/raid1/www/Hosts/bankrupt/TCR_Public/030826.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, August 26, 2003, Vol. 7, No. 168
Headlines
AADCO AUTOMOTIVE: Inks Pact to Restructure $1.7MM Secured Loans
ACME METALS: Court Delays Entry of Final Decree Until October 27
ACP HOLDING: Pachulski Stang Hired as Local Counsel
AFC ENTERPRISES: Lenders Agree to Extend Filing Deadlines
ALLEGHENY ENERGY: Seeks Lenders' Approval for CDWR Contract Sale
AMERCO: Gets Final Nod for Payment to Republic Western Insurance
AMERICAN FINANCIAL: A.M. Best Cuts Preferred Rating to bb+
ARIZONA APPLE: Case Summary & 20 Largest Unsecured Creditors
ARROW ELECTRONICS: Fitch Initiates Coverage with BB Rating
ARVINMERITOR: Files Notification Under the Hart-Scott-Rodino Act
ARVINMERITOR INC: Believes Dana Counterclaims "Without Merit"
ATCHISON CASTING: Taps W.Y Campbell to Market & Sell Inverness
B&G FOODS INC: S&P Rates $200 Million Senior Secured Debt at B+
BALLY TOTAL: Fitch Rates 10.5% Senior Unsecured Notes at B
BAYOU STEEL: Fails to Comply with AMEX Listing Requirements
BIG CITY RADIO: Board Adopts Plan of Liquidation & Dissolution
CMS ENERGY: Utility Unit Declares Quarterly Preferred Dividends
COMM 2000-C1: S&P Cuts Low-B & Junk Ratings on Six Note Classes
COMMUNICORP: Lender Puts Staz Comms Unit into Receivership
CONSECO INC: Court Extends Lease Decision Time Until December 14
COUNCIL TRAVEL: Committee Gets OK to Tap Cornerstone Consulting
CSFB MORTGAGE: S&P Cuts and Affirms Low-B Ratings on 5 Classes
CTC COMMS: Court Approves Investment Pact with Columbia Ventures
DUANE READE: Loses $3-Mil. in Sales Due to Regional Power Outage
DVI INC: Files for Chapter 11 Reorganization in Wilmington, Del.
DVI INC: Chapter 11 Case Summary & 20 Largest Unsec. Creditors
EB2B COMMERCE: June 30 Balance Sheet Upside-Down by $4 Million
ELAN CORPORATION: EPIL Noteholders Extend Waivers Until Friday
ELECTRICAL CONTRACTING: Case Summary & 21 Unsecured Creditors
ENERGY WEST: Unit Sells Propane Business to Jack's Wholesale
ENRON CORP: Court Approves Amendment to Buernegia Sale Agreement
FANSTEEL INC: Bringing-In Kerr Irvine Rhodes as Oklahoma Counsel
FEDERAL-MOGUL: Earns Nod to Reject Uniform Pacts with 33 Lessors
FRONTIER OIL: S&P Ups Rating to BB After Termination of Merger
FRONTIER OIL: Fitch Affirms & Removes Low-B Ratings from Watch
GALEY & LORD: Signs-Up Peter Briggs of Alvarez & Marsal as CRO
GENERAL MEDIA: Hires Corporate Revitalization as Consultants
GENUITY INC: Plan-Filing Exclusivity Extended to September 3
GLOBIX CORP: Red Ink Continued to Flow in Third Fiscal Quarter
GOODYEAR TIRE: Provides July 2003 Monthly Investor Update
GULF STREAM: S&P Assigns BB Preliminary Rating to Class E Notes
HAYES LEMMERZ: HLI Trust Proposes Avoidance Settlement Protocol
HIGHWOODS PROPERTIES: Will Publish Q3 2003 Results on October 30
HOUSTON EXPLORATION: Named Best Bid for Gulf of Mex. Lease Sale
HQ GLOBAL: Judge Walrath to Consider Plan on Sept. 10, 2003
IMPATH INC: Considering Filing for Chapter 11 Protection
J. CREW GROUP: Aug. 2 Net Capital Deficit Widens to $425 Million
JLG INDUSTRIES: Corporate Credit Rating Cut to BB- from BB
JOHNSONDIVERSEY: Fitch Affirms Senior Secured Debt Rating at BB
KAISER ALUMINUM: Seeks Fourth Extension of Exclusive Periods
KINDERCARE LEARNING: Will Publish FY 2003 Results on Thursday
KMART CORP: Amends Other Unsecured Claims Estimation Procedures
LASERSIGHT INC: Michael Farris Resigns as CEO/President/Director
MAGELLAN HEALTH: Earns Okay to File Retention Program Under Seal
MCSI INC: Files Chapter 11 Plan Delivering Value to Bank Lenders
METALDYNE CORP: Names Myra Moreland VP of Corporate Affairs
MIDWEST EXPRESS: Finalizes Labor & Aircraft Financing Agreements
MOTELS OF AMERICA: Court Okays McDermott as Bankruptcy Counsel
MOUNTAIN WEST PRINTING: Case Summary & 20 Unsecured Creditors
N-STAR REAL ESTATE: Fitch Assigns BB+ Ratings to 2 Note Classes
NATIONAL STEEL: Solicitation Exclusivity Extended Until Oct. 23
NORTHWESTERN CORP: Falls Below NYSE Continued Listing Standards
NORTHWESTERN CORP: Will Webcast Shareholders' Meeting Today
NRG ENERGY: Wins Final Nod for Lobiondo, et al. Engagement Pact
O-CEDAR HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
PALOMAR MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
PMA CAPITAL: A.M. Best Revises Preferred Share Rating to bb
PG&E NAT'L: USGen Gets OK to Hire Ordinary Course Professionals
PILLOWTEX: U.S. Trustee Appoints Unsecured Creditors' Committee
POLAROID: Calif. Tax Board Wants Priority Status Reconsidered
PREMIER PLATFORMS: Case Summary & 20 Largest Unsecured Creditors
PROTARGA INC: CPT Group Appointed as Claims and Notice Agent
SAFETY-KLEEN: Ashland Demands $2.7-Million Admin Claim Payment
SAMUELS JEWELERS: Files Plan of Reorganization in Delaware Court
SANMINA-SCI: Will Repay $275MM Credit Facility in Fill Tomorrow
SEMCO ENERGY: Issues 8.7 Million Shares for $101 Million
SIERRA HEALTH: Unsuccessful TRICARE Bid Won't Affect Ratings
SMTC CORP: S&P Withdraws Ratings at Company's Request
SOLUTIA INC: Fitch Keeps Watch on Sr. Secured and Unsec. Ratings
SOUTH STREET CBO: Fitch Affirms Junk Ratings on 6 Note Classes
SURGICARE INC: Inks LOI for Investment by Brantley Partners
TERRA INDUSTRIES: Fitch Cuts Senior Debt Rating to B+
TIG HOLDINGS: A.M. Best Revises Preferred Share Rating to b
UNITED AIRLINES: Move to Implement Selective KERP Drawing Fire
VITESSE SEMICON.: Selling Optical Systems Division to Avanex
WESTAR ENERGY: Will Redeem Western Resources 8.50% QUIPS at Par
WHITE MOUNTAINS: A.M. Best Revises Preferred Share Rating to bb+
WORLDCOM INC: AT&T Bucks Committee's Move to Probe Allegations
WORLDTEQ GROUP: June 30 Balance Sheet Insolvency Cut to $530K
W.R. BERKLEY: A.M. Best Revises Preferred Share Ratings to bb+
ZENITH NATIONAL: A.M. Best Revises Preferred Share Rating to bb
ZENITH NATIONAL: Sues Yorba Linda for Unfair Business Practices
* Large Companies with Insolvent Balance Sheets
*********
AADCO AUTOMOTIVE: Inks Pact to Restructure $1.7MM Secured Loans
---------------------------------------------------------------
Mr. Charles Hodgkinson, CEO, announces that AADCO Automotive Inc.
has reached agreement in principle with its "inventory pool"
holders to restructure $1.7 million of secured working capital
loans as part of its ongoing planned restructuring of the Company.
Additionally, the Company plans to buy out and cancel certain
contracts to provide it with future "inventory pool" capital, and
pay related parties for management services provided to complete
the corporate restructuring through the issuance of common equity.
The restructure includes a combination of shares-for-debt
settlement to buy-down the debt to "inventory pool" holders, and a
conversion of the existing "inventory pool" loans, with associated
security, to a mix of a Series 2 two-year 12% secured convertible
debenture, and a Series 3 two-year 16% secured non-convertible
debenture. AADCO is seeking approval to complete the shares for
debt settlement at $0.10/share, and to issue the Series 2
debenture with a $0.12/share conversion rate.
The above restructuring would result in approximately 16,389,442
additional shares being issued or reserved for issuance through
conversion of Series 2 convertible debenture. As of August 19,
2003 AADCO has 30,841,874 common shares issued and outstanding and
19.75 million shares reserved for issuance for conversion of the
Series 1 convertible debenture previously issued. It is
contemplated that no person would become a control person or would
acquire control of AADCO as a result of this restructuring.
This restructuring will enable AADCO to remove from its books a
liability to pay approximately $1.9 million to "inventory pool"
holders over the remainder of fiscal 2004-2005. The Company will
now own 100% of the approximately $7.5 million in wholesale value
inventory currently in the business.
In addition to the above, AADCO is in the process of raising up to
a further $2.5 million, to deal with old payables and to provide
the working capital necessary to properly execute its business
plan. Subject to the Company successfully entering into settlement
arrangements with its unsecured creditors to its satisfaction, the
Company proposes to issue, by way of private placement, a Series 4
debenture, having a five year term, convertible at a rate (subject
to exchange approval) of $0.12/unit to units comprising one common
share and one-half warrant with an exercise price at $0.12 per
whole warrant and a term expiring term 1 year after the close of
the debenture financing. The Company has received commitments
from insiders to place approximately $1.0 million of this
financing.
* * *
The company's recent March Quarter Report filed with the SEC says:
"The ability of the Corporation to continue as a going concern and
to realize the carrying value of its assets and discharge its
liabilities when due is dependant on its ability to increase
production and sales as stated in its business plan, as well as
successfully raise additional capital to finance continuing
operating losses and meet debt obligations until it turns cash
flow positive. Management believes the actions it is taking will
mitigate the adverse conditions which raise substantial doubt
about the validity of the going concern assumption used in
preparing these financial statements."
ACME METALS: Court Delays Entry of Final Decree Until October 27
----------------------------------------------------------------
Upon consideration of Acme Metals Incorporated and its debtor-
affiliates' request, the U.S. Bankruptcy Court for the District of
Delaware extended the entry of final decree closing these cases
through October 27, 2003.
The Debtors submit that they have made significant progress in
prosecuting this chapter 11 cases since confirmation of the Plan.
Specifically, the Debtors continue to diligently prosecute and
resolve pending claims objection, however, to date, certain claims
objections and other issues remain unresolved.
Acme Metals and its debtor-affiliates are engaged in the business
of steel manufacturing and fabricating. The Company filed for
chapter 11 bankruptcy protection on September 28, 1998 (Bankr.
Del. Case No. 98-2179). Brendan Linehan Shannon, Esq. and James
L. Patton, Esq. at Young, Conaway, Stargatt & Taylor represent the
Debtors in their restructuring efforts. The Debtors' consolidated
balance sheet as of December 31, 2000 reports total assets of
$654,421 and liabilities of $362,737. The Debtors' Amended Plan
became effective on November 25, 2002.
ACP HOLDING: Pachulski Stang Hired as Local Counsel
---------------------------------------------------
ACP Holding Company and its debtor-affiliates are asking for
permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Pachulski, Stang, Ziehl, Young, Jones &
Weintraub PC as their local bankruptcy counsel.
The Debtors seek to retain Pachulski Stang as their attorneys
because of the firm's extensive experience and knowledge in the
field of debtors' and creditors' rights and business
reorganizations under chapter 11 of the Bankruptcy Code and
because of the Firm's expertise, experience and knowledge
practicing before the Delaware Court.
The professionals designated to perform services in this
engagement and their current hourly rates are:
Laura Davis Jones $560 per hour
James E. O'Neill $395 per hour
Rachel Lowy Werkheiser $280 per hour
Amy Espinosa $130 per hour
Marlene Chappe $125 per hour
Pachulski Stang is expected to:
a. provide legal advice with respect to their powers and
duties as debtors in possession in the operation and
reorganization of their businesses and their properties;
b. prepare and pursue confirmation of a reorganization plan
and approval of a disclosure statement;
c. prepare on behalf of the Debtors necessary applications,
motions, answers, orders, reports and other legal
papers;
d. appear in Court and to protect the interests of the
Debtors before the Court; and
e. perform all other legal services for the Debtors which
may be necessary and proper in these proceedings.
Neenah Foundry Company, the operating subsidiary of ACP Holding
Company is headquartered in Neenah, Wisconsin. The Company is in
the business of gray & ductile iron foundries, metal machining to
specifications and steel forging. The Company filed for chapter
11 protection on August 5, 2003 (Bankr. Del. Case No. 03-12414).
Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl Young Jones &
Weintraub P.C., and James H.M. Sprayregen, P.C., Esq., and James
W. Kapp III, Esq., at Kirkland & Ellis LLP represent the Debtors
in their restructuring efforts. When the Company filed for
protection from its creditors, it listed $494,046,000 in total
assets and $580,280,000 in total debts.
AFC ENTERPRISES: Lenders Agree to Extend Filing Deadlines
---------------------------------------------------------
AFC Enterprises, Inc. (Ticker: AFCE), the franchisor and operator
of Popeyes(R) Chicken & Biscuits, Church's Chicken(TM),
Cinnabon(R) and the franchisor of Seattle's Best Coffee(R) in
Hawaii, on military bases and internationally, said that the
lenders under its credit facility have agreed to an amendment
under which the lenders allow the Company to delay the filing of
its Annual Report on Form 10-K until October 31, 2003.
The amendment further allows the Company to delay the filing of
its quarterly reports on Form 10-Q for each of the first three
quarters of 2003 until December 1, 2003. Under the terms of the
amendment, the Company will deposit $32 million, representing
approximately 50% of the estimated net proceeds from the sale of
certain operations of Seattle Coffee Company on July 14, 2003, in
a collateral account. Earlier this year, the Company obtained an
amendment to the credit facility permitting it to use 50% of the
net proceeds from the sale for stock repurchases, dividends and
working capital purposes. These proceeds will be released to AFC
for such purposes upon delivery of the annual report for 2002 and
the quarterly reports for 2003, provided that the filings are made
by the specified dates. If AFC fails to make the filings by the
specified dates or if there is any other default under the credit
facility on those dates, the deposited amount would be applied as
a prepayment against the Company's term loans under the original
terms of the credit facility.
Total net proceeds from the sale of Seattle Coffee Company are
expected to be $60 to $62 million pending the effect of final
adjustments. The Company previously used approximately $32 million
of these proceeds to repay term loan indebtedness under the credit
facility. The $32 million in proceeds that will be placed in the
collateral account under the terms of the amendment represent the
remaining unused portion of the expected total net proceeds.
The amendment also provides that, until certain conditions are
satisfied, AFC's outstanding debt under the revolving credit
facility and term loan A will bear interest at LIBOR plus 2.75%
and term loan B will bear interest at LIBOR plus 3.00%, each of
which represents a 50 basis point increase over the prior rate.
These interest rate spreads will adjust to rates based on the
Company's total leverage ratio, upon AFC delivering the required
financial reports, AFC certifying that its total leverage ratio
based on those financial reports is in compliance with the credit
facility, and its bank debt being rated BB- and Ba3 or better by
each of S&P and Moody's, respectively.
The Company is making every effort to complete the restatements
and audits of its financial statements for 2002, 2001 and 2000 and
to file its Form 10-K for fiscal year 2002, as well as its
quarterly reports on Form 10-Q for the first two quarters of 2003,
as soon as possible.
AFC Enterprises, Inc. is the franchisor and operator of 4,006
restaurants, bakeries and cafes as of July 14, 2003, in the United
States, Puerto Rico and 35 foreign countries under the brand names
Popeyes(R) Chicken & Biscuits, Church's Chicken(TM), Cinnabon(R)
and the franchisor of Seattle's Best Coffee(R) in Hawaii, on
military bases and internationally. AFC's primary objective is to
be the world's Franchisor of Choice(R) by offering investment
opportunities in highly recognizable brands and exceptional
franchisee support systems and services. AFC Enterprises had
system-wide sales of approximately $2.7 billion in 2002 and can be
found on the World Wide Web at http://www.afce.com
ALLEGHENY ENERGY: Seeks Lenders' Approval for CDWR Contract Sale
----------------------------------------------------------------
Allegheny Energy, Inc. (NYSE: AYE) and subsidiary Allegheny Energy
Supply Company, LLC, are seeking approval from lenders for the
sale of Allegheny Energy Supply's energy supply contract with the
California Department of Water Resources and certain related
hedges.
As part of the request, waivers and amendments to their existing
credit facilities are being sought which would also allow the
Company to place proceeds from the CDWR contract sale, less costs
associated with the elimination of related tolling agreements and
other hedges, into a pledged account. This account would be held
in the name of the collateral agent until the earlier of December
31, 2003, or until such time that these credit facilities would be
repaid or refinanced. Allegheny Energy Supply's current financing
agreements require the Company to use 75 percent of the CDWR net
sale proceeds to prepay Allegheny Energy Supply debt. In addition,
Allegheny Energy and Allegheny Energy Supply are requesting
waivers of their financial covenants with respect to the third
quarter of 2003.
These requests, if approved, would allow Allegheny to move forward
in the process of completing an important transaction and would
allow the Company greater flexibility to improve its liquidity
position. They also would facilitate a possible refinancing of the
Company's credit facilities.
With headquarters in Hagerstown, Md., Allegheny Energy is an
integrated energy company with a balanced portfolio of businesses,
including Allegheny Energy Supply, which owns and operates
electric generating facilities and supplies energy and energy-
related commodities, and Allegheny Power, which delivers low-cost,
reliable electric and natural gas service to about three million
people in Maryland, Ohio, Pennsylvania, Virginia, and West
Virginia. More information about the Company is available at
http://www.alleghenyenergy.com
As reported in Troubled Company Reporter's August 12, 2003
edition, Fitch Ratings assigned a 'BB-' rating to Allegheny Energy
Inc.'s $300 million 11-7/8% convertible notes due 2008 and
Allegheny Capital Trust I's $300 million preferred securities. The
trust was formed to hold and pass through to the holders of the
preferred securities all of the economics and legal rights
associated with the notes and warrants issued by AYE to purchase
common stock of AYE.
AMERCO: Gets Final Nod for Payment to Republic Western Insurance
----------------------------------------------------------------
AMERCO obtained the Court's final approval to pay amounts due and
owing under the Insurance Policies and Insured Obligations with
Republic Western Insurance Company, a wholly owned Amerco
subsidiary.
Republic Western provides several types of property and casualty
insurance for Amerco and certain of its subsidiaries, including U-
Haul International, Inc. -- Amerco's largest operating subsidiary.
The Insurance Polices include policies for policy years 1999,
2000, 2001, 2002 and 2003 for various purposes, including
commercial auto for minimum financial responsibilities, umbrella
and generally liability policies. These Insurance Policies
contain high deductible payments or retrospective premium
provisions or "loss corridor" deductibles. Republic Western
claims that Amerco's total liability under the Insurance Policies
is approximately $46,000,000 reflecting:
-- $41,000,000 in billed claims paid; and
-- $5,000,000 in unbilled claims Republic Western paid on
claims for Amerco's benefit and other costs Republic
Western incurred on Amerco's behalf.
Under the Insurance Policies, Amerco is required to pay certain
amounts to Republic Western on an ongoing basis as premiums, loss
and loss adjustment expense deductibles, claims handling fees and
policy servicing fees. Although it is impossible to predict
precisely the amount of these obligations per month, Amerco
estimates that, on average, its aggregate obligation to Republic
Western per month is approximately $12,000,000. (AMERCO Bankruptcy
News, Issue No. 5; Bankruptcy Creditors' Service, Inc., 609/392-
0900)
AMERICAN FINANCIAL: A.M. Best Cuts Preferred Rating to bb+
----------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The following rating American Financial Group, Inc., has been
changed to align it with the revised notching established and
presented in the criteria piece. The revision of the rating does
not reflect any change in A.M. Best's view of the overall quality,
level of capitalization or expected operating performance of the
company.
From Revised to
---- ----------
American Financial Group, Inc.
Preferred securities bbb- bb+
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
ARIZONA APPLE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Arizona Apple Orchards Inc.
8433 North Black Canyon Freeway
Suite 100
Phoenix, Arizona 85021
Bankruptcy Case No.: 03-14269
Chapter 11 Petition Date: August 13, 2003
Court: District of Arizona (Phoenix)
Judge: George B. Nielsen Jr.
Debtor's Counsel: Lawrence D. Hirsch, Esq.
Hirsch Law Office, P.C.
5020 E. Shea Blvd., #150
Scottsdale, AZ 85254
Tel: 602-996-9544
Fax: 480-505-9707
Estimated Assets: $1 Million to $10 Million
Estimated Debts: $1 Million to $10 Million
Debtor's 20 Largest Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
Charles Chawafaty/ Cash advances/ $3,795,370
DBA Agrinvest Int'l loan for working capital
PO Box 37517
Phoenix, AZ 85069
Tel: 602-864-8432
Fax: 602-347-7578
Agrinvest International, Cash advances/loan $875,380
Inc.
8433 N Black Canyon Hwy.
#100
Phoenix, AZ 85021
Tel: 602-864-8448
Fax: 602-864-8454
Charles Chawafaty Cash advances/ $364,468
8331 N 21st Dr. #H202 loan for working capital
Phoenix, AZ 85021
Tel: 602-864-8432
Fax: 602-347-7578
Harewood Int'l, Inc. Compensation 1997-2001 $240,000
Cash advances, traveling $46,000
Expenses, payroll
Jacqueline Chawafaty Cash advances/loan $199,200
Barton Ridge Enterprise, Rent Claims $149,317
LLC
Cardinal & Stachel Legal fees $55,000
Squire, Sanders & Dempsey Legal fees $56,653
SSVEC Payment for electricity $52,141
SORIS Financial Lease portion expenses $50,059
West-East Technology, Inc. Equipment consultation $43,614
fees
New Mexico Winery, Inc. Payment for juice storage $30,000
SRC Vision Insurance Premium $21,295
Paula Insurance Insurance Premium $14,462
Creative Options Marketing/Invoices $9,134
Arizona State Land Dept. Abandoned state lease $9,059
City of Sierra Vista Disposal waste water $6,092
Atlas Pacific Eng'g Co. Travel Expenses $4,150
Smith & Danamra Labeling for wine $3,460
Al Cheneler, PA, Atty. Legal fees $3,167
ARROW ELECTRONICS: Fitch Initiates Coverage with BB Rating
----------------------------------------------------------
Fitch Ratings has initiated coverage of Arrow Electronics, Inc.
and assigned a 'BB' rating to the company's senior unsecured debt.
The Rating Outlook is Stable. Approximately $2.4 billion in debt
securities are outstanding.
The ratings reflect concerns regarding Arrow's strained credit
protection measures, high debt levels, lower but improved capacity
utilization levels along with the pricing pressures and demand
variability characteristic of the technology distribution
industry. Also considered are the company's acquisitive nature and
execution risk relating to Arrow's various restructuring programs.
Positively, Fitch recognizes the company's stabilizing revenue
stream, adequate liquidity, and leading industry position.
Profitability expansion is possible from on-going cost cutting
initiatives and the anticipated growth for semiconductors. The
Stable Outlook reflects the stabilization of Arrow's revenue base
and cash flows in an improving but still challenging demand
environment. Even though Fitch expects third quarter weakness for
the European market, Arrow has flexibility within the current
rating for moderate operational and industry shortfalls.
Arrow's operations and credit metrics have been negatively
affected the last few years by the economic downturn and the
cyclical declines of the semiconductor industry and overall
information technology market. Total revenue in 2002 was $7.4
billion, versus $9.5 billion in 2001 and $12.1 billion in 2000.
Revenue levels have been stable for the past eight quarters in the
$1.8-$2.0 billion range but with EBITDA margins at historically
low levels of approximately 3.5%. Fitch believes the demand
environment for IT, especially for Europe, remains uncertain and
could affect a portion of the company's third quarter revenues but
a moderate industry recovery is expected thereafter, especially
for semiconductors. The company's revenue run-rate will also
benefit from its acquisition of Pioneer Standard's Integrated
Electronics Division, which was completed at the end of the first
quarter for a net cash price of $226 million. At the time of the
close of the transaction, IED's annualized revenue run rate was
estimated to be approximately $700 million. Arrow has historically
been acquisitive and Fitch believes the company will continue to
pursue strategic acquisitions.
The company's credit protection metrics have weakened
substantially since 2000 as a result of lower profitability. In
June 2003 Arrow completed the sale of $350 million 6.875% senior
notes due 2013. As a result, total debt increased to nearly $2.4
billion as of the second quarter ending June 30, 2003 compared to
$2.1 billion at fiscal year 2002 and $2.5 billion in 2001. As of
the second quarter leverage (measured by total debt/EBITDA)
deteriorated to more than 9 times, mostly as a result of the debt
offering, from 8.3x in fiscal year 2002 and 5.3x in 2001.
It is expected that Arrow will use a majority of the proceeds from
the debt offering in June 2003 to repay the approximate $200
million 8.2% senior notes maturing in October 2003. Also, EBITDA
has been stabilizing and should improve moderately the next few
quarters as the company begins to see the benefits of its cost
cutting initiatives and as the estimated $60 million of synergies
from the IED acquisition are achieved. Fitch anticipates the
company may choose to implement additional cost cutting measures
as it continues to rationalize expenses. As a result, Fitch
expects leverage to improve to 7x by the end of 2003 with
increased interest coverage.
Fitch estimates interest coverage (measured by EBITDA/interest
incurred) was approximately 2.5x as of June 30, 2003 which is
similar to the last two years and very close to the company's bank
facility covenant of 2.2 for June 30, 2003. The interest coverage
covenant restricts EBITDA/interest (as measured by adjusted
consolidated EBITDA/consolidated cash interest expense) to 2.45
times after 6/30/03, 2.75x after 9/30/03 and 3.0x after 12/31/03.
Arrow's liquidity is supported by $726 million in cash and
equivalents as of June 30, 2003, an accounts receivable
securitization program and unsecured credit facilities. The
company renewed its accounts receivable securitization program in
February 2003 and reduced the size of the program to $550 million
from $750 million. Importantly, a rating trigger that could have
made the program unavailable in the event that the company's
senior unsecured credit rating fell below investment grade was
eliminated. In addition, Arrow amended its three-year revolving
credit facility by reducing the size of the facility to $450
million from $650 million and changing certain financial
covenants. Both the accounts receivable securitization program and
the three-year revolver will expire in February 2004, and as of
the second quarter of 2003 there were no borrowings under either
facility. However, of this $1 billion in capacity, approximately
$250 million was available for use by the company as of June 30,
2003, due to financial covenant constraints in the bank agreement,
including an adjusted debt-to-capitalization figure in addition to
the aforementioned interest coverage covenant. Fitch believes that
the company's current resources are adequate to meet its
obligations, as near-term debt maturities are manageable, with
$200 million remaining due in 2003, minimal amounts in 2004, and
$250 million in 2005. The company also has approximately $750
million in zero coupon convertible debentures that can be put to
the company in 2006.
This rating is based on existing public information and is
provided as a service to investors.
ARVINMERITOR: Files Notification Under the Hart-Scott-Rodino Act
----------------------------------------------------------------
ArvinMeritor, Inc. (NYSE: ARM) has filed a notification under the
Hart-Scott-Rodino Act with the Federal Trade Commission and the
Department of Justice in connection with ArvinMeritor's offer to
purchase all of the outstanding shares of Dana Corporation (NYSE:
DCN) for $15.00 per share in cash.
ArvinMeritor, Inc. is a premier $7-billion global supplier of a
broad range of integrated systems, modules and components to the
motor vehicle industry. The company serves light vehicle,
commercial truck, trailer and specialty original equipment
manufacturers and related aftermarkets. In addition, ArvinMeritor
is a leader in coil coating applications. The company is
headquartered in Troy, MI, and employs 32,000 people at more than
150 manufacturing facilities in 27 countries. ArvinMeritor's
common stock is traded on the New York Stock Exchange under the
ticker symbol ARM. For more information, visit the company's Web
site at: http://www.ArvinMeritor.com
The solicitation and offer to purchase is made only pursuant to
the Offer to Purchase and related materials that ArvinMeritor and
Delta Acquisition Corp. filed with the Securities and Exchange
Commission on July 9, 2003. Investors and security holders are
advised to read such documents because they include important
information. Investors and security holders may obtain a free copy
of such documents at the SEC's Web site at http://www.sec.gov
from ArvinMeritor at 2135 W. Maple Road, Troy, MI 48084, Attn:
Investor Relations, or by contacting Mackenzie Partners, Inc. at
(212) 929-5500 collect or at (800) 322-2885 toll-free or by email
at proxy@mackenziepartners.com
ArvinMeritor, Inc. (S&P, BB+ Corporate Credit & Senior Unsecured
Debt Ratings, Negative) is a premier $7-billion global supplier of
a broad range of integrated systems, modules and components to the
motor vehicle industry. The company serves light vehicle,
commercial truck, trailer and specialty original equipment
manufacturers and related aftermarkets. In addition, ArvinMeritor
is a leader in coil coating applications. The company is
headquartered in Troy, Mich., and employs 32,000 people at more
than 150 manufacturing facilities in 27 countries. ArvinMeritor
common stock is traded on the New York Stock Exchange under the
ticker symbol ARM. For more information, visit the company's Web
site at: http://www.arvinmeritor.com
ARVINMERITOR INC: Believes Dana Counterclaims "Without Merit"
-------------------------------------------------------------
ArvinMeritor, Inc. (NYSE: ARM) issued the following statement
regarding the answer filed by Dana Corporation (NYSE: DCN) and its
Board of Directors in response to ArvinMeritor's lawsuit that was
filed on July 8, 2003 in the Circuit Court for the City of Buena
Vista, Virginia, and the answer and counterclaims filed by Dana in
response to ArvinMeritor's lawsuit that was filed on July 9, 2003
in the United States Federal District Court for the Western
District of Virginia.
"We believe Dana's counterclaims are without merit and we will
contest them vigorously. Dana's Board of Directors and management
continue to manufacture roadblocks to a combination of Dana and
ArvinMeritor in an effort to further entrench themselves at Dana's
shareowners' expense and to prevent shareowners from receiving
substantial value for their investment in Dana."
ArvinMeritor, Inc. (S&P, BB+ Corporate Credit & Senior Unsecured
Debt Ratings, Negative) is a premier $7-billion global supplier of
a broad range of integrated systems, modules and components to the
motor vehicle industry. The company serves light vehicle,
commercial truck, trailer and specialty original equipment
manufacturers and related aftermarkets. In addition, ArvinMeritor
is a leader in coil coating applications. The company is
headquartered in Troy, Mich., and employs 32,000 people at more
than 150 manufacturing facilities in 27 countries. ArvinMeritor
common stock is traded on the New York Stock Exchange under the
ticker symbol ARM. For more information, visit the company's Web
site at: http://www.arvinmeritor.com
ATCHISON CASTING: Taps W.Y Campbell to Market & Sell Inverness
--------------------------------------------------------------
Atchison Casting Corporation and its debtor-affiliates ask for
permission from the U.S. Bankruptcy Court for the Western District
of Missouri to employ W.Y. Campbell & Company as their investment
banker to market and sell Inverness Castings Group, Inc.
The Debtors tell the Court they interviewed three investment
banker candidates including Campbell. Campbell was selected
because it has completed seven bankruptcy divestitures in the last
48 months and has handled 26 distressed sales in the last six
years. In addition, Campbell has completed over 200 sale
transactions in the recent past involving entities similar to the
Debtors.
The Debtors anticipate that Campbell will render investment advice
to them in relation to the Sale Transaction. Specifically,
Campbell will:
a) meet with officials, legal counsel and other advisors
and consultants as often and as necessary as both the
Debtors and Campbell deem reasonable in order to assist
the Debtors with the Sale Transaction;
b) assist the Debtors in evaluating and selecting the
structural alternative that will accomplish the Sale
Transaction, including assisting in preparing and
presenting relevant information to the Debtors' Boards
of Directors with respect to an authorization to
proceed;
c) assist the Debtors in preparing the necessary
documentation description of the Sale Transaction;
d) assist the Debtors in preparation of a "teaser"
memorandum and request for expressions of interest;
e) assist the Debtors in preparation and distribution of a
confidential offering memorandum to potential bidders;
f) on behalf of the Debtors, contact and meet with security
holders, lenders and their legal, financial or other
advisors, as appropriate, to provide information
explaining the Debtors' proposed Sale Transaction;
g) work with interested participants in the Sale
Transaction and represent the Debtors in negotiations
with respect to the Sale Transaction;
h) participate in any due diligence process that may be
conducted by participants in the Sale Transaction;
i) work with the Debtors in selecting a "stalking horse"
bid acceptable to the Pre-Petition Agent and the Post-
Petition Agent;
j) further assist the Debtors in seeking counterbids for
the Sale Transaction; and
k) assist in the closing(s) of the Sale Transaction.
Upon signing the Letter Agreement, the Debtors paid Campbell an
Initial Retainer Fee of $50,000. As agreed, Campbell is further
entitled to receive a Monthly Consulting Fee of $25,000
If a successful Sale Transaction occurs, Campbell will be entitled
to receive a Transaction Fee in accordance with:
-- 5% of the first $2 million;
-- 4% of the second $2 million;
-- 3% of the third $2 million;
-- 2% of the fourth $2 million; and
-- 1% of the remainder of Aggregate Consideration.
Atchison Casting Corporation, headquartered in St. Joseph,
Missouri, together with its affiliates, produce iron, steel and
non-ferrous castings and machining for a wide variety of
equipment, capital goods and consumer markets. The Company filed
for chapter 11 protection on August 4, 2003 (Bankr. W.D. MO. Case
No. 03-50965). Mark G. Stingley, Esq., and Cassandra L. Writz,
Esq., at Bryan Cave LLP represent the Debtors in their
restructuring efforts. When the Company filed for protection from
its creditors, it listed $136,750,000 in total assets and
$96,846,000 in total debts.
B&G FOODS INC: S&P Rates $200 Million Senior Secured Debt at B+
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' rating to B&G
Foods Inc.'s proposed $200 million senior secured credit
facilities. Borrowings on the new facility will be used to
refinance the company's existing credit facility and to fund the
purchase of the Ortega brands from Nestle Prepared Foods Company.
At the same time, Standard & Poor's has affirmed its 'B+'
corporate credit and 'B-' subordinated debt ratings on B&G. The
ratings on the existing senior secured credit facility will be
withdrawn upon closing of the new facility.
The outlook is stable.
Standard & Poor's estimates that B&G Foods had about $384 million
of adjusted total debt outstanding as of Aug 21, 2003.
The senior secured facility is rated the same as the corporate
credit rating because in a stressed scenario, Standard & Poor's
believes that lenders could expect meaningful but less than full
recovery of principal. The senior secured credit facility
comprises a $50 million, five-year revolving credit facility
maturing in 2008, which includes a $5 million sublimit for letters
of credit and a $150 million term loan maturing in 2009.
"The ratings reflect B&G Foods' high debt levels and a history of
debt-financed acquisitions, including the recently announced
Ortega acquisition, along with the competitive nature of the
firm's niche markets," said Standard & Poor's credit analyst
Ronald Neysmith. "Somewhat offsetting these factors are the
company's diverse portfolio of packaged food products and
management's successful track record of integrating acquired
brands successfully into its infrastructure."
Parsippany, New Jersey-based B&G is a manufacturer, marketer, and
distributor of a diversified portfolio of food products, including
branded pickles, peppers, hot sauces, maple syrup, salad dressing,
and other specialty food products. B&G's acquisition strategy
includes buying strong brands that possess either No. 1 or No. 2
positions within their niche markets. These products are usually
small brands owned by larger food companies and have been deemed
"noncore" by the sellers. Since 1998, the company has spent more
than $380 million on acquisitions.
BALLY TOTAL: Fitch Rates 10.5% Senior Unsecured Notes at B
----------------------------------------------------------
Fitch Ratings assigned a 'B' rating to Bally Total Fitness Holding
Corp.'s recent issuance of 10.5% senior unsecured notes due 2011.
At the same time, Fitch lowered the rating on BFT's 9.875% senior
subordinated notes to 'B-' from 'B' and assigned a 'BB-' rating to
its new $100 million senior secured bank credit facility.
Approximately $580 million in debt is affected by these actions.
The downgrade of the senior subordinated notes reflects their
structural subordination to the 10.5% senior unsecured notes.
Proceeds from the senior unsecured notes were used to retire bank
debt and repay a small portion of BFT's on-balance sheet
receivables securitization.
The Rating Outlook is Negative.
The above ratings have been provided by Fitch as a service to the
users of its ratings and are based primarily on public
information.
The ratings consider BFT's leveraged balance sheet, declining
operating trends and the challenge of attracting new members in
the current weak economy. Somewhat offsetting these risks is BFT's
success in increasing its sale of higher margin ancillary products
as well as the steady stream of income from its mature, dues
paying clientele. The Negative Rating Outlook reflects a more
challenging operating environment, concerns about increased
competition and potential deterioration of credit protection
measures for bondholders.
BFT's operating performance remains weak and profit margins have
been declining as a result of slower new member sign ups as well
as the high proportion of immature clubs which have lower initial
operating margins. In the LTM June 30, 2003, BFT's EBITDA margin
has declined to 12.5% from 14.2% for fiscal-year 2002. BFT has
grown via acquisition and the building of new clubs over the past
several years. BFT's new clubs represent approximately 30% of its
total club base - thus a higher percentage of its club base has
not reached maturity. However, since the third quarter of FY 2002,
BFT has made a concerted effort to limit capital expenditures and
focus on generating free cash flow. This, combined with minimal
debt maturities in the near term should enable management to
develop programs to generate more new memberships. To the extent
these clubs are able to attract new members, operating margins
could improve.
Despite these efforts, BFT's balance sheet is still highly
leveraged, with total adjusted debt for the LTM June 30, 2003 of
7.0 times vs. 6.6x for FY 2002. Similarly, EBITDAR/interest plus
rents has declined to 1.3X for the LTM June 30, 2003 vs. 1.4X for
FY 2002. Softness in new member sign-ups as well as slightly lower
operating margins will likely result in reduced EBITDA for FY
2003. Going forward, Fitch anticipates that BFT will continue to
reduce capital spending in order to integrate and focus on recent
acquisitions as well as improve operating margins and EBITDA. BFT
has several avenues of outside liquidity including its parcel
sales of its receivables portfolio. Longer term, the potential to
monetize its receivables portfolio by selling to a third party
could have positive ratings implications.
BAYOU STEEL: Fails to Comply with AMEX Listing Requirements
-----------------------------------------------------------
Bayou Steel Corporation (AMEX:BYX) received a notice from the
American Stock Exchange that the Company no longer complies with
Sections 1003(a)(iv) and Section 1003(d) of the Exchange's
continued listing standards due to the Company's bankruptcy
petition and the filing of Form 10-Qs without the independent
auditors' review for the periods ended December 31, 2002,
March 31, 2003, and June 30, 2003.
The bankruptcy court has not yet approved the appointment of an
independent auditor. Once appointed, the independent auditor will
complete the review. The Exchange has notified the Company that it
intends to proceed with the filing of an application with the
Securities and Exchange Commission to delist and deregister the
Company's common stock from the Exchange.
The common stock was halted from trading on the Exchange since
January 22, 2003. A delisting would require the Company to file a
new listing application, when and if it meets Exchange initial
listing standards, in order to resume trading. The Company does
not expect that it will be able to establish trading on any other
exchange or dealer quotation market at this time.
BIG CITY RADIO: Board Adopts Plan of Liquidation & Dissolution
--------------------------------------------------------------
Big City Radio, Inc.'s (AMEX: YFM) board of directors has
unanimously adopted a plan of complete liquidation and dissolution
for Big City Radio.
Adoption of the plan follows a review of strategic alternatives
that Big City Radio commenced in the fall of 2002. As previously
announced, Big City Radio has completed the sales of 11 of its 12
remaining radio stations and is in negotiations to sell the 12th
station. The company undertook these asset sales as part of an
auction process to raise the funds necessary to pay the principal
and interest on its 11-1/4% senior discount notes due 2005.
Noteholders accelerated payment of the notes as a result of
defaults by Big City Radio under the notes. Big City Radio has
paid substantially all of the net cash proceeds from the asset
sales to the paying agent for the notes.
Big City Radio is currently unable to estimate with certainty the
amount of its remaining assets that it will have to apply to
satisfy its liabilities and obligations. Therefore, Big City Radio
cannot predict at this time the amount of any future distributions
it will be able to make to its stockholders after providing for
payment of those liabilities and obligations.
Big City Radio's plan of complete liquidation and dissolution will
require stockholder approval under Delaware law. Information
describing the plan and related matters will be filed with the
Securities and Exchange Commission and mailed to stockholders.
Stockholders should read that information carefully when it
becomes available, because it will contain important information
about the plan.
* * *
In its most recent Form 10-Q filed with Securities and Exchange
Commission, Big City Radio reported:
"[E]vents of default exist under the Indenture governing Big City
Radio's Notes and Big City Radio entered into a Forbearance
Agreement with the holders of approximately $128 million principal
amount at maturity of the Notes, although the Forbearance
Agreement did not prevent the trustee under the Indenture or note-
holders that were not parties to the Forbearance Agreement from
pursuing remedies under the Indenture.
"Since its inception, Big City Radio incurred substantial net
operating losses primarily due to broadcast cash flow deficits
associated with the start up of its radio station operations.
During the quarter ended June 30, 2003, the Company completed
three of four planned asset sale transactions, and also amended
the fourth transaction to sell certain non-license assets. As a
result of these transactions, the Company has sold the majority of
its operating assets and now owns only WYXX-FM in Morris,
Illinois. The Company remains a party to some contracts formerly
used in the operations of the sold radio stations which were not
assumed by the purchasers of its radio properties. The Company
does not expect to incur material obligations under these
contracts. As a further result of the completed asset sales and
the realized and unrealized gains in the Entravision Class A
common stock since April 16, 2003, the date the Entravision
transaction was completed, the Company has reported a total
estimated tax provision for Federal and State taxes of
approximately $10 million. This total provision was estimated
assuming the liquidation of the Entravision Class A common stock
at its closing price on June 30, 2003. The Company has contractual
liabilities to management under employment arrangements estimated
as approximately $2.2 million. As a result, Big City expects to
generate net operating losses for the foreseeable future.
"Prior to completion of the asset sales described above, Big City
Radio met its working capital needs primarily through borrowings,
including loans from Big City Radio's principal stockholders,
Stuart and Anita Subotnick, loans under credit facilities, and
proceeds from the issuance of the senior notes in March 1998. From
October 31, 2001 to the completion of the asset sales, Big City
Radio has met its working capital needs primarily from the
proceeds of the sale of Big City Radio's Phoenix radio stations
which it completed on that date.
"The Company failed to make the semi-annual interest payment of
$9,800,000 due on the senior notes on September 15, 2002. Big City
Radio's cash resources were insufficient to enable Big City Radio
to make the semi-annual interest payment within the 30-day grace
period provided under the indenture. The grace period expired on
October 15, 2002, thereby resulting in an additional event of
default under the indenture. On October 17, 2002, pursuant to the
indenture, holders of the senior notes delivered an acceleration
notice to Big City Radio declaring the principal and interest on
all of the senior notes to be immediately due and payable.
"In light of these developments, the Company evaluated its
strategic alternatives and the most efficient use of its capital.
On November 4, 2002, Big City Radio announced it had retained
Jorgenson Broadcast Brokerage to market and conduct an auction
sale of all of Big City Radio's radio stations.
"On November 13, 2002, Big City Radio, and the holders of
approximately $128,000,000 in principal amount of the senior notes
acting through an ad hoc committee of noteholders, entered into a
forbearance agreement. Under the forbearance agreement, the
signatory noteholders agreed to forebear, through January 31, 2003
(later extended to March 31, 2003 and subsequently to April 30,
2003), from taking, initiating or continuing any action to enforce
the Company's payment obligations under the senior notes,
including, without limitation, any involuntary bankruptcy filing
against the Company, or against any property, officers, directors,
employees or agents of the Company to collect on or enforce
payment of any indebtedness or obligations, or to otherwise assert
any claims or causes of action seeking payment under the senior
notes, in each case arising under or relating to the payment
default or the default arising from the failure to make the
required offer to repurchase senior notes or other existing
defaults known to the signatory noteholders as of November 13,
2002. Under the forbearance agreement, the Company agreed to
conduct the auction of its radio stations in a good faith manner
designed to sell the assets as soon as practicable for net cash
consideration in an amount at least sufficient to pay all
principal of, and accrued and unpaid interest on, the senior
notes. If the signatory noteholders reasonably believed that the
Company was not conducting the auction process in good faith or
was not operating or managing the business and financial affairs
of the Company in good faith in the ordinary course and consistent
with past practices, they could have notified the Company in
writing and could have elected to terminate the forbearance
agreement. The Company further agreed not to pay, discharge or
satisfy any liability or obligation except for obligations
reflected on the Company's balance sheet as of December 31, 2001
or incurred in the ordinary course since that date which were
paid, discharged or satisfied for fair and equivalent valued in
the ordinary course of business and consistent with past
practices. The forbearance agreement did not prevent the trustee
under the indenture or noteholders that are not parties to the
forbearance agreement from pursuing remedies under the indenture.
"Big City Radio and the noteholders executed an amendment to the
forbearance agreement as of January 14, 2003, in which the
expiration date of the forbearance period was extended from
January 31, 2003 through and including March 31, 2003. The
forbearance agreement was further amended to provide that:
- Big City Radio would pay the noteholders the net cash proceeds
of any asset sale within five business days after the completion
of such asset sale, until such time as the noteholders had
received cash in an amount equal to all principal of, and
accrued and unpaid interest on, the senior notes;
- the forbearance agreement could be terminated by either Big City
Radio or the ad hoc committee upon written notice if:
- any party to the forbearance agreement failed to perform any of
its obligations, or breached any of its representations,
covenants or warranties, under the forbearance agreement,
- Big City Radio or any party to any asset purchase agreement for
any asset sale which Big City Radio had publicly announced on or
before January 6, 2003 breached any representation, warranty or
covenant in such asset purchase agreement, and did not cure such
breach within ten days, or
- one or more of the asset purchase agreements was terminated or
modified in any material respect; and
- Big City Radio was required to immediately notify the ad hoc
committee by written notice of:
- any breach by Big City Radio of the forbearance agreement,
- any breach by Big City Radio or any other party of any of the
foregoing asset purchase agreements, whether or not such breach
was curable, and
- any termination by Big City Radio or any other party thereto of
any such asset purchase agreements.
"In addition, the forbearance agreement provided that it would
automatically terminate upon the filing of a voluntary or
involuntary petition under the insolvency or bankruptcy laws of
the United States or any state with respect to Big City Radio,
except that, upon the filing of an involuntary bankruptcy petition
by unaffiliated, arm's length creditors, Big City Radio would have
a period of ten days to obtain the dismissal or withdrawal of such
a petition before the forbearance agreement terminated as a result
of the filing. In March 2003, a second amendment to the
forbearance agreement was signed extending the forbearance period
through and including April 30, 2003. Although Big City Radio and
the signatory noteholders discussed a further extension of the
forbearance period, no such extension was executed. Accordingly,
if any amounts remain to be paid under the Indenture governing the
Notes, the signatory noteholders are presently able to exercise
any and all remedies under the Indenture governing the Notes.
"Between December 23, 2002 and January 2, 2003, Big City Radio
signed asset purchase agreements to sell eleven of the twelve FCC
radio stations that it owned. In May 2003, the parties amended the
HBC asset purchase agreement permitting the transfer of non-
license assets in exchange for an initial payment of $29.875
million with a second and final payment of $3.0 million to be made
upon the transfer of the FCC license, which transfer was effected
and which payment was received on July 18, 2003. Following the
completion of these four asset purchase agreements, the Company
has received gross cash proceeds of approximately $197.9 million
and 3,766,478 shares of Entravision's Class A Common Stock. Under
the senior notes forbearance agreement described above, Big City
Radio is obligated to apply the net proceeds of the asset sales
first to pay the principal amount of the senior notes and all
accrued and unpaid interest thereon through the date of such
payment. The Company has paid the trustee for the bondholders
approximately $195.4 million. The Company is holding discussions
with bondholders and the trustee to determine what additional
amounts, if any, are required to be paid by the Company to the
Trustee for the benefit of the bondholders. These discussions
concern whether interest on interest was due and payable and
whether interest ceased to accrue on the dates on which payments
were made by the Company to the Trustee, or whether interest
continued to accrue until such subsequent dates on which the
Trustee made distributions to the bondholders. Depending on the
outcome of these discussions, the Company could be liable to the
bondholders in an additional amount of up to $1.28 million. As of
June 30, 2003, the Company has recorded its interest payable
consistent with its assessment of the most likely outcome of this
contingency.
"Big City Radio will apply the net proceeds from the sale of its
sole remaining radio station asset, together with its other
liquidity sources, to pay any remaining principal and interest due
on the Notes and to pay expenses relating to the asset sales,
including employee severance, contractual liabilities to
management under employment arrangements, tax liabilities and
expenses associated with termination of contracts not assumed by
the buyers, as well as trade payables and other operating
expenses.
"If Big City Radio sells its sole remaining radio station, it will
have disposed of all of its operating properties. Its principal
sources of liquidity will then consist of cash on hand, amounts
earned on the investment of such cash and the shares of
Entravision Stock received in the sale of the Los Angeles radio
stations to Entravision. During the quarter ended June 30, 2003,
Big City Radio commenced a program of selling some of the shares
of Entravision Stock. As of August 1, 2003, Big City Radio had
sold an aggregate of 620,700 shares of Entravision Stock for total
proceeds of $6,815,000. Big City Radio will continue to seek
additional liquidity by selling shares of the Entravision Stock,
although any such sales will be subject to numerous factors
including market conditions and the timing of the Company's future
cash obligations. Big City Radio believes that these liquidity
sources will be sufficient to meet its short-term cash needs.
"The amount and nature of Big City Radio's long-term liquidity
needs will depend on, among other things, a decision by the board
of directors regarding future operations, if any, of Big City
Radio."
CMS ENERGY: Utility Unit Declares Quarterly Preferred Dividends
---------------------------------------------------------------
The Board of Directors of Consumers Energy Company, the principal
subsidiary of CMS Energy Corporation (NYSE: CMS), has declared
regular quarterly dividends on both series of the Company's
preferred stock. The following dividends are payable Oct. 1,
2003, to shareholders of record Sept. 8, 2003: $1.04 per share on
the $4.16 stock, and $1.125 per share on the $4.50 stock.
In addition to the above dividends, distributions on the $2.09
Trust Originated Preferred Security are payable Sept. 30, 2003, in
the amount of $0.5225 per preferred security, to holders of record
on Sept. 29, 2003. Similarly, distributions are payable Sept. 30,
2003, on the $2.05 TOPrS in the amount of $0.5125 per preferred
security, $0.578125 on the 9-1/4 percent TOPrS, and $0.5625 on the
9 percent Trust Preferred Securities. These distributions are for
holders of record Sept. 29, 2003. The Company will pay to the
Trustees interest on related debentures to cover such
distributions.
Also, a dividend on the Quarterly Income Preferred Securities is
payable on Oct. 15, 2003, in the amount of $0.96875 per security
to holders of record on Oct. 14, 2003. CMS Energy will pay to the
Trustee interest on related debentures to cover such dividend.
CMS Energy (S&P, senior secured rated 'BB-', Rating Outlook
Negative) is an integrated energy company, which has as its
primary business operations an electric and natural gas utility,
natural gas pipeline systems, and independent power generation.
For more information on CMS Energy, visit http://www.cmsenergy.com
COMM 2000-C1: S&P Cuts Low-B & Junk Ratings on Six Note Classes
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of COMM 2000-C1 Mortgage Trust's commercial mortgage pass-
through certificates. At the same time, ratings are affirmed on
seven other classes from the same transaction.
The rating actions reflect a decline in the financial performance
of the remaining properties in the loan pool, with a year-end 2002
weighted average debt service coverage ratio of 1.30x (91% of
loans reporting), down from 1.48x at issuance.
As of July 2003, the loan pool balance was $865.48 million with
111 loans, down from $897.94 million with 112 loans at issuance.
There were four delinquent loans totaling $15.29 million (1.7% of
loan pool), one specially serviced loan (fourth largest loan), and
four other top 10 loans on ORIX Capital Markets LLC's watchlist.
To date, realized losses from one loan total $2.2 million (0.25%).
The two largest of the four delinquent loans, those of most
concern to Standard & Poor's, are:
-- A 60-plus days delinquent loan ($4.5 million, 0.52%, total
exposure of $4.6 million), secured by a single-tenant
office building located near Syracuse, N.Y., was
transferred to the special servicer, GMAC Commercial
Mortgage Corp., in January 2003. The tenant, Intermedia
Communications, the parent of WorldCom, vacated the
property after filing for bankruptcy in December 2002. As
of July 2003, there were no prospective tenants, and
GMACCM continues to work out alternatives with the
borrower; and
-- A 90-plus days delinquent loan ($4.2 million, 0.49%, total
exposure of $5.1 million), secured by a multifamily
property located in Gulfport, Mississippi, was transferred
to special servicing in December 2001. In March 2003,
occupancy was 42%, and the new property manager reported
that the remaining units need extensive repairs and cannot
be leased. An appraisal reduction totals $2.2 million;
GMACCM expects a loss of about $3.0 million on this loan.
Standard & Poor's is also concerned with the fourth largest loan,
$30.7 million (3.5%), which has been specially serviced since
February 2002. The collateral is Radisson Mart Plaza Hotel located
in South Miami, Florida, which consists of 334 rooms, the 292,000-
square-foot Miami International Merchandise Mart, and a convention
hall (approximately 110,000 sq. ft.). Although the loan is current
with debt service payments, the borrower is consistently late. In
May 2003, GMACCM reported that the property failed the hotel flag
inspection due to required improvements totaling approximately
$6.0 million, and could lose its flag if the improvements are not
completed by June 2004. In addition, the tenants at the Miami
International Merchandise Mart are consistently pay rent late
due to a decline in their business, which is heavily dependent on
international wholesale buyers. The year-to-date (ending June
2003) lodging occupancy is 72.1%, and the average daily rate (ADR)
is $77.74, a decline compared to 75% occupancy and $89.35 ADR at
issuance. As of August 2003, GMACCM is analyzing a prepayment
offer from the borrower. Given that the loan is in the lockout
period, there is a prepayment penalty of approximately $9.5
million that the borrower would like to be discounted. The year-
end 2002 DSCR declined to 1.45x from 1.61x at issuance.
ORIX placed 27 loans on its watchlist ($316.76 million, 36.6%).
Nineteen of the loans ($195.49 million, 22.6%) reported DSCRs
below 1.10x (includes the first and sixth largest loans). The
other eight loans ($121.27 million, 14.0%) reflect a decline in
occupancy at the properties.
The following four watchlist loans (from the top 10) are of
concern to Standard & Poor's:
-- The largest loan ($88.39 million, 10.2%) is secured by the
Crowne Plaza Manhattan Hotel, located in midtown New York
City. The borrower reported that the property continues to
suffer from decline in travel. The year-end 2002 ADR of
$184.95 is down 5.1% from year-end 2001, and the year-end
2002 occupancy was 80.5%, a slight increase compared to
the year-end 2001 occupancy of 79.9%. At issuance, the ADR
was $221.51 with 87.2% occupancy. GMACCM advised that the
$23.3 million mezzanine debt was recently refinanced. This
loan also has a subordinate B note of $27.5 million held
outside the trust. The year-end 2002 DSCR (as reported by
the servicer), for the senior A note only, was 1.02x, a
decline from 2.21x at issuance. The trailing 12-months
DSCR, ending March 31, 2003, was 1.14x.
-- The second largest loan ($57.9 million, 6.7%) is secured
by eight multifamily properties: six in Michigan, and one
each in Ohio and Illinois. Four of the properties are in
slow markets, resulting in reported DSCRs below 1.10x.
This loan also has a subordinate B note of $3.5 million
held outside the trust. The year-end 2002 DSCR, for the
senior A note only, declined to 1.10x from 1.48x at
issuance.
-- The sixth largest loan ($29.1 million, 3.4%) is secured by
a 600,000-sq.-ft. industrial park, with 11 office
warehouse properties located near the Detroit, Michigan
airport. The borrower stated that the decline in the year-
end 2002 DSCR to 0.45x from 1.22x at issuance resulted
from a high turnover of tenants, significant site
improvements, and required improvements for a new
government agency tenant. As of July 2003, the property is
85% occupied, and a positive cash flow is projected for
2003.
-- The eighth largest loan ($22.6 million, 2.6%) is secured
by three retail properties. Although the properties are
cross-collateralized and cross-defaulted, the loan was
placed on the watchlist because two of the properties
reported year-end 2002 DSCRs below 1.10x. Thus, the year-
end 2002 weighted average DSCR remains strong at 1.41x,
compared to 1.32x at issuance.
Standard & Poor's stressed the delinquent loans and weaker
performing watchlist loans in its analysis, and the stressed
credit enhancement levels adequately support the lowered and
affirmed ratings.
The loan pool remains diverse with multiple property types that
include multifamily (23%), retail (22%), office (18%), and lodging
(17%). The properties are geographically disbursed throughout 30
states; Michigan, New York, and California have concentrations at
21%, 17%, and 13%, respectively.
RATINGS LOWERED
COMM 2000-C1 Mortgage Trust
Commercial mortgage pass-thru certs
Rating
Class To From Credit Support (%)
G BB BB+ 5.71
H BB- BB 4.93
J B+ BB- 4.15
K B B+ 2.99
L B- B 2.08
M CCC+ B- 1.30
N CCC- CCC 0.78
RATINGS AFFIRMED
COMM 2000-C1 Mortgage Trust
Commercial mortgage pass-thru certs
Class Rating Credit Support (%)
A-1 AAA 23.60
A-2 AAA 23.60
B AA 19.20
C A- 14.66
D A- 13.10
E BBB 10.12
F BBB- 8.82
COMMUNICORP: Lender Puts Staz Comms Unit into Receivership
----------------------------------------------------------
Communicorp Corporation (CUC:TSX) announced that the primary
lender under the Company's Receivable Discounting Facility, has
placed Staz Communications Inc., a wholly-owned subsidiary of
Communicorp Corporation, into receivership. It is anticipated that
the operations of Staz Communications Inc. will be shut down in
due course.
Communicorp Corporation and its other operating divisions are not
affected by this event and will continue to provide the Company's
full array of high quality services to its customers without any
disruptions.
The Communicorp group of companies are providers of integrated
marketing communications and graphic arts solutions, through a
broad range of complementary services and product offerings.
Capabilities include, consultative marketing strategies, creative
design and copy, photography, pre-media, digital asset management,
various methods of print, and interactive new-media applications.
Technologically advanced, the Company is strategically positioned
to provide single source supply chain management and services,
thus allowing our clients to meet or exceed their communication
needs.
The Company's shares trade on the Toronto Stock Exchange under the
symbol CUC. There are currently 12,439,286 common shares
outstanding.
CONSECO INC: Court Extends Lease Decision Time Until December 14
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Illinois,
Eastern Division gave the Conseco Inc. Debtors an extension of
lease decision deadline by which they must determine to assume,
assume and assign, or reject their unexpired non-residential
property leases, through and including the earlier of:
-- the effective date of the CFC Debtors' liquidating plan,
with respect to the CFC Debtors' leases;
-- the effective date of the Holding Company Debtors' plan
with respect to the Holding Company Debtors' leases; or
-- December 14, 2003. (Conseco Bankruptcy News, Issue No. 30;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
COUNCIL TRAVEL: Committee Gets OK to Tap Cornerstone Consulting
---------------------------------------------------------------
The Official Committee of Unsecured Creditors, appointed in the
Council Travel Services, Inc., and its debtor-affiliates' chapter
11 cases, sought and obtained approval from the U.S. Bankruptcy
Court for the Southern District of New York to employ Cornerstone
Consulting Group, LLC to perform avoidance recovery analysis.
The Committee reports that Cornerstone Consulting is experienced
in the orderly liquidation of companies and in analyzing potential
avoidance claims in the bankruptcy context.
In this engagement, Cornerstone has agreed to review the Debtors'
books and records as well as its relationships with its various
creditors in connection with the potential prosecution of
adversary proceedings seeking to recover potential preferences and
fraudulent conveyances for the benefit of the Debtors' estates.
Robert J. Iommazzo, a principal of Cornerstone discloses that his
firm will bill the Debtors' estates its customary hourly rates in
exchange for its services.
Principal $275 - $375 per hour
Senior Associate $175 - $200 per hour
Associate $125 - $150 per hour
Council Travel is America's leader in student travel. The Company
filed for chapter 11 bankruptcy protection on February 5, 2002
(Bankr. S.D.N.Y. Case No. 02-10509).
CSFB MORTGAGE: S&P Cuts and Affirms Low-B Ratings on 5 Classes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on classes
K and L of Credit Suisse First Boston Mortgage Securities Corp.'s
commercial mortgage pass-through certificates series 2000-C1 (CSFB
2000-C1). At the same time, the ratings on classes A-1, A-2, A-X,
B, C, D, E, F, G, H, and J from the same transaction are affirmed.
The lowered ratings reflect anticipated credit support erosion
upon the eventual disposition of some of the specially serviced
assets, particularly those secured by lodging properties. The
downgrades also reflect concerns regarding some of the loans on
the servicer's watchlist.
The affirmed ratings reflect credit enhancement levels that
adequately support the existing ratings, after taking into account
expected losses.
As of August 2003, the trust collateral consisted of 211
commercial mortgages with an outstanding balance of $1.080
billion, down slightly from $1.112 billion at issuance. No loans
have paid off since issuance. The master servicer, GMAC Commercial
Mortgage Corp., which recently purchased CapMark Services L.P.,
reported interim or full-year 2002 net cash flow debt service
coverage ratios for 88% of the pool. Approximately 12% of the pool
(93 loans) is composed of cooperative residential loans, which did
not report DSCRs. Based on this information, Standard & Poor's
calculated the weighted average DSCR for the pool to be 1.41x,
down slightly from 1.42x at issuance (excluding the cooperative
residential loans). The current weighted average DSCR for the top
10 loans totaling $362 million, or 33.5% of the pool, has
increased to 1.67x for year-end 2002, compared to 1.57x at
issuance. All but one of the top 10 loans reported improved DSCR
performance since issuance. There are seven specially serviced
loans with a current combined balance of $76.5 million, or 7.1% of
the pool. Three of these loans are current and four are 90-plus
days delinquent (combined balance of $29.89 million, or 2.8%).
There are no other delinquent loans in the pool. The sixth largest
loan in the pool, the L'Enfant Plaza, for $35.9 million, or 3.3%
of the pool, is current but specially serviced by Lennar Partners
Inc. The original whole loan balance for approximately $150
million was originated in September 1998, and was initially split
into two separate notes. Note A, for approximately $75 million,
was placed in CSFB 1998-C2. Note B, for approximately $75 million,
was further split into two equal parts: one part was placed in
CSFB 1999-C1, and the other part was placed in CSFB 2000-C1. The
notes are secured by a mixed-use property consisting of three
buildings in Washington D.C. totaling 890,000 square feet (sq.
ft.) of office space and the 370-room Loews L'Enfant Plaza Hotel.
The loan was placed in special servicing due to a dispute
regarding terrorism insurance, which was force-placed, resulting
in a property protection advance of $1.6 million that is the
subject of a lawsuit. Lennar reports overall NCF DSCR of 1.49x on
a trailing 12-month basis as of July 31, 2003 (for the current
whole loan amount of approximately $143.5 million). The hotel
reports occupancy of 68% and an average daily rate of $146 for the
January through April period of this year.
Three lodging loans, with a combined balance of $19.2 million, and
one mixed-use (office/R&D) property merit concern and are
discussed below:
-- The largest specially serviced lodging loan, Sheraton Four
Points Hotel & Suites, has a current balance of $10.2 million
(0.94% of the pool) and is secured by a 199-room full-service
hotel in historic Williamsburg, Va. It is five months
delinquent and the borrower has requested interest rate relief
and some debt forgiveness. The loan carries a coupon of 9.12%
and reported a year-end 2002 DSCR of 0.57x with 65% occupancy.
Lennar has commenced foreclosure proceedings with a sale
scheduled on Aug. 28. An appraisal reduction in the amount of
$2.55 million is in effect.
-- The Suite Hotel loan has a balance of $5.4 million, and is
secured by a 157-room all-suite hotel located in downtown
Atlanta, Ga. The loan has remained current and was placed with
Lennar due to an unapproved flag change to Howard Johnson from
Doubletree. DSCR has been below 1.0x since 2001. The latest
servicer-reported DSCR was 0.26x TTM as of June 30, 2002 and
occupancy of 42% for the same period. Lennar reports year-end
2002 NOI of approximately $365,000 resulting in a DSCR of 0.60x
with occupancy around 40%. It remains to be seen if performance
will pick up now that it has been flagged with more of a value
brand flag.
-- The Wellesley Inn and Suites loan has a balance of $3.59
million, and is secured by a 107-room limited-service hotel
located on North Highway 98 in Lakeland, Fla., about 25 miles
east of Tampa. The borrower filed for bankruptcy on Aug. 29,
2002. An appraisal reduction of $1.025 million is in effect.
There is approximately $500,000 in total advances outstanding,
as well as some deferred maintenance needs noted for
approximately $500,000.
-- The 295 and 305 Foster Street Office/R&D Buildings loan has a
balance of $11.9 million, or 1.1% of the pool, and is secured
by two buildings totaling 182,000 sq. ft. located in Littleton,
Mass., approximately 30 miles northwest of Boston. It was
transferred to Lennar in February after one technology-related
tenant that fully occupied 295 Foster Street terminated its
lease and vacated. The other building is less than half
occupied. A recent appraisal (July 2003) valued the property as
is at $10.8 million. The Boston area has been hurt by the
downturn in technology-related companies, and it remains to be
seen when demand for this type of space will recover.
The servicer's watchlist includes 37 loans totaling $173.8 million
(16% of the pool). Of note, there are several other troubled
lodging properties that appear on the servicer's watchlist,
particularly those with airport locations that have suffered from
the drop in business travel.
The pool has significant geographic concentrations in the states
of New York (24.2%), California (12.8%), Washington (9.0%), Texas
(6.5%), Massachusetts (5.4%), and Florida (5.1%). Significant
property type concentrations include office (27.8%), retail (21%),
multifamily (20%), mixed-use (9.8%), industrial (9.4%), and
lodging (8.4%).
Based on discussions with GMACCM and Lennar, Standard & Poor's
stressed various loans in the mortgage pool as part of its
analysis. The expected losses and resultant credit levels
adequately support the rating actions.
RATINGS LOWERED
Credit Suisse First Boston Mortgage Securities Corp.
Commercial mortgage pass-thru certs series 2000-C1
Rating
Class To From Credit Enhancement
K B B+ 3.09%
L B- B 2.19%
RATINGS AFFIRMED
Credit Suisse First Boston Mortgage Securities Corp.
Commercial mortgage pass-thru certs series 2000-C1
Class Rating Credit Enhancement
A-1 AAA 23.18%
A-2 AAA 23.18%
B AA 18.54%
C A 14.42%
D A- 13.00%
E BBB 10.31%
F BBB- 9.02%
G BB+ 6.19%
H BB 5.03%
J BB- 4.12%
A-X AAA N/A
CTC COMMS: Court Approves Investment Pact with Columbia Ventures
----------------------------------------------------------------
CTC Communications Group, Inc. announced that the U.S. Bankruptcy
Court approved its previously announced investment agreement with
Columbia Ventures Corporation and Columbia Venture Broadband LLC,
subject to the confirmation of a plan of reorganization.
The investment by Columbia Ventures forms the basis of CTC's
forthcoming plan of reorganization. Michael Katzenstein, CTC's
interim CEO, said, "The Bankruptcy Court approval of the selection
of Columbia Ventures as plan investor is an important step forward
for CTC and its dedicated employees. With the investment and the
support of Columbia Ventures, CTC will maintain its position as
the preeminent competitive telecom provider in the northeast. CTC
thanks its customers for their continued belief in our company."
He noted that CTC expects to emerge from chapter 11 with funding
for growth, a reinvigorated business plan and a substantially
unlevered balance sheet.
CTC also announced that all regulatory filings required to
consummate the transaction have been made by CTC and Columbia
Ventures.
Kenneth D. Peterson, Jr., Columbia Ventures CEO, stated, "I am
delighted by the decision, which puts CTC on course to emerge from
chapter 11 before the end of the year. We believe CTC's employees
are among the best in the industry and we look forward to closing
this transaction as quickly as possible. CTC's customers have
shown their loyalty and proven their good judgment. Their
confidence will be rewarded by CTC's strong customer orientation,
the continuation of superior existing services and the new
services that we plan to roll out."
Miller Buckfire Lewis Ying & Co., LLC, financial advisor to CTC,
advised on the transaction.
CTC is a "next generation" Integrated Communications Carrier
utilizing advanced technology and providing its customers with
converged voice, data, Internet and video services on a broadband,
packet-based network, called the PowerPath(R) Network. The Company
serves medium and larger business customers from Virginia to
Maine, which includes the most robust telecommunications region in
the world -- the Washington D.C. to Boston corridor. CTC's Cisco
Powered IP+ATM packet network and its top-tier sales and service
teams provide contiguous marketing and technology coverage
throughout the Northeast and Mid-Atlantic States. The Company,
through its dedicated commitment to exceptional customer service,
has achieved an industry-leading market share in the Northeast.
CTC can be found on the worldwide Web at http://www.ctcnet.com
Columbia Ventures Corporation owns and operates telecommunications
and industrial businesses. The most recent addition to CVC's
operations is Hibernia Atlantic, a transatlantic fiber optic
network with landing stations in Boston, Halifax, Liverpool and
Dublin. The Hibernia Atlantic system includes a fully protected
terrestrial system linking Boston via New York City. CVC also
operates a fiber optic metropolitan network in Spokane, Washington
and is the largest shareholder in Og Vodafone, the second largest
telecommunications provider in Iceland. The industrial businesses
of CVC include Nordural, an aluminum smelter developed and
constructed by CVC in Iceland, as well as aluminum manufacturing
and fabrication operations in the United States ands Mexico. CVC
and its related businesses began operations in 1987. The company's
headquarters are located in Vancouver, Washington.
DUANE READE: Loses $3-Mil. in Sales Due to Regional Power Outage
----------------------------------------------------------------
Duane Reade Inc. (NYSE: DRD) commented on the power outage that
affected New York City and the surrounding metropolitan area on
August 14 - 15, 2003, and provided guidance regarding the related
financial impact on the business.
The power outage that began at approximately 4:10pm on Thursday,
August 14th resulted in the temporary closure of all of the
Company's 237 stores. Throughout most of New York City the power
outage continued through a large part of Friday, August 15th.
However, as power was slowly restored to the area the Company was
able to gradually reopen locations during the day, and ended
Friday with 136 stores reopened and operational. Total chain
operations were fully restored by the morning of Saturday, August
16th.
The Company estimates that as a result of this business
interruption, lost sales totaled approximately $3.3 million.
This, combined with the estimated inventory losses related to
perishable goods and extra expenses to restore operations, is
expected to result in an adverse impact of approximately $0.7
million, or $0.03 per diluted share, during the third quarter.
While the Company has business interruption insurance in effect
for losses that exceed a $0.5 million deductible, any potential
insurance recovery will not be recognized until such collection is
assured.
Anthony J. Cuti, Chairman of the Board and Chief Executive
Officer, commented, "I am pleased that the impact of this
disruption was minimized to the greatest extent possible. This is
a direct result of the tireless efforts of our employees who
provided the necessary support to quickly restore our operations
once power was reestablished."
Founded in 1960, Duane Reade (S&P, BB- Corporate Credit Rating,
Negative) is the largest drug store chain in the metropolitan New
York City area, offering a wide variety of prescription and over-
the-counter drugs, health and beauty care items, cosmetics,
hosiery, greeting cards, photo supplies and photofinishing. As of
June 28, 2003, the Company operated 236 stores. Duane Reade
maintains a Web site at http://www.duanereade.com
DVI INC: Files for Chapter 11 Reorganization in Wilmington, Del.
----------------------------------------------------------------
DVI, Inc., (OTCBB:DVIX) and two of its U.S. subsidiaries, DVI
Financial Services and DVI Business Credit, have filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.
DVI elected to file for reorganization as a result of significant
financial difficulties stemming from an unsuccessful
diversification strategy, unsuccessful integration of business
units, decreased profitability, concerns regarding near-term
liquidity requirements and the recent discovery of possible
accounting irregularities. The Company also announced that a
special committee of independent directors has been formed to
investigate the possible accounting irregularities.
DVI said that the objective of the Chapter 11 proceeding is to
maximize recovery to creditors by facilitating an orderly sale of
assets. The Company is currently in discussions with several
parties regarding a potential sale.
The Company has retained Latham & Watkins as legal counsel and has
appointed AlixPartners as crisis managers. AlixPartners is an
internationally recognized firm with expertise in crisis
management and turning around troubled companies.
In conjunction with the filing, Michael O'Hanlon, DVI's CEO has
resigned and Mark E. Toney, a principal at AlixPartners, was named
CEO.
"Our immediate goal is to stabilize the Company's financial
situation and utilize the Chapter 11 process to enable us to
operate the business as we work to sell the Company's assets,"
said Mark Toney. "We strongly believe that DVI's considerable
asset portfolio will be attractive to the market, and we have
already had initial discussions with a number of parties that have
expressed interest in the Company."
The Company said it is continuing to work toward obtaining Debtor-
in-Possession financing, as well as generate cash from within the
Company in order to sustain operations while trying to sell its
assets.
The case numbers for the Company's filings in the U.S. Bankruptcy
Court for the District of Delaware are:
DVI, Inc. 03-12656
DVI Financial Services 03-12657
DVI Business Credit 03-12658
DVI is an independent specialty finance company for healthcare
providers worldwide with $2.8 billion of managed assets. DVI
extends loans and leases to finance the purchase of diagnostic
imaging and other therapeutic medical equipment directly and
through vendor programs throughout the world. DVI also offers
lines of credit for working capital backed by healthcare
receivables in the United States. Additional information is
available at http://www.dvi-inc.com
DVI INC: Chapter 11 Case Summary & 20 Largest Unsec. Creditors
--------------------------------------------------------------
Lead Debtor: DVI, Inc.
2500 York Road
Jamison, Pennsylvania 18929
Bankruptcy Case No.: 03-12656
Debtor affiliates filing separate chapter 11 petitions:
Entity Case No.
------ --------
DVI Financial Services, Inc. 03-12657
DVI Business Credit Corporation 03-12658
Type of Business: DVI, Inc., is the parent company of DVI
Financial Services, Inc. and DVI Business Credit
Corp. DVI Financial Services, Inc. provides
lease or loan financing to healthcare providers
for the acquisition or lease of sophisticated
medical equipment. DVI Business Credit Corp.
extends revolving lines of credit to healthcare
providers.
Chapter 11 Petition Date: August 25, 2003
Court: District of Delaware
Judge: Mary F. Walrath
Debtors' Counsel: Bradford J. Sandler, Esq.
Adelman Lavine Gold and Levin, PC
1100 N. Market Street
Suite 1100
Wilmington, DE 19801
Tel: 302-654-8200
Fax: 215-568-7515
Total Assets: $1,866,116,300
Total Debts: $1,618,751,400
Debtors' 20 Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
U.S. Bank Trust N.A. and Indenture Trustee $155,000,000
of 9-7/8% Senior Notes due 2004
1800 E. 5th Street, 2nd Floor
St. Paul, MN 55101
Canadian Imperial Bank of Commerce Trust Company $7,972,067
(Bahamas) Limited, as Trustee of 9-1/8%
Convertible Subordinated Notes due 2004
PO Box N 3933
Goodman's Bay Corporate Center,
West Bay Street
Nassau, Bahamas
Toshiba America Medical Systems, Inc. $7,972,067
PO Box 91605
Chicago, IL 60639
Phillips Medical Systems, Inc. $7,972,067
22100 Bothakk Everetta Highway
Bothell, WA 98021
ING Capital Advisors, LLC $4,000,000
333 S. GRAND Ave. #4100
Los Angeles, CA 90071
Visx, Inc. $3,556,031
3400 Central Expressway
Santa Clara, CA 95051
GE Medical Systems $2,197,622
20225 Watertower Blvd.
Suite 400
Brookfield, WI 53045
Hitachi Medical Systems $1,520,100
1959 Summit Commerce Park
Twinburg, OH 44087
McKesson $1,520,100
3100 Shawnee Industrial Way
Suwanee, GA 30174
Accuray Inc. $1,500,000
570 Del Rey Avenue
Sunnyvale, CA 94085
Touchstone Medical Systems America, Inc. $1,357,367
5214 Marland Way
Brentwood, TN 37027
AGFA Corp. $921,490
100 Challenger Road
Ridgefield Park, NJ 07660
Americorp Financial $792,182
877 South Adams Road
Birmingham, MI 48009
Candela $788,677
530 Boston Post Road
Wayland, MA 01778
Fuji Medical Systems USA, Inc. $766,628
419 West Avenue
Stamford, CT 06902
United Surgical Associates, LLC $618,494
15309 Dallas Parkway
Suite 1600 LB-28
Addison, TX 75001
CTI, Inc. $599,390
810 Innovation Drive
Knoxville, TN 37932
Canon USA Inc. $545,167
15955 Alton Parkway
Irvine, CA 92618
Eastman Kodak Company $406,843
99 Brown Street
Rochester, NY 14650
Legacy Medical Imaging $402,410
7301-B Pioneer Parkway
Arlington, TX 76013
EB2B COMMERCE: June 30 Balance Sheet Upside-Down by $4 Million
--------------------------------------------------------------
eB2B Commerce, Inc. (OTCBB: EBTB.OB), a leading provider of
business-to-business integration and transaction management
solutions announced its second quarter 2003 results.
Revenue for quarter ended June 30, 2003 was $1,213,000, compared
to $832,000 for the same period in 2002, an increase of $381,000
or 46%. Compared to the $1,031,000 reported in the first quarter
of 2003, total revenue increased by $182,000, or 18%.
The revenue increase was attributable to growth of the Company's
core revenue, including completion of previously announced large
projects for existing customers, as well as continued growth in
eB2B's Trade Gateway network of suppliers. Together, these
business lines accounted for revenue of $935,000, an increase of
$383,000, or 69% over the second quarter of 2002 and an increase
of $189,000 or 25% over the previous period. The Company's revenue
from its legacy professional services and consulting business
lines was $278,000, a decline of 1% compared to the second quarter
of 2002, and a decline of 3% from the first quarter of 2003.
Net income in the second quarter of 2003 was $632,000, compared to
a loss of $1,593,000 for the same period last year. Excluding a
one-time gain mentioned below, net income was $66,000. As
previously announced in a Form 8-K filed on July 22, 2003, the
Company settled a liability with its largest outstanding creditor,
which had been fully reserved, resulting in a gain to Net Income
of $566,000.
For the second quarter of 2003, the Company reported positive
EBITDA (a non-GAAP measure defined as earnings before interest,
taxes, depreciation and amortization) of $383,000 for the second
quarter, as compared to an EBITDA loss of $435,000 a year ago.
This follows EBITDA of $160,000 reported in the first quarter of
2003. eB2B Commerce believes that EBITDA is a meaningful
measurement of operating performance as it allows for comparison
of performance between other competitors in the transaction
services industry. Please see the attached Financial Summary for a
reconciliation of EBITDA to net loss.
For the six months ended June 30,2003, revenue was $2,244,000
compared to $1,917,000 for the first six months of 2002, an
increase of $327,000 or 17%. Income from continuing operations for
the six months ended June 30,2003 was $223,000 compared to a loss
of $2,845,000 for the first six months of 2002. Net income was
$217,000 for the six months ended June 30,2003 compared to a net
loss of $3,187,000 for the same period in 2002.
Net cash used in continuing operations for the six months ended
June 30, 2003 was $118,000 versus net cash used in operating
activities of $1,342,000 for the same period in 2002. Total cash
and cash equivalents at June 30, 2003 was $307,000 and the
Company' had a negative working capital position of $4,753,000. As
of August 20, 2003 the Company had cash and cash equivalents of
approximately $123,000.
At June 30, 2003, the Company's balance sheet shows a total
shareholders' equity deficit of about $4 million.
Richard Cohan, chief executive officer of eB2B Commerce commented,
"Our second quarter continues the progress we have been making in
building our core business, but the Company is nevertheless in a
very serious and tenuous position. The Company needs more cash to
resolve its outstanding obligations and to accelerate its growth.
Our financial performance through the first six months should be
viewed with caution. Though we are showing net income for the
first time and positive EBITDA over the last three quarters,
various one-time margin gains are reflected in the results due to
settlements with creditors or reversals of old accruals which are
no longer relevant to the operation of the business. We have used
essentially all the funds from our July 2002 financing and we are
seriously constrained by our current capital structure, limiting
our ability to raise additional capital and making conventional
bank financing extremely difficult, if not impossible, to secure.
Our cash position is poor and we are in a negative working capital
position. Because we owe prior and current interest payments on
certain of our notes, we are either in default or likely cross-
default with our noteholders for the $3,200,000 debt on our
balance sheet. Given our cash position, we cannot repay our
indebtedness if the noteholders demand accelerated payment of the
notes. We will be seeking waivers from the noteholders on the
interest payments, and proposing to pay the interest at the time
of the maturity of the Notes, the earliest of which matures in
January 2007. There can be no assurance that they will agree to
waive or postpone their interest payments. In the event we are
unsuccessful in securing their approval, the noteholders may
pursue remedies up to and including making claim to all of the
assets of the Company."
He continued, "Even if waivers are secured, the Company remains
highly dependent on its month-to-month cash flow. Though we are
currently cash neutral from operations, any unforeseen collection
shortfall or unplanned expense may seriously impact our operations
or even cause us to suspend or cease operations. The Company is
currently investigating both its strategic and structural options
to resolve its issues without filing for bankruptcy under Chapter
11, but may be forced to do so. To help us evaluate our options
and advise us on appropriate alternatives, the Company has
retained a creditor's rights attorney and will retain other
advisors as the situation warrants. Despite the challenges, the
Company continues to engage current and new customers for its
services, maintain its customary support levels, and keep its
employee base stable."
eB2B Commerce is a leading provider of business-to-business
transaction management services that simplify trading partner
integration, automation, and collaboration across the order
management life cycle. The eB2B Trading Network and Transaction
Lifecycle Management solutions provide enterprises large and small
with a total solution for improving trading partner relationships
that enhance productivity and bottom line profitability.
ELAN CORPORATION: EPIL Noteholders Extend Waivers Until Friday
--------------------------------------------------------------
Elan Corporation, plc (NYSE: ELN) has sought and received
additional agreements from a majority of the holders of the
guaranteed notes issued by Elan's qualifying special purpose
entities, Elan Pharmaceutical Investments II, Ltd., and Elan
Pharmaceutical Investments III, Ltd.
The agreements extend to August 29, 2003, the EPIL II and EPIL III
noteholders' waivers of compliance by Elan with certain provisions
of the documents governing the EPIL II and EPIL III notes that
required Elan to provide the noteholders with Elan's 2002 audited
consolidated financial statements by June 29, 2003. The waivers
had previously been set to expire Friday last week. Elan did not
pay a fee in connection with these waivers.
"We are devoting all necessary resources to completing and filing
our 2002 Form 20-F and we appreciate the patience of all our
stakeholders in seeing this process through to conclusion," said
G. Kelly Martin, President and Chief Executive Officer of Elan.
As previously announced, Elan and its auditor, KPMG, are currently
working to conclude all audit related issues and matters in order
to complete Elan's 2002 Form 20-F. However, Elan cannot provide
any assurances as to the timing of the completion and filing of
the 2002 Form 20-F.
Elan is focused on the discovery, development, manufacturing, sale
and marketing of novel therapeutic products in neurology, pain
management and autoimmune diseases. Elan shares trade on the New
York, London and Dublin Stock Exchanges.
ELECTRICAL CONTRACTING: Case Summary & 21 Unsecured Creditors
-------------------------------------------------------------
Debtor: Electrical Contracting Services Company
363 W. Evans
Denver, Colorado 80223
Bankruptcy Case No.: 03-26582
Chapter 11 Petition Date: August 21, 2003
Court: District of Colorado (Denver)
Judge: Howard R Tallman
Debtor's Counsel: Giovanni M. Ruscitti, Esq.
Berg Hill Greenleaf & Ruscitti LLP
1712 Pearl Street.
2nd Floor
Boulder, CO 80302
Tel: 303-402-1600
Estimated Assets: $1 Million to $10 Million
Estimated Debts: $1 Million to $10 Million
Debtor's 21 Largest Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
Wesco Distribution Inc. PO Trade $625,939
Box 96716
Chicago. Il 60693-9646
QED Trade $208,786
Wagner Equipment Company Trade $207,295
Department of Treasury $200,000
Foothills Lighting & Trade $194,490
Supply
Janus Capital Management Trade $108,000
HRH of Denver Trade $57,246
Front Range Fabrication Trade $49,203
Electromedia of Colorado Trade $35,168
Enterprise Fleet Services Trade $35,175
Westfire Trade $32,073
8th District Elec Bene Trade $25,016
Fund Health
Crescent Electrical Supply Trade $24,825
City Lighting Products Co. Trade $16,060
EG Power Engineering LLC Trade $15,105
8th District Annuity Fund Trade $13,243
8th District Pension Fund Trade $12,036
Elec. Ind. Benefit Vaca Trade $11,666
Fund
MC2 Network Solutions Trade $23,665
Metroplex Control Systems Trade $14,907
United Rentals Trade $14,045
ENERGY WEST: Unit Sells Propane Business to Jack's Wholesale
------------------------------------------------------------
ENERGY WEST, INCORPORATED (Nasdaq: EWST), a natural gas, propane
and energy marketing company serving the Rocky Mountain states,
announced that its subsidiary Energy West Propane, Inc. on
August 21, 2003, completed the sale of the assets of its Montana
and Wyoming wholesale propane business (including the terminal
located in Superior, Montana) to Jack's Wholesale Propane, Inc.
(an affiliate of Northern Petro NGL Marketing Inc.) for
approximately $1,370,000.
The purchase price consisted of cash payments of $750,000 and a
promissory note for approximately $620,000, payable over
approximately 46 months. Energy West will realize a pretax gain
of approximately $185,000 as a result of this transaction. With
the completion of this transaction, Energy West has substantially
exited the wholesale propane business in Montana and Wyoming.
Energy West, Incorporated (Nasdaq: EWST), a natural gas, propane
and energy marketing company serving the Rocky Mountain states,
has agreed with Wells Fargo Bank Montana, N.A., on an additional
extension of its credit facility through August 29, 2003.
Energy West's March 31, 2003 balance sheet shows that its total
current liabilities exceeded its total current assets by about
$2.4 million.
As previously reported, Energy West negotiated an extension of its
Wells Fargo facility through July 31, 2003. The extension provided
that Energy West would be allowed to defer repayment of any
amounts drawn on outstanding letters of credit until the end of
the extension period.
ENRON CORP: Court Approves Amendment to Buernegia Sale Agreement
----------------------------------------------------------------
After conducting an Auction on July 29, 2003, the Enron Parties
and Gas Natural Extremedura, S.A., and its parent Gas Natural SDG
S.A. amended the Stock and Asset Purchase Agreement that same
day. The Amendment provides that Extremedura, as the Auction's
winning bidder, agrees that the Preliminary Purchase Price is
$177,000,000, subject to adjustment pursuant to the terms of the
Purchase Agreement.
Moreover, the Enron Parties want to ensure that two executive
employees of Enron Caribbean Basin LLC, who have assisted with
the events and transactions leading to the Sale Transaction,
remain with ECB through the Closing. To provide an incentive to
ensure that these employees -- the Commercial Director and Senior
Director of Technical Engineering -- remain with ECB through the
Closing, the Enron Parties determine to provide the Executives
with divestiture bonuses of $100,000 and $70,000.
Accordingly, Judge Gonzalez authorizes the Debtors to sell the
Assets to Extremedura, and approves the terms and conditions of
the Purchase Agreement, as amended. Furthermore, the Court rules
that:
(1) BG Puerto Rico, Corp. is the Back-Up Bidder, with a bid
of $183,000,000 at the Auction. As Back-Up Bidder, the
BG Bid will be irrevocable in accordance with the terms
of the Procedures Order, and should the Enron Parties
fail to consummate the Sale Transaction with Extremedura
by the Closing Date, the Enron Parties are authorized,
upon consultation with the Creditors' Committee, to
consummate the proposed transaction with BG at the price
and on the terms set forth in the BG Bid, without the
need for an additional hearing or Court order;
(2) The Enron Parties are authorized to execute agreements or
other instruments that are necessary to consummate the
PFXI Restructuring contemporaneous with the execution of
the Purchase Agreement and pay to PFXI, out of the
proceeds received in connection with the transactions
contemplated by the Purchase Agreement, $45,142,834, plus
interest thereon at 7.25% from December 31, 2002 through
the closing of the Purchase Agreement; and
(3) The Debtors are authorized to amend KERP I to provide for
the payment of the Divestiture Bonuses to the Executives.
The Debtors will reduce the amount available under the
KERP I Liquidation Incentive Pool by $170,000 to account
for the payment. (Enron Bankruptcy News, Issue No. 77;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
FANSTEEL INC: Bringing-In Kerr Irvine Rhodes as Oklahoma Counsel
----------------------------------------------------------------
Fansteel Inc., asks for authority from the U.S. Bankruptcy Court
for the District of Delaware to employ Kerr, Irvine, Rhodes &
Ables, PC as Special Oklahoma Counsel with regard to matters
relating to plan confirmation, Oklahoma law and the remediation of
the Muskogee Site.
The principal attorneys presently designated to represent Debtors
and their current standard hourly rates are:
J. Angela Ables $200 per hour
James R. Barnett $175 per hour
R. Thomas Lay $175 per hour
Kerr Irvine is expected to:
a. provide legal advice with respect to current and
potential environmental administrative actions and
suits;
b. appear in Court and/or before administrative proceeding
to protect and/or advocate the interests of Debtors; and
c. perform all other legal services for Debtors which may
be necessary and proper in these proceedings.
Fansteel Inc., a specialty metal manufacturer of engineered metal
components and tungsten carbide products, filed for chapter 11
protection on January 15, 2002 (Bankr. Del. Case No. 02-10109).
Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl Young Jones &
Weintraub represents the Debtors in their restructuring efforts.
When the Company filed for protection from its creditors, it
listed $64,805,176 in total assets and $91,585,665 in total debts.
FEDERAL-MOGUL: Earns Nod to Reject Uniform Pacts with 33 Lessors
----------------------------------------------------------------
Federal-Mogul Corporation and its debtor-affiliates obtained
permission from the Court to walk away from certain unexpired
executory contracts, including related amendments, in which the
Debtors obtain garment-cleaning services and lease standard
uniforms and apparel for use at their various facilities in the
United States.
Backgrounder
The Debtors historically have contracted for the service and
supply of their uniforms and apparel from a variety of different
vendors across the United States. They are generally obligated
to pay the Uniform Lessors a weekly service charge per each
garment leased, estimated to aggregate $1,500,000 annually.
After seeking proposals from various major vendors for the service
and supply of uniforms, the Debtors have selected one of their
largest national supply vendors to service and supply the uniforms
at only $940,000 per year. By rejecting the Old Uniform
Contracts, the Debtors anticipate an annual cost savings totaling
$560,000.
To facilitate an orderly replacement of the uniforms currently in
place, and to minimize the cost, the Uniform Lessor will be
notified about the rejection of the Old Uniform Contract and that
the uniforms are ready for their retrieval. The Debtors intend
to cease paying rent of the uniforms on an administrative basis
ten business days after the notification. (Federal-Mogul
Bankruptcy News, Issue No. 41; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
FRONTIER OIL: S&P Ups Rating to BB After Termination of Merger
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Frontier Oil Corp. to 'BB-' from 'B+' and removed it
from CreditWatch with positive implications, where it was placed
on March 31, 2003. The outlook is stable.
The rating action follows the unexpected announcement that the
merger between Frontier and Holly Corp. has been terminated.
"Although ratings were to have been raised at the close of the
aforementioned transaction, Standard & Poor's feels that Frontier
deserves a rating increase based on its own merits, most notably a
moderation of its financial policies and the strengthening of its
balance sheet through the conservation," said Standard & Poor's
credit analyst Paul Harvey.
Although Frontier's financial profile has improved considerably
since its acquisition of the El Dorado refinery in 1999 and has
surpassed that of 'BB-' rated competitors, Standard & Poor's has
been concerned that the company would engage in acquisitions that
would cause leverage to spike to levels that would be inconsistent
with a higher rating. The merger--and management's decision not to
sweeten the deal structure--has demonstrated Frontier's commitment
to fund acquisitions in a balanced manner. In addition, Frontier
now possesses excellent liquidity, highlighted by its current $80
million cash balance, which should provide sufficient liquidity to
enable Frontier to fund prospective capital expenses, including
Tier II requirements, even in a poor margin environment.
The stable outlook reflects the expectations that Frontier will be
able to meet capital spending, including Tier II requirements,
through internal cash flows. In addition, acquisitions are assumed
to be financed in a balanced manner.
FRONTIER OIL: Fitch Affirms & Removes Low-B Ratings from Watch
--------------------------------------------------------------
Fitch Ratings has affirmed the debt ratings of Frontier Oil
Corporation and removed the ratings from Rating Watch Positive.
The Rating Outlook is Stable. Fitch rates Frontier's senior
unsecured debt 'B+' and the company's secured credit facility
'BB-'. The change to Stable Outlook follows Frontier's
announcement that the planned merger with Holly is off and that it
has filed suit against Holly Corporation for breaching its merger
agreement with Frontier.
On August 20, Frontier filed suit against Holly Corporation for
breach of the merger agreement approved by the board of directors
of both companies in March 2003. Frontier claims that Holly began
to express reservations on completing the merger following a
proposal in June 2003 on monetizing Holly's pipeline assets into a
master limited partnership which suggested that Frontier was not
paying full value for Holly. Holly has countered that lawsuits
filed in California mostly by former Beverly Hills high school
students against Frontier and several other defendants could
materially adversely affect the conditions and prospects for
Frontier.
Although Fitch expects Frontier to pursue other growth
opportunities and improvements to its balance sheet, Fitch has
concerns that the ongoing dispute will take some time to resolve
and could come at some cost to Frontier. Positive rating action
would again be considered upon positive resolution of the ongoing
dispute with Holly, further improvements in Frontier's credit
profile or completion of a conservatively financed acquisition.
Frontier's ratings reflect the company's position as an
independent refiner with a solid market position within its core
geographic niche market, the Rocky Mountains and Plains states.
Offsetting factors include Frontier's high percentage of debt in
its capital structure as a result of the debt-financed acquisition
of El Dorado, vulnerability to volatile refining margins and the
limitations of operating only two refineries.
Frontier Oil Corporation is an independent refiner and wholesale
marketer of petroleum products, operating two refineries, a 46,000
barrel-per-day refinery in Cheyenne, Wyoming, and a 110,000 bpd
refinery in El Dorado, Kan. Frontier also offers its own branding
program in the Rocky Mountain market area to accommodate smaller,
independent gasoline marketers.
GALEY & LORD: Signs-Up Peter Briggs of Alvarez & Marsal as CRO
--------------------------------------------------------------
Galey & Lord, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Southern District of New York to
engage Alvarez & Marsal, Inc. and retain Peter A. Briggs as chief
restructuring officer, Joseph A. Bondi and certain additional
officers in support of the CRO.
