/raid1/www/Hosts/bankrupt/TCR_Public/011121.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, November 21, 2001, Vol. 5, No. 228
Headlines
ANC RENTAL: Court Allows Use of Existing Bank Accounts
ADELPHIA BUSINESS: S&P Junks Ratings On Weakening Credit Profile
ALLEN ORGAN: Expects Operating Cash Flow to Turn Negative
AMES DEPT: Trucklease Moves to Compel Decision on Lease
ARMSTRONG: U.S. Trustee Balks at Bid to Employ Prof. Warren
AUXER GROUP: Auditors Cast Doubt on Ability to Continue Business
AVERY COMMS: Sept. 30 Balance Sheet Upside-Down by $2.3 Million
BENEDEK COMMS: S&P Drops Ratings to D on Likely Covenant Breach
BURLINGTON INDUSTRIES: Intends to Pay $5.8MM of Critical Claims
BURNHAM PACIFIC: Amends Deal to Sell Assets to Pacific Retail
CAMBEX CORP: Inks Pact to Acquire All Assets of Super PC Memory
CHAPARRAL: Continues Talks to Restructure Shell Capital Loan
COVAD COMMS: Seeks Removal Period Extension Until February 8
EBT INTERNATIONAL: Sets Initial Liquidation Distribution Payout
EXODUS COMMS: Taps Logan & Co. as Noticing & Balloting Agent
FANSTEEL INC: May File for Bankruptcy Protection before Dec. 15
FEDERAL-MOGUL: Signs-Up Spriggs as Special Insurance Counsel
FEDERAL-MOGUL: Gets Final Approval of $675MM DIP Financing
FRUIT OF THE LOOM: Sells Equipment to Coker Int'l for Over $1MM
GALEY & LORD: Fails to Comply with NYSE Listing Requirements
IMMTECH INT'L: Falls Below Nasdaq Continued Listing Standards
INPRIMIS: Datawave Will Not Proceed to Close Plan Of Arrangement
K-TEL INT'L: Lacks Ample Cash to Continue & Service Indebtedness
KOMAG INC: Signs-Up KPMG as Auditors to Replace Ernst & Young
LTV CORP: Seeks Approval to Cease Operations & Sell Assets
LASON: Commences Restructuring Talks with Senior Secured Lenders
LOEWEN GROUP: Seeks Approval of 4th Amended Plan Modifications
MALDEN MILLS: Chapter 11 Filing Likely to Restructure Debt
MCWATTERS: Needs New Capital to Resume Sigma-Lamaque Operations
MUTUAL RISK: Senior Lenders Waive Covenant Under Credit Pact
NET2000 COMMS: Visual Systems Acquires Video Services for $3.5M
OWENS CORNING: Wants Lease Decision Time Extended to June 2002
PACIFIC GAS: Seeks Approval of Holtec Nuclear Storage Contract
PHILIP SERVICES: Amends Covenants Under Secured Loan Facilities
PHOTOCHANNEL: Parent Appoints Robert Chisholm as New CFO
PINNACLE HOLDINGS: Sells Colocation Properties in Mo. for $22MM
POLAROID: Court Cuts ID Business Unit Break-Up Fee to $960K
PSINET INC: Court Approves Equipment Abandonment Procedures
RELIANCE GROUP: Liquidator Seeks Exemption from Dec. 21 Bar Date
RESCARE: Restructures Debt via Private Offering of Senior Notes
SNV GROUP: Canadian Court Extends CCAA Protection Until Dec. 14
SHOCHET HOLDING: Begins Trading on OTCBB After Nasdaq Delisting
SIMCALA: S&P Drops Ratings to D After Missing Interest Payment
SLEEPMASTER: Default on Sr. Notes Spurs S&P to Drop Ratings to D
STOCKWALK: Forms Panel to Seek Options on Defaulted Debt Issues
SWEET FACTORY: Case Summary & 30 Largest Unsecured Creditors
TELESPECTRUM: Continues Debt Restructuring Talks with Lenders
TENFOLD CORP: Liquidity Strained in Wake of Q3 Losses
THERMADYNE HOLDINGS: Chapter 11 Case Summary
WARNACO GROUP: Fruit of the Loom Demands Payment of $1.2 Million
WASHINGTON GROUP: Reno Court Confirms Plan of Reorganization
WASTE SYSTEMS: Court Extends Exclusive Period to Nov. 30
WEBB INTERACTIVE: Fails to Meet Nasdaq NTA Listing Requirement
* Meetings, Conferences and Seminars
*********
ANC RENTAL: Court Allows Use of Existing Bank Accounts
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ANC Rental Corporation, and its debtor-affiliates understand
that upon the filing of a petition for relief under chapter 11
of the Bankruptcy Code, debtors-in-possession are normally
required to close all of their bank accounts, and to open new
"debtor-in-possession" bank accounts. As of the Filing Date,
ANC maintained 109 bank accounts at the banks and as a result,
closing all of the Debtors' accounts and opening new accounts
could substantially disrupt and delay the Debtors in the timely
collection of their receivables and payment of their post-
petition obligations and interfere with the conduct of their
businesses. Accordingly, the Debtors seek authority to close
some existing accounts and open new debtor-in-possession
accounts and continue to maintain some of their current bank
accounts, provided that they set up significant gaps in
numbering of checks issued pre-petition and checks issued
post-petition and within 15 days from the date of entry of an
order approving this request, file all necessary papers with the
Debtors' banking institutions to cause the Debtors' bank
accounts to be renamed as "Debtor-in-Possession" accounts.
In addition, in the ordinary course of their businesses, the
Debtors use a number of preprinted business forms, checks and
stationery. The Debtors believe that it would be extremely
costly and disruptive to cease using all existing forms and to
purchase and begin using new checks, business forms and
stationery.
In order to avoid the disruptions and delays attendant to
changing the Bank Accounts, while still complying with
applicable provisions of the Bankruptcy Code, the Debtors
request authorization to continue to use their existing business
forms, stationery and checks and maintain certain of their
present Bank Accounts, with the same account numbers, on the
condition that:
A. the Debtors shall forthwith set up significant gaps in
numbering between checks issued prior to the Filing Date
and checks issued after the Filing Date; and
B. within 15 days from the date of the entry of the order
approving this Motion, the Debtors shall file all necessary
papers with the Debtors' banking institutions to cause the
Debtors' bank accounts to be renamed as "Debtor-in-
Possession" accounts. As soon as practicable, the Debtors
will stamp each such check with "Debtor In Possession" or
"D.I.P."
Wayne Moore, the Debtors' Senior Vice President and Chief
Finance Officer, submits that the Debtors seek a waiver of the
requirement that all of their pre-petition bank accounts be
closed and that new post-petition accounts be opened. The
enforcement of this requirement would substantially disrupt the
administration of the Debtors' estates and impair the Debtors'
ability to meet their post-petition obligations to their vendors
and to others. The Debtors propose to close some existing
accounts and open new debtor-in-possession accounts and continue
to maintain some of their current bank accounts, provided that
they set up significant gaps in numbering of checks issued
pre-petition and checks issued post-petition and within 15 days
from the date of entry of an order approving this request, file
all necessary papers with the Debtors' banking institutions to
cause the Debtors' bank accounts to be renamed as Debtor-in-
Possession accounts. Mr. Moore adds that requiring the Debtors
to reprint all of their business forms, stationery and checks
before the old ones are exhausted would result in substantial
and unnecessary costs to the estates.
Although the Debtors intend to close some accounts and open new
debtor-in-possession accounts, Mark J. Packel, Esq., at Blank
Rome Comisky & Macauley LLP in Wilmington, Delaware, contends
that the Debtors must be able to maintain certain of their
existing Bank Accounts in order to avoid the potential damage to
their businesses that closing the Bank Accounts and opening new
ones would cause. In light of the number of Bank Accounts
maintained by the Debtors, the Debtors could not close all of
their existing bank accounts and open all new debtor-in-
possession accounts without causing severe disruption to their
normal operating procedures, and to their ability to pay normal
post-Filing Date operating expenses in the ordinary course. Mr.
Packel fears that existing relations with vendors, with whom
good relations are critical to the Debtors' ability to continue
to operate their businesses, could be adversely affected by the
inevitable delays in implementing a decentralized cash
management system and by the delays resulting from the Debtors'
banks establishing all new accounts from which postpetition
payments would be made after the Filing Date.
Mr. Packel claims that it would also be unduly burdensome and
costly to replace all of the Debtors' existing checks,
stationery and other business forms before they are exhausted.
The Debtors submit that to do so would be unnecessary and that
appropriate care can be taken to assure the proper use of the
existing forms.
* * *
Finding the relief requested is necessary to the ongoing
operations of the Debtors' business and in the best interests of
the Debtors and their estates, and creditors, Judge Walrath
orders that the requirement that the Debtors establish new bank
accounts is dispensed with and waived for an interim period of
30 days, subject to notice and hearing. Judge Walrath also
authorizes the Debtors to continue using existing business forms
stationery and checks, which shall be stamped as "Debtor-in-
Possession" or "D.I.P." as soon as practicable. (ANC Rental
Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
ADELPHIA BUSINESS: S&P Junks Ratings On Weakening Credit Profile
----------------------------------------------------------------
Standard & Poor's lowered its ratings on Adelphia Business
Solutions Inc. (ABIZ). The ratings remain on CreditWatch with
negative implications where they were placed on September 4,
2001.
The original CreditWatch action reflected the potential
weakening of ABIZ's credit profile pending a reassessment of the
relationship between ABIZ and majority owner Adelphia
Communications Corp. (Adelphia; BB-/Stable/--). Historically,
Standard & Poor's had analyzed Adelphia and ABIZ on a
consolidated basis, recognizing Adelphia's control of ABIZ and
its previous financial support for its ABIZ competitive local
exchange carrier (CLEC) subsidiary.
The downgrade reflects the impact of two significant events that
have transpired since the original CreditWatch listing. Adelphia
announced that its board had authorized the spin-off of its 79%
ABIZ stake to shareholders, to be completed by the first quarter
of 2002. In addition, in its third quarter 10-Q, ABIZ indicated
that it did not expect to obtain the $300 million to $500
million bank credit facility it had been pursuing. As a result,
ABIZ may be unable to meet its funding requirements beyond
December 31, 2001.
Even with ABIZ's scaled back expansion plans, the $85 million
funding needed just through the end of 2001 will largely deplete
cash balances and the $6 million available under its credit
facility. The company estimates that it will need additional
funding of more than $300 million through the first nine months
of 2002. Adelphia has indicated that it might provide up to $100
million of credit support to ABIZ, which would fund ABIZ through
early to mid-2002. If this parent support does not materialize
in the very near term, the ratings on ABIZ will be lowered
further. However, even if the parent gives this limited support,
the ratings on ABIZ are likely to remain on CreditWatch
negative. The current reticence of the market to fund CLECs
makes prospects for obtaining the funding for the balance of
2002 dubious at best.
Ratings Lowered and Remaining on Creditwatch Negative
Adelphia Business Solutions Inc. TO FROM
Corporate credit rating CCC+ BB-
Senior secured debt CCC+ BB-
Senior unsecured debt CCC- B+
Subordinated debt CCC- B
Preferred stock CC B-
ALLEN ORGAN: Expects Operating Cash Flow to Turn Negative
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Allen Organ Company operates an Internet website offering an
interactive environment and virtual music store where music
buyers can purchase digital music downloads and web-casts in an
encrypted and enhanced format, as well as other products. Due to
several factors which occurred in the year ended December 31,
2000, which were beyond the control of the Company, it
repositioned its operations to that of
(i) the acquisition, production and sales through
broadcast, cable, Internet and physical distribution channels of
premium music and media products, and
(ii) the development and sale of NETrax technology that will
provide customers with solutions for the secure and accountable
distribution of digital assets across all of the emerging
digital channels, i.e., Internet, broadband and wireless. These
two businesses, although complementary, are not dependent upon
each other for customers or revenue. The Company is considered
to be in the development stage since, although planned
operations have commenced, there have been no significant
revenues therefrom.
The Company is subject to those general risks associated with
development stage companies, as well as special risks unique to
emerging E-commerce companies which, by definition, seek to
create new markets for their innovative products and services.
The Company has incurred substantial net losses, including the
write-down of the carrying value of intangibles and certain
equipment and software, and utilized substantial cash in
operating activities. Further, the Company has generated minimal
revenues. In response, management has repositioned its
operations and implemented a plan to reduce operating expenses,
including the reduction of personnel. The Company's business
concept and business model are unproven and, accordingly, the
Company's viability is uncertain.
Management believes that operating losses and negative operating
cash flows will continue in fiscal year 2001 and thereafter
which raises substantial doubt about the Company's ability to
continue as a going concern. The Company's continued existence
is dependent on its ability to obtain additional financing
through additional private placements. There is no assurance
that the Company will obtain additional financing or achieve
profitable operations.
For the quarter and nine months ended September 30, 2001, the
Company's consolidated revenue totaled $201,000 and $1,300,000,
respectively. Revenue for the quarter and nine months ended
September 30, 2001 consisted of revenue from media licensing.
Since inception, Allen Organ has spent over $23,000,000
designing, building and packaging NETrax(TM) including expenses
related to software, equipment, personnel and direct research
and development expenses. Direct research and development
expenses for the quarters ended September 30, 2001 and 2000 were
$855,000 and $1,797,000, respectively. Development expenses for
the nine months ended September 30, 2001 and 2000 were
$4,160,000 and $5,512,000, respectively.
Cash balance as of September 30, 2001 was $2,895,000. Net cash
of $8,923,000 was used for operating activities during the nine
months ended September 30, 2001 consisting of net losses of
$19,335,000, substantially offset by: non cash expenses of
$5,459,000 associated with stock and stock-based compensation,
$1,829,000 associated with the depreciation of capital assets,
and $1,000,000 associated to the write-off of impaired equipment
and software, as well as realized loss on sale of securities of
$ 1,752,000.
Cash balance as of September 30, 2000 was $19,128,000. Net cash
of $28,442,000 was used for operating activities for the nine
months ended September 30, 2000. Such amounts were used
principally as a result of net losses of $64,550,000 generated
during the period and the increase in current assets of
$6,275,000, offset by the increase in current liabilities of
$623,000 and non-cash expenses associated with stock and stock-
based compensation of $13,136,000, stock-based sales and
marketing of $1,212,000, depreciation and the amortization of
intangibles of $4,005,000 and the write-down of intangible
assets of $21,985,000. The Company expects to incur negative
cash flow from operations for the foreseeable future.
AMES DEPT: Trucklease Moves to Compel Decision on Lease
-------------------------------------------------------
Trucklease Corporation d/b/a AMI Leasing moves the Court for
entry of an order compelling Ames Department Stores, Inc., and
its debtor-affiliates to immediately assume or reject a certain
executory master lease agreement dated November 8, 1993, to
compel the Debtor to provide AMI with adequate assurances of
future performance in the event that the Debtor assumes the
Agreement, and for relief from the automatic stay in the event
Debtor rejects the Agreement.
Gary P. Lightman, Esq., at Lightman Manochi & Christensen in
Philadelphia, Pennsylvania, relates that on November 8, 1993,
AMI and Debtors entered into Master Vehicle Lease pursuant to
which the Debtors agreed to lease vehicles from AMI. Pursuant to
the Agreement, AMI currently leases to the Debtors 76 vehicles.
The Agreement requires the Debtors to make monthly lease
payments and failure to timely pay such amounts is a default
under the Agreement. The Agreement further provides that, in the
event the Debtors breach the Agreement, AMI is entitled to
possession of the Vehicles and also entitled to payment of all
monthly charges due. Additionally, at its option, AMI may
require the Debtor to purchase each Vehicle or pay the
difference between the purchase price for each Vehicle and the
Fair Market Value as of the date of termination. The Debtor
further agreed to pay all expenses, including reasonable
attorneys' fees incurred in collecting amounts due from the
Debtors or in enforcing any rights of AMI under or pursuant to
the Agreement.
Shortly after the bankruptcy filing, Mr. Lightman informs the
Court that he personally spoke with Debtor's counsel and
requesting information as to the Debtor's intentions to assume
or reject the Lease. The Debtors, however, failed to respond to
AMI's query. Not having heard from Debtor's counsel, on August
30, 2001, Mr. Lightman states that he wrote a letter to Debtor's
counsel informing the Debtors that invoices which represented
the post-petition payments due under the Agreement for August
2001 in the amount of $44,596.69 had not been paid. In addition,
AMI's counsel notified Debtor's counsel that the Debtor incurs
monthly fuel charges of approximately $100,000.00, that AMI is
required to pay these charges within 10 days of billing by the
fuel supplier, and that AMI does not receive payment from Debtor
for these fuel charges for a period of approximately 30 days
after Debtor is billed for fuel.
Mr. Lightman further requested payment of all post-petition
amounts due under the Agreement on or before the close of
business on September 4, 2001 and adequate assurances that, if
the Debtor intended to assume the Agreement, the Debtor would
perform under the Agreement. Such assurances included, and were
not limited to, providing a deposit of $100,000.00 to cover the
Debtor's fuel costs between the time fuel is pumped into the
Vehicles and the billed fuel costs are paid by Debtor. To date,
Mr. Lightman claims that the Debtors have neither assumed nor
rejected the Agreement, nor has provided any adequate assurances
that it intends to perform under the Agreement.
As of September 20, 2001, Debtor owes:
Pre-Petition Agreement Charges $314,900.23
Post-Petition August Agreement Charges 44,596.69
September 2001 Agreement Charges 154,511.76
Miscellaneous Post-Petition Charges 107,470.35
Vehicle B-62 Repair Charges 8,000.00
AMI Attorney's Fees and Costs 2,981.60
-----------
Total $632,460.63
===========
Mr. Lightman contends that the Court may compel the Debtor to
immediately assume or reject an executory agreement as cause
exists for this Court to compel the Debtor to immediately assume
or reject the Agreement. Debtor has committed of pre- and
post-petition defaults under the Agreement and has refused to
provide assurances to AMI of its intention to perform under the
Agreement. As of September 20, 2001, Mr. Lightmans tells the
Court that the Debtors owe AMI the sum of $632,460.63 arising
from non-payment breaches of the Agreement. Further, the
bankruptcy estate will be subject to a substantial
administrative claim if the Debtors are not compelled to assume
the Agreement and the Debtor's default continues thereunder.
Mr. Lightman argues that cause also exists for the Court to
compel the Debtor to provide adequate assurances of future
performance in the form of payment of all amounts due under the
Agreement and a deposit by the Debtor with AMI in the amount of
$100,000, which represents Debtor's monthly fuel costs and which
costs are an out-of-pocket expense to AMI. Because such deposit
will serve to cover or defray the administrative expense claim
of AMI in the event of a default under the Agreement, such a
deposit will permit AMI to continue providing vehicles pursuant
to the Agreement without Debtor's estate incurring any claims
which will likely diminish distributions to the Debtor's
unsecured creditors.
Trucklease Corporation d/b/a AMI Leasing requests the Court to
enter an order:
A. compelling the Debtors and its appropriate subsidiary or
affiliate to immediately assume or reject the master
executory lease agreement dated November 8, 1993 for
vehicles leased by and between AMU and the Debtor,
B. ordering the Debtor to provide adequate assurances of future
performance to AMI in the event that the Debtors assume the
Agreement in the form of payment of all pre- and post-
petition amounts due under the Agreement,
C. ordering that adequate assurances should also take the form
of a deposit by the Debtor with AMI of the sum of
$100,000.00. (AMES Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Service, Inc., 609/392-0900)
ARMSTRONG: U.S. Trustee Balks at Bid to Employ Prof. Warren
-----------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants of
Armstrong Holdings, Inc., asks Judge Farnan for permission to
employ Professor Elizabeth Warren as Special Bankruptcy
Consultant to its lead counsel, Caplin & Drysdale, Chartered,
nunc pro tunc to August 1, 2001.
The Committee tells Judge Joseph Farnan that, as of August 1,
2001, Caplin & Drysdale engaged Professor Elizabeth Warren, the
Leo Gottlieb Professor of Law at the Harvard Law School, as a
Special Bankruptcy Consultant to the firm.
It is anticipated that Professor Warren will provide very
limited services in this bankruptcy case. In general her
billable hours will not exceed ten hours per month and usually
will be significantly less. It is contemplated that she will
work with Caplin & Drysdale as a consultant in these bankruptcy
cases providing advice and guidance to the Asbestos Claimants
Committee through the Caplin & Drysdale firm, as well as in the
seven other asbestos-related bankruptcy cases in which Caplin &
Drysdale is presently counsel to committees representing
asbestos personal injury claimants. Generally, she will focus
her efforts in assisting Caplin & Drysdale with respect to the
Plan of Reorganization process. She may, however, be consulted
by Caplin & Drysdale on other technical issues that may arise in
the course of the case. She will not be involved in the day-to-
day administration of the case.
The Committee describes Professor Warren as a distinguished
academician, with extensive teaching experience and numerous
publications in the field of bankruptcy law.
To avoid conflicts with Caplin & Drysdale's numerous non-
bankruptcy clients, Professor Warren will not be a member of the
firm, an associate of the firm, or maintain an of counsel
relationship with the firm.
Professor Warren will maintain her own time records in
compliance with the Court's Administrative Order. To facilitate
the administrative process and to minimize Professor Warren's
administrative time, in light of her limited role, Caplin &
Drysdale will incorporate her time entries in its billing
statement and will bill for Professor Warren's services as part
of Caplin & Drysdale's monthly and quarterly fee applications.
In support of this Application, Professor Warren avers to Judge
Farnan that she is a "disinterested" person within the meaning
the Bankruptcy Code and Rules, and neither holds nor represents
any interest adverse to these estates or the Committee on the
matters for which employment is sought.
Professor Warren proposed that she will charge the estates $675
per hour for her work in these cases.
The U. S. Trustee Says No Need
Donald F. Walton, the Acting United States Trustee for Region 3,
by and through his counsel Frank J. Perch of the Wilmington
office, objects to the Committee's request. The UST tells Judge
Farnan that the Committee is already represented by several
highly compensated professionals, including lead counsel Caplin
& Drysdale which averred in its retention application that it
was well qualified to represent the interests of the Committee.
What Particular Expertise or Knowledge?
The Application is deficient, the UST says, in that it does not
explain what particular expertise and knowledge Professor Warren
brings to the case that is not present elsewhere among the
professionals already representing the Committee. Although
Professor Warren is a well-known and highly regarded legal
scholar, her background does not indicate a significant amount
of research or writing focusing on mass tort bankruptcies.
$675 an Hour?
The UST charges that the Application does not set forth the
basis for the proposed compensation rate of $675 per hour.
What Conflicts?
The Application recites that Prof. Warren will not be a member,
associate or of counsel to the Caplin & Drysdale firm "to avoid
conflicts with Caplin & Drysdale's numerous non-bankruptcy
clients." In order to fully evaluate whether the retention of
Professor Warren is appropriate under sections 101(14) and 1103,
and to determine whether the retention of Professor Warren
raises any issues as to the disinterestedness of Caplin &
Drysdale, the UST wants those "conflicts" to be described.
Is Harvard Being Paid Too?
The UST observes that the Application does not indicate whether
Prof. Warren is required to share any compensation with Harvard
University for outside engagements or whether Harvard has any
other financial interest in Prof. Warren's employment, and the
Application does not indicate whether Harvard has any other
connection with the Debtor or the case that may have an impact
on disinterestedness.
Is The Billing Being Allocated Among Cases?
Caplin & Drysdale has filed similar applications to retain Prof.
Warren in each of the asbestos-related bankruptcy cases in this
District and elsewhere nationwide where Caplin & Drysdale is
counsel to the asbestos claimants' committee. It is highly
likely that the services to be rendered by Professor Warren will
be applicable to many or all of these cases. However, the
Application does not explain how the billings for Prof. Warren's
services will be allocated among the numerous cases in which
Caplin & Drysdale is involved.
The UST objects to approval of the Application until the above-
identified deficiencies are corrected and parties in interest
have an opportunity to review and comment on the amended
Application.
The UST says that he leaves the Committee to its burden and
reserves all discovery rights, asking that Judge Farnan deny the
Application. (Armstrong Bankruptcy News, Issue No. 13;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
AUXER GROUP: Auditors Cast Doubt on Ability to Continue Business
----------------------------------------------------------------
The Auxer Group has formed 2 groups with focuses on
telecommunications and automotive industries.
The Auxer Group is a holding company that has a
Telecommunications Group that consists of two active
subsidiaries, CT Industries, a wholesale distributor of prepaid
phone cards, and Auxer Telecom Inc., which provides
telecommunication services from telecommunications carriers to
the telecommunications industry. The telecommunication group
accounted for 84.4% of the revenue in 2000 and 10.5% of revenue
in 2000 on a proforma basis less Clifton Telecard Alliance.
Additionally, Auxer owns an automotive group with 2 active
subsidiaries: The Harvey Westbury Corporation Inc. and Hardyston
Distributors, Inc. Harvey Westbury assembles and packages
automotive accessories under the name, easy test, sells engine
treatment under the name Formula 2000 Ultimate, and sells waxes
and polishes under the name Garry's Royal Satin to the
automotive, marine, and aviation industries. Hardyston
Distributors, Inc. is a specialty distributor of automotive
parts and accessories to local mechanics, service stations, and
dealers. The automotive group accounted for 15.6% of revenue in
2000 and 89.5% of revenue in 2000 on a proforma basis less
Clifton Telecard Alliance.
The Auxer Group Inc.'s financial statements for the years ended
December 31, 1999 and 2000 have been prepared on a going concern
basis. The issuance of a going concern opinion by the auditors
indicates that the auditors have substantial doubt about the
Auxer Group's ability to continue as a going concern. The Auxer
Group incurred net losses of $7,624,650 for period from April
18, 1995 to December 31, 2000.
These factors indicate that the Auxer Group's continuation, as a
going concern is dependent upon its ability to obtain adequate
financing. If the Company is unable to obtain adequate financing
necessary to support its ability to continue its operations,
advance its plan of operations, increase its sales, increase its
inventory and working capital, the Auxer Group would be
substantially limited. If the Auxer Group is unable to properly
fund its plan of operations, the Auxer Group's continuation
would be jeopardized. Management's plan to overcome its
financial difficulties consists of raising additional capital
and increasing revenues from its subsidiaries. At this point,
the Auxer Group has no definite plans to raise money.
AVERY COMMS: Sept. 30 Balance Sheet Upside-Down by $2.3 Million
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Avery Communications, Inc. (OTC Bulletin Board: ATEX), a
provider of outsourced billing and customer care solutions,
announced financial and operational results for the quarter
ended September 30, 2001. The results for the third quarter of
2001 reflect the acquisition of substantially all of the assets
of OAN Services, Inc., on August 3, 2001.
On revenue of $12.5 million, Avery earned $0.8 million in
operating income, excluding a $0.4 million non-recurring charge,
and incurred a $2.0 million net loss compared with revenue of
$9.7 million, operating income of $1.2 million and net earnings
of $1.0 million from continuing operations in the third quarter
of 2000.
Revenue increased 29% in the third quarter of 2001 compared to
the third quarter of 2000, due to the effect of the OAN Services
acquisition offset by a decline in telephone call records
processed and billed on behalf of direct dial long distance
carriers. The reduction in call record throughput reflected the
overall depressed condition of the telecommunication market
during this quarter. Excluding the effect of the acquired
business, revenue would have declined by 17%.
Operating expenses for the third quarter of 2001 were $3.2
million, compared with $1.5 million in 2000. Operating expenses
during the third quarter of 2001 included $1.3 million of
expenses from OAN and additional provisions of $0.4 million to
reserves for uncollectible notes receivable. Without such items,
operating expenses would have been $1.5 million in the third
quarter of 2001, level with last year.
Total non-recurring charges during the third quarter of 2001
were $3.5 million. The non-recurring charges related to a $2.2
million write off of an investment in another entity and $1.3
million of provisions to reserves for notes receivable. Of
these charges, $0.4 million reduced operating income and the
remaining $3.1 million were classified as non-operating
expenses. Excluding all non-recurring expenses, the Company
would have earned $1.5 million in the third quarter of 2001.
According to Patrick J. Haynes, III, Chairman and Chief
Executive Officer, "We accomplished a major strategic objective
during the third quarter with the acquisition of OAN, but $3.5
million of non-recurring charges in the quarter adversely
affected our results. With these one-time charges behind us and
with our progress in assimilating the OAN business, we expect to
show favorable comparisons with future quarterly results."
For the nine months ended September 30, 2001, Avery recorded
revenue of $29.1 million, operating income of $2.6 million,
excluding the $0.4 million non-recurring charge from the third
quarter, and incurred a $0.9 million net loss from continuing
operations, compared to revenue of $27.4 million, operating
income of $3.3 million and net income of $2.5 million from
continuing operations during the first nine months of 2000.
Excluding all non-recurring charges incurred during the third
quarter of 2001, net income would have been $2.6 million during
the nine-months ended September 30, 2001.
Avery held $17.7 million of cash at September 30, 2001, compared
to $6.7 million at December 31, 2000. Large fluctuations in
daily cash balances are normal due to substantial fluctuations
in in-coming call records and cash collections from previously
billed call records.
Mr. Haynes added, "While we are not satisfied with the Company's
performance during the first nine months, we are encouraged that
the OAN Services acquisition will improve our earnings and cash
flow despite the deterioration of the telecom business climate.
We are well positioned to capitalize on any improvements in the
market, and we will continue to pursue acquisition opportunities
which can improve our market share and leverage our existing
operations."
Avery is a technology based service company which is engaged in
outsourced customer care and billing services for the
telecommunications and other industries. Avery, through its
wholly owned subsidiaries, HBS Billing Services, Inc., based in
San Antonio, Texas and ACI Communications, Inc., in Northridge,
California, provides telecommunication billing and collection
clearinghouse services for inter-exchange carriers and long-
distance resellers. The clearinghouse operations maintain
billing arrangements with approximately 1,300 telephone
companies that provide access lines to, and collect for services
from, end-users of telecommunication services. Information
available on the World Wide Web:
http://www.averycommunications.comor http://www.hbsltd.com
At the end of September, Avery Communications recorded
stockholders' equity deficit of $2.3 million. Also, at the same
date, the company suffered strained liquidity as its balance
sheet showed current liabilities exceeding current assets by
over $9 million.
BENEDEK COMMS: S&P Drops Ratings to D on Likely Covenant Breach
---------------------------------------------------------------
Standard & Poor's lowered its corporate credit ratings on
Benedek Communications Corp. and Benedek Broadcasting Corp. to
'D' from double-'C', and its subordinated debt rating on Benedek
Communications to 'D' from single-'C'. These ratings are removed
from CreditWatch.
Standard & Poor's double-'C' senior secured bank loan rating on
Benedek Broadcasting and its single-'C' preferred stock rating
on Benedek Communications remain on CreditWatch, where they were
placed with negative implications on June 7, 2001 based on
liquidity and covenant compliance concerns.
The rating actions follow Benedek's announcement that it will
not be making the November 15, 2001, payment on its senior
subordinated discount notes in a timely manner. Benedek has been
in violation of bank credit facility financial covenants since
June 30, 2001, which has prompted the company's senior lenders
to block the subordinated debt interest payment. Standard &
Poor's does not expect that Benedek's senior lenders will lift
the payment ban within the 30-day grace period the company has
in which to cure the payment default. Standard & Poor's will
continue to monitor the situation as the company proceeds with
bank and noteholder negotiations.
Ratings Lowered and Removed from Creditwatch
Ratings
Benedek Communications Corp. To From
Corporate credit rating D CC
Subordinated debt D C
Benedek Broadcasting Corp.
Corporate credit rating D CC
Ratings Remaining On Creditwatch With Negative Implications
Benedek Communications Corp. Ratings
Preferred stock rating C
Benedek Broadcasting Corp.
Senior secured debt CC
BURLINGTON INDUSTRIES: Intends to Pay $5.8MM of Critical Claims
---------------------------------------------------------------
Burlington Industries, Inc., and its debtor-affiliates seek
authority from Judge Walsh to pay -- in their sole discretion
and subject to conditions they may deem appropriate --
prepetition claims of certain critical vendors and service
providers.
In the ordinary course of the Debtors' businesses and their
manufacturing processes, John D. Englar, Burlington's Senior
Vice President, Corporate Development and Law, explains the
Debtors regularly obtain goods and services from three types of
Critical Vendors:
(1) Processor Claims -- In the day-to-day operation of
their businesses, the Debtors rely on certain outside processors
that: (a) receive work in process from the Debtors; (b) perform
processing necessary to finish the Debtors' products to the
Debtors' specifications; and (c) in some cases, ship the
processed materials or finished products to the Debtors or their
customers. As a result, the Processors have possession of the
Debtors' materials or products in the ordinary course of their
businesses. As of the Petition Date, many of the Processors had
claims for goods and services previously provided to the Debtors
It is essential for the Debtors' continuing business
viability and the success of their reorganization efforts that
they maintain the reliable and efficient flow of goods through
their manufacturing and distribution systems. In most cases,
goods are moved through these integrated systems on a "just in
time" basis -- i.e., the Debtors' manufacturing facilities or
customers receive goods only as and when needed. Unless the
Debtors continue to receive and deliver work in process,
supplies and finished products on a timely basis and without
interruption, certain of their manufacturing operations (or
their customers' operations) may be forced to shut down in the
immediate postpetition period, thereby causing potentially
irreparable damage to the Debtors' businesses and their
reorganization efforts.
If the Debtors fail to pay the Processor Claims, the
Debtors believe that many Processors may stop providing their
essential goods and services to the Debtors. Given the
importance of moving goods quickly through the Debtors'
manufacturing and distribution systems, even the slightest delay
in receiving goods and services from Processors could cause a
substantial disruption to the Debtors' operations, potentially
delaying shipments to customers, damaging the Debtors' business
reputation and undermining the Debtors' ability to generate
ongoing operating revenue. Even if suitable alternative
processors were available, the time necessary to identify these
replacement providers and integrate them into the Debtors'
operations likely would cause a significant disruption to the
Debtors' manufacturing and distribution systems in the short
term and potentially would require the idling of certain
facilities for a period of time. Accordingly, it is imperative
that the Debtors be authorized to pay the Processor Claims to
(a) ensure that the essential goods and services provided by the
Processors are available to the Debtors without interruption and
(b) preserve to the fullest extent possible the value of the
Debtors' businesses for the benefit of all stakeholders.
Moreover, the Debtors' failure to pay the Processor
Claims may result in the assertion of materialman's or similar
liens by many of the Processors against the Debtors' raw
materials, work in process, supplies and finished products in
the Processors' possession as of the Petition Date. Pursuant to
section 362(b)(3) of the Bankruptcy Code, the act of perfecting
such Liens, to the extent consistent with section 546(b) of the
Bankruptcy Code,' is expressly excluded from the automatic stay
otherwise imposed by section 362(a) of the Bankruptcy Code.
Moreover, to protect their asserted lien rights, the Processors
may refuse to release goods in their possession unless and until
their prepetition claims for processing have been satisfied.
Therefore, notwithstanding the automatic stay imposed by section
362 of the Bankruptcy Code, many of the Processors (a) may be
entitled to assert and perfect Liens against the Debtors'
property, which would entitle them to payment ahead of other
general unsecured creditors in any event; and (b) may hold the
property subject to the asserted Liens pending payment of their
prepetition claims, to the direct detriment of the Debtors and
their respective estates.
The Debtors estimate that, as of the Petition Date,
the aggregate amount of Processor Claims was approximately
$350,000.00.
(2) Single Source Vendor Claims
Certain essential raw materials, supplies and other
goods and services required to manufacture the Debtors' products
are available only from a single supplier. Because the Debtors
do not have any viable alternatives to obtain substitute goods
or services from other suppliers, the Debtors have determined
that they must be able to satisfy the prepetition claims of the
Single Source Vendors to ensure that these essential Single
Source Goods will continue to be available to them without
interruption.
In many cases, no other manufacturer or supplier can
supply the required Single Source Goods in any form. For
example, certain types of dye that are essential to the Debtors'
manufacturing process cannot be obtained elsewhere. Similarly,
other Single Source Vendors supply the Debtors with unique or
specially-processed products or services -- including specially
dyed fibers and fabrics -- that are made or provided to the
Debtors' exact specifications.
Certain of the Single Source Vendors sell the Single
Source Goods to factors who, in turn, sell the Single Source
Goods directly to the Debtors. Because the Debtors can obtain
these Single Source Goods only through the Factors, certain of
the Single Source Vendor Claims that the Debtors seek authority
to pay actually will be claims by Factors on account of their
prepetition provision of Single Source Goods and will be
satisfied by payments to the applicable Factor, rather than
directly to the applicable Single Source Vendor.
In other cases, substitute goods from other potential
suppliers technically are available, but these alternate
suppliers cannot provide Single Source Goods that meet the
Debtors' requirements for quality, quantity or reliability, or
cannot ensure availability on a cost-efficient and timely basis
in the appropriate geographic areas, particularly where such
goods must be provided without delay to meet "just in time"
schedules. As a result, the Debtors cannot rely on these
alternate sources to supply Single Source Goods. For example,
the use of raw materials of inferior or inconsistent quality
would undermine the Debtors' ability to maintain the high
quality standards of their products that are necessary to (a)
meet their customers' longstanding expectations and (b) preserve
the value of the Debtors' estates. Likewise, the Debtors cannot
rely on alternate suppliers of high quality goods if these
suppliers lack the capability to produce the necessary products
in sufficient quantities -- and to distribute those products to
the Debtors' various facilities in a timely fashion -- to permit
the Debtors to maintain their manufacturing operations without
interruption.
For these reasons, the Debtors believe that any
interruption in the supply of Single Source Goods would
immediately jeopardize their ability to maintain their
manufacturing operations and, in turn, generate revenues.
Moreover, even a temporary disruption in the Debtors'
manufacturing operations would result in the Debtors' failure to
meet their supply commitments to customers and thus may
irreparably damage the Debtors' critical customer relationships.
Under these circumstances, the Debtors believe that it is
essential to pay the Single Source Vendor Claims to ensure that
the Single Source Goods continue to be supplied without
interruption on a postpetition basis.
Moreover, a significant portion of the Single Source
Vendor Claims relates to purchases of goods on credit in the
days immediately preceding the Petition Date. As such, the
Debtors believe that certain of these claims may be subject to
treatment and payment as reclamation claims, pursuant to section
2-702 of the Uniform Commercial Code and section 546(c) of the
Bankruptcy Code. Because such reclamation claims ultimately may
be paid or otherwise satisfied from assets of the Debtors'
estates, the payment of such claims pursuant to this Motion
would not deplete the Debtors' assets generally available to
other creditors. Further, by paying the Single Source Vendor
Claims pursuant to this Motion, the Debtors can avoid the
administrative costs typically associated with reconciling and,
if necessary, litigating reclamation claims.
The Debtors estimate that, as of the Petition Date,
the aggregate amount of Single Source Vendor Claims was
approximately $3,700,000.00.
(3) International Vendors
In the ordinary course of their businesses, the
Debtors purchase a variety of critical goods and services from
international vendors. For example, in connection with their
operations in Mexico, the Debtors rely on a variety of local
vendors and service providers to provide goods and services
relating to the production and finishing of certain of the
Debtors' products.
On the Petition Date, certain of the International
Vendors had outstanding claims for goods and services previously
provided to the Debtors. If these International Vendor Claims
are not paid, there is a significant risk that certain of the
International Vendors will refuse to honor existing contracts
and pending orders and, thereby (a) disrupt the Debtors'
businesses and (b) damage the Debtors' relationships with
customers whose orders go unfilled. Under these circumstances,
the Debtors would experience a disruption of their businesses,
to the direct detriment of their reorganization efforts.
Accordingly, the Debtors believe that it is critical to pay the
International Vendor Claims to avoid any disruption to their
businesses and customer relationships arising from the failure
of the International Vendors to provide previously ordered goods
and services.
The Debtors estimate that, as of the Petition Date,
the aggregate amount of the International Vendor Claims was
approximately $1,800,000.00.
To maximize the benefits to the Debtors' estates, the Debtors
propose to condition the payment of each Critical Vendor Claim
on such terms, if any, as the Debtors deem necessary, in the
Debtors' sole discretion, to ensure that the holder of such
claim will continue to supply goods or services to the Debtors
after the Petition Date on the terms and in the manner that such
goods or services were provided prior to the Petition Date (or
such other terns as the Debtors determine to be necessary).
(Burlington Bankruptcy News, Issue No. 1; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
BURNHAM PACIFIC: Amends Deal to Sell Assets to Pacific Retail
-------------------------------------------------------------
Burnham Pacific Properties, Inc. (NYSE: BPP) announced that its
agreement to sell eighteen properties to Pacific Retail, L.P.
has been amended. Under the terms of the amendment, among other
things, Pacific Retail terminated the agreement with respect to
the sale of the Margarita Plaza and Palms to Pines centers and
forfeited the pro rata portions of its deposit allocated to
those properties.
In addition, the Company announced that a third party has
exercised its right of first refusal with respect to the
Company's membership interest in the ownership of Ladera Center.
As a result of the amendment, the Company now expects to sell a
total of fifteen assets to Pacific Retail for an aggregate
purchase price of approximately $149.5 million, and the earnest
money deposit paid by Pacific Retail was increased from $2.75
million to $4.98 million. The sale of ten of the fifteen
properties is expected to close on or before December 20, 2001,
and the sale of the remaining five properties is expected to
close as soon as practicable following the receipt of all
necessary ground lessor and lender approvals.
Burnham Pacific Properties, Inc. is a real estate investment
trust (REIT) that focuses on retail real estate. More
information on Burnham may be obtained by visiting the Company's
web site at http://www.burnhampacific.com
Pacific Retail, L.P. is owned by affiliates of P. O'B.
Montgomery & Company and Apollo Real Estate Advisors. P. O'B.
Montgomery & Company, based in Dallas, Texas, is an owner,
operator and developer of neighborhood and community shopping
centers, currently owning and operating approximately
2.5 million square feet of shopping centers. Apollo Real Estate
Advisors is a real estate investment firm with extensive
experience in all facets of real estate ownership, development
and management. Since its inception in 1993, Apollo through its
real estate investment funds has invested over $3.7 billion of
equity in over 190 transaction with an aggregate purchase price
of $9.5 billion. P. O'B. Montgomery and Apollo currently
jointly own and operate 18 shopping centers. The agreement
between Burnham and Pacific Retail provides that Pacific Retail
will assign the agreement before closing to a venture expected
to include P. O'B. Montgomery, Apollo and GE Capital
Corporation.
