartered in Mexico, CEMEX S.A.B. de C.V. -- http://www.cemex.com/-- is a growing global building solutions company that provides high quality products and reliable service to customers and communities in more than 50 countries throughout the world, including Argentina, Colombia and Venezuela. Commemorating its 100th anniversary in 2006, CEMEX has a rich history of improving the well-being of those it serves through its efforts to pursue innovative industry solutions and efficiency advancements and to promote a sustainable future. * * * As reported in the Troubled Company Reporter-Latin America on May 9, 2008, Fitch Ratings assigned 'BB-' long-term foreign currency issuer default ratings to the Bolivarian Republic of Venezuela's international bond combined offer -- 15-year, US$2 billion Eurobond (9% coupon) and 20-year, US$2 billion Eurobond (9.25% coupon). The ratings are in line with Venezuela's foreign currency issuer default rating. The rating outlook is negative. * BOND PRICING: For the Week August 18 - August 22, 2008 -------------------------------------------------------- Issuer Coupon Maturity Currency Price ------ ------ -------- -------- ----- ARGENTINA --------- Alto Palermo SA 7.875 5/11/17 USD 66.67 Argnt-Bocon PR11 2.000 12/3/10 ARS 52.29 Argnt-Bocon PR13 2.000 3/15/24 ARS 49.88 Arg Boden 2.000 9/30/08 ARS 15.57 Arg Boden 7.000 10/3/15 USD 64.85 Autopistas Del Sol 11.500 5/23/17 USD 52.90 Bonar Arg $ V 10.500 6/12/12 ARS 67.75 Bonar VII 7.000 9/12/13 USD 73.75 Bonar X 7.000 4/17/17 USD 68.54 Inversiones y Rep 8.500 2/2/17 USD 68.00 Argent-EURDIS 7.820 12/31/33 EUR 59.45 Argent-$DIS 8.280 12/31/33 USD 73.00 Argent-Par 0.630 12/31/38 ARS 32.77 Banco Hipot SA 9.750 4/27/16 USD 68.17 Banco Macro SA 9.750 12/18/36 USD 61.35 Buenos-EURDIS 8.500 4/15/17 EUR 63.52 Buenos-$DIS 9.250 4/15/17 USD 70.50 Buenos Aire Prov 9.375 9/14/18 USD 62.37 Buenos Aire Prov 9.625 4/18/28 USD 60.25 Mendoza Province 5.500 9/04/18 USD 65.75 BERMUDA ------- XL Capital Ltd 6.500 12/31/49 USD 60.15 BRAZIL ------ CESP 9.750 1/15/15 BRL 65.88 Gol Finance 7.500 4/03/17 USD 67.02 Gol Finance 7.500 4/03/17 USD 64.67 Gol Finance 8.750 4/29/49 USD 64.25 CAYMAN ISLANDS -------------- Barion Funding 0.100 12/20/56 EUR 6.98 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.250 12/20/56 USD 6.28 Barion Funding 0.630 12/20/56 GBP 16.12 Barion Funding 1.440 12/20/56 GBP 28.61 Mazarin Fdg Ltd 0.100 9/20/68 EUR 4.28 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.250 9/20/68 USD 4.67 Mazarin Fdg Ltd 0.510 9/20/68 EUR 10.92 Mazarin Fdg Ltd 0.630 9/20/68 GBP 13.34 Mazarin Fdg Ltd 1.440 9/20/68 GBP 26.28 Shimao Property 8.000 12/1/16 USD 62.12 Shinsei Fin Caym 6.418 1/29/49 USD 60.72 Shinsei Fin Caym 6.418 1/29/49 USD 60.92 Shinsei Finance 7.160 7/29/49 USD 67.26 JAMAICA ------- Jamaica Govt LRS 7.500 10/6/12 JMD 72.42 Jamaica Govt LRS 12.750 6/29/22 JMD 70.42 Jamaica Govt LRS 12.750 6/29/22 JMD 70.43 Jamaica Govt LRS 12.850 5/31/22 JMD 70.98 Jamaica Govt LRS 13.375 12/15/21 JMD 74.01 Jamaica Govt 13.375 4/27/32 JMD 69.13 PUERTO RICO ----------- Puerto Rico Cons 6.200 5/1/17 USD 73.00 VENEZUELA --------- Petroleos de Ven 5.250 4/12/17 USD 64.76 Petroleos de Ven 5.375 4/12/27 USD 54.88 Petroleos de Ven 5.500 4/12/37 USD 53.85 Venezuela 6.000 12/9/20 USD 68.25 Venezuela 7.000 3/31/38 USD 66.92 Venezuela 7.650 4/21/25 USD 75.00 *********** Monday's edition of the TCR-LA delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR-LA editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR-LA constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR-LA editor holds some position in the issuers' public debt and equity securities about which we report. Tuesday's edition of the TCR-LA features a list of companies with insolvent balance sheets obtained by our editors based on the latest balance sheets publicly available a day prior to publication. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Thursday's edition of the TCR-LA. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com *********** 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. Marie Therese Profetana, Sheryl Joy P. Olano, Rizande de los Santos, and Pamella Ritah K. Jala, Editors. Copyright 2008. 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 prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Latin America subscription rate is US$625 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *