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/raid1/www/Hosts/bankrupt/TCR_Public/000525.MBXT R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 25, 2000, Vol. 4, No. 103 Headlines AVIATION SALES: $1.6M Loss In First Quarter BRADLEES: Announces First Quarter Results BRAZOS SPORTSWEAR: Order Extends Exclusivity CAMBIOR: Announces Closing of Sale of Zinc Mines CHS ELECTRONICS: Order Setting Hearing for Disclosure Statement COLORADO CASINOS: Ferro To Acquire Troubled Casino DIGITAL ENTERTAINMENT: Runs Out Of Cash EXCELSIOR HENDERSON: Announces Disclosure Statement Approval FRUIT OF THE LOOM: Motion To Sell Gitano Fashion Assets GLOBAL OCEAN CARRIERS: Seek 30 Days To File Schedules GULF STATES STEEL: Files Reorganization Plan HOME HEALTH: Order Extends Time to Assume/Reject Leases HVIDE MARINE: Alleged Improper Payments INTERSTATE MORTGAGE: Hearing Delayed KITTY HAWK: Nasdaq Removes Common Stock From Listing LOIS/USA: Seeks to Extend Exclusivity OXFORD HEALTH: Paid Off Remaining Balance PARACELSUS HEALTHCARE: Confirms NYSE Delisting Notification SHOE CORPORATION: Seeks to Establish Bar Date SMITH CORONA: Announces Asset Purchase Agreement SMITH CORONA: Case Summary and 20 Largest Unsecured Creditors STAFFMARK: Announces Sale to Stephens Group This Summer STAR NEWCO: Bar Date for Filing Proofs of Claim STONE & WEBSTER: Class Action Lawsuit SUCCESS MULTIMEDIA: Entry of Order of Confirmation of Plan VENTAS: Shareholders Reelect Board of Directors VISIONAMERICA: Files 1999 Form 10-K and Results of Operations ********* AVIATION SALES: $1.6M Loss In First Quarter -------------------------------------------- According to the Broward Daily Business Review on May 18, Aviation Sales Co., which provides aircraft maintenance, parts repair and leasing, expects a net loss of $ 1.6 million this first-quarter and a revenue of $ 186 million. The company also said that aside from the late filing of their standard quarterly report they are also short about $ 280 million to a group of senior lenders and violated loan covenants. BRADLEES: Announces First Quarter Results ----------------------------------------- Bradlees, Inc. (NASDAQ:BRAD) announced a reduced net loss for the 13-week first quarter ended April 29, 2000 compared with the first quarter of 1999 despite a sales shortfall for the quarter primarily attributable to unseasonably cold and rainy weather. The Company reported a net loss of $23.5 million, or $2.36 per share, compared with a net loss of $24.4 million, or $2.39 per share, in the prior-year period. The loss before interest and the cumulative effect of an accounting change was reduced to $16.1 million from $17.0 million in the prior year. The quarter reflected the successful disposition of the Company 's previously closed Peabody, MA store lease and the related $2.7 million gain resulting from the early termination of the associated lease obligation. In addition, the Company's SG & A expenses included a $1.9 million credit associated with the elimination of certain benefit liabilities. BRAZOS SPORTSWEAR: Order Extends Exclusivity -------------------------------------------- By order entered on April 14, 2000, the US Bankruptcy Court for the District of Delaware further extended the exclusive periods during which the debtors may file a plan or plans of liquidation and solicit acceptances for such plans. The plan proposal period is extended through and including May 15, 2000. The solicitation period is extended through and including July 14, 2000. CAMBIOR: Announces Closing of Sale of Zinc Mines ------------------------------------------------ Cambior Inc. announces today the closing of the sale of the Bouchard-Hebert and Langlois zinc mines, located in northwestern Quebec, to Breakwater Resources Ltd. with an effective date of May 1st, 2000. An amount of $45 million will be allocated to the partial repayment of the credit facility. Consequently, Cambior's total debt due to its creditors will be reduced from $225 million to $167 million, including the $13 million payment made after the closing of the Glamis Gold and Jipangu transactions. In addition, the obligation to pay $75 million before June 30, 2000 will be partially met with these payments to creditors totaling $58 million, leaving a balance of $17 million to be paid before June 30, 2000. Cambior's cash position, after giving effect to the above debt repayment, will be approximately $10 million. The evaluation process and preparation of offers by third parties for each of Cambior's other non-gold assets are well underway. Certain transactions are at an advanced stage of negotiation and should be announced at the beginning of June 2000. While there can be no assurance to that effect, Cambior is confident to meet its financial obligations. Assuming the success of this strategy, Cambior will focus on gold mining in the future, having retained all of its core gold assets, and will be better able to develop its gold properties and participate in the consolidation process expected in the gold sector, to the greater benefit of its shareholders. Cambior Inc. is a diversified international gold producer with operations, development projects and exploration activities throughout the Americas. Cambior's shares trade on the Toronto and American (AMEX) stock exchanges under the symbol "CBJ". CHS ELECTRONICS: Order Setting Hearing for Disclosure Statement --------------------------------------------------------------- By order entered on the 12th day of May, 2000, the Honorable Robert A. Mark set June 8, 2000 at 2:00 PM as the date for a Disclosure Hearing in the case of CHS Electronics, Inc., debtor. The hearing will be held in the US Bankruptcy Court for the Southern district of Florida. The deadline for objections to the Disclosure statement is June 5, 2000. The plan provides for the liquidation and the distribution of the debtor's assets to creditors in two ways. First, the plan provides for the sale of the debtor's European assets to a non- affiliated entity, Europa ITApS, a Danish corporation, pursuant to the Stock Purchase Agreement and a Letter Agreement entered into by the debtor, Europa, the holders. Some or all of the European assets may be sold to an entity other than Europa. The Excepted assets shall be transferred to the Trust and the proceeds from the liquidation of the Excepted Assets shall be distributed to creditors. The European Assets represent a very substantial portion of the debtor's total assets. In exchange for the transfer of the European assets, the debtor will receive 20% of the fully diluted Europa Common Stock, Europa Thirty Month Notes and Europa Preferred stock. All of the foregoing consideration transferred by Europa in exchange for the European Assets shall be distributed to Creditor s under this plan. If another entity is approved by the court to purchase all or some of the European Assets, the consideration of such sale will be distributed to creditors under the plan. The plan provides for distributions only to claimholders. There will not b e a distribution to holders of subordinated securities claims or interest holders and the latter's interests shall be canceled. COLORADO CASINOS: Ferro To Acquire Troubled Casino -------------------------------------------------- The Denver Post reports on May 18, 2000 that an Illinois gambling mogul wants to buy Cripple Creek's largest and smallest casinos, both of which are mired in Chapter11 bankruptcy reorganization. Peter A. Ferro, CEO of Empress Entertainment, which sold itslucrative Empress Casinos in Joliet, Ill., and Hammond, Ind., for$ 600 million last December, wants to acquire Colorado CasinoResorts Inc., the owner of Cripple Creek's largest casino, DoubleEagle Hotel and Casino and a smaller casino, Creekers Inc. Ferro has been busy as well, buying the debt of unsecuredcreditors who invested in Colorado Casino Resorts Inc. That gaveFerro the leverage to kill a proposed reorganization plan filed -and later withdrawn - by Colorado Casino Resorts Inc. in April. DIGITAL ENTERTAINMENT: Runs Out Of Cash --------------------------------------- Digital Entertainment Network, the pioneering company, founded a little more than a year ago, that had plans in merging the Internet with television and produce original music, sports and comedy programming has run out of money, ceasing operations and laying off its 150 employees. Employees were also told that the company can no longer pay them and probably file for bankruptcy and not to reopen. EXCELSIOR HENDERSON: Announces Disclosure Statement Approval ------------------------------------------------------------ Excelsior-Henderson Motorcycle Manufacturing Company announced the Bankruptcy Court had approved the disclosure statement to be distributed to creditors in connection with its proposed plan of reorganization. The plan of reorganization is the product of intensive efforts by the Company to design a strategy that would enable the Company to reorganize and obtain the required additional equity funding to preserve the future of the Company. As previously announced, the proposed plan describes how the various secured and unsecured creditors will be paid, and also describes that the Company's current stockholders will neither retain nor obtain an equity interest in the Company going forward. The Company did not receive a proposal from any buyer which provided for continued participation of the Company's equity holders. The approved disclosure statement also reflects the agreement reached with the State of Minnesota regarding a loan made by the Minnesota Agricultural and Economic Development Authority. If the plan is confirmed, the Authority will receive full principal payments over a period not to exceed nine years. As previously announced, other secured creditors will receive restructured notes. Unsecured creditors will receive, among other things, a pro rata distribution of cash and the right to receive an annuity stream of certain royalties based on the Company's gross sales, subject to a maximum amount. These payments will only partially satisfy unsecured claims. Under the plan, E.H. Partners will contribute or cause to be contributed a substantial capital infusion in exchange for the issued and outstanding equity of the Company upon the effective date. The Company encountered a difficult situation in November 1999 when the preferred stockholders investment group did not fund an expected commitment set forth in a letter of intent. Shortly thereafter, in December 1999, the Company sought protection from creditors in an effort to reorganize and secure the needed equity investment to continue the operations of the Company. The summary of the proposed plan of reorganization set forth above is brief and is qualified in its entirety to the full text of the disclosure statement and the proposed plan of reorganization. This press release is for information only and is not an offer to sell any securities nor is it a solicitation of acceptance of the plan. Solicitation of acceptance of the plan is being made only pursuant to the disclosure statement approved by the Bankruptcy Court. FRUIT OF THE LOOM: Motion To Sell Gitano Fashion Assets ------------------------------------------------------- Gitano Fashions Ltd, marketed its assets to 40 prospective purchasers. Those efforts yielded two bona fide offers, the highest and best being an offer from One Step Up Inc. Subject to higher and better offers, One Step is prepared to pay $2,500,000 in cash plus an additional amount based on actual inventory counts: (A) $42.00 per first quality finished unit for 109,000 units; plus (B) $42.00 per discontinued or irregular unit up to 60,000 units provided that no more than 10,000 are irregular; plus (C) $33.00 per unit of discontinued or irregular units in excess of 60,000 units A representative from a nationally known accounting firm will supervise the inventory assessment. Gitano will deliver the inventory to One Step FOB at the distribution center in Harlingen, Texas. Accordingly, by this Motion, the Debtors ask Judge Walsh, pursuant to 11 U.S.C. Secs. 105(a), 363(b), 363(f), 365(a), and 1146(c), to: (1) approve a May 16, 2000, asset purchase agreement with One Step Up Inc.; (2) authorize the sale of Gitano's assets free and clear of liens, claims and encumbrances; and (3) authorize the assumption and assignment of relevant executory contracts. The Debtors indicate that Gitano will help One Step with distribution and related services. To assure the Court that the highest and best price is obtained for the Gitano Assets, One Step agrees to subject its offer to a competitive bidding process. In the event that One Step's offer is upset by a competing bidder, One Step is entitled to receive a $500,000 Breakup Fee. (Fruit of the Loom Bankruptcy News Issue 6; Bankruptcy Creditors' Services Inc.) GLOBAL OCEAN CARRIERS: Seek 30 Days To File Schedules ------------------------------------------------------ The debtors, Global Ocean Carriers Limited, et al seek n additional thirty days, to and including June 14, 2000 to file schedules of assets and liabilities and statements of financial affairs, subject to a permanent waiver in conjunction with entry of a confirmation order. The debtors state that are not seeking a Bar Date, and will seek to resolve any claim disputes which might arise without court intervention and without the filing of any proofs of claim. Thus enforcement of the requirement to file all schedules and statement would be duplicative and unnecessary. The debtors filed a proposed disclosure statement and plan of reorganization on the petition Date. The hearing on confirmation has been rescheduled for June 5, 2000. GULF STATES STEEL: Files Reorganization Plan -------------------------------------------- Gulf States Steel officials said the company's financial reorganization plan could bring it out of bankruptcy in late July. The plan was filed Monday with U.S. Bankruptcy Judge James "Jamie" Sledge. The reorganization plan requires the company to obtain an 85 percent federal loan guarantee of $130 million that will be provided by the Bank of America and a group of other banks. It also requires the company to obtain a $75 million revolving loan to replace existing operating loans. Gulf States blamed foreign steel imports for going into Chapter 11 bankruptcy July 1, 1999. Attorney Mark Parry has asked Sledge to schedule a hearing on June 19 concerning the company's disclosure statement, which contains information about the condition of the company and describes the reorganization plan. The plan could change before that hearing, he said. He said bond holders and unsecured creditors have not come to an agreement as to how much of the money owed them must be paid. HOME HEALTH: Order Extends Time to Assume/Reject Leases ------------------------------------------------------- By order of the Us Bankruptcy Court, District of Delaware, the debtor, Home Health Corporation of America, Inc., et al. is granted an additional 90 days or until August 14, 2000 to assume or reject unexpired leases. HVIDE MARINE: Alleged Improper Payments --------------------------------------- A federal investigation into alleged improper payments to union boss Walter J. "Buster" Browne caps a string of problems for Hvide Marine Inc., a Port Everglades-based business that used to be a Wall Street darling. By last September, the company was so deeply in debt that it was forced to seek protection from creditors under Chapter 11 reorganization in federal bankruptcy court. It emerged from bankruptcy in December, but remained financially troubled. Last month, Hvide named its third chief executive in less than a year: Gerhard Kurz, 60, the recently retired president of Mobil Shipping and Transportation Co., a Mobil Oil-affiliate. Kurz already faces serious challenges. He must find a way to pre- pay banks $60 million in principal by Jan. 1 to keep Hvide in compliance with terms from loans. And now, he must contend with charges that the company improperly paid out $ 60,000 to Browne when his union could organize employees at the company. INTERSTATE MORTGAGE: Hearing Delayed ------------------------------------ The Las Vegas Review-Journal, Las Vegas, NV reports on May 18, 2000 that a state hearings officer Wednesday indefinitely delayed scheduling a revocation hearing for David Ferradino, whose Interstate Mortgage Group has been insolvent since November. Bryan Nix, the hearings officer, wanted assurances that District Judge Lee Gates didn't object to revocation of Ferradino's license. Gates approved a receivership for the failed mortgage brokerage. Nix also said he wanted to give Ferradino time to negotiate a deal for the sale of Iron Mountain Ranch, 530 acres of raw land in northwest Las Vegas that Interstate financed. Joseph Long, a deputy attorney general who represents the Financial Institutions Division, urged Nix to set a hearing for July 17. Long said two months was long enough for Ferradino to negotiate the sale of Iron Mountain Ranch. KITTY HAWK: Nasdaq Removes Common Stock From Listing ---------------------------------------------------- According to a report in the The Fort Worth Star-Telegram on May 17, 2000, Kitty Hawk said that the Nasdaq Stock Market has removed its common stock from being listed on the National Market System, effective May 10. The Nasdaq delisted the stock after Kitty Hawk said it would be unable to comply with reporting and other listing requirements of the National Market System for the foreseeable future. The company's common stock is trading over the counter under the symbol KTTY.UX. LOIS/USA: Seeks to Extend Exclusivity ------------------------------------- Lois/USA Inc. and its debtor affiliates seek an order extending the exclusive periods within which they may file a Chapter 11 plan and solicit acceptances thereto. The collection of the accounts receivables has been a very complex process due to concern among the account debtors with respect to potential liability to third-party media entities. In addition, there are 2,000 creditors and proofs of claims are still being docketed. The Committee is seeking $40 million in damages in an action against the lenders. The outcome of this action will have a significant impact on the debtors' plan and the ultimate recovery by general unsecured creditors. The debtors seek the entry of an order further extending the debtors' exclusive period for filing a Chapter 11 plan through and including August 31, 2000 and an extension of the debtor's exclusive period for obtaining acceptances of any such plan through October 31, 2000. OXFORD HEALTH: Paid Off Remaining Balance ----------------------------------------- Oxford Health Plans Inc. said it has paid off the remaining $131 million balance of its bank term loan three years before its due date. Under the 1998 term-loan agreement, this pre-payment included a premium of 2.5%, bringing the total payment to $134.3 million. As part of a previously announced initiative, Oxford received dividend and surplus-note repayments from its New York health maintenance organization subsidiary totaling $128 million during the current quarter. Last month, Oxford posted strong first-quarter earnings. Net income was $28.8 million, or 34 cents a share, nine times the $3.2 million, or 4 cents a share, the company posted for the same quarter in 1999 (BestWire, April 26, 2000). PARACELSUS HEALTHCARE: Confirms NYSE Delisting Notification ----------------------------------------------------------- The New York Stock Exchange informed Paracelsus Healthcare Corporation (NYSE: PLS) that the Exchange decided to suspend further trading of the common stock of Paracelsus and plans to apply to the SEC to delist the issue. Among the reasons cited by the Exchange were that the trading price of the stock was abnormally low and that the Company had fallen below certain of the Exchange's continued listing criteria. Paracelsus is exploring alternative public trading markets for its stock. Paracelsus Healthcare Corporation was founded in 1981 and is headquartered in Houston, Texas. Including a hospital partnership, Paracelsus presently owns the stock of hospital corporations that own or operate 10 hospitals in seven states with a total of 1,287 beds. SHOE CORPORATION: Seeks to Establish Bar Date --------------------------------------------- The debtor, Shoe Corporation of America, Inc. seeks to have the court approve a procedure for its former employees to file claims that arise from or relate to the Stay Bonus and Severance Plan and fixing July 17, 2000 as the date by which Stay Bonus and Severance Claims must be filed with the court. SMITH CORONA: Announces Asset Purchase Agreement ------------------------------------------------ Smith Corona Corp. (OTC:SCCO) announced it has signed an asset purchase agreement with Carolina Wholesale Office Machine Co. Inc., a leading wholesale distributor of office equipment and supplies based in Charlotte, N.C. The agreement calls for Carolina to purchase the company's inventory, accounts receivable, intellectual property, equipment, dies and molds, and certain contracts and licenses. Under the agreement, Carolina would pay cash for these assets at specified percentages of each category's value as of the transaction closing date. Smith Corona currently estimates the proceeds from the sale to be approximately $6 million, pending a closing date in mid to late July. The asset purchase agreement is subject to Court approval and will be subject to an overbid process as well. "We are pleased that Smith Corona's business will continue under the auspices of a respected office machine distributor," stated Martin D. Wilson, newly appointed president and chief executive officer of Smith Corona. "We believe that the asset purchase agreement represents our best course of action to realize the value of Smith Corona's assets for the benefit of the company's creditors." "Carolina Wholesale is excited over the opportunity to continue the Smith Corona name, products and service. Current plans are to organize Smith Corona as a separate operating entity with a strong focus on the core typewriter and supplies products," stated Larry Huneycutt, president of Carolina Wholesale. Smith Corona intends to facilitate the sale and to resolve long- term operating issues by seeking protection under Chapter 11 of the U.S. Bankruptcy Code. The company filed its voluntary petition this morning at the U.S. Bankruptcy Court in the District of Delaware in Wilmington. Smith Corona confirmed that it has reached an agreement with its lender, Congress Financial Corp., to amend the existing credit agreement as debtor-in-possession (DIP) financing. Management believes the enhanced financing, which is subject to Court approval, combined with cash from operations will be adequate to support the company's needs through the proposed sale transaction. Earlier this year, Smith Corona issued a statement that it would consider all strategic options in light of a downturn in performance. In its second quarter financial report issued Feb. 14, the company announced the retention of Deloitte & Touche to consult with Smith Corona management. Since that time, the company has explored a variety of business opportunities of which the asset purchase sale to Carolina Wholesale currently provides the greatest opportunity for satisfying creditor claims. "Despite tremendous efforts over the past five years, it became clear that Smith Corona could no longer continue to operate as a stand-alone business," Wilson stated. "The new product sales that would have alleviated our financial constraints did not materialize. Typewriter and supplies and accessories sales continue, but at reduced market share. The voluntary filing under Chapter 11 offers the best opportunity to complete an asset sale and maximize creditor recovery." Smith Corona will continue to receive and fill customer orders. The company fully expects a smooth transition of its business to Carolina Wholesale. Equipment manuals, utility disks, parts and service will continue to be provided by Enterprise Service Technologies Inc. in Cortland, N.Y. Additional contact information is available on the company's Web site at www.smithcorona.com or by calling 800/448-1018. Smith Corona undertook a Chapter 11 reorganization that began on July 5, 1995, and ended successfully on Feb. 28, 1997, when the company emerged with a new capital structure. In the years that followed, Smith Corona continually streamlined its organization as it began the transition from a manufacturing to a sales and marketing organization. The company stopped manufacturing in November 1997 and subsequently obtained its products from third- party sources. The current Smith Corona product line includes seven models of electronic typewriters and supporting supplies and accessories. To augment the shrinking typewriter market, the company introduced a number of new office products ranging from wireless telephony products and fax machines to inkjet replacement cartridges and headsets. Smith Corona's common stock traded on Nasdaq under the symbol SCCO until April 27. Since that time, the stock has been available on the over-the-counter bulletin board, most recently at a price of $0.34 per share, with 3,220,180 shares outstanding among 450 holders. Smith Corona has annual revenues of approximately $30 million and 43 employees at sites in Cortland, N.Y., and San Diego, Calif., Amsterdam, The Netherlands, and San Juan, Puerto Rico. SMITH CORONA: Case Summary and 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Smith Corona Corporation 842 Bennie Road Cortland, NY 13045 Type of Business: A century-old reputation as a provider of typewriters, supplies and various office products. In 1997, it ceased manufacturing and has since been transitioning to a sales and marketing organization. Debtor sources products from suppliers in North America, the Pacific Rim, and Europe. Petition Date: May 23, 2000 Chapter 11 Court: District of Delaware Bankruptcy Case No.: 00-02065 Judge: Mary F. Walrath Debtor's Counsel: Robert S. Brady Young, Conaway, Stargatt & Taylor 1100 North Market Street PO Box 391 Wilmington, DE 19899-0391 (302) 571-6690 Total Assets: $ 12,351,186 Total Debts: $ 14,379,991 20 Largest Unsecured Creditors Pension Benefit Guaranty Corporation PO Box 64480 Baltimore, MD 21264-4480 Pension $ 4,600,653 US Assemblies San Diego Inc. PO Box 200059 Pittsburgh, PA Misc. charges 15251-0059 Product $ 1,578,323 Blue Cross/Blue Shield of CNY 344 So. Warren St. PO Box 4809 Syracuse, NY Medical Ins 13221-4809 Medical Claims $ 316,220 Internal Revenue Service ATTN: Elizabeth Hennesey 409 Silverside Road Wilmington, DE 19809 Tax Note $ 149,251 Entolo 7125 Sandburg Rd Minneapolis, MN 55427 Misc services $ 135,875 Kace Electronics Asia Incorporated Bldg. CA-3, Dewey Avenue Subic Bay Freeport Zone, Philippines Product $ 109,841 Kedcom Co. LTD 22 Dowha-Dong Mapo-Seoul South Korea Product $ 77,335 New York Hazardous Waste Remedial Fund New York State Dept. of Law Environmental Protection Bureau The Capital Albany, NY 12224 ATTN: Maureen F. Leary Stipulation $ 67,070 Delaware Secretary of State State of Delaware Division of Corporation PO Box 74072 Baltimore, MD 21274-4072 Franchise tax $ 60,000 Chase Design PO Box 49 Skaneateles, NY 13152 Services $ 50,902 International Business Machines Corporation North Castle Drive MD-NC119 Armonk, NY 10504-1785 License Ref. Number: L932453 License $ 50,333 Lucent Technologies Luxent Technologies Guardian Corporation Bank of America PO Box 100410 Atlanta, GA 30384-0410 License $ 39,794 Enterprise Service Technologies 839 Route 13 South PO Box 589 Cortland, NY 13045 Repair Service $ 38,627 Wolf Group 111 West 40th Street New York, NY 10018 Service $ 20,540 UPS PO Box 660586 Dallas, TX Freight $ 16,386 ATE Logistics Co. 510 Plaza Drive Suite 2290 Atlanta, GA Freight $ 16,177 Municipal Revenue Collection Center PO Box 195387 San Juan Puerto Rico 00919-5387 Tax $ 15,763 State Treasurer Capital Station Austin, TX 78744-0100 Tax $ 15,726 KPMG Peat Marwick LLP American Int'l Plaza 250 Munoz Rivera Ave. San Juan, Hato Ray Puerto Rico 00918 Service $ 15,700 The Connection Group, Inc. 5639 Dyer Street Dallas, TX 75206 Commissions $ 10,963 STAFFMARK: Announces Sale to Stephens Group This Summer ------------------------------------------------------- The Arkansas Democrat-Gazette reports on May 18, 2000 that StaffMark's headquarters in Fayetteville faces an uncertain future after the announcement that the company is selling its commercial services division to Stephens Group Inc. of Little Rock for $196 million in cash and putting all but one of its other divisions up for sale. After the sales are complete, StaffMark will change its name to Edgewater Technologies Inc. and move its headquarters to Boston, said Clete Brewer, StaffMark's chief executive. STAR NEWCO: Bar Date for Filing Proofs of Claim ----------------------------------------------- On May 9, 2000, the Honorable Mary F. Walrath, US bankruptcy Judge for the District of Delaware, entered an order fixing June 30, 2000 at 4:00 PM as the deadline for all persons and entities to file proofs of claim against Star Newco, Inc., debtor. STONE & WEBSTER: Class Action Lawsuit ------------------------------------- The Law Firm of Cauley & Geller, LLP announces that it has filed a class action in the United States District Court for the District of Massachusetts on behalf of all individuals and institutional investors that purchased the common stock of Stone & Webster, Incorporated ("S&W" or the "Company") (NYSE:SW) between April 27, 1999 and April 28, 2000, inclusive (the "Class Period"). The complaint charges that the Company and certain of its officers and directors violated the federal securities laws by providing materially false and misleading information about the Company's financial condition, revenues, income and earnings per share. Specifically, the financial statements of the Company made during the Class Period, all of which were implicitly and/or expressly prepared in conformity with generally accepted accounting principles (GAAP), were materially false and misleading because the Company materially overstated its revenues, income and earnings. As a result of these false and misleading statements the Company's stock traded at artificially inflated prices during the class period. When the truth about the Company was revealed, the price of the stock dropped significantly. Cauley & Geller, LLP has substantial experience representing investors in securities fraud class action lawsuits such as this. The firm has offices in Arkansas, California and Florida, but represents shareholders from throughout the nation. If you have any questions about how you may be able to recover for your losses, or if you would like to consider serving as one of the lead plaintiffs in this lawsuit, you must take appropriate action by July 7, 2000. You are encouraged to call or e-mail the Firm or visit the Firm's website at www.classlawyer.com. SUCCESS MULTIMEDIA: Entry of Order of Confirmation of Plan ---------------------------------------------------------- On May 4, 2000, the US Bankruptcy Court for the Southern District of New York entered an order confirming the first amended liquidating plan of Success Multimedia Enterprises, Inc., and its debtor affiliates. VENTAS: Shareholders Reelect Board of Directors ----------------------------------------------- Ventas, Inc. (NYSE:VTR) announced that shareholders at its annual meeting on May 23, 2000 approved all of the Company's proposals, including the reelection of the following six directors: Walter F. Beran, Debra A. Cafaro, Douglas Crocker II, Ronald G. Geary, W. Bruce Lunsford and R. Gene Smith. Speaking at the meeting, Debra A. Cafaro, President and CEO, outlined the status of the Company's negotiations in the bankruptcy of its primary tenant, Vencor, Inc. (OTCBB:VCRI). "We remain committed to working toward a consensual global restructuring of Vencor that is fair and balanced and is based on the September 1999 agreement among Ventas and Vencor's creditors. A fair deal requires Vencor to be healthy when it emerges from bankruptcy," Cafaro said. Additionally, the Company today stated that it has entered into a tax stipulation agreement (the "Agreement") with Vencor, which provides for the proceeds of certain federal, state and local tax refunds received by either company on or after September 13, 1999, to be held by the recipient of such refunds in segregated interest bearing accounts. As the Company previously reported, certain refunds have been the subject of dispute between the Company and Vencor. Included in the Agreement is a federal income tax refund of approximately $26.6 million received by the Company out of the filing of its 1998 tax return, which is a refund of taxes paid by the Company in prior years. The Agreement, which is subject to approval by the bankruptcy court, contains notice provisions relating to the withdrawal of funds by either party from the segregated accounts. Each party reserves all rights and claims regarding the amounts covered by the Agreement. Ventas, Inc. is a real estate company whose properties include 45 hospitals, 218 nursing centers and eight personal care facilities operating in 36 states. VISIONAMERICA: Files 1999 Form 10-K and Results of Operations ------------------------------------------------------------- VisionAmerica Incorporated (Nasdaq/NM:VSNAE) announced that it has filed its Form 10-K for the year ended December 31, 1999. The Company also reported net losses of $31,502,000, or ($3.44) per share (diluted), for the fourth quarter of 1999, compared to net losses of $425,000, or ($0.05) per share (diluted), for the fourth quarter of 1998. Net losses for the year ended December 31, 1999 were $33,105,000, or ($3.67) per share (diluted), compared to net earnings of $1,214,000, or $0.14 per share (diluted), for the year ended December 31, 1998. Losses from continuing operations were $28,265,000, or ($3.09) per share (diluted), on revenues of $10,720,000 for the fourth quarter of 1999, compared to net earnings from continuing operations of $489,000, or $0.05 per share (diluted), on revenues of $13,934,000 for the fourth quarter of 1998. Losses from continuing operations were$28,827,000, or ($3.20) per share (diluted), on revenues of$57,101,000 for the year ended December 31, 1999, compared to net earnings from continuing operations of $1,661,000, or $0.19 per share (diluted), on revenues of $53,987,000 for the year ended December 31, 1998. As recently reported, the Company has just completed a comprehensive review and evaluation of substantially all operating units. This assessment of the Company's operating units resulted in an impairment adjustment to physician practice management assets of $19.2 million in the fourth quarter of 1999, and the initiation of a divestiture plan. Indicative of the deterioration at the impaired centers, revenues declined by approximately $3.4 million or 23% in the fourth quarter of 1999 versus the same period in 1998, and more dramatically, by $5.7 million or 35% from the third quarter of 1999. In addition to the impairment charge, other factors contributing to the decline in results for the year ended December 31, 1999 in relation to 1998 are as follows. The provision for doubtful accounts increased approximately $2.6 million reflecting a deterioration in the aging of accounts receivable. Center profit margins as a percentage of revenues declined from 21.8% in 1998 to 10% in 1999 reflecting an increase in the allowance for contractual adjustments, the operational deterioration of certain centers as noted above, and the start-up costs of the Company's 1999 refractive surgery initiative. During the year, general and administrative expenses increased approximately $2.8 million due primarily to increased spending on the development and implementation of new information systems and increased professional fees incurred in conjunction with the Company's operational and administrative difficulties. As previously disclosed, the Company is in default of certain covenants of its credit agreement with its senior lenders. As a result of these defaults and other factors that could affect the Company's ability to attain sustained profitability, the 1999 audit opinion contains a going concern explanatory paragraph. *************** 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 is a daily newsletter, co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler, Edem Alfeche and Ronald Ladia, Editors. Copyright 2000. All rights reserved. ISSN 1520-9474. 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 subscription rate is $575 for six months 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 $25 each. For subscription information, contact Christopher Beard at 301/951-6400. * * * End of Transmission * * *