CAMBEX CORP: Inks Pact to Acquire All Assets of Super PC Memory
---------------------------------------------------------------
Cambex Corporation (OTCBB: CBEX), a leading supplier of memory
products and Storage Area Network (SAN) solutions for the
enterprise, and privately-held Super PC Memory, Inc., a provider
of memory products for servers, workstations, and personal
computers, has announced that they have signed a letter of
intent that covers the acquisition of all of the outstanding
shares of Super PC Memory by Cambex Corporation. Under the
terms of the letter of intent, Super PC Memory will become a
wholly owned subsidiary of Cambex.
Joseph F. Kruy, Chairman and CEO of Cambex said, "Cambex's broad
product lines in the Storage Area Network and high-end memory
marketplace will be well complemented by the memory products and
the excellent sales and distribution capabilities of Super PC.
The synergism between the two companies and their excellent
reputation for quality and customer support are a winning
combination for our customers and our shareholders."
Son Pham, President of Super PC Memory stated, "We are very
pleased to become a part of Cambex Corporation. Cambex has a
history of technological innovation and unparalleled customer
satisfaction in the storage industry. Combining the high end
storage and memory products of Cambex with our current memory
product line will allow our customers to receive total storage
and memory solutions from a single source."
Founded in 1991, Super PC Memory provides memory upgrades to a
customer base that includes resellers, Fortune 1000
corporations, mid-range businesses and government institutions.
Super PC Memory combines immediate product availability, in-
depth service and support, and quality product upgrades to
achieve a high level of customer satisfaction. Super PC Memory
had more than $20 million in revenue in the last 12 months
ending September 30, 2001. The company maintains offices in
Irvine, California and Westminster, Colorado.
The terms of the letter of intent were not disclosed. The
closing of the transaction is subject to the execution of a
definitive agreement between the parties, approval by their
respective Boards of Directors, and the satisfactory completion
of due diligence and other conditions. The companies expect
that the transaction will close by the end of 2001.
Cambex, headquartered in Waltham, Ma has been supplying high-
performance, high-availability storage and memory solutions for
over 30 years. The company's solutions include Fibre Channel
infrastructure products and disk array systems for building
heterogeneous storage area networks as well as memory for
enterprise servers. Cambex products have been installed in over
1000 data centers worldwide. Cambex can be reached at (781)
890-6000 or on the World Wide Web at http://www.cambex.com
Super PC Memory, Inc., headquartered in Irvine, California has
been supplying high quality memory upgrades for over 10 years.
Super PC Memory's products today include memory upgrade
solutions for servers, routers, workstations, desktop PCs,
notebooks, and printers. Super PC Memory can be reached at
(303) 427-2600 or on the World Wide Web at
http://www.superpc.com
* * *
Liquidity and Capital Resources
Cambex Corp. has suffered substantial recurring losses from
operations for the last five consecutive years. Consequently,
its ability to continue as a going concern, is dependent upon
several factors including, but not limited to its ability to
generate revenues in significantly greater amounts than in the
past two fiscal years, its ability to raise additional capital
and the assumption that certain of its lenders will accept
shares of common stock instead of cash in satisfaction of its
obligations. The company's working capital deficit is a
significant threat to its ability to continue as a going
concern.
The company's management has been active in establishing new
strategic alliances that it believes will result in increases in
revenues in the future through the sale of a greater volume of
products. Management has also been active in trying to secure
additional capital. However, the management cannot give any
assurances that the actions taken to date will increase revenues
or raise additional capital.
At September 29, 2001, Cambex's balance sheet shows that the
company's liquidity is strained, with current liabilities
exceeding current assets by over $7 million. Also, the company
is insolvent with a stockholders' equity deficit of $8.5
million.
CHAPARRAL: Continues Talks to Restructure Shell Capital Loan
------------------------------------------------------------
Chaparral Resources, Inc. (OTC Bulletin Board: CHAR) announced
its financial results for the third quarter 2001 and ongoing
discussions to restructure its loan agreement with Shell
Capital, Inc., which is currently in default.
Chaparral reported a loss of $5.77 million for the quarter ended
September 30, 2001. This compares to a loss of $23.03 million
for the quarter ended September 30, 2000. The $17.26 million
decrease in Chaparral's net loss relates to a $20.34 million
non-recurring, non-cash interest charge on the September 21,
2000 conversion of $20.85 million of notes, plus accrued
interest, into 11,690,259 shares of Chaparral's common stock.
Chaparral also recognized a non-recurring interest charge of
$4.37 million in the current quarter on the previously reported
transfer to Shell Capital of a 40% net profits interest in its
subsidiary, Central Asian Petroleum (Guernsey), Ltd., as a
result of Chaparral's failure to repay a $3.15 million bridge
loan to Shell Capital due on or before September 30, 2001.
Chaparral's equity income from investment was $1.21 million for
the quarter ended September 30, 2001, compared to equity income
of $736,000 for the quarter ended September 30, 2000. During
the third quarter 2001, KKM sold approximately 385,000 barrels
of crude oil, recognizing $6.92 million in revenue, or $17.96
per barrel. Associated operating costs were $812,000, or $2.11
per barrel, and associated transportation costs were $1.23
million, or $3.21 per barrel. KKM had approximately 226,000
barrels of crude oil in inventory as of September 30, 2001.
During the third quarter of 2000, KKM sold approximately 183,000
barrels of crude oil, recognizing $4.34 million in revenue, or
$23.72 per barrel. Associated operating costs were $1.52
million, or $8.31 per barrel, and associated transportation
costs were $714,000, or $3.90 per barrel.
For the nine months ended September 30, 2001, Chaparral reported
a loss of $11.43 million compared to a loss of $26.36 million
for the nine months ended September 30, 2000. The $14.93
million decrease in Chaparral's net loss primarily relates to
non-recurring interest charges described above from the quarters
ended September 30, 2000 and 2001, respectively, and the impact
of the adoption of SFAS 133, Accounting for Derivative
Instruments and Hedging Activities. Chaparral recognized a loss
of $2.52 million upon adoption of SFAS 133 on January 1, 2001,
and additional losses totaling $607,000 due to the decline in
the fair value of its hedge contracts during the nine months
ended September 30, 2001.
Chaparral's equity income from investment was $4.21 million for
the nine months ended September 30, 2001, compared to equity
income of $1.60 million for the nine months ended September 30,
2000. During the first nine months of 2001, KKM sold
approximately 1.36 million barrels of crude oil, recognizing
$24.91 million in revenue, or $18.34 per barrel. Associated
operating costs were $3.31 million, or $2.44 per barrel, and
associated transportation costs were $5.02 million, or $3.69 per
barrel. KKM had 226,000 barrels of crude oil in inventory as of
September 30, 2001. During the comparable period in 2000, KKM
sold approximately 409,000 barrels of crude oil, recognizing
$8.89 million in revenue, or $21.75 per barrel. Associated
operating costs were $2.32 million, or $5.66 per barrel, and
associated transportation costs were $1.78 million, or $4.36 per
barrel.
As previously reported, although Chaparral is currently in
default of its Loan with Shell Capital, Shell Capital is not
pursuing any remedies available to it at the present time.
Chaparral is continuing to actively negotiate with Shell Capital
to restructure the terms of the Loan, including obtaining a
waiver of all existing events of default and re-acquiring Shell
Capital's 40% interest in the distributable profits of CAP-G
transferred to Shell Capital as of September 30, 2001. There
can be no assurances, however, Chaparral will be able to re-
negotiate the Loan on acceptable terms, if at all. If Chaparral
is not successful in restructuring the Loan and Shell Capital
does not waive the existing events of default, Shell Capital
could exercise its available remedies under the Loan, including
calling the entire Loan due and payable. If so, Chaparral's
investment in the Karakuduk Field may be lost.
Chaparral Resources, Inc. is an international oil and gas
exploration and production company. Chaparral participates in
the development of the Karakuduk Field through KKM of which
Chaparral is the operator. Chaparral owns a 50% beneficial
ownership interest in KKM with the other 50% ownership interest
being held by Kazakh companies, including KazakhOil, the
government-owned oil company.
COVAD COMMS: Seeks Removal Period Extension Until February 8
------------------------------------------------------------
Covad Communications Group, Inc., and its debtor-affiliates
sought and obtained entry of an order extending the time by
which it may remove civil actions pending as of the petition
date from Courts outside of Delaware to the District of Delaware
for further litigation through and including February 8, 2002.
Christopher J. Lhuiler, Esq., at Pachulski Stang Ziehl Young &
Jones, P.C. in Wilmington, Delaware, submits that the extension
sought will afford the Debtor an additional opportunity to make
fully informed decisions concerning removal of any pre-petition
action and will assure the Debtor's adversaries will not be
prejudiced by such an extension.
The Debtor believes that it is prudent to seek an extension to
protect its rights to remove pre-petition actions. The Debtor
submits that the relief requested is in the best interest of the
Debtor, its estate and its creditors because it will maximize
the debtor's likelihood of a successful reorganization. (Covad
Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
EBT INTERNATIONAL: Sets Initial Liquidation Distribution Payout
---------------------------------------------------------------
eBT International, Inc. (Nasdaq: EBTI) announced that the
initial cash distribution under the plan of complete liquidation
and dissolution approved by its shareholders on November 8, 2001
will be $ 3.00 per share. The payment will be made on December
13, 2001 to shareholders of record at the close of business on
December 7, 2001. The Company previously indicated that the
initial distribution would be at least $ 2.75 per share.
The Company has also announced an increase in the minimum total
net proceeds estimated to be available for distribution to
shareholders over the liquidation period to approximately $ 3.25
per share from $ 3.20 per share. The first of the periodic
additional payments totaling approximately $ .25 per share are
expected to commence in 2002, subject to the conditions set
forth in the October 3, 2001 proxy statement.
The Company also announced that it has put in place a share
buyback program and may repurchase up to 5 million shares of
common stock. The share repurchases will be made in open market
transactions, from time to time, subject to guidelines set by
the Company's Board of Directors. Adams, Harkness & Hill,
Boston, MA, has been appointed as the Company's agent for the
share repurchase program.
Prior to May 23, 2001, eBT developed and marketed enterprise-
wide Web content management solutions and services. The
Company's shareholders approved a plan of complete liquidation
and dissolution on November 8, 2001, and a certificate of
dissolution was filed with the state of Delaware on November 8,
2001.
EXODUS COMMS: Taps Logan & Co. as Noticing & Balloting Agent
------------------------------------------------------------
Exodus Communications, Inc., and its debtor-affiliates sought an
obtained authorization to employ and retain Logan & Company,
Inc., as noticing and balloting agent of the Court for Logan to:
A. serve as the Court's notice agent to mail notices to the
estates' creditors and parties in interest,
B. provide computerized claims, objection and balloting database
services, and
C. provide expertise and consultation and assistance in
connection with claim processing, ballot processing and
other administrative matters with respect to the Debtors'
bankruptcy cases.
Mark S. Chehi, Esq., at Skadden Arps Slate Mreagher & Flom, LLP,
in Wilmington, Delaware, tells the Court that the Debtors have
numerous creditors, potential creditors and parties in interest
to whom certain notices must be sent. Mr. Chehi relates that the
size of the Debtors' creditor body makes it impracticable for
the Debtors to undertake that task and send notices to the
creditors and other parties in interest. The Debtors submit that
the most effective and efficient manner by which to provide
notice and solicitation in these cases is to engage an
independent third party to act as an agent of the Court.
Mr. Chehi informs the Court that Logan is a data processing firm
that specializes in noticing, claims processing, voting and
other administrative tasks in chapter 11 cases. The Debtors wish
to engage Logan to send out certain designated notices and
maintain claims files and a claims and voting register. The
Debtors believe that such assistance will expedite service of
notices, streamline the claims administration process and permit
the Debtors to focus on their reorganization efforts. The
Debtors submits that Logan is well-qualified to provide such
services, expertise, consultation and assistance.
Kathleen M. Logan, President of Logan & Co., Inc., relates that
under the Logan Agreement, Logan will perform these services as
the Claims, Noticing and Ballot Agent:
A. Prepare and serve required notices in these chapter 11 cases,
including:
1. A notice of commencement of these chapter 11 cases and
the initial meeting of creditors under section 341(a)
of the Bankruptcy Code;
2. A notice of the claims bar date;
3. Notices of objections to claims;
4. Notices of any hearings on a disclosure statement and
confirmation of a plan of reorganization; and
5. Such other miscellaneous notices as the Debtors or the
Court may deem necessary or appropriate for an orderly
administration of these chapter 11 cases;
B. Within five business days after the service of a particular
notice, file with the Clerk's Office an affidavit of
service that includes:
1. a copy of the notice served,
2. an alphabetical list of persons on whom the notice was
served, along with their addresses, and
3. the date and manner of service;
C. Maintain copies of all proofs of claim and proofs of interest
filed in these cases;
D. Maintain official claims registers in these cases by
docketing all proofs of claim and proofs of interest in a
claims database that includes the following information for
each such claim or interest asserted:
1. The name and address of the claimant or interest holder
and any agent thereof, if the proof of claim or proof
of interest was filed by an agent;
2. The date the proof of claim or proof of interest was
received by Logan and/or the Court;
3. The claim number assigned to the proof of claim or proof
of interest; and
4. The asserted amount and classification of the claim;
E. Implement necessary security measures to ensure the
completeness and integrity of the claims registers;
F. Transmit to the Clerk's Office a copy of the claims registers
on a weekly basis, unless requested by the Clerk's Office
on a more or less frequent basis;
G. Maintain a current mailing list for all entities that have
filed proofs of claim or proofs of interest and make such
list available upon request to the Clerk's Office or any
party in interest;
H. Provide access to the public for examination of copies of the
proofs of claim or proofs of interest filed in these cases
without charge during regular business hours;
I. Record all transfers of claims pursuant to Bankruptcy Rule
3001(e) and provide notice of such transfers as required;
J. Comply with applicable federal, state, municipal and local
statutes, ordinances, rules, regulations, orders and other
requirements;
K. Provide temporary employees to process claims, as necessary;
L. Promptly comply with such further conditions and requirements
as the Clerk's Office or the Court may at any time
prescribe;
M. Provide balloting and solicitation services, including
preparing ballots, producing personalized ballots and
tabulating creditor ballots on a daily basis; and
N. Provide such other claims processing, noticing, balloting and
related administrative services as may be requested from
time to time by the Debtors.
In addition, the Debtors seek to employ Logan to assist it with
the preparation of their schedules, statements of financial
affairs and master creditor lists, and any amendments thereto
and the reconciliation and resolution of claims.
In her affidavit in support of employment, Ms. Logan represents
that:
A. Logan will not consider itself employed by the United States
government and shall not seek any compensation from the
United States government in its capacity as the Claims,
Noticing and Balloting Agent in these chapter 11 cases;
B. By accepting employment in these chapter 11 cases, Logan
waives any rights to receive compensation from the United
States government;
C. In its capacity as the Claims, Noticing and Balloting Agent
in these chapter 11 cases, Logan will not be an agent of the
United States and will not act on behalf of the United
States; and
D. Logan will not employ any past or present employees of the
Debtors in connection with its work as the Claims, Noticing
and Balloting Agent in these chapter 11 cases.
Ms. Logan relates that they have assisted and advised numerous
chapter 11 debtors in connection with noticing, claims
administration and reconciliation and administration of plan
votes, including Montgomery Ward, Einstein/Noah Bagel Corp.,
Eagle Food Centers, Philip Servs., and Favorite Brands Int'l
Holding Corp.
The Debtors request that the fees and expenses of Logan incurred
in the performance of the above-mentioned services be treated as
an administrative expense of the Debtors' chapter 11 estates and
be paid by the Debtors in the ordinary course of business. For
all of these reasons, the Debtors believe that the retention of
Logan as the Claims, Noticing and Balloting Agent is appropriate
and is in the best interests of the Debtors and their estates
and creditors. (Exodus Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service, Inc., 609/392-0900)
FANSTEEL INC: May File for Bankruptcy Protection before Dec. 15
---------------------------------------------------------------
Fansteel Inc. (NYSE: FNL) announced that the results of the
Company in the quarter ended September 30, 2001 were a net loss
of $80,380,000 reflecting a loss from discontinued operations
for the third quarter of $78,500,000 and a net loss from
continuing operations of $1,880,000. For the third quarter of
2000, the Company reported net income of $1,609,000. The
results for the most recent quarter reflect both charges and
reserves relating to the Company's processing plant and planned
operations at Fansteel's facility in Muskogee, Oklahoma and from
operating losses in several areas of the Company's business.
The third quarter loss, charges and reserves have resulted in
defaults of various provisions of its principal credit facility.
The lenders under that facility gave Fansteel notice Monday that
they have cancelled their commitments to advance funds and issue
letters of credit under that facility and declared interest,
principal and other amounts payable under that facility
immediately due and payable. Although the Company has preferred
to obtain financing outside of a bankruptcy proceeding, such
financing is not available to the Company.
As a result, the Company and its domestic subsidiaries will
likely file on or before December 15, 2001 voluntary petitions
for protection under Chapter 11 of the United States Bankruptcy
Code in order to protect their stakeholders, maximize their
ability to obtain financing and enable them to continue their
day-to-day operations. The Company is engaged in discussions
with a number of lenders to provide additional financing of up
to $25,000,000 as a part of the contemplated Chapter 11
proceedings, and although there is no assurance that the Company
will be able to secure such financing, it is confident that it
will obtain such financing.
Gary L. Tessitore, Chairman and Chief Executive Officer, said,
"The Company's businesses continue to be fundamentally sound,
and we are optimistic that we can successfully restructure our
business as a going concern. The deterioration in our cash flow
this year is a result of the general decline in the economy,
which has been exacerbated by the September 11th events."
Muskogee Commercial Processing
Fansteel ceased its Metal Products business segment at its
facility in Muskogee, Oklahoma in 1989. The Nuclear Regulatory
Commission (NRC) had licensed that facility in 1967. As of the
1989 cessation, various radioactive materials remained on the
Muskogee site. Under regulations enacted in 1988, the Company
is required to obtain the approval of the NRC of a
decommissioning plan (DP) and a decommissioning funding plan
(DFP) to remediate all radioactive materials and to provide
financial assurances relating thereto. In 1997, the NRC in
connection with the Company's proposed DP approved an amendment
to the Muskogee license. The amended license authorized
Fansteel to construct a processing plant which, when operable
was designed to extract commercially valuable materials such as
tantalum and scandium from certain of the radioactive residues
and cause the resulting new residues to be disposed of off the
Muskogee site. It was contemplated that approximately 10 years
would be needed to process and remediate all of the prior
radioactive residues, other than the soils underlying such
residues. Thereafter, Fansteel's proposed DP requested NRC
approval for the construction of an on- site concrete-based
containment cell into which the contaminated soils would be
placed. The Company posted $4.5 million in letters of credit
with the NRC as financial assurance for its DP responsibilities.
Pilot production from the plant began in late 1999; however,
production problems were encountered, and, to date, processing
at commercially viable production levels has not been achieved.
Exacerbating the processing problems and the additional costs
related thereto was the recent severe decline in the market
price of tantalum. As a consequence, Fansteel has concluded
that at the present time, aggregate projected revenues in the
processing operation at the site would be insufficient to
recover operating costs (including depreciation) of the facility
and has, therefore, suspended its effort to commence commercial
processing. The Company, at the present time, does not
anticipate commencing commercial operations at the processing
plant. Instead, the Company currently intends to decommission
the Muskogee site by off-site disposal of contaminated materials
and soils.
The determination not to operate the Muskogee processing plant
requires that the Company take a third quarter pre-tax loss from
discontinued operations of $83,500,000 ($78,500,000 after tax),
which represents a charge off of $31.5 million in the third
quarter representing the construction, equipment and pilot
production costs of the processing facility and a reserve of $52
million representing current estimated costs (in addition to the
$4.9 million of existing reserves) for off-site decommissioning
of all contaminated residues and soils. Any revisions to the
Company's current proposed DP and DFP will require NRC approval.
Fansteel will continue to expend such funds (currently estimated
to be $1 million per year) at Muskogee as may be necessary to
maintain the safety and security of the Muskogee facility.
Fansteel is exploring several approaches to recommencing
Muskogee processing operations, but there can be no assurance
that the commercial processing operations will commence at any
time.
Fansteel is exploring a range of alternative approaches to
decommissioning the Muskogee site. In that connection, Fansteel
expects that the NRC will request additional financial
assurances covering potential decommissioning costs. Fansteel
does not expect to be in a position to provide such financial
assurance and will request an exemption based on Fansteel's
financial condition. While there is no assurance that such
exemption will be granted, Fansteel understands that such
exemptions have been granted based upon the financial condition
of the recipient.
Third Quarter Operating Results
Fansteel's net sales and net operating loss for the third
quarter 2001 were $33,657,000 and $2,631,000 compared with net
sales and operating income of $38,972,000 and $2,525,000 in the
third quarter 2000. All three of the Company's business
segments experienced sales declines, with the Industrial Tools
business segment sales of tungsten carbide cutting tools
accounting for the majority of the decrease. Lower sales of
investment castings within the Industrial Metal Components
business segment sales also contributed to the decline in the
third quarter 2001. Management attributes the overall sales
decline to the deteriorating U.S. economy.
Existing Credit Facilities
Fansteel's existing principal credit facility provides for
unsecured borrowings of up to $30 million of which $18.9 million
has been drawn on directly or by the issuance of letters of
credit. That facility includes various financial covenants,
including a net worth requirement and financial ratio tests.
The third quarter losses from continuing and discontinued
operations resulted in a default under those covenants and other
provisions. The existing facility also restricts the Company and
its subsidiaries from incurring indebtedness or granting liens
on their assets. On that basis, and because of the potential
claim by the NRC, the Company believes that any financing
available to the Company and its subsidiaries would only be
available through Chapter 11 proceedings.
FEDERAL-MOGUL: Signs-Up Spriggs as Special Insurance Counsel
------------------------------------------------------------
Federal-Mogul Corporation, and its debtor-affiliates ask the
Court for permission to employ Spriggs & Hollingsworth as
special insurance counsel in matters related to Pneumo Abex
Corporation.
The Debtors anticipate that Spriggs, who have been the Debtors'
counsel for issues related to the insurance coverage in matters
related to Abex since January 1999, will provide the legal and
litigation support required by the Debtors in connection with
various asbestos related insurance matters related to Abex.
James J. Zamoyski, the Debtors Senior Vice President and General
Counsel, relates that the partners of Spriggs have represented
the Debtors in connection with their asbestos related insurance
work in matters related to Abex over the past 3 years. In
connection with such representation, Mr. Zamoyski contends that
Spriggs have become uniquely and thoroughly familiar with the
Debtors' business affairs, liability exposures and its related
insurance rights in matters related to Abex.
Stephen A. Klein, a partner at Spriggs & Hollingsworth, presents
these duties of the firm with respect to the engagement:
A. advising the Debtors with respect to their contractual
liability for certain of Abex's post-August 1998
asbestos-related liabilities;
B. Advising the Debtors with respect to their rights to various
insurance coverages in matters related to Abex;
C. taking all necessary action to protect such rights to
insurance coverages and to maximize the Debtors' insurance
recoveries for asbestos-related personal injury, property
damage, and civil conspiracy claims related to Abex;
D. managing the Debtors' relationship and dealings with other
nondebtor entities that have rights and obligations in
connection with such Abex-related asbestos liabilities and
Insurance coverage;
E. negotiating with the relevant insurance carriers to secure
recoveries for such Abex-related asbestos liabilities
through settlements;
F. litigating coverage disputes related to Abex through various
alternative dispute resolution ("ADR") mechanisms and in
federal and state courts;
G. representing the Debtors at hearings to be held before this
Court and communicating with the Debtors regarding issues
related to Abex that may be raised or heard before this
Court, as well as the decisions and considerations of this
Court on matters related to Abex;
H. assisting the Debtors in preparing appropriate legal
pleadings and proposed orders as may be required in support
of positions taken by the Debtors in matters related to Abex,
as well as preparing witnesses and reviewing documents
relevant thereto;
I. assisting in the development of a plan of reorganization,
including advising the Debtors with respect to any claims
handling trusts related to the Abex claims;
J. taking all other necessary actions to preserve and maximize
the value of the Debtors' estates in matters related to
Abex;
K. assisting the U.S. Debtors in responding to certain
creditors' claims related to Abex; and
L. rendering such other services as may be in the bests
interests of the U.S. Debtors in connection with any of the
foregoing, as agreed upon by S&H and the Debtors.
Mr. Klein certifies that the partners, counsel and associates of
Spriggs who will represent the Debtors in connection with the
matters upon which Spriggs is to be retained have extensive
knowledge and expertise in the representation of corporate
clients seeking to maximize their insurance recoveries for toxic
tort, bodily injury and property damage claims under
comprehensive general liability policies. In addition, Spriggs
also has substantial litigation experience with specialty
policies such as Personal Injury Liability policies, and its
members have advised clients concerning offshore, high excess
coverage and with captive reinsurance programs. Mr. Spriggs
submits that Spriggs represents corporate clients in both
negotiation with and litigation against their carriers.
The Debtors believe that Spriggs' continued representation of
the Debtors in connection with their insurance rights in matters
related to Abex, which rights are a substantial asset of the
Debtors' estates, is essential to the Debtors' successful
reorganization and will provide a substantial benefit to the
Debtors and their estates. Thus, the Debtors believe Spriggs is
well-qualified to represent the Debtors as their special
insurance counsel in matters related to Abex.
Mr. Klein informs the Court that Spriggs has not received a
retainer in connection with its representation of the Debtors.
He adds that Spriggs will charge the Debtors for its legal
services on an hourly basis and for reimbursement of all costs
and expenses incurred in connection with these cases. Spriggs
billing rates currently range:
Partners $250 to $365 per hour
Associates $170 to $260 per hour
Paralegals & non-lawyer professionals $100 to $210 per hour
Mr. Klein asserts that Spriggs, its members, counsel and
associates do not represent or hold any material adverse
interest to the Debtors or their estates with respect to the
matters upon which S&H is to be employed, and do not have any
material connections with the Debtors, their officers,
affiliates, creditors or any other patty in interest, or their
respective attorneys, except that they are engaged in:
A. asbestos related representations to Armstrong World
Industries, Owens Corning Co., Porter Hayden Co., Astra
Zeneca Pharmaceuticals LP, and ICI Americas;
B. representations in unrelated matters for General Electric
Corp., one of the Debtor' 20 largest unsecured creditors.
The Debtors believe that it is necessary and in the best
interests of their estates and creditors to employ and retain
Spriggs as their special insurance counsel to render
professional services on their behalf in connection with matters
related to Abex. (Federal-Mogul Bankruptcy News, Issue No. 5;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
FEDERAL-MOGUL: Gets Final Approval of $675MM DIP Financing
----------------------------------------------------------
Federal-Mogul Corporation (NYSE: FMO) received final court
approval of $675 million of debtor-in- possession (DIP)
financing provided by J.P. Morgan Chase & Co. to supplement
liquidity and fund operations during its financial restructuring
process.
Included in the order was the authorization for Federal-Mogul to
use up to $220 million for loans and working capital needs of
non-debtor subsidiaries and United Kingdom subsidiaries.
Federal-Mogul on October 4 had received interim court approval
of $450 million of DIP financing provided by J.P. Morgan Chase &
Co. to continue operations, pay employees and purchase goods and
services going forward during its voluntary Chapter 11 case.
Federal-Mogul on October 1 announced that to separate its
asbestos liabilities from its true operating potential, the
company and its U.S. subsidiaries had voluntarily filed for
financial restructuring under Chapter 11 of the U.S. Bankruptcy
Code. In addition, Federal-Mogul subsidiaries in the U.K. filed
jointly for Chapter 11 and Administration under the U.K.
Insolvency Act of 1986.
Headquartered in Southfield, Michigan, Federal-Mogul is an
automotive parts manufacturer providing innovative solutions and
systems to global customers in the automotive, small engine,
heavy-duty and industrial markets. The company was founded in
1899. Visit the company's web site at http://www.federal-
mogul.com for more information.
FRUIT OF THE LOOM: Sells Equipment to Coker Int'l for Over $1MM
---------------------------------------------------------------
Aliceville Cotton Mill, Inc. and Union Yarn Mill, wholly owned
subsidiaries of Fruit of the Loom, want Judge Walsh's permission
to sell over one million dollars of equipment to Coker
International. Risa M. Rosenberg, Esq., of Milbank, Tweed,
Hadley & McCloy tells the Court that since the Petition Date,
Fruit of the Loom has achieved significant operational
improvements in all areas of manufacturing, due in part to the
reorganization and re-tooling of its production facilities,
improvements in production efficiencies, cost reductions and
capacity rationalizations. In connection with the foregoing
operational improvements, Debtors have determined to remove
certain surplus equipment.
Because Fruit of the Loom no longer needs the Equipment,
management has determined that a sale of the Equipment would
best maximize the value for the benefit of their creditors and
the estates. The current aggregate book value (net of
depreciation and other charges) of the Equipment is
approximately $3,350,000 million dollars. To the best of
Debtors' knowledge, the Equipment is subject only to certain
liens in connection with Fruit of the Loom's pre-petition
secured financing and post-petition financing agreements.
Debtors' plants, including certain related personal property,
are among the properties that Fruit of the Loom plans to sell at
auction or by private sale pursuant to certain bidding and
auction procedures previously approved by the Court. In order to
effectuate the sale of the Plants, Debtors must conclude the
expeditious sale, dismantling, and removal of the Equipment.
Based on these time constraints, the current market for used
manufacturing equipment and the large quantity of equipment
being liquidated, Fruit of the Loom solicited bids from
equipment brokers that specialize in the sale of used textile
manufacturing equipment.
By letter, dated as of August 14, 2001, Debtors solicited offers
to purchase the Equipment from eight prospective purchasers. In
addition to Purchaser's Offer Letter, they have received one
other offer to purchase certain of the Equipment for
approximately $141,000. As set out in the Offer Letter, Coker
offered to purchase all the Equipment and committed to complying
with an expeditious removal schedule for the equipment,
including provisions which insure that Debtors will not
encounter occupancy problems in connection with the property.
Coker's offer was the highest bid for the Equipment, and in
Fruit of the Loom's opinion reflected the fair market value of
the Equipment. Therefore, Debtors determined that the Offer
Letter was the best offer received.
Coker will purchase the Equipment for the aggregate cash
purchase price of $1,025,000 in cash, payable by certified or
cashier's check, bank money order, or wire transfer. Coker will
pay a good faith deposit of $102,500, which will be credited
against the Purchase Price at the closing of the sale of the
Equipment.
The Offer Letter provides that, in the event the Court approves
the sale of the Equipment to a purchaser other than Coker, then
Coker may request approval of the Court for payment by Fruit of
the Loom of certain of expenses, in an amount up to $10,000.
This amount would be payable upon the date such closing occurs.
If Coker fails to remove the Equipment within 10 business days
of the order, it will pay $175 per day to Fruit of the Loom for
storage costs. Coker will provide Fruit of the Loom with a
certificate of insurance naming Fruit of the Loom as an
additional insured party for $5,000,000 to insure against any
and all costs associated with the Equipment removal.
In an effort to ensure that Fruit of the Loom obtained the
maximum value for the Equipment, Ms. Rosenberg requested the
Court to approve the sale and transfer of the Equipment to
Purchaser -- subject to better and higher offers in accordance
with the Bidding and Auction Procedures. If additional
qualifying offers were received pursuant to the Bidding and
Auction Procedures, Sellers reserved the right to conduct an
auction as provided in the Bidding and Auction Procedures. The
auction was to be held on November 9, 2001, at the offices of
Saul Ewing LLP in Wilmington, Delaware.
An exhibit attached to the filing indicates that the equipment
consists of Tuft-o-Matic Volume Blenders, Marzoli card feeding
silos, a dust control system, Reiter draw frames, 4-cell auto
mixers, dust separators, vertical openers and cyclone tanks.
Since no better and higher offers were received by November 9,
2001, the hearing date, Judge Walsh grants his permission to the
transaction. (Fruit of the Loom Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
GALEY & LORD: Fails to Comply with NYSE Listing Requirements
------------------------------------------------------------
Galey & Lord, Inc. (NYSE: GNL) announced that the Company has
been notified by the New York Stock Exchange that it is not in
compliance with the NYSE's continued listing standards because
the average closing price of the Company's common stock has
fallen below $1.00 per share over a consecutive 30 trading day
period and the Company's market capitalization has fallen below
$15 million over a 30 trading day period.
In accordance with NYSE rules, the Company has submitted to the
NYSE a business plan that the Company believes will show that it
will be in compliance with the continued listing standards
within 18 months and that it will bring the average closing
price of its common stock above $1.00 within the later of six
months or the Company's next annual stockholder's meeting. After
reviewing the plan the NYSE may accept the plan (following which
the Company will be subject to periodic monitoring for
compliance with the plan), or the Company's common stock will be
subject to trading suspension and delisting.
If the Company's common stock were to be delisted from trading
on the NYSE, trading, if any in the common stock may continue to
be conducted on the OTC Bulletin Board or in the non-Nasdaq
over-the-counter market in the likely event that the Company was
unable to list its Common Stock on Nasdaq, the American Stock
Exchange or other alternative stock exchange. Delisting of the
Company's common stock would result in limited availability of
market price information and limited news coverage. In
addition, delisting could restrict investors' interest in the
common stock as well as materially adversely affect the trading
market and prices for the common stock and the Company's ability
to issue additional securities.
Galey & Lord is a leading global manufacturer of textiles for
sportswear, including cotton casuals, denim and corduroy, as
well as a major international manufacturer of workwear fabrics.
The Company also sells dyed and printed fabrics for use in home
fashions.
IMMTECH INT'L: Falls Below Nasdaq Continued Listing Standards
-------------------------------------------------------------
Immtech International, Inc. (NASDAQ: IMMT) announced that it has
received a NASDAQ Staff Determination Letter dated November 12,
2001 indicating that the Company fails to comply with either the
shareholders' equity (net asset) or the market capitalization or
total assets and total revenue requirements for continued
listing as set forth in Marketplace Rules 4450(a)(3) and
4450(b)(1) respectively, and that is securities are, therefore,
subject to delisting from the NASDAQ National Market System.
The Company has requested a hearing before a NASDAQ Listing
Qualification Panel to review the Staff Determination. There can
be no assurance that the Panel will grant the Company's request
for continued listing.
Immtech International, Inc. is a biopharmaceutical company
focused on the discovery, development and commercialization of
drugs for the treatment of fungal diseases, tuberculosis,
hepatitis, pneumonia, diarrhea, and cancer. The Company has
rights to an anti-microbial pharmaceutical platform, and is
conducting research to develop treatments for commercial use.
These dication pharmaceuticals work by blocking life-sustaining
enzymes from binding to the minor groove of an organism's DNA,
thereby killing the infectious organisms that cause fungal,
parasitic, bacterial and viral diseases. In addition to DB289,
Immtech International has another oral drug ready to begin Phase
I human trials. For further information, please visit the
Company's web site at http://www.immtech-international.com
INPRIMIS: Datawave Will Not Proceed to Close Plan Of Arrangement
----------------------------------------------------------------
Datawave (CDNX:DTV.V, OTCBB:DWVSF) announces that it will not
proceed to close the Plan of Arrangement with Inprimis announced
October 12, 2001. DataWave had previously announced on October
30, 2001 that it was putting on hold proceeding with the Plan of
Arrangement pending further analysis and information. DataWave
has informed Inprimis that it may reconsider its decision if
Inprimis is able to demonstrate that the Plan of Arrangement is
in the best interest of DataWave shareholders.
DataWave Systems designs, develops, produces, owns and manages a
proprietary, intelligent, automated direct-merchandising
network, comprised of free-standing intelligent machines (DTMs)
and over the counter "swipe" units (OTCs) connected to the
gateway and database software through a wireless and/or landline
wide area network. This technology provides for point-of-sale
activation, cash/credit card acceptance, detailed reporting
and 24/7 remote selfdiagnostic troubleshooting. The Company has
proven enabling technologies that have allowed it to enter new
markets and generate additional revenue streams with innovative
prepaid and financial services products. In addition to its
successful prepaid calling card business, the company is testing
the distribution of the Standard Federal Bank Prepaid MasterCard
together with Coinstar.
DataWave is now poised to capitalize on the flexibility of its
System by augmenting its product range to meet the diversified
and changing needs of the prepaid market and in further
developing strategic partnerships.
K-TEL INT'L: Lacks Ample Cash to Continue & Service Indebtedness
----------------------------------------------------------------
K-tel International Inc's net sales for the year ended June 30,
2001 were $17,514,000, a decline of 39.8% from fiscal 2000 sales
of $29,092,000. This sales decline can be attributed to the
higher rate of product returns from distributors in the domestic
music business and the cessation of operations of the Company's
domestic music distribution subsidiary. The net income for
fiscal 2001 was $1,369,000 (after an extraordinary gain of
$16,185,000 related to the K-tel (USA) bankruptcy filing),
compared to a loss of $15,738,000 in fiscal 2000.
K-tel has primarily funded its operations to date through
internally generated capital, proceeds from stock option
exercises and secured loans from K-5. Management currently
believes that K-tel has sufficient cash and borrowing capacity
to ensure the Company will continue operations in the near term.
In part, this is a result of projected improvement in operating
results in fiscal 2002 as well as the two existing lines of
credit with K-5. Although K-tel's lender continues to advance
funds sufficient to meet the Company's needs at this time, there
can be no assurance that this will be adequate or continue in
the future or that K-tel will be able to obtain additional
financing upon favorable terms when required.
The Company's ability to continue its present operations and
successfully implement future expansion plans is contingent upon
its ability to maintain it's line of credit arrangements
with K-5, increase its revenues, and ultimately attain and
sustain profitable operations. Without increased revenues and
sustained profitability, the cash generated from the Company's
current operations may not be adequate to fund operations and
service its indebtedness during fiscal 2002.
Management is concentrating its efforts on returning the Company
to profitability by focusing on its music licensing business and
limited music distribution. However, there can be no assurance
that the Company's business plan will be successful in this
effort. In the event the Company is unable to fund its
operations and its business plan, it may be unable to continue
as a going concern.
KOMAG INC: Signs-Up KPMG as Auditors to Replace Ernst & Young
-------------------------------------------------------------
Komag, Incorporated (OTC Bulletin Board: KMAGQ), the largest
independent producer of media for disk drives, announced that
the company has engaged KPMG, LLP as its auditors to replace
Ernst & Young LLP, which has withdrawn from a fourteen-year
period of engagement.
The reason for Ernst & Young's withdrawal stems from the terms
of its required engagement agreement for debtors in chapter 11
proceedings. Because Komag is undergoing a chapter 11
reorganization, employment of professional firms requires
authorization of the Bankruptcy Court. In a tentative ruling,
responding to similar terms in the contract of Ernst & Young
Corporate Finance, an affiliate of Ernst & Young, the Bankruptcy
Judge presiding over Komag's chapter 11 proceedings -- the
Honorable James R. Grube of the U.S. Bankruptcy Court, Northern
District of California, San Jose Division -- stated that such
terms required a substantial waiver of Komag rights on the part
of the bankruptcy estate and therefore refused to approve
Komag's application for retention of Ernst & Young Corporate
Finance. As a result, the company expects the Court would also
deny Ernst & Young's application to serve as Komag's auditors
during the pendency of the chapter 11 reorganization. Given
these facts, Ernst & Young has resigned as the Company's
independent auditors.
Ted Siegler, Komag vice president and chief financial officer,
stated, "We have no disagreements with Ernst & Young over
accounting policy or other issues. The change in accounting
firms is necessitated solely because Ernst & Young was unable to
get approval of their terms of engagement while the company is
in bankruptcy. I am highly gratified that KPMG has stepped in
and expect that our new relationship will be every bit as
constructive as our old relationship was. Meanwhile, I remain
fully confident in our accounting and control systems. We have
demonstrated the ability, over a long period of time, to produce
high quality, timely financial statements."
Founded in 1983, Komag is the world's largest independent
supplier of thin-film disks, the primary high-capacity storage
medium for digital data. Komag leverages the combination of its
U.S. R&D centers with its world-class Malaysian manufacturing
operations to produce disks that meet the high-volume, stringent
quality, low cost and demanding technology needs of its
customers. By enabling rapidly improving storage density at
ever-lower cost per gigabyte, Komag creates extraordinary value
for consumers of computers, enterprise storage systems and
electronic appliances such as peer-to-peer servers, digital
video recorders and game boxes.
For more information about Komag, visit Komag's Internet home
page at http://www.komag.com or call Komag's Investor Relations
24-hour Hot Line at 888-66-KOMAG or 408-576-2901.
LTV CORP: Seeks Approval to Cease Operations & Sell Assets
----------------------------------------------------------
The LTV Corporation (OTC Bulletin Board: LTVCQ) filed motions in
the U.S. Bankruptcy Court to implement an Asset Protection Plan,
reject labor agreements and take other actions necessary to idle
its integrated steel operations and prepare the facilities for
sale. These actions are necessary because LTV no longer has
sufficient liquidity or sources of other capital to operate the
integrated steel facilities. The actions taken Tuesday will
help LTV to preserve the value of its assets for the creditors,
and protect the environment and the safety of the communities in
which LTV Steel operates.
LTV Copperweld, comprised of certain subsidiaries of The LTV
Corporation including Copperweld Corporation, Welded Tube Co. of
America and the LTV Steel Tubular Division, will not be affected
by today's actions. LTV Copperweld, headquartered in
Pittsburgh, is in the process of obtaining separate financing
and will continue to operate and supply its customers with high
quality tubular and bimetallic products.
"LTV's management and employees throughout the Corporation have
done everything in their power to save LTV Steel. It has been
clear since last year that the integrated steel unit needed to
reduce wage and benefit costs to compete with non-union
minimills and foreign competitors, which together now control
over half of the domestic steel marketplace. Continued
deterioration of the economy forced the Company to again seek
direct wage and benefit reductions in order to qualify for $250
million of government guaranteed loans. The Company was not
able to obtain sufficient reductions," said William H. Bricker,
chairman and chief executive officer of The LTV Corporation.
Mr. Bricker thanked National City Bank and KeyBank of Cleveland,
the Emergency Steel Loan Guarantee Board, the State of Ohio,
Cuyahoga County and the City of Cleveland for their support of
LTV's efforts to secure an emergency steel loan. He also
expressed LTV's appreciation to the congressional and senatorial
representatives that have worked on the Company's behalf.
"After so many months of commitment and hard work by all
parties, it is very disappointing to find our road to success
blocked at this critical time," Mr. Bricker said.
"I continue to believe in this company and its employees. We
have excellent facilities, skilled and motivated employees and a
reputation for high quality products and excellent customer
service. We also have developed an unprecedented level of
commitment and support from our customers, suppliers and all
levels of government for our efforts to save this company," Mr.
Bricker said.
LTV today informed its corporate and integrated steel employees
of the planned shutdown of facilities in compliance with the
Worker Adjustment and Retraining Notification (WARN) act.
Employees of LTV Copperweld are not affected. LTV said that
wage, salary and benefit programs would continue for
approximately two weeks until the Asset Protection Plan is
approved by the Court.
Background
The LTV Corporation filed for protection under chapter 11 of the
U.S. Bankruptcy Code on December 29, 2000 as a result of losses
incurred by its integrated steel business. LTV obtained debtor-
in-possession (DIP) financing in March 2001 and developed a plan
to restructure its integrated steel operations as a low-cost,
viable business. Obtaining $250 million of government-
guaranteed loans was an integral part of the restructuring plan.
On September 27, 2001 National City Bank and KeyBank applied for
federal guarantees covering 85% of the principal amount of the
loans. Additional assistance from the State of Ohio, Cuyahoga
County, the City of Cleveland, and a major supplier to LTV Steel
increased the credit support to National City and Key to 98%.
The Federal Emergency Steel Loan Guarantee Board (ESLGB) could
not act on the banks' first application because it did not
contain a favorable opinion of LTV's ability to repay the new
loans. LTV, in cooperation with the banks and the ESLGB,
developed a revised restructuring plan that further reduced
operating costs at its integrated steel unit. Recognizing the
deteriorating conditions of the domestic steel industry, the
revised restructuring plan required direct wage concessions from
LTV Steel's unionized workers, elimination of more salaried
jobs, and increased employee contributions toward insurance
benefits. The revised restructuring plan also required retirees
to assume a greater share of the cost of company-provided
healthcare insurance. (Note: A Modified Labor Agreement
negotiated by the Company's Committee of Unsecured Creditors
eliminated work rules and jobs but did not provide direct
reductions in wage rates or healthcare benefit programs.)
National City Bank, KeyBank and Metal Strategies International,
(independent advisors to the banks) evaluated the revised
restructuring plan and submitted to the ESLGB an amended loan
guarantee application on November 8. The amended application
contained an affirmative comment on LTV's ability to repay the
loan. The ESLGB then resumed its consideration of the banks'
application. LTV Steel immediately informed the USWA of the
revised restructuring plan and the need to obtain wage and
benefit cost reductions as a condition to receiving the $250
million in new loans. Representatives of the Company and the
USWA met on November 1 and again on November 14 to discuss these
issues. On November 19, the USWA offered the Company
concessions that were insufficient to fulfill the restructuring
plan and obtain the critical loans.
Asset Protection Plan
As debtors-in-possession, the Company has a responsibility to
take actions that are in the best interest of the estate.
Consistent with that responsibility the Company has developed an
Asset Protection Plan (APP) that provides for the safe and
orderly shutdown of steelmaking operations in a manner that
supports the sale of the assets to the maximum benefit of the
creditors. The nine-month plan is designed to address the
Company's legal responsibilities and takes measures to protect
the communities in which it operates from health or safety
hazards related to the closing of steel operations.
The APP contemplates the immediate cessation of steelmaking at
Cleveland and Indiana Harbor, following court approval. These
facilities will be "hot idled" for a period of about 60 days to
allow potential purchasers to acquire the facilities in
operating condition. The Hennepin, Illinois steel finishing
plant also will be maintained on a hot idle status and offered
for sale. LTV Steel's coke plants in Warren, Ohio and Chicago
will be shutdown and maintained on cold idle status.
Other Motions
In addition to the motion to implement the APP and reject the
current labor agreement, LTV filed motions to approve:
* A committee of salaried retirees to act as
representatives for the modification of retiree benefits
under section 1114 of the bankruptcy code.
* Sale procedures for the Cleveland and Indiana Harbor
Works.
* Expedited hearings on the APP, section 1114 committee,
and plant auction procedure motions. Hearings on these
matters are expected to occur in early December.
The LTV Corporation is a manufacturing company with interests in
steel and metal fabrication. LTV's Integrated Steel segment is
a leading producer of high-quality, value-added flat rolled
steel, and a major supplier to the transportation, appliance,
electrical equipment and service center industries. LTV's Metal
Fabrication segment consists of LTV Copperweld, the largest
producer of tubular and bimetallic products in North America.
LASON: Commences Restructuring Talks with Senior Secured Lenders
----------------------------------------------------------------
Lason, Inc. (OTC Pink Sheets: LSONE) announced in its Form 10-Q
for the third quarter that it is in negotiations with its
secured lenders regarding a consensual restructuring to improve
its financial health and that it continues to divest of non-core
operations through the sales of its Addressing Services (ASCO),
Coverall and Spectrum business units. In addition, the Company
announced it is the subject of certain judgments related
primarily to additional purchase price claims from acquisitions
that occurred in 1998-1999.
The Company and the holders of its approximately $260 million in
senior secured debt are currently in negotiations regarding an
agreement on a consensual financial restructuring. The Company
announced that is in default of its existing credit agreement
with its lenders for non-payment of principal and interest and
certain other financial covenants. The Company is confident
that these issues can be resolved, however, there is no
assurance that the Company and its lenders will reach an
agreement.
"We are actively engaged in discussions with our lenders and
have had some very positive and productive communications. I am
optimistic that we will work through these issues with our
lenders," stated Ronald D. Risher, president and chief executive
officer.
The Company also announced that it has completed the sale of its
ASCO, Coverall and Spectrum business units for approximately
$4.8 million, plus the retention of certain assets approximating
$1.0 million. The proceeds from these sales will be used to pay
down bank debt. These business units provided unique services,
which were considered non-core to the Company and were divested
as part of its on-going restructuring activities. Litigation
brought by the former owners of the ASCO and Coverall businesses
against the Company have been dismissed.
In addition, the Company announced that it is the subject of
certain judgments totaling approximately $9.6 million related to
claims brought by former owners of businesses acquired by Lason
in 1998-1999. The claims generally represent additional
purchase price payments earned post- acquisition. The Company
is currently not able to satisfy all of the judgments against
it.
"During the past year we have continued to provide our customers
with best-in-class services and products, despite our difficult
financial position. This is a testament to the strong character,
resolve and dedication of our employees. Our customers should
expect this same level of service as we work through our current
financial issues," stated Mr. Risher.
Lason is headquartered in Troy, Michigan. More information
about the Company can be found on its website at
http://www.lason.com
Lason is a leading provider of integrated information management
services, transforming data into effective business
communication, through capturing, transforming and activating
critical documents. Lason has operations in the United States,
Canada, Mexico, India and the Caribbean. The company currently
has over 85 multi-functional imaging centers and operates over
60 facility management sites located on customers' premises.
LOEWEN GROUP: Seeks Approval of 4th Amended Plan Modifications
--------------------------------------------------------------
Pursuant to section 1127(a) of the Bankruptcy Code and Rule 3019
of the Federal Rules of Bankruptcy Procedure, The Loewen Group,
Inc., and its debtor-affiliates (a) seek authorization to make
the Modifications to the Plan and (b) request that the
Modifications be deemed accepted by creditors and equity
security holders who previously accepted the Plan. The motion
was filed the day after the deadline for objections to
confirmation of the proposed Plan.
The proposed Modifications are as follows:
(a) Definition of Cut-Off Date.
Under the Plan, the Cut-Off Date is the date as of which the
consolidated balance sheet of TLGI is to be utilized for
purposes of determining the Available Cash Amount for
distribution to CTA creditors on the Effective Date. Section
I.A.46 of the Plan currently defines "Cut-Off Date" to mean "the
close of business on the last day of the month immediately
preceding the month during which the Effective Date occurs."
Thus, if the Effective Date were to occur early in a particular
month, it would be impracticable if not impossible to prepare
the Cut-Off Date Balance Sheet as of the last day of the month
immediately preceding the Effective Date.
The modified definition of Cut-Off Date would remedy this
problem by moving the Cut-Off Date to a month earlier if the
Effective Date occurs within the first 20 days of a particular
month.
Modified Section I.A.46 would read as follows: "Cut-Off Date
means the close of business on the last date of the most recent
preceding month ended not less than 21 days prior to the
Effective Date."
(b) Exit Financing Revolving Credit Facility.
The definition of "Exit Financing Revolving Credit Facility" set
forth in Section I.A.69 of the Plan would be modified primarily
to reduce the aggregate amount of available borrowings under the
Exit Financing Revolving Credit Facility to $75 million from
$100 million. This revised definition more accurately reflects
the current terms of the proposed Exit Financing Revolving
Credit Facility.
(c) Principal CTA Creditors.
The definition of Principal CTA Creditors set forth in Section
I.A.141 of the Plan would be modified to include Morgens,
Waterfall, Vintiadis & Company, Inc. Morgens Waterfall was
included as a Principal CTA Creditor in prior versions of the
Plan but was then omitted on the belief that Morgens Waterfall
had sold its holdings of debt under the CTA. Morgens Waterfall,
however, in fact continued to hold CTA debt on the Plan voting
record date. As a Principal CTA Creditor, Morgens Waterfall will
be entitled to request payment of its fees and expenses pursuant
to the provisions of Section III.F of the Plan and has submitted
such a request, in the amount of approximately $727,000.
(d) General Releases.
Section IV.F.2(b) of the Plan provides for a release of the
Debtors and certain other parties by each entity holding a Claim
or Interest of any of the Debtors that does not vote on the Plan
or that votes against the Plan, to the extent permissible under
applicable law. Section IV.F.2(b) of the Plan would be modified
to carve out from this provision Holders of Allowed Claims and
Interests in Class 14, Class 15 and Class 19 and Holders of TLGI
Old Preferred Stock, TLGI Old Common Stock and LGCLP MIPS
Partnership Interests. This Modification resolves a potential
objection to confirmation of the Plan by the Securities and
Exchange Commission.
(e) Distributions by Indenture Trustees.
Subpart (1) of Section IV.I of the Plan currently provides that
the applicable provisions of the Prepetition Indentures would
continue in effect "solely for the purposes of permitting the
respective Indenture Trustee to make the distributions to be
made in respect to the Public Notes as contemplated by Section
VI.B."
This subpart would be modified to provide that such provisions
would continue in effect "solely for the purposes of permitting
the respective Indenture Trustee to make the distributions to
holders of the Public Notes as contemplated by Section VI.B."
This Modification, together with the first sentence of the
Modification described in paragraph f below, is intended to
clarify that the lien rights, if any, of State Street in respect
of the Prepetition Indentures are released. Section VI.B of the
Plan in turn would be modified to clarify that the distributions
by the Indenture Trustees contemplated therein are those to be
made to the "holders of Public Notes" under Sections III.C.3,
III.C.4 and III.C.5 of the Plan.
(f) Release of Liens.
Section IV.M of the Plan would be modified to add the following
provisions: "Notwithstanding any provision of this Plan other
than Section III.C.18 and Section III.C.19, lien rights, if any,
of the CTA Trustee and State Street arising under or in respect
to the CTA or a Prepetition Indenture, respectively, will be
fully released and discharged on the Effective Date. As of the
Effective Date, the Reorganized Debtors shall be authorized to
file on behalf of creditors Form UCC-3s or such other form or
forms as is necessary to effect the provisions of this Section
IV.M."
The first sentence of this Modification, together with the
Modifications described in paragraph e above, would clarify that
the lien rights, if any, of the CTA Trustee and State Street in
respect of the CTA and the Prepetition Indentures will be
released and discharged. The second sentence would merely
authorize the Reorganized Debtors to take the actions necessary
to implement the terms of Section IV.M of the Plan with respect
to the release of liens against property of the Debtors'
estates.
(g) De Minimis Distributions.
Section VI.H.4 of the Plan governs de minimis distributions
under the Plan. This section of the Plan currently provides that
distributions of cash will not be made to the holder of an
Allowed Claim in an impaired class if the amount of cash to be
distributed on account of the Claim is less than $25. This
section would be modified to carve out Class 2 and Class 3 so
that distributions of less than $25 on account of a Claim in
Class 2 or Class 3 would be made. This Modification is proposed
because there are numerous individual holders of claims in the
amount of $25 or less in these classes.
(h) Canadian Court Order.
Section IX.B.7, the condition to the Effective Date relating to
the CCAA Order, which will among other things recognize the U.S.
Court's confirmation order, would be modified.
Section IX.B.7 currently provides that "[t]he CCAA Order shall
be reasonably acceptable in form and substance to the Debtors
and shall have been entered and become a Final Order."
Under the proposed modification, Section IX.B.7 would read as
follows: "The CCAA Order shall be reasonably acceptable in form
and substance to the Debtors and shall have been entered by the
Canadian Court."
Under this modification, the condition to the Effective Date
with respect to the order of the Canadian Court will parallel
the condition to the Effective Date with respect to the order of
the U.S. Court, such that there is no requirement that the order
become a Final Order. (See Plan IX.B.6.) (Loewen Bankruptcy
News, Issue No. 49; Bankruptcy Creditors' Service, Inc.,
609/392-0900)
MALDEN MILLS: Chapter 11 Filing Likely to Restructure Debt
----------------------------------------------------------
Malden Mills Industries, Inc., the leading supplier of technical
performance fabrics worldwide, announced that the company is in
the final stages of negotiations with their bank group to
reorganize and restructure debt incurred as a result of the
catastrophic December 11, 1995 fire. The bank group may prefer
to accomplish this under the protection of Chapter 11.
Negotiations continue on this issue.
"We are looking forward to continued success as we emerge from
this reorganization process. We are going to win because we have
the best brand -- Polartec -- which is internationally
recognized as top quality, backed by the best research and
development, and made in the U.S.A., in Lawrence, Massachusetts
by the best workers in the industry. We are also fortunate to
enjoy the strong support of the community, the state of
Massachusetts, including Governor Jane Swift, and of our
congressional delegation." stated Aaron Feuerstein, President
and CEO.
Malden Mills is open, fully operational and conducting business
as usual. The restructuring process will be used to secure the
business operations and finances. The Company will emerge with a
strong financial foundation for the future. Zolfo Cooper, LLC, a
leading management and business advisory firm, has been working
with Malden Mills for the past few months and plans to continue
to provide assistance throughout the reorganization period.
Malden Mills' current financial situation stems directly from
the 1995 fire that devastated the Lawrence manufacturing
facility. The day after the largest industrial fire in
Massachusetts' history, Aaron Feuerstein, 3rd generation owner
and President, committed to rebuilding the mill in Lawrence,
while paying all of the employees during the process. Prior to
the fire, Malden's sales were at an all time high of
approximately $400 million. A large percentage of sales came
from the mill's upholstery division, which enjoyed a significant
market share in the home furnishings industry. Unfortunately,
the fire shut down production for an extended period of time,
resulting in a substantial loss of market share and the eventual
closure of the division.
Looking to the future, Feuerstein said, "Malden Mills and the
Polartec(R) brand have incredible momentum and a very positive
outlook for future growth. We have made in-roads and have
tremendous opportunities in numerous markets including the
United States military, as well as in golf, hunting, fishing,
workwear, fitness, casual wear and of course, our core outdoor
market. The rate of innovation from our mill has only
accelerated and we have a steady stream of new products coming
to market. We will emerge from this process a healthier company
with bright prospects. Our customers, suppliers, employees and
the bank group will all benefit."
Senator Edward Kennedy noted that, "Malden Mills makes a vital
contribution to the local economy and the nation's security.
It's important for this excellent company to continue to provide
jobs in Lawrence and cold weather gear for our armed forces. I
commend Aaron Feuerstein and all the employees for their
determination to deal with this problem and to move forward with
this plan for a strong future."
Congressman Marty Meehan commented, "The survival of Malden
Mills is not only important for the outdoor industry and the
people of the Merrimack Valley, but also for the United States
military. Malden Mills is the primary provider of fabric for
cold weather clothing for our men and women in uniform. Now,
more than ever, with our front line troops in the war on
terrorism stationed in harsh environments, Malden Mills is key
to our national security."
Malden Mills will continue to manufacture, market and distribute
its branded, high quality, performance textiles and to provide
customer service and support for these products.
The Polartec brand is a cornerstone of the outdoor and fitness
markets worldwide with over $180 million per year in sales
contributing to well over $1.5 billion in retail sales each
year.
Founded in 1906 and based in Lawrence, Massachusetts, Malden
Mills Industries, Inc. is the worldwide producer of high-quality
branded fabric for apparel, footwear and home furnishings.
Malden Mills and Polartec are trademarks registered in the
United States and in other jurisdictions for fabrics available
only from Malden Mills Industries, Inc.
MCWATTERS: Needs New Capital to Resume Sigma-Lamaque Operations
---------------------------------------------------------------
McWatters (TSE: MCW) recorded a mine operating income of
$431,000 for the third quarter ended September 30, 2001,
compared to a restated mine operating loss of $1,466,000 for the
same period of 2000. This mine operating income was impaired by
standby costs at the Sigma-Lamaque Complex as well as financial
costs totalling $1,064,000 which resulted in an operating loss
of $1,269,000.
The net loss for the third quarter of 2001 was $1,661,000 on
revenues of $8,249,000, compared to a restated net loss of
$16,924,000 on revenues of $12,460,000 for the comparable period
of 2000. For the first nine months of the current year, the net
loss totalled $5,430,000 compared to a restated net loss of
$18,127,000 for the same period last year. The net loss
recorded in the third quarter of 2000 reflected a non-recurring
charge of $13,945,000 for the write off and restructuring
expenses associated with the permanent closure of the Sigma-
Lamaque underground operation.
Funds generated from operations, before net changes in non-cash
working capital items, were negative at $532,000 for the third
quarter of 2001, compared with restated funds of $398,000 for
the corresponding period in 2000. Funds generated from
operations, before net changes in non-cash working capital items
were negative at $230,000 for the first nine months of 2001,
compared to restated funds of $1,493,000 for the same period of
2000.
In the fourth quarter of 2000, the Company changed its
accounting policy related to the depletion of fixed assets and
its policy with respect to the impairment evaluation of its non-
producing mining properties. These new accounting policies were
applied retroactively with financial statements for the first
three quarters of 2000 being restated to reflect these changes.
For the third quarter of 2001, McWatters received an average
price of US$286 per ounce for its gold production, compared to
US$292 per ounce for the similar period of 2000. For the first
nine months of the current year, McWatters sold its gold
production at an average price of US$281 per ounce, compared to
an average price of US$296 per ounce in 2000.
Operating Results
McWatters produced 18,332 ounces of gold at cash operating costs
of US$223 per ounce in the third quarter of 2001. Gold is being
produced exclusively at the Kiena Complex following the shutdown
of the Sigma-Lamaque operation in February 2001. McWatters
produced 28,847 ounces of gold at cash operating costs of $262
per ounce in the third quarter of 2000. Nine month production
for the current year was 67,274 ounces of gold at cash operating
costs of US$228 per ounce, compared to 108,758 ounces at cash
operating costs of US$247 for the corresponding period of 2000.
Outlook
On February 14, 2001, McWatters was granted protection under the
Companies' Creditors Arrangement Act (CCAA) to allow a financial
restructuring process. The protection offered by CCAA will
enable the Company to restructure its overall business
operations and find a solution to its current financial
difficulties.
On October 9, 2001, McWatters was granted an extension of time
until December 11, 2001 for the filing of a plan of arrangement
under the Companies Creditors Arrangement Act.
The resumption of operations at the Sigma-Lamaque Complex and
the continuity of operations at the Kiena Complex will require
additional capital to accomplish, in particular, the expansion
at the Sigma-Lamaque Complex. Until such time as McWatters
obtains this additional capital, the Company will not be in a
position to resume its operations at the Sigma-Lamaque Complex
and may be required to permanently cease all of its operations.
The quality of its mining assets, particularly the vast
potential of the Sigma-Lamaque open pit operation, provides some
optimism that the financial restructuring will be successful.
All efforts will be made to arrive at a final solution that will
serve the best interests of all parties, including our
shareholders, our creditors and our employees.
McWatters is an important Canadian gold producer, with reserves
of 1.7 million ounces of gold and total resources of 6.8 million
ounces of gold. McWatters is also involved in developing an
extensive portfolio of exploration properties. For additional
information visit our web site at http://www.mcwatters.com
MUTUAL RISK: Senior Lenders Waive Covenant Under Credit Pact
------------------------------------------------------------
Mutual Risk Management, Ltd. (NYSE:MM) announced that it has
received the expected waiver from its senior lenders that hold
its $180 million outstanding bank line of credit. The line of
credit contains a negative covenant that the Company's US
insurance subsidiaries will have a statutory combined ratio at
the end of each fiscal quarter of no more than 125% for the
previous twelve months.
This negative covenant was breached as of September 30, 2001
primarily as a result of the loss incurred due to the Reliance
insolvency. The Company previously announced that it had
received a waiver from the holders of its $142.5 million of
outstanding 9-3/8% Convertible Exchangeable Debentures due 2006.
NET2000 COMMS: Visual Systems Acquires Video Services for $3.5M
---------------------------------------------------------------
VSGi (Visual Systems Group, Inc.), a company formed by
Venturehouse Group and management, has purchased the video
services division of Net2000 Communications, Inc. (Nasdaq: NTKK)
for $3.5 million in cash.
VSGi, based in San Jose, California, is a leading provider of
integrated videoconferencing, data, and network services to
corporate and government customers, including dozens of Fortune
500 companies such as MGM, Morgan Stanley, 3M and Walt Disney.
The transaction was announced by Randy Harrell, former President
of the Net2000 video services division, who will lead VSGi, and
by Mark Ein, Founder and CEO of Venturehouse Group, a
Washington, D.C.-based investment firm that creates, invests in
and acquires technology companies.
"Our management team seized an opportunity to take a promising
division of Net2000, connect with a smart partner, and use this
period of increasing demand for video conferencing services to
position VSGi for even greater growth in the months to come,"
said Randy Harrell. "Our aggressive expansion plans include a
broader sales presence, additional video and telecom services
and new software applications to expand and improve the video
conference experience for our customers. We appreciate the
support that we received while part of Net2000, but now look
forward to prospering as an independent company."
Venturehouse Group, known primarily for its early stage
investments in companies such as Matrics Technologies and XM
Satellite Radio, provided the financing. Its principals have
previously been involved in the early stages of many successful
companies including Aether Systems and American Tower
Corporation.
"At a time when business travel is more complicated, more
costly, and more time consuming, there is an upsurge in demand
for video conferencing services offered by companies like VSGi,"
said Mark Ein. "We made this investment, because VSGi is an
established company, with real customers, real revenues, and
really solid prospects for future growth in its core business
and in new services areas. We are going to apply the same
growth oriented strategies that we use with our start-up
companies to leverage VSGi's platform and presence in this
promising industry."
On November 15th, 2001, Net2000 announced that it has filed a
voluntary petition with the U.S. Bankruptcy Court in Delaware
for reorganization under Chapter 11 of the U.S. Bankruptcy Code.
The sale to VSGi is taking place outside the scope of the
voluntary Chapter 11 petition.
Venturehouse Group is an investment firm that creates, acquires,
and invests in technology and telecommunications companies. The
firm's strategy is to work closely with its portfolio companies
to provide operational, strategic, and financing support
throughout their lifecycle. Located in Washington, D.C., the
firm was founded in 1999 and is backed by several leaders in the
region's technology and telecommunications industry. For more
information about Venturehouse Group visit
http://www.venturehousegroup.com
OWENS CORNING: Wants Lease Decision Time Extended to June 2002
--------------------------------------------------------------
Owens Corning and its debtor-affiliates seek a third order
extending, to June 4, 2002, the time within which they must
decide whether to assume, assume and assign, or reject unexpired
leases of nonresidential real property, subject to the rights of
each lessor under an Unexpired Lease to request, upon
appropriate notice and motion, that the Court shorten the
Extension Period and specify a period of time in which the
Debtors must determine whether to assume or reject an Unexpired
Lease.
Norman L. Pernick, Esq., at Saul Ewing LLP in Wilmington,
Delaware, relates that the Debtors are lessees under hundreds of
unexpired leases of non-residential real property, most of which
are for space used by the Debtors for conducting the production,
warehousing, distribution, sales, sourcing, accounting and
general administrative functions that comprise the Debtors'
businesses, and are assets of the Debtors' estates. The
Unexpired Leases thus are integral to the Debtors' continued
operations as they seek to reorganize.
Mr. Pernick assures the Court that the Debtors are engaged in an
ongoing review of the Unexpired Leases in their efforts to
determine whether the rejection or assumption and assignment of
the Unexpired Leases is in the best interest of their respective
estates. The Debtors already have rejected or sought to reject
approximately 44 Unexpired Leases and expect that they
ultimately may seek the Court's permission to reject additional
Unexpired Leases prior to the conclusion of these Chapter 11
cases. However, the Debtors expect that many of the Unexpired
Leases will prove to be desirable to the continued operation of
the Debtors' businesses and which the Debtors will likely
assume. Mr. Pernick submits that other Unexpired Leases, while
not necessary for the Debtors' ongoing operations, may prove to
be "below market" leases that may yield value to the estates
through their assumption and assignment to third parties. Until
the Debtors have had the opportunity to complete a thorough
review of all of the Unexpired Leases, however, they cannot
determine exactly which Unexpired Leases should be assumed,
assigned, or rejected.
Given the extremely large number of Unexpired Leases, the scope
and complexity of the Debtors' Chapter 11 cases, and the size of
the task of evaluating the Unexpired Leases, Mr. Pernick states
that the Debtors have not yet been able to complete their
assessment of the value or marketability of the Unexpired Leases
and make determinations with respect to which Unexpired Leases
should be assumed and which, if any, should be rejected. The
Debtors believe that, due to the enormity of the task and the
Debtors' immediate and primary focus on other aspects of
operating and reorganizing their businesses in these stages of
their Chapter 11 cases, it will be impossible for them to
adequately assess whether to assume or reject the Unexpired
Leases by December 4, 2001, the deadline presently specified for
the assumption or rejection of Unexpired Leases.
Mr. Pernick tells the Court that the Debtors' decision whether
to assume, assign or reject particular Unexpired Leases, as well
as the timing of such assumption, assignment or rejection,
depends in large part on the Debtors' business plans for the
future. At this juncture of these Chapter 11 cases, the Debtors
have not yet finalized their strategic business plan and it is
not yet possible for the Debtors to determine whether or not
each of the locations covered by the Unexpired Leases will play
a part in the Debtors' businesses going forward. In addition,
the Debtors also are conducting informal market analyses at some
of the leased locations to determine whether there is sufficient
value to the Debtors to merit assignment of certain Unexpired
Leases rather than rejection. Mr. Pernick contends that these
decisions cannot be made responsibly without an extension of the
time within which the Unexpired Leases must be assumed or
rejected.
The Debtors asserts that there are valid and compelling reasons
that warrant the extension of the lease decision deadline,
including:
A. the large and complex nature of these cases is clear.
B. the Debtors' leased premises are vital to their
reorganization efforts and thus constitute an integral
component of the Debtors' strategic business plan.
C. since the Petition Date, the Debtors have remained, and will
continue to remain, current on all of their postpetition
rent obligations and thus, the relief requested herein will
not prejudice landlords under the Unexpired Leases.
Given the formidable protection formidable protection under
Section 365(d)(3) afforded to the Landlords, Mr. Pernick argues
that the potential for prejudice to any landlord by an extension
of the Debtors' time to assume or reject the Unexpired Leases is
remote. In contrast, if the deadline to assume or reject the
Unexpired Leases is not extended, the Debtors will be compelled
prematurely to assume substantial, long-term liabilities under
the Unexpired Leases or forfeit benefits associated with some
leases, to the detriment of the Debtors' ability to operate and
preserve the going-concern value of their business for the
benefit of their creditors and other parties-in-interest.
Mr. Pernick submits that the Debtors presently seek a six-month
extension to assure its landlords that a decision regarding the
Unexpired Leases will be made in a finite period. The Debtors
expect to make considerable progress in the task of analyzing
the Unexpired Leases during this time period. (Owens Corning
Bankruptcy News, Issue No. 22; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
PACIFIC GAS: Seeks Approval of Holtec Nuclear Storage Contract
--------------------------------------------------------------
As an operator of a nuclear power plant, Pacific Gas and
Electric Company must have the ability to store nuclear wastes
generated by such operations to satisfy its obligations under
federal and state law and regulations, and to safeguard the
health and safety of its power plant workers and the community
at large. PG&E expects that existing used fuel storage pools at
DCPP will be filled to their useable capacity by 2006-2007 and a
permanent national storage facility appears to be a decade or
more away.
To meet anticipated need of on-site storage of its used nuclear
fuel, PG&E and Holtec International entered into a Letter
Agreement on or about August 31, 2000 for preliminary licensing
support and design work related to a used fuel storage system to
be licensed for DCPP.
After negotiations, PG&E and Holtec then executed the Storage
Contract, subject to Bankruptcy Court approval, on July 19,
2001, for the development and completion of the storage system.
Entry into the Storage Contract arguably is permitted as a
transaction in the ordinary course of PG&E's business pursuant
to Section 363(c) of the Bankruptcy Code. However, in light of
the magnitude of the consideration payable to Holtec under the
Storage Contract and the long-term nature of the agreement, PG&E
sought and obtained the Committee's approval and then the
Court's authorization under Section 363(b) of the Bankruptcy
Code to enter into the Storage Contract to eliminate any
uncertainty with respect to this transaction pursuant to Section
363(b)(l) of the Bankruptcy Code.
The Holtec Contracts provide for the design, engineering,
licensing, and fabrication of casks and canisters and related
equipment by Holtec for the on-site storage of used fuel
assemblies at DCPP. Pursuant to the Storage Contract, Holtec is
required to complete the design and licensing work, and
fabricate and deliver eight casks and canisters and related
equipment, by March, 2005. For this work, PG&E will pay Holtec a
fixed price of approximately $16.4 million, plus additional
compensation for certain services and equipment. During the next
24 years of plant operations at DCPP, PG&E expects to order
additional batches of the NRC-approved casks and canisters every
three to four years as used fuel is accumulated in the used fuel
storage pools. At the end of PG&E's operating license for the
plant, PG&E plans to purchase additional casks and canisters for
plant decommissioning. Based on current pricing, which will be
adjusted under a formula for the effects of inflation, the total
cost of all of the orders under the Storage Contract could be as
much as $125 million.
The Storage Contract will remain in effect until the United
States Department of Energy (or its equivalent) takes possession
of and responsibility for used fuel at DCPP. However, under the
terms of the Storage Contract, PG&E may terminate the contract
at any time. Because the Storage Contract is a non-exclusive
contract, PG&E also may purchase similar equipment from other
vendors.
Preliminary design and licensing work for the storage system was
begun in September, 2000 under the Letter Agreement and is still
in progress, pending this Court's approval of the Storage
Contract.
The Storage Contract provides that the work done under the
Letter Agreement will be expressly subject to all the terms and
conditions of the Storage Contract. The Storage Contract and
Letter Agreement (collectively, the Holtec Contracts) ensure
that PG&E will have the technology and equipment to store used
nuclear fuel and that the requisite licensing for such storage
will be obtained.
PG&E's storage system must be designed for DCPP site conditions
and approved by the Nuclear Regulatory Commission (NRC) under a
"Site-Specific License," in addition to other required NRC
approvals.
In obtaining approval under Section 363(b)(l) of the Bankruptcy
Code, PG&E represents that its determination to assume the
Letter Agreement represents a sound business decision because
this will assure PG&E the ability to store used nuclear fuel for
many years to come, at a predictable and reasonable cost and
sound business justifications exist for entering into the
Storage Contract because the terms of the Storage Contract are
highly favorable, and that Holtec is a reputable provider who is
highly experienced in the area of used fuel storage systems.
Further, the equipment and services provided pursuant to the
Storage Contract are essential to ensuring the continued future
operation of DCPP.
PG&E also assures that it has the ability to cure arrearages
under the contract and provide adequate assurance of future
performance in compliance with Section 365(b) of the Bankruptcy
Code. PG&E reminds the Court that it has substantial cash
reserves.
PG&E owes Holtec approximately $124,000 for pre-petition design
and licensing work under the Letter Agreement. PG&E intends
promptly to cure all pre-petition arrearages owed to Holtec as a
condition of assuming the Letter Agreement and entering into the
Storage Contract. (Pacific Gas Bankruptcy News, Issue No. 17;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
PHILIP SERVICES: Amends Covenants Under Secured Loan Facilities
---------------------------------------------------------------
Philip Services Corporation (NASDAQ: PSCD/ TSE: PSC) announced
its consolidated financial results for the quarter ended
September 30, 2001. In addition, the Company announced that it
has sought and obtained covenant amendments under its two
secured loan facilities.
"While the overall decline in the economy impacted all of our
operations in the third quarter, the impact was most acute in
the automotive services sector of the Industrial Outsourcing
Group as well as Metal Services" said Anthony Fernandes,
Chairman and CEO. "Overall gross margin declined to 10.5% from
11.9%. In spite of these challenges, our By-Products Services
businesses posted a 60% improvement in profitability and we
continued to reduce our overhead costs in all of the groups. We
expect volumes and profitability to improve in the fourth
quarter, consistent with the seasonality of our businesses."
As a result of the economic difficulties in the quarter the
Company failed to meet its EBIDTA and interest coverage ratio
covenants under its loan facilities at the end of the third
quarter. The Company has sought relief from its lenders. The
lenders (who also hold a majority of the Company's common stock)
have amended the covenants so that the Company is in compliance
with the amended covenants at September 30, and the Company is
in active discussions to achieve a more stable and more
permanent solution going forward.
Because the Company is currently unable to project compliance
with its covenants for 12 months, all balances under the credit
facility and unsecured payment-in-kind notes have been
classified as current liabilities as of September 30, 2001.
Highlights for the Quarter Ended September 30, 2001:
- Revenue for the third quarter of 2001 was $349.9 million
compared to revenue of $359.3 million for the third quarter of
2000. This decrease in revenue of $9.4 million was primarily due
to the slowdown in the North American economy.
- Revenue for the nine months ended September 30, 2001 was
$1,159.0 million compared to $1,267.1 million in the same period
last year. On a year-to-date basis, revenue for the Metals
Services Group has declined by $132.7 million when compared to
the same period last year. The sale of the Company's UK Metals
business in April 2000 accounted for $30 million of the
decrease. The remainder of the decrease was due to a significant
decrease in scrap prices and volumes throughout 2001.
- The loss from operations for the third quarter of 2001
was $6.8 million (not including special charges of $1.2 million)
compared to income of $1.0 million during the same period last
year (not including special charges of $2.6 million). The loss
was principally due to a decrease in revenue in the Metals
Services Group and a weakened automotive business in the
Industrial Outsourcing Group. The net loss for the third quarter
of 2001 was $18.7 million, compared to a net loss of $11.6
million for the third quarter of 2000.
- The gross margin declined from $42.9 million or 11.9% of
revenue for the third quarter of 2000 to $36.8 million or 10.5%
of revenue for the third quarter of 2001, primarily as a result
of lower scrap metal volumes and margin pressures in the
Industrial Outsourcing Group. Selling, general and
administrative costs (SG & A) for the third quarter of 2001 were
$32.9 million compared to $30.7 million for the third quarter of
2000.
Liquidity
During the third quarter, the company was negatively impacted by
the general slowdown in the economy and delays in scheduling
significant projects with some customers. Upon a review of the
business plans and financial condition during the third quarter,
it became apparent that the Company would not meet its EBIDTA or
interest rate coverage ratio covenants under its loan facilities
at the end of the third quarter and could not project compliance
for immediately subsequent quarters. Accordingly, the Company
sought and received from its lenders amendments to the credit
and revolving operating facilities that, among other things,
reduced the twelve-month cumulative EBITDA covenants for the
period ending September 30, 2001. The Company was in compliance
with these amended covenants at September 30, 2001.
The Company is in active discussions with the lenders (who also
hold a majority of the Company's common stock) regarding
possible additional amendments to the covenants. The Company is
also pursuing business and financial alternatives to assure
greater financial stability to the Company. These include, but
are not limited to, restructuring actions, sales of assets, and
seeking other sources of funds.
Because the Company is currently unable to project compliance
with its covenants for 12 months, all balances under the credit
facility and unsecured payment-in-kind notes have been
classified as current liabilities as of September 30, 2001.
Financial Reorganization
On September 25, 1999, Philip Services Corp., an Ontario
company, and certain of its subsidiaries filed a voluntary
application to reorganize under the Companies' Creditors
Arrangements Act (Canada) and a voluntary petition under Chapter
11 of the United States Bankruptcy Code. As a result of the
successful completion of the financial reorganization, Philip
Services Corp. and certain of its Canadian subsidiaries
transferred substantially all of their assets and liabilities
(except for liabilities subject to compromise) to Philip
Services Corporation or its subsidiaries. The Company emerged
from its financial reorganization on April 7, 2000. For
financial reporting purposes, the effective date of the
reorganization was considered to be March 31, 2000. Therefore,
information included in this news release for periods ending on
or prior to March 31, 2000 are the consolidated financial
results of Philip Services Corp. and its subsidiaries (the
"Predecessor Company"). Management of the Company has determined
that the consolidated financial information of the Predecessor
Company may be of limited interest to stockholders of the
Company and has therefore included such information in this news
release. The consolidated financial information of the
Predecessor Company does not reflect the effects of the
application of fresh start reporting. Readers should, therefore,
review this material with caution and not rely on the
consolidated financial information disclosed for the Predecessor
Company.
PSC is an industrial services and metals recovery company with
operations throughout North America. PSC provides diversified
industrial outsourcing services, together with by-products
management and metals services, to all major industry sectors.
PHOTOCHANNEL: Parent Appoints Robert Chisholm as New CFO
--------------------------------------------------------
PhotoChannel Networks Inc. (ME: PNI; OTC-BB: PHCHF), a global
digital imaging network company, is pleased to provide a
corporate update. As previously reported, the Company has made
significant steps to strengthen its balance sheet and improve
its long-term outlook.
Corporate Review
- The number of PhotoChannel Network member retailers
operational has increased to over 80 locations in 25 states,
with an additional backlog of orders awaiting deployment
exceeding 100 locations.
- PhotoChannel has signed a five year deal for TELUS to
provide co-managed Web and Database hosting, dedicated managed
firewall services, archival storage and Internetworking
services. This will enable PhotoChannel to provide North
American photo retailers and the retailers' customers with
maximum speed and security for their on-line photo services.
TELUS will host PhotoChannel's Web servers and databases at its
Internet data centre in Calgary, a newly constructed, world-
class facility connected to TELUS' super-high bandwidth,
national Internet network.
- PhotoChannel has syndicated its photo sharing and photo
e-commerce solution to CollegeClub.com and TigerDirect.com.
PhotoChannel's on-line photo services will be seamlessly
integrated into the Tigerdirect.com and Collegeclub.com sites.
All printing from these sites will be sent into the PhotoChannel
Network to be fulfilled by retail store members. Collegeclub.com
is the largest college age demographic web site in the world
with over 3 million registered users. TigerDirect.com is one of
the largest computer related mail-order operations in North
America with over 2 million customers. The sale of digital
cameras and related products is becoming an increasingly popular
part of TigerDirect.com's product mix. The capture of the
digital imaging customer within the context of their favourite
sites is part of the PhotoChannel strategy of fuelling the
Company's distributed print network.
- A Preliminary Prospectus was filed November 13, 2001. For
more information, please visit:
http://www.sedar.com/search/search_form_pc_en.htm
- The company wishes to clarify its position on the
contents of the information circular that was mailed to
shareholders last week outlining issues to be voted on at the
upcoming EGM on December 7th, 2001. The company is asking
shareholders to give management the ability to consider invoking
a share consolidation (or reverse split) if, and only if, the
prospect of a significant material event that favorably enhances
the Company's long-term future warrants it. Additionally, the
company is asking shareholders to consider continuing the
corporation to the Yukon as it expects to add foreign nationals
to its Board of Directors in greater numbers than is provided by
the BC Companies Act.
- The Company has hired Robert Chisholm as CFO. Mr.
Chisholm was formerly the CFO of SCS Solars Computing Systems
Inc. Prior to this he was the Vice President of Finance and
Administration for TIM Dealer Services a privately owned company
involved in software Information Management Services --
http://www.tim.ca-- in Nova Scotia. Mr. Chisholm has been
instrumental in the restructuring of PhotoChannel.
- The Company also has hired Jan Moir of Investor Value as
its communications consultant for the purpose of delivering
timely information on the status of operations to shareholders.
Ms. Moir has provided similar services for many successful
companies, including MGI Software (MGI.T).
PhotoChannel is a technology producer and integrated provider of
services enabling retailers and other members of the
PhotoChannel Network to meet the needs of their film and digital
photography customers. The Company has created and manages the
PhotoChannel Network environment whose focus is delivering photo
e-processing orders from origination to fulfillment under the
control of the originating retailer.
PhotoChannel Networks' subsidiary, PhotoChannel, Inc., filed for
Chapter 7 liquidation in the U.S. Bankruptcy Court for the
District of Connecticut (Bridgeport) on November 1, 2001.
PhotoChannel is a technology producer and integrated provider of
services enabling retailers and other members of the
PhotoChannel Network to meet the needs of their film and digital
photography customers. Additional information is available at
http://www.photochannel.com
PINNACLE HOLDINGS: Sells Colocation Properties in Mo. for $22MM
---------------------------------------------------------------
Pinnacle Holdings Inc. (Nasdaq: BIGT) announced that it closed
on the sale of its two colocation properties located in the
central business district of St. Louis, Missouri. Proceeds from
this transaction, totaling $22 million, will primarily be used
to repay bank debt, including payment of the Company's fourth
quarter scheduled amortization payment, as well as to establish
a $2.5 million cash collateral account to securitize outstanding
letters of credit.
The two St. Louis properties, the "Tucker Building" located at
210 N. Tucker and the "Valley Building" located at 900 Walnut,
total over 500 thousand rentable square feet. The Company is in
discussions with interested parties relative to the sale of its
other colocation properties located in San Antonio, Harlingen,
and Beaumont, Texas.
The Company also announced that it has entered into a
forbearance agreement with the lenders under its senior credit
facility as a result of it's the Company's non-compliance with
certain covenants under its senior credit facility as of the end
of its third fiscal quarter. The forbearance agreement runs
through December 12th of this year, during which period the
lenders agree not to exercise remedies available to them as a
result of the Company's non-compliance with such covenants. In
addition, the forbearance agreement eliminates the Company's
ability to make additional draws under the senior credit
facility; increases the interest rate on outstanding borrowings
under the facility by 1%; allows the Company to sell its St.
Louis colocation facilities discussed above; restricts the
amount of money that can be invested in capital expenditures by
the Company; and limits the Company's ability to incur
additional debt. The Company continues to work with its bank
group to try and structure a more permanent amendment to the
senior credit facility.
Pinnacle is a leading provider of communication site rental
space in the United States. To date, Pinnacle has completed
over 570 acquisitions and owns, manages, or has rights to, in
excess of 5,000 sites. Pinnacle is headquartered in Sarasota,
Florida. For more information on Pinnacle visit its Web site at
http://www.pinnacletowers.com
POLAROID: Court Cuts ID Business Unit Break-Up Fee to $960K
-----------------------------------------------------------
ImageID Ltd., an Israeli company in the digital imaging business
interested in purchasing Polaroid ID, suggests to the Court that
the break-up fee proposed by Polaroid Corporation should be
disallowed.
Frederick B. Rosner, Esq., at Cozen O'Connor, in Wilmington,
Delaware, argues that the $1,300,000 break-up fee is excessive
and unwarranted because it would be granted the PIDS Holdings
even if no sale ever occurs. "Not only are these fees excessive
as a percentage of the total purchase price, but clearly
unwarranted given that the Insiders do not even have firm
financing in place, despite commitment letters," Mr. Rosner
tells the Court. In addition, Mr. Rosner notes that the
Insiders have not even put any money at risk by making a
deposit. Thus, Mr. Rosner observes, the Insiders could receive
a $1,300,000 windfall simply by submitting what is essentially a
non-binding indication of interest.
However, if the Court allows a break-up fee, ImageID asserts
that it should only be payable if the Insiders are demonstrably
ready, willing and able to perform on the contract at the time
of the hearing to approve the sale.
Creditors' Committee Suggests Reduction
The Official Committee of Unsecured Creditors believes that the
proposed 4% Termination Fee requested by the Debtors' insiders
should be reduced to a reasonable percentage of the Purchase
Price (at most 1-2%).
In addition, Robert S. Brady, Esq., at Young, Conaway, Stargatt
& Taylor, LLP, in Wilmington, Delaware, emphasizes that the
break-up fee should only be payable upon the closing of a
transaction.
Moreover, if approved, Mr. Brady insists that the Termination
Fee should only reimburse PIDS Holdings for its out-of-pocket
expenses. "The payment of a profit to insiders should not be
made at the expense of the Debtors' unsecured creditors," Mr.
Brady asserts.
Break-Up Fee Reduced to $960,000
The objections are well taken and are sustained, Judge Walsh
ruled at this week's hearing. The Break-Up Fee payable to the
stalking-horse management group will be $960,000, and PIDS will
not take that consolation prize home if it declines to bid at
the auction. (Polaroid Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., 609/392-0900)
PSINET INC: Court Approves Equipment Abandonment Procedures
-----------------------------------------------------------
The Court authorized PSINet, Inc., and its debtor-affiliates to
abandon equipment without requesting further approval of the
Court in accordance with the Abandonment Procedures proposed in
the motion.
Specifically, the Debtors will provide 10 business days' fax
notice of such proposed abandonment to the US Trustee and
Committee. The Committee and US Trustee shall have 10 business
days after service of the Notice to object.
If either party serves a timely objection to the proposed
abandonment in accordance with the Court's Order, the Debtors
and such objecting party shall use good faith efforts to resolve
such objection consensually. If the Debtors cannot reach a
consensual resolution to the objection, the Debtors shall not
proceed with the proposed abandonment until the Debtors obtain
approval from the Court upon notice and a hearing.
If the Debtors do not receive any written objections from the
Committee or the US Trustee within the 10 business day period,
or if the Debtors obtain confirmation of non-opposition from
both parties within such period, the Debtors shall then be
authorized to abandon such equipment without further Order of
the Court and to take such actions as are necessary in
connection therewith; provided however that the Debtors shall
file the Notice with the Court and serve it on the following
parties: (a) any entity known or believed by the Debtors to
assert or hold a lien or other interest in any of the equipment
described in the Notice, (b) any entity from which the Debtors
lease warehouse space or other real property at which any of the
equipment described in the Notice is located, and (c) those
parties entitled to receive notice under the order limiting
notice that was approved on June 1, 2001 (as such order may be
amended from time to time).
To the extent that the Debtors believe that one or more parties
may assert an interest in the same piece of equipment proposed
to be abandoned, the Debtors shall be entitled to abandon such
equipment to the party who the Debtors believe, based on the
Debtors' books and records, is the proper interested party with
respect to such equipment, provided that such abandonment to
such party shall not affect the validity, priority or extent of
any rights, liens, claims or other interests such party or any
other party (other than the Debtors) may have with respect to
such equipment arising prior to such abandonment.
Upon the Effective Date, the equipment described in the Notice
shall be deemed abandoned pursuant to section 554 of the
Bankruptcy Code, on an "as is, where is" basis.
Nothing in the foregoing procedures shall prevent the Debtors,
in their sole discretion, from seeking Bankruptcy Court approval
at any time to abandon any equipment upon notice and a hearing.
The Bankruptcy Court shall retain jurisdiction to hear and
determine all matters arising from or related to the
implementation of this Order. (PSINet Bankruptcy News, Issue No.
10; Bankruptcy Creditors' Service, Inc., 609/392-0900)
RELIANCE GROUP: Liquidator Seeks Exemption from Dec. 21 Bar Date
----------------------------------------------------------------
M. Diane Koken, Insurance Commissioner of the Commonwealth of
Pennsylvania in her capacity as Liquidator of Reliance Insurance
Company, asks Judge Gonzalez to be exempt from Reliance Group
Holdings, Inc.'s proposed bar date. Jerome R. Richter, Esq.,
and Ann B. Laupheimer, Esq., from Blank, Rome, Comisky &
McCauley, inform the Judge that there are several reasons for
Ms. Koken's position.
First, Ms. Koken has maintained all along that this Court should
not be the final arbiter of legal issues. However, the filing
of a proof of claim by the Liquidator may be construed as
consent to the jurisdiction of this Court and a waiver of the
Commissioner's sovereign immunity from all claims, counterclaims
and setoffs, which may be alleged by Debtors. It is therefore
impermissible for the Liquidator to be placed in a position
whereby she may be deemed to be consenting to the jurisdiction
of this Court with respect to the assertion of claims or
counterclaims by the Debtors against Reliance.
Second, Mr. Richter and Ms. Laupheimer contend that the simple
filing of proofs of claim by Ms. Koken is a violation of
Pennsylvania State Law. State regulation of the business of
insurance includes insolvency proceedings such as the
liquidation proceedings involving Reliance under the
Pennsylvania Insurance Department Act of 1921. To require the
Liquidator to file a proof of claim here would contravene these
state policies.
Third, there are logistical and practical issues to filing
proofs of claim. Debtors and RIC are involved in two competing
insolvency proceedings. Debtors' Motion to fix a bar date would
compel the Liquidator to file a proof of claim by December 21,
2001. While in some cases an early bar date may play a role in
the efficient administration of a bankruptcy case, Bailey v.
Jamesway Corp. (In re Jamesway Corp.), 1997WL 327105, at * 9-10,
(Bankr. S.D.N.Y. June 12, 1997), in this case no meaningful plan
of reorganization can be formulated until the Constructive Trust
Action is finally resolved. Accordingly, the policy reasons
supporting a bar date are not present here because the contents
of Debtors' estate remain in dispute. No prejudice will result
to Debtors or their creditors from the requested relief of the
Liquidator. By contrast, the proposed bar date will prejudice
and directly conflict with the Liquidator's efforts to discharge
her duties under the Insurance Act and the Order of Liquidation.
Fourth, if Judge Gonzalez applies the bar date to RIC, the
lawyers predict that it would interfere with and impede the
Commissioner's efforts to liquidate RIC. This would disrupt the
claims administration procedure set forth in the Insurance Act
and the Order of Liquidation and jeopardize the Liquidator's
ability to conserve the assets of Reliance's estate.
Because a plan of reorganization in these cases hinges on a
determination that the funds in dispute in the Constructive
Trust Action belong to the Debtors, there is no urgency at this
time for the relief requested in the Motion. While the filing of
proofs of claim in a bankruptcy case is important to allow a
debtor to formulate a plan of reorganization, here, it is
undisputed that there can be no plan of reorganization until the
ownership of the funds in dispute in the Constructive Trust
Action has been decided.
At that time, whichever court has jurisdiction over the
Constructive Trust Action will find that the disputed funds or
portions thereof, belong to either RIC or RGH. In the event a
court finds that the disputed funds belong to RIC, the
Liquidator shall seek a turnover of such funds and will not need
to file a proof of claim against the Debtors with respect to
such amounts. Likewise, if the disputed funds that form the
corpus of the Constructive Trust Action are found to belong to
RGH, then the Liquidator will file a proof of claim against the
Debtors including such amounts, among other claims that Reliance
may have. Therefore, there is no prejudice whatsoever to Debtors
should this Court determine that the Liquidator is exempt from
filing a proof of claim until after the Constructive Trust
Action has been decided because Debtors will not be able to
formulate a meaningful plan of reorganization until such time
and there is no urgent need for the relief requested in the
Motion.
Accordingly, the attorneys argue, cause exists to exempt the
Liquidator from the requirement of filing a proof of claim by
the proposed Bar Date until at least 60 days after the
Constructive Trust Action and all appeals concerning the Motion
to Remand and the Constructive Trust Action are resolved.
Hedging their bets, Mr. Richter and Ms. Laupheimer tell Judge
Gonzalez that whether the Court extends the time within which
the Liquidator must file a proof of claim, the Court should
determine that (a) the filing of a proof of claim by the
Liquidator will not be deemed to be consent to the jurisdiction
of this Court or a waiver of the Liquidator's sovereign immunity
defenses with respect to counterclaims and setoffs, and will not
otherwise affect or prejudice the Liquidator's rights and powers
granted to her under the Insurance Act and (b) the Liquidator
has the right to amend and/or supplement any proof of claim
filed on behalf of RIC against the Debtors to assert any
appropriate claims so long as the Liquidator complies with the
provisions of state insurance law.
The matter will be argued before Judge Gonzalez on November 27,
2001, in Room 523 of the U.S. Bankruptcy Court at 3:00 pm EST.
In the meantime, Judge Gonzalez grants RGH's motion to establish
the bar date at December 21, 2001, for all creditors, except for
Ms. Koken. (Reliance Bankruptcy News, Issue No. 15; Bankruptcy
Creditors' Service, Inc., 609/392-0900)
RESCARE: Restructures Debt via Private Offering of Senior Notes
---------------------------------------------------------------
ResCare (Nasdaq-NM: RSCR), the nation's leading provider of
services to persons with mental retardation and developmental
disabilities and youth with special needs, announced that it has
issued $150 million of 10.625% Senior Unsecured Notes due
November 15, 2008 under Rule 144A of the Securities Act of 1933
in a private placement managed jointly by UBS Warburg LLC and
Lehman Brothers Inc.
ResCare indicated that a portion of the proceeds from the
offering have been used to repay the Company's current
borrowings under its existing bank credit facility. The Company
also used a portion of the proceeds to repurchase approximately
$16.0 million in face value of its 6.0% convertible subordinated
notes. The remainder of the proceeds will be used for general
corporate purposes, including financing internal growth
opportunities, completing potential acquisitions and possibly
repurchasing additional convertible subordinated notes.
ResCare announced that subsequent to the pay off of the previous
bank credit facility, the Company obtained an $80 million
secured credit facility from a bank syndicate led by National
City Bank of Kentucky. The new revolving credit facility, which
expires on September 30, 2004, will be used for working capital
purposes.
Ronald G. Geary, chairman, president and chief executive
officer, remarked, "We are pleased with the successful offering
of these notes and the completion of our new credit facility.
Although we have no immediate plans to utilize any of the funds
from the new credit facility, the availability of that
additional capital enhances our operating flexibility. This
overall restructuring of our debt will enable us to invest in
opportunities that can expand our service coverage as well as in
systems and equipment that can improve our productivity. Many
states have extensive waiting lists for services for individuals
with disabilities, and we have the exciting potential to
capitalize on ResCare's proven leadership in working with state
and local government agencies to address this need.
"An important focus for us now will be implementing an internal
growth strategy to expand our existing operations. We may be
able to add as many as 150 new community homes in our Division
for Persons with Disabilities during 2002 without a significant
increase in supporting overhead costs. Completing that
expansion would add approximately 5% to our annual revenues in
2003 and complement our other growth initiatives."
The senior notes have not been registered under the Securities
Act of 1933 or any state securities laws and may not be offered
or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act of 1933 and applicable state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the senior notes.
ResCare's services reach approximately 17,000 individuals in 28
states, Washington, D.C. and Canada in its Division for Persons
with Disabilities and 10,000 young people with special needs in
17 states and Puerto Rico in its Division for Youth Services.
More information about ResCare is available on the Company's web
site at http://www.rescare.com
SNV GROUP: Canadian Court Extends CCAA Protection Until Dec. 14
---------------------------------------------------------------
SNV Group Ltd. (CDNX: SGL) announced that the Supreme Court of
British Columbia has extended to December 14, 2001 the Order
providing SNV and its wholly owned subsidiary, SNV International
Ltd., with protection under the Companies' Creditors Arrangement
Act.
Since the granting of the initial Order on October 18, 2001,
management of SNV has been working with Ernst & Young Inc., its
Court appointed monitor, to implement cost cutting measures and
develop a new business plan, and has retained Mr. Martin Carsky,
business consultant, to assist in its restructuring efforts.
Over the past two to three weeks, the SNV management team, with
the assistance of Ernst & Young Inc. and Mr. Carsky, has
approached a number of third parties, several of whom have
expressed interest in pursuing a possible transaction.
Throughout this process, SNV has continued to receive support
from many of the leaders in the tourism industry, including a
number of its customers and suppliers, and continues to work to
minimize inconvenience or disruptions to its travelers.
"While there can be no assurance that SNV will be successful in
its restructuring attempts," said Geoff Graves, President and
CEO of SNV, "management is pleased with the support which we
have received from our key stakeholders and are hopeful that the
extension granted by the Court will provide us with an
opportunity to formulate a restructuring plan which will be
acceptable to our creditors."
SNV provides a professional link between Canadian tourism
products and an international business network of tour
wholesalers, travel agents, airlines and other tourism-related
partners. SNV is headquartered in Vancouver, with a group and
incentive operations office in Montreal and sales service
offices in the United Kingdom and France.
SHOCHET HOLDING: Begins Trading on OTCBB After Nasdaq Delisting
---------------------------------------------------------------
Shochet Holding Corp. (NASDAQ: SHOC) announced that the listing
of the common stock of Shochet Holding Corp. will move from the
Nasdaq SmallCap to the OTC Bulletin Board, retaining the ticker
symbol "SHOC."
The decision to delist from Nasdaq as of the close of business
Monday results from the company's inability to meet certain of
Nasdaq's continued listing criteria. The Company anticipates
trading on the OTC Bulletin Board will begin on Tuesday,
November 20, 2001.
In August 2001, Shochet Securities, a wholly owned subsidiary of
the Company, sold most of its operating assets, which has left
the Company essentially a publicly reporting holding company.
Shochet is examining strategic opportunities, including
potential mergers and acquisitions.
Shochet Holding Corp. is the parent corporation of SSI
Securities Corp. SSI Securities, previously known as Shochet
Securities, is NASD registered and a SIPC member. Firebrand
Financial Group, Inc. (NASDAQ: FFGI) owns a majority interest in
Shochet Holding Corp.
SIMCALA: S&P Drops Ratings to D After Missing Interest Payment
--------------------------------------------------------------
Standard & Poor's lowered its ratings on SIMCALA Inc. to 'D' and
removed the ratings from CreditWatch.
The downgrade follows the company's missed October 15, 2001,
interest payment on its Series A and B 9 5/8% senior notes due
2006.
SIMCALA manufactures the silicon metal used in the chemical
industry to make silicones and polysilicon--raw materials for
consumer products such as cosmetics, shampoos, and paints--and
in the aluminum industry to produce aluminum alloys. Owing to
the strength of the dollar, the U.S. silicon industry is
suffering from a significant increase in imports that has
resulted in depressed pricing for the metal. This is compounded
by reduced orders from certain aluminum producers and a
recessionary economic environment.
Ratings Lowered And Removed From Creditwatch
Ratings
SIMCALA Inc. To From
Corporate credit rating D CC
Senior unsecured debt D C
SLEEPMASTER: Default on Sr. Notes Spurs S&P to Drop Ratings to D
----------------------------------------------------------------
Standard & Poor's lowered its corporate credit and bank loan
ratings on Sleepmaster LLC to 'D' from triple-'C'-minus. The
rating on the company's senior subordinated notes was lowered to
'D' from double-'C'.
These actions result from the fact that Sleepmaster did not make
its interest payment due November 15, 2001 on its notes maturing
in 2009.
Riviera Beach, Florida-based Sleepmaster manufacturers and
markets mattresses, and is the largest licensee of the Serta
trademark, whose brands include Serta, Serta Perfect Sleeper and
Masterpiece.
STOCKWALK: Forms Panel to Seek Options on Defaulted Debt Issues
---------------------------------------------------------------
Stockwalk Group, Inc. (Nasdaq: STOK), parent company of Miller
Johnson Steichen Kinnard, Inc. (MJSK) and Stockwalk.com, Inc.,
reported that due to one time charges largely related to the
default of Native Nations on stock loan transactions that
resulted in a SIPC liquidation of its MJK Clearing Inc.
subsidiary, and the write off of goodwill for prior
acquisitions, the company reported a loss of $105.0 million for
the quarter ended September 30, 2001. Revenues for the quarter
were $23.6 million compared to revenues of $21.0 million and a
net loss of $1.9 million for the same quarter last year.
"We have been affected by an incredible and sudden one-time
event and are working hard to move forward," said David B.
Johnson, chief executive officer of Stockwalk Group and Miller
Johnson Steichen Kinnard. The discontinued operating results of
MJK Clearing primarily reflect an $89.5 million write-off of a
net stock loan receivable from another broker dealer, Native
Nations Securities, Inc., of New York. The firm has been
relieved of net obligations of MJK Clearing, recorded as a gain
on disposition, which was offset by fees and the write-off of
receivables from MJK Clearing.
In addition, Stockwalk recorded a one time goodwill impairment
charge of $39.4 million associated with prior year acquisitions
and a $2.2 million charge related to the write off of previously
recorded tax assets. The increase in commissions reflects a
full quarter of operations whereas the same quarter last year
reflected only partial contributions from the former John G.
Kinnard and R.J. Steichen firms whose acquisitions took place in
August and September 2000, respectively.
"In spite of recent events involving MJK Clearing Corp., I am
very encouraged about the prospects of our full-service
operation," Johnson said. "We have maintained our customer base
and kept our sales distribution force intact, and it is clear
that MJSK serves a valuable niche in the upper Midwest as a
source for investment capital. The firm's fixed income and
equity investment banking business have already surpassed
revenue totals from calendar year 2000, despite difficult market
conditions. MJSK will also benefit greatly from an aggressive
cost containment policy that is now beginning to positively
affect the bottom line. Consequently, MJSK will be our sole
focus going forward, and we will be selling Stockwalk.com, our
online broker dealer, in the near future."
Recently, Stockwalk Group announced the formation of a creditor
committee, comprised of debt holders, to explore repayment
options on defaulted Stockwalk Group commercial paper and
convertible bond obligations. The committee will communicate
with all debt holders and retain independent legal and audit
counsel at the company's expense. The group has met with senior
management and will meet again soon.
Stockwalk Group is presently participating with the SIPC trustee
and various regulatory agencies to investigate the former MJK
Clearing stock loan operation and intends to take any action
necessary on behalf of Stockwalk and its customers.
"This has been a challenging time for our business," said Mr.
Johnson. "Yet it's important that customers and investors
understand that our MJSK brokerage operation presently has no
regulatory or capital issues. It continues to provide a vital
service to a very loyal customer base."
Based in Minneapolis, Minn., Stockwalk Group, Inc. is the parent
company of Miller Johnson Steichen Kinnard, Inc., a full-service
brokerage firm of 340 investment executives in eight states; and
Stockwalk.com, Inc., an online trading company (AOL keyword:
Stockwalk). Stockwalk Group, Inc. common stock trades on the
Nasdaq Stock Market under the symbol STOK. Its broker dealer
subsidiaries are members of the National Association of
Securities Dealers (NASD) and the Securities Investor Protection
Corporation (SIPC). Miller Johnson Steichen Kinnard is a member
of the Chicago Stock Exchange. For more information, visit
http://www.stockwalkgroup.com or contact mkyler@stockwalk.com
SWEET FACTORY: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Sweet Factory Group
1137 West Jackson Street
Chicago, IL 60607
Debtor affiliates filing separate chapter 11 petitions:
Entity Case No.
------ --------
Sweet Factory, Inc. 01-11312
SF Candy Company 01-11313
SF Properties, Inc. 01-11314
Chapter 11 Petition Date: November 15, 2001
Court: District of Delaware
Bankruptcy Case No.: 01-11311
Judge: Mary Walrath
Debtors' Counsel: Laura Davis Jones
Pachulski, Stang, Ziehl Young & Jones
919 N. Market Street
16th Floor
Wilmington, DE 19899-8705
302 652-4100
Fax : 302-652-4400
Estimated Assets: $1 million to $50 million
Estimated Debts: $1 million to $50 million
Debtor's 30 Largest Consolidated Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
J. Sosnick & Son Trade $637,846
248 Littleman Avenue
South San Francisco
CA 94080
General Growth Landlord $631,233
Management, Inc.
Denny Moore
110 North Wacker Drive
Chicago, IL 60606
Simon Property Group Landlord $424,571
Dan Jones
115 West Washington Street
Indianapolis, IN 46204
Garvey Nur & Candy Trade $379,061
6416 Flotilla Street
City of Commerce, CA 90040
Anchorage Mgmt Co. Inc. Landlord $254,774
Peter Brown, President
2800 Leavenwoth Street
San Francisco, CA 94133
Short Hills Associates Landlord $195,838
Nassau Candy Trade $175,000
Westfield Corporation, Landlord $171,452
Inc.
Urban Retail Properties Landlord $160,237
National Bulk Food Trade $159,500
Distributors
Strato-Retail, LLC Landlord $159,016
Irvine Realty Landlord $152,577
Properties Co.
Ontario Mills L.P. Landlord $149,119
MarketPlace Redwood LP Landlord $131,086
SF Shopping Ctr. Landlord $126,697
Associates L.P
Underground Atlanta Landlord $112,844
Mgmt Office
MacArthur Associates LP Landlord $111,626
Lakeside Mall Landlord $106,788
MarketPlace LaGuardia L.P Landlord $101,631
Bohannon Development Co. Landlord $96,797
Dulles Town Center Landlord $96,357
Mall, LLC
Good Buy Inc. Trade $95,132
Macerich Corte Madera LP Landlord $93,339
Pyramid Company Landlord $92,405
of Buffalo
Rouse Fashion Show Landlord $90,848
Mgmt Inc.
The Torrence Company Landlord $87,982
Montgomery Mall LP Landlord $87,604
Northwestern Mutual Landlord $86,352
Life Ins Co
GGP Ivanhoe II, Inc. Landlord $85,843
Watercress Associates Landlord $85,693
TELESPECTRUM: Continues Debt Restructuring Talks with Lenders
-------------------------------------------------------------
TeleSpectrum Worldwide Inc. (OTC: TLSP) announced a consolidated
third quarter net loss of $9.2 million, compared to a net loss
of $8.7 million in the same period a year ago.
The third quarter loss includes $2.5 million of restructuring
expense related to the closure of four additional call centers.
Consolidated revenue for the third quarter of 2001 was $52.3
million versus $73.1 million in revenue for the third quarter of
2000.
Earnings before interest, taxes, depreciation, amortization and
charges for nonrecurring items (EBITDA) were $1.6 million for
the third quarter of 2001 compared to $4.3 million in the same
period a year ago.
Credit Agreement
The Company is in covenant and payment default under its credit
agreement. It failed to meet its EBITDA financial covenant for
September 2001 and it did not make the interest payment due to
its lenders for October 2001. Accordingly, all amounts
outstanding are currently due and payable upon demand.
The Company is currently in negotiations with its lenders to
restructure the Company's highly leveraged debt position. If a
restructure is consummated, it is very likely the investment of
the Company's current equity holders will be severely diluted.
J. Peter Pierce, Chairman and CEO commented, "Although the
events of September 11th had a substantial short-term effect on
our company as a result of the suspension of our outbound
calling activity due to customer sensitivity concerns, we do not
anticipate that future operating results will be impacted. With
the cost savings programs having reduced costs more than
anticipated, upon completion of negotiations with our lenders,
our focus on improving operating performance will begin to prove
beneficial."
Headquartered in King of Prussia, PA, TeleSpectrum Worldwide
Inc. is a leading full-service provider of multi-channel
customer relationship management (CRM) solutions for Global
1,000 companies in diverse industries, including financial
services, telecommunications, technology, insurance, healthcare,
pharmaceuticals and government.
In addition to providing both traditional business-to-consumer
and business-to-business teleservices, TeleSpectrum also offers
inbound customer service, customer care, as well as web-based
sales and service, e-mail response, web telephony, web chat and
fax. The Company operates in 20 customer contact centers and
employs over 6,000 people in the United States, Canada and the
United Kingdom.
TENFOLD CORP: Liquidity Strained in Wake of Q3 Losses
-----------------------------------------------------
TenFold Corporation (Nasdaq: TENF), a provider of the Universal
Application applications platform for rapidly building and
deploying enterprise applications, announced results for the
quarter ended September 30, 2001.
TenFold reported third quarter 2001 revenues of $10.4 million
and net income of $151,000. For the nine months ended September
30, 2001 revenues totaled $43.1 million and net loss totaled
$3.4 million.
"We are pleased with the overall financial progress of the
company," said John M. Ames, Chief Financial Officer at TenFold.
"Despite the significant downturn in the business environment,
we were able to report a second consecutive quarter of
profitable performance as a result of cost reductions, business
restructuring, and focused efforts to build on our core
technology strengths."
TenFold also announced an expanded relationship with Allstate
Corporation.
"[Mon]day, we are pleased to report the first sign of TenFold's
emergence as a technology powerhouse," said Nancy Harvey,
President and CEO of TenFold Corporation. "With recent
progress, TenFold has a solid financial foundation and evidence
that our new business model appeals to market leaders. While we
expect to face continued challenges, exacerbated by the economic
environment and lengthening sales cycles, we have confidence
that the compelling value proposition of TenFold's Universal
Application, the first applications platform, will provide a
strong foundation for significant long-term growth and
profitability."
Among TenFold's accomplishments of the third quarter:
-- TenFold announced the general availability of its
patented Universal Application, a proven breakthrough in
applications development technology. Previously used primarily
by TenFold developers, the Universal Application's success with
TenFold customers who overcame the classic IT bottleneck
convinced TenFold to release the Universal Application to the
general market.
-- TenFold received a third patent for the Universal
Application, TenFold's unique technology for rapidly building
enterprise software applications. U.S. patent number US
6,301,701 B1 protects TenFold AutoTest, TenFold's "method for
computer-assisted testing of software application components."
TenFold AutoTest is a Universal Application component that
automates applications testing to ensure quality, prevent
inadvertent regressions, and verify applications functionality
with specific business scenarios and use cases.
-- TenFold launched a new Web site, built using TenFold
technology, to disclose detailed information about the Universal
Application. The new site, www.10fold.com, showcases the
industry's first applications platform for building applications
with extraordinary speed and limited demand on scarce IT
resources.
-- TenFold reached favorable resolutions of its customer
disputes with Utica Mutual Insurance Company and Southern
Company Energy Marketing. TenFold's errors and omissions
insurance carrier paid confidential settlement sums in excess of
the self-insurance retention amounts paid by TenFold to cover
legal defense costs. The parties agreed to dismiss all claims
against the other without either party admitting liability.
-- TenFold appointed John M. Ames as Chief Financial
Officer. Ames is the former Chief Operating Officer and Chief
Financial Officer of I-Link Incorporated.
-- TenFold appointed Michelle Moratti as Senior Vice
President of Operations. Moratti was formerly the Vice
President of Provider Services at Neoforma and has assumed day-
to-day responsibilities for TenFold's global account management,
project delivery and quality assurance.
TenFold (Nasdaq: TENF) sells its breakthrough, patented
technology for applications development, the Universal
Application?, to organizations that face the daunting task of
replacing obsolete applications or building complex applications
systems. Unlike traditional approaches, where business and
technology requirements create difficult IT bottlenecks, the
Universal Application lets a small, business team design, build,
deploy, maintain, and upgrade new or replacement applications
with extraordinary speed and limited demand on scarce IT
resources. For more information, call (800) TENFOLD or visit
http://www.10fold.com
At the end of September, TenFold's balance sheet showed
stockholders' deficit of $13 million, and a strained liquidity
with current liabilities exceeding current assets by close to
$32 million.
THERMADYNE HOLDINGS: Chapter 11 Case Summary
--------------------------------------------
Lead Debtor: Thermadyne Holdings Corporation
101 South Hanley Road
Suite 600
Saint Louis, MO 63105
Bankruptcy Case No.: 01-52840
Debtor affiliates filing separate chapter 11 petitions:
Entity Case No.
------ --------
C&G Systems Holding, Inc. 01-52841
C&G Systems, Inc. 01-52842
Coyne Natural Gas Systems, Inc. 01-52843
Marison Cylinder Company 01-52844
MECO Holding Company 01-52845
Modern Engineering Company,
Inc. 01-52846
Stoody Company 01-52847
TAG Realty, Inc. 01-52848
Thermadyne Capital Corp. 01-52849
Therdyne Cylinder Co. 01-52850
Thermadyne Industries, Inc. 01-52851
Thermadyne International Corp. 01-52852
Thermadyne Mfg. LLC 01-52853
Thermal Arc, Inc. 01-52854
Thermal Dynamics Corporation 01-52855
Tweco Products, Inc. 01-52856
Victor-Coyne International,
Inc. 01-52857
Victor Equipment Company 01-52858
Victor Gas Systems, Inc. 01-52859
Wichita Warehouse Corporation 01-52860
Chapter 11 Petition Date: November 19, 2001
Court: Eastern District of Missouri (St. Louis)
Judge: Barry S. Schermer
Debtors' Counsel: Gregory D. Willard, Esq.
Bryan Cave
One Metropolitan Sq.
211 N. Broadway, Ste. 3600
St. Louis, MO 63102-2750
Tel: 314-259-2000
WARNACO GROUP: Fruit of the Loom Demands Payment of $1.2 Million
----------------------------------------------------------------
Fruit of the Loom objects to the relief requested by The Warnaco
Group, Inc., and its debtor-affiliates. At the same time, Fruit
of the Loom asks Judge Bohanon for an order requiring the
Debtors to pay them $1,212,500 as an administrative expense.
Matthew B. King, Esq., at Wolman, Babitt & King LLP, in New
York, New York, argues that the Debtors improperly seek
rejection of the License Agreement. "Warnaco should not be
permitted to avoid its obligations under an order entered by
another bankruptcy court after Warnaco's petition date," Mr.
King asserts. Mr. King reminds Judge Bohanon that the Delaware
Bankruptcy Court had already entered an order emphasizing that
the termination agreement does not relieve Warnaco of its
obligations to make the agreed upon payments to Fruit of the
Loom even if it completed the sell-off prior to October 31,
2001. In addition, Mr. King contends that the Debtors should
not be permitted to avoid its obligations under the Agreement at
the expense of Fruit of the Loom's estate and creditors where
the Debtors' estate and creditors received the full benefits of
the Agreement post-petition.
Moreover, Mr. King demands that the Debtors should be compelled
to pay the amount due to Fruit of the Loom immediately as an
administrative expense -- the final installment of license fees
in the amount of $1,212,500. "Since Warnaco and its estates
received post-petition the very benefits for which it bargained,
Fruit of the Loom should be awarded as an administrative expense
in the bargained-for amount of $1,212,500," Mr. King claims.
(Warnaco Bankruptcy News, Issue No. 13; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
WASHINGTON GROUP: Reno Court Confirms Plan of Reorganization
------------------------------------------------------------
Washington Group International, Inc. announced that its Plan of
Reorganization was confirmed Tuesday by the U.S. Bankruptcy
Court for the District of Nevada in Reno, clearing the way for
the company to complete its financial restructuring.
Confirmation of the Plan constitutes Court approval of the
company's proposed debt-for-equity exchange, agreed to last week
by the steering committees of the company's secured lenders and
unsecured creditors.
The Plan also provides for the settlement of outstanding
litigation between Washington Group and Raytheon Company.
The company's secured lenders will receive 80 percent of the
primary equity in the newly reorganized company and $20 million
in cash. The company's unsecured creditors will receive 20
percent of the primary equity in the newly reorganized company
and the right to purchase, through warrants, up to an additional
25 percent of the new common stock of the reorganized company
over four years following the effective date of the company's
Plan of Reorganization.
Under the plan, existing Washington Group common stock (WNGXQ)
will be cancelled as of the plan's effective date. New shares of
common stock are expected to be issued to the company's secured
lenders and unsecured creditors in 45 to 60 days.
Stephen G. Hanks, Washington Group President and Chief Executive
Officer, welcomed the Court's decision.
"With confirmation, we now have the financial platform to ensure
that we can continue to provide the superior engineering and
construction services for which we are known," said Hanks. "I am
extremely proud of our employees and their performance during
our financial restructuring. During the year 2001, we have
booked almost $3 billion in new work, maintained our leadership
positions in the fastest growing markets in our industry, and
set safety records on dozens of projects. Our disciplined
management of cash flow and our balance sheet has left us free
of term debt. Throughout our financial situation, we have
maintained our clients and our employees. It is almost a miracle
that the company could go through this process and still retain
its position in the fastest growing market segments in the
industry."
Washington Group filed for protection under Chapter 11 of the
federal bankruptcy code on May 14, 2001. The company said that
its secured lenders voted overwhelmingly in favor of the
reorganization plan.
Washington Group International, Inc., is a leading international
engineering and construction firm with more than 30,000
employees at work in 43 states and more than 35 countries. The
company offers a full life-cycle of services as a preferred
provider of premier science, engineering, construction, program
management, and development in 14 major markets.
WASTE SYSTEMS: Court Extends Exclusive Period to Nov. 30
--------------------------------------------------------
The U.S. bankruptcy Court for the District of Delaware approves
the extension of Exclusive Periods of Waste Systems
International, Inc.
The order signed by Judge Walrath says that after arriving an
agreement with the Creditors Committee and Maguire, the
exclusive right to file a Chapter 11 plan is extended through
November 30, 2001.
Consequently, with respect to any plan filed by the Debtors on
or before November 30, 2001, the exclusive period to solicit
acceptance for the plan is moved through February 1, 2002.
Waste Systems International, Inc., an integrated non-hazardous
solid waste management company that provides solid waste
collection, recycling, transfer and disposal services to
commercial, industrial and municipal customers in the Northeast
and Mid-Atlantic Unites States, filed for chapter 11 protection
on January 11, 2001 in the U.S. Bankruptcy Court District of
Delaware. Victoria Watson Counihan, Esq., at Greenberg Traurig
LLP represents the Debtors in their restructuring effort.
WEBB INTERACTIVE: Fails to Meet Nasdaq NTA Listing Requirement
--------------------------------------------------------------
Webb Interactive Services, Inc., (Nasdaq: WEBB) announced that
the Company received a Nasdaq Staff Determination on November
13, 2001, indicating that the Company fails to comply with the
net tangible assets requirement for continued listing as set
forth in Marketplace Rule 4450(a)(3), and that its common stock
is, therefore, subject to delisting from the Nasdaq National
Market.
The Company has filed a Notice of Appeal and requested a hearing
before a Nasdaq Listing Qualifications Panel to review the Staff
Determination, which will temporarily stay a delisting of the
Company's common stock pending the Panel's decision, which
should occur within 45 days. There is no assurance that the
Panel will grant the Company's request for continued listing.
Webb Interactive Services' Web site can be found at www.webb.net
Jabber, Inc. is the developer of one of the world's most widely
used open platforms for extensible Instant Messaging and
presence management applications. An independent company whose
investors include France Telecom and Webb Interactive Services
(Nasdaq: WEBB), Jabber, Inc. is a commercial software company
that has its roots in the Jabber Open Source project. With over
60,000 servers deployed, Jabber has been adopted in the
telecommunications, enterprise, and software development
markets. See http://www.jabber.com
* Meetings, Conferences and Seminars
------------------------------------
November 26-27, 2001
RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
Seventh Annual Conference on Distressed Investing
The Plaza Hotel, New York City
Contact: 1-800-726-2524 or ram@ballistic.com
November 28, 2001
New York Society of Security Analysts
Anatomy of a Corporate Crisis: Managing Distress
Arno Restaurant, 141 West 38 St., NY, New York
Contact: Jennifer Ian 800/248-0108
or jennifer@nyssa.org
November 29-December 1, 2001
American Bankruptcy Institute
Winter Leadership Conference
La Costa Resort & Spa, Carlsbad, California
Contact: 1-703-739-0800 or http://www.abiworld.org
December 7 and 8, 2001
American Bankruptcy Institute
ABI/Georgetown Program "Views from the Bench"
Georgetown University Law Center, Washington, D.C.
Contact: 1-703-739-0800 or http://www.abiworld.org
December 11, 2001
New York Institute of Credit
Chapter 11 Strategies
New York, NY
Contact: 212-629-8686 or http://www.nyic.org
January 31 - February 2, 2002
American Bankruptcy Institute
Rocky Mountain Bankruptcy Conference
Westin Tabor Center, Denver, Colorado
Contact: 1-703-739-0800 or http://www.abiworld.org
January 11-16, 2002
Law Education Institute, Inc
National CLE Conference(R) - Bankruptcy Law
Steamboat Grand Resort, Steamboat Springs, Colorado
Contact: 1-800-926-5895 or
http://www.lawedinstitute.com
February 28-March 1, 2002
ALI-ABA
Corporate Mergers and Acquisitions
Renaissance Stanford Court, San Francisco, CA
Contact: 1-800-CLE-NEWS or http://www.ali-aba.org
March 3-6, 2002
NORTON INSTITUTES ON BANKRUPTCY LAW
Norton Bankruptcy Litigation Institute I
Park City Marriott Hotel, Park City, Utah
Contact: 770-535-7722 or Nortoninst@aol.com
March 7-8, 2002
RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
Third Annual Conference on Healthcare Transactions
The Millennium Knickerbocker Hotel, Chicago
Contact: 1-800-726-2524 or ram@ballistic.com
March 8, 2002
American Bankruptcy Institute
Bankruptcy Battleground West
Century Plaza Hotel, Los Angeles, California
Contact: 1-703-739-0800 or http://www.abiworld.org
March 20-23, 2002
TURNAROUND MANAGEMENT ASSOCIATION
Spring Meeting
Sheraton El Conquistador Resort & Country Club
Tucson, Arizona
Contact: 312-822-9700 or info@turnaround.org
April 11-14, 2002
NORTON INSTITUTES ON BANKRUPTCY LAW
Norton Bankruptcy Litigation Institute II
Flamingo Hilton, Las Vegas, Nevada
Contact: 770-535-7722 or Nortoninst@aol.com
April 18-21, 2002
American Bankruptcy Institute
Annual Spring Meeting
J.W. Marriott, Washington, D.C.
Contact: 1-703-739-0800 or http://www.abiworld.org
April 25-27, 2002
ALI-ABA
Fundamentals of Bankruptcy Law
Rittenhouse Hotel, Philadelphia
Contact: 1-800-CLE-NEWS or http://www.ali-aba.org
May 13, 2002 (Tentative)
American Bankruptcy Institute
New York City Bankruptcy Conference
Association of the Bar of the City of New York
New York, New York
Contact: 1-703-739-0800 or http://www.abiworld.org
May 26-28, 2002
International Bar Association
International Insolvency 2002 Conference
Dublin, Ireland
Contact: Tel +44 207 629 1206 or member@int-bar.org
or http://www.ibanet.org
June 6-9, 2002
American Bankruptcy Institute
Central States Bankruptcy Workshop
Grand Traverse Resort, Traverse City, Michigan
Contact: 1-703-739-0800 or http://www.abiworld.org
June 20-21, 2002
RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
Fifth Annual Conference on Corporate Reorganizations
The Millennium Knickerbocker Hotel, Chicago
Contact: 1-800-726-2524 or ram@ballistic.com
June 27-30, 2002
NORTON INSTITUTES ON BANKRUPTCY LAW
Western Mountains, Advanced Bankruptcy Law
Jackson Lake Lodge, Jackson Hole, Wyoming
Contact: 770-535-7722 or Nortoninst@aol.com
July 11-14, 2002
American Bankruptcy Institute
Northeast Bankruptcy Conference
Ocean Edge Resort, Cape Cod, MA
Contact: 1-703-739-0800 or http://www.abiworld.org
August 7-10, 2002
American Bankruptcy Institute
Southeast Bankruptcy Conference
Kiawah Island Resort, Kiawaha Island, SC
Contact: 1-703-739-0800 or http://www.abiworld.org
October 9-11, 2002
INSOL International
Annual Regional Conference
Beijing, China
Contact: tina@insol.ision.co.uk or
http://www.insol.org
October 24-28, 2002
TURNAROUND MANAGEMENT ASSOCIATION
Annual Conference
The Broadmoor, Colorado Springs, Colorado
Contact: 312-822-9700 or info@turnaround.org
December 5-8, 2002
American Bankruptcy Institute
Winter Leadership Conference
The Westin, La Paloma, Tucson, Arizona
Contact: 1-703-739-0800 or http://www.abiworld.org
April 10-13, 2003
American Bankruptcy Institute
Annual Spring Meeting
Grand Hyatt, Washington, D.C.
Contact: 1-703-739-0800 or http://www.abiworld.org
December 3-7, 2003
American Bankruptcy Institute
Winter Leadership Conference
La Quinta, La Quinta, California
Contact: 1-703-739-0800 or http://www.abiworld.org
April 15-18, 2004
American Bankruptcy Institute
Annual Spring Meeting
J.W. Marriott, Washington, D.C.
Contact: 1-703-739-0800 or http://www.abiworld.org
December 2-4, 2004
American Bankruptcy Institute
Winter Leadership Conference
Marriott's Camelback Inn, Scottsdale, AZ
Contact: 1-703-739-0800 or http://www.abiworld.org
The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via
e-mail to conferences@bankrupt.com are encouraged.
*********
Bond pricing, appearing in each Monday's edition of the TCR, is
provided by DLS Capital Partners in Dallas, Texas.
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com.
Bond pricing, appearing in each Thursday's edition of the TCR,
is provided by DebtTraders in New York. DebtTraders is a
specialist in global high yield securities, providing clients
unparalleled services in the identification, assessment, and
sourcing of attractive high yield debt investments. For more
information on institutional services, contact Scott Johnson at
1-212-247-5300. To view our research and find out about private
client accounts, contact Peter Fitzpatrick at 1-212-247-3800.
Real-time pricing available at http://www.debttraders.com/
Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911. For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.
*********
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 USA, and Beard
Group, Inc., Washington, DC USA. Yvonne L. Metzler, Bernadette
C. de Roda, Ronald P. Villavelez and Peter A. Chapman, Editors.
Copyright 2001. 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 6 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 240/629-3300.
*** End of Transmission ***