Mr. Briggs and Mr. Bondi are qualified restructuring consultants
with valuable experience in corporate turnarounds, financial
reorganizations, and asset sales.
The Debtors expect Alvarez & Marsal to:
a) perform a financial review of the Debtors, including but
not limited to a review and assessment of financial
information that has been, and that will be, provided by
the Debtors to their creditors, including without
limitation their short and long-term projected cash
flows;
b) assist in identifying cost reduction, working capital
turn, and other operations improvement opportunities;
c) assist in developing, for the Board's review, possible
restructuring plans or strategic alternatives for
maximizing the enterprise value of the Debtors' various
business lines in conjunction with the Debtors'
financial advisor;
d) assist in developing, negotiating, and obtaining
approval of the Bankruptcy Court for a Plan of
Reorganization in cooperation with G&L, Inc.'s Chief
Executive Officer and the Debtors' financial advisor and
legal counsel;
e) interface with the Debtors' creditors with respect to
the Debtors' financial and operational matters at the
direction of the Debtors and in coordination with the
CEO; and
f) perform such other services as requested or directed by
the Debtors and the CEO and agreed to by such officer.
The CRO and any Additional Officers would report to the Chairman
of the Board and the CEO, and the CRO would make reports to the
Board during regularly scheduled Board meetings.
Alvarez & Marsal will be compensated for the services of the CRO
and any Additional Officer on an hourly basis at a rate between
$175 and $625 per hour, plus expenses. Specifically, Mr. Briggs
rate is $550 per hour and Mr. Bondi's rate is $625 per hour. In
addition, Alvarez & Marsal will be entitled to an Incentive Fee of
not less than $750,000 and not more than $1.25 million.
Galey & Lord, a leading global manufacturer of textiles for
sportswear, including cotton casuals, denim, and corduroy, and is
a major international manufacturer of workwear fabrics, filed for
chapter 11 protection on February 19, 2002 together with its
affiliates (Bankr. S.D.N.Y. Case No. 02-40445). When the Company
filed for protection from its creditors, it listed $694,362,000 in
total assets and $715,093,000 in total debts. Joel H. Levitin,
Esq., Esq., at Dechert, represents the Debtors, and Michael J.
Sage, Esq., at Stroock & Stroock & Lavan LLP, represents the
Official Committee of Unsecured Creditors.
GENERAL MEDIA: Hires Corporate Revitalization as Consultants
------------------------------------------------------------
General Media, Inc., and its debtor-affiliates are seeking
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Corporate Revitalization Partners, LLC as
their Reorganization Consultants.
Corporate Revitalization is a national consulting firm
headquartered in Dallas, Texas, specializing in assisting clients
in reorganizing their businesses. The Debtors have selected
Corporate Revitalization as their reorganization consultants
because of the Firm's experience and knowledge in the area of
helping companies reorganize their businesses so that the
companies can become profitable going concerns.
The services of Corporate Revitalization are necessary to enable
the Debtors to faithfully execute their duties as chapter 1l
debtors in possession. The Debtors expect Corporate Revitalization
to:
a. assume the Chief Reorganization Officer position
reporting to the Board of Directors;
b. assist in the preparation of such budgets, cash flow
management charts, and other financial reports as the
Debtors shall be required to prepare for the orderly
administration of these cases;
c. consult with and advise the Debtors with respect to
obtaining postpetition financing;
d. consult with and advise the Debtors in connection with
any plan of reorganization or liquidation that may be
proposed in these cases; and
e. advise the Debtors with respect to the myriad of other
business and/or reorganization issues related to these
cases, and to perform other services related thereto
that are necessary and desirable.
Corporate Revitalization's current hourly rates are:
T. Scott Avila Managing Partner $475 per hour
William Snyder Managing Partner $475 per hour
Dan Dixon Partner $390 per hour
Cooper Crouse Partner $325 per hour
General Media Inc., headquartered in New York, New York, is a
subsidiary of Penthouse International, Inc., publishes Penthouse
magazine and other publications and is engaged in other
diversified media and entertainment businesses. Robert J.
Feinstein, Esq., and David J. Barton, Esq., at Pachulski, Stang,
Ziehl, Young, Jones & Weintraub PC represent the Debtors in their
restructuring efforts. The Company filed for chapter 11
protection on August 12, 2003 (Bankr. S.D.N.Y. Case No. 03-15078).
When the Company filed for protection from its creditors, it
listed estimated debts and assets of over $50 million each.
GENUITY INC: Plan-Filing Exclusivity Extended to September 3
------------------------------------------------------------
D. Ross Martin, Esq., at Ropes & Gray, in Boston, Massachusetts,
relates that the Genuity Debtors and the Creditors' Committee are
continuing their negotiations over the terms of a consensual
plan. These negotiations are nearly complete. Hence, the Debtors
need a short extension of their exclusive right to file a plan.
At this time, Mr. Martin says, the completion of the negotiations
is preferable to the filing of a plan and disclosure statement
that would certainly require some revisions later on. Nonetheless,
the Debtors are mindful of the need to begin the formal plan
approval process as soon as possible to be able to make
distributions to creditors as soon as possible.
At the Debtors' request, Judge Beatty further extends the
exclusive plan filing period to September 3, 2003.
The Creditors' Committee has agreed to the extension. (Genuity
Bankruptcy News, Issue No. 16; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
GLOBIX CORP: Red Ink Continued to Flow in Third Fiscal Quarter
--------------------------------------------------------------
Globix Corporation (OTCBB:GBXX) reported financial results for its
third quarter of fiscal year 2003, which ended June 30, 2003,
citing continued progress in its post-restructuring period.
The company also announced that it had repurchased an additional
$2.7 million of its outstanding 11% Senior Notes during the
quarter.
Revenues for the quarter were $14.5 million, which was $4.7
million, or 24% less than the same period in 2002. The company
also reported that in the third fiscal quarter of 2003 cost of
revenues was reduced 36% to $4.6 million from the same period in
2002, and that sales, general and administrative costs were
reduced 58% to $9.3 million compare to the same period in 2002
primarily reflecting the continuing impact of the company's
restructuring and cost management efforts.
Loss from operations was $3.4 million for the third fiscal quarter
of 2003, compared to a loss of $15.6 million for the same period a
year earlier. Net loss attributable to common shareholders for the
quarter was $5.4 million, based on 16,460,000 common shares
outstanding at the end of the quarter.
Globix -- http://www.globix.com-- is a leading provider of
managed Internet infrastructure services for business customers.
Globix delivers applications and services via its secure Data
Centers, high-performance global Tier 1 IP backbone, content
delivery network, and its technical professionals. Globix provides
businesses with technology resources and the ability to deploy,
manage and scale mission-critical Internet-based operations for
optimum performance and cost efficiency.
* * *
In its Form 10-Q filed with Securities and Exchange Commission,
Globix reported:
"We historically have experienced negative cash flow from
operations and have incurred net losses. Our ability to generate
positive cash flow from operations and achieve profitability is
dependent upon our ability to grow the Company's revenue and
achieve further operating efficiencies. We are dependent upon our
cash on hand and cash generated from revenues to support our
capital requirements and financing obligations. Although no
assurances can be given, our management believes that actions
taken pursuant to the Plan, including company downsizing,
headcount reductions and other cost reductions, as well as cost
control measures and the restructuring of our outstanding
indebtedness in connection with the Plan, have positioned us to
maintain sufficient cash flows to meet our operating, capital and
debt service requirements for the next 12 months. There can be no
assurance, however, that we will be successful in executing our
business plan, achieving profitability, attracting new customers
or maintaining our existing customer base. Moreover, despite our
restructuring we have continued to experience significant
decreases in revenue and low levels of new customer additions in
the period following our restructuring. In the future, we may make
acquisitions or repurchase indebtedness of our company, which, in
turn, may adversely affect liquidity."
GOODYEAR TIRE: Provides July 2003 Monthly Investor Update
---------------------------------------------------------
Goodyear's Investor Relations department published its monthly
update for the sole purpose of providing information to
individuals interested in tracking Goodyear's progress on a more
frequent basis. This is not a general update of material
developments concerning Goodyear.
July Operating Highlights
North American Tire
- Industry shipments of consumer replacement tires grew 7
percent from last year's levels. Goodyear shipments of
consumer replacement tires increased more than the industry
compared with last year. Driven by continued strength in
the dealer channel, Goodyear and Dunlop brand tires both
gained market share year-over-year.
- In July, industry shipments of consumer tires to original
equipment manufacturers declined 10 percent from July 2002
levels. Goodyear's shipments of consumer tires to OEMs
declined more than the industry, consistent with the
company's strategy of being selective at OE.
- Industry shipments of commercial replacement tires declined
8 percent in July from last year's levels. Goodyear gained
share in the commercial replacement tire market although
the product mix was less favorable within the Goodyear
brand.
- Goodyear shipments of original equipment commercial tires
increased while industry shipments declined 4 percent in
July compared with year-ago levels.
- Segment operating income declined year-over-year due to
significantly higher raw material costs. Conversion costs
were impacted by lower production volume and higher wage
and benefit costs.
- The company announced that a tentative agreement was
reached with the United Steelworkers of America on
Wednesday, August 20.
European Union
- In July, industry shipments of replacement tires increased
9 percent for consumer tires and 2 percent for commercial
tires compared with prior year levels. Goodyear consumer
tires gained market share compared with 2002 due to strong
sales in Germany. Goodyear gained market share in
replacement commercial tire shipments due to strong sales
in Germany, France, Spain and Portugal.
- Industry shipments of OE consumer tires declined 6 percent
from July 2002 levels. Goodyear OE consumer tire shipments
declined less than the industry.
- Industry OE commercial tire shipments grew 4 percent from
July 2002 levels. Goodyear shipments of OE commercial
tires increased significantly in July 2003 compared with
July 2002.
- Lower conversion costs from factory restructuring and
improved volume were partially offset by higher raw
material costs resulting in increased segment operating
income.
- The Euro weakened against the dollar in July by 1.2
percent.
Eastern Europe
- Consumer replacement and original equipment tire unit sales
for Goodyear were up significantly compared with July 2002.
The replacement consumer tire growth was driven by
continued improvement in Central and Eastern Europe and
Russia.
- Goodyear tire sales in the commercial replacement and OE
markets grew almost 10 percent in July.
- Segment operating margin continues to increase due to
improved pricing in Turkey and stronger winter tire sales
in Central and Eastern Europe and Russia. Price increases
continue to outpace raw material cost increases.
Latin America
- Combined with an improved sales mix, Goodyear consumer
replacement tire shipments increased slightly in July 2003
versus July 2002.
- Replacement commercial tire continues strong and above last
year's levels.
- Original equipment tire sales declined due to Goodyear's
selective OE strategy and reduced production by vehicle
manufacturers in the region.
- Segment operating profit improved due to favorable product
mix and pricing partially offsetting the adverse impact of
raw material costs.
- The Brazilian Real devalued 2.8 percent in July.
Asia
- Goodyear original equipment tire shipments for July
increased significantly from 2002 levels due to strong
sales in China and Thailand.
- Replacement tire shipments for Goodyear declined in July
2003 compared with July 2002 due to lower sales in Malaysia
and the Philippines.
- Segment operating income declined year-over-year due to
higher raw material costs, offsetting favorable price/mix.
Engineered Products
- Sales increased compared with July 2002 due to strong sales
in military, industrial and replacement products.
- Operating income improved as a result of lower production
costs and improved product mix.
- Engineered Products will discontinue operations at its
Cartersville, Georgia, fabric plant by October 1, affecting
120 jobs. The plant, operated by Goodyear since 1929, has
been a primary fabric supplier to the company's North
America conveyor belt facilities. It has also
supplied fabric for automotive coolant hose and air spring
production.
Chemicals
- Segment operating income improved on significantly higher
sales. Increased pricing was partially offset by higher raw
material and energy costs.
Corporate News
- Stephanie K. Wernet was named vice president, information
technology. Wernet, 35, will report to Robert W. Tieken,
executive vice president and chief financial officer.
Since January 2003, Wernet has been director of customer
affairs for the company's North American Tire business.
She joined Goodyear in 2001 as North American Tire's
director of e-business from EyeVelocity Inc., where she
served as vice president, e-commerce.
- Goodyear has had a number of new tire introductions this
month:
- The Two Piece Assembly for off-the-road use is being
initially offered for large haulage trucks. It offers
many benefits such as reduced downtime from tire
changeovers, higher payload capabilities, improved
traction, handling, stability and ride on haul trucks,
increased productivity and cost savings. The Two
Piece Assembly consists of a separate casing and a
treadbelt package. The two pieces have grooves that
interlock during assembly. Once assembled, the two
pieces are held together by the air pressure in the
inflated assembly.
- The Asia region featured its Goodyear Ducaro GA premium
passenger-car tire, a product of Trinuum Tire
Technology. The new tire capped a flurry of product
introductions in Asia under the Trinuum umbrella.
Ninety percent of Goodyear Asia's tire line has been
introduced in the past three years. This new-tire
influx has helped the segment achieve unit volume
growth of 8.4 percent in the first half of 2003
compared with 2002. The Ducaro GA features a unique
technology called Bubble-Blade II System for added
traction and quietness.
- A new winter tire from North America, the Eagle Ultra
Grip GW-3, provides sure grip for high-performance
driving in all winter conditions. The tire features
Goodyear's innovative V-TRED technology, which aids in
dispersing water and slush from the treadface. New 3D-
BIS technology provides high tread blade density
and additional biting edges while maintaining block
stiffness. This translates into increased grip in snow
and ice, but with controlled wet and dry steering
stability. A rim flange protector helps to protect
expensive custom wheels from potential curb and
pothole damage.
- The new Goodyear Eagle GT-HR is another product that
benefits from unique race-inspired design elements. A
new feature, RaceWrap construction technology, evolved
from the way Goodyear develops tires for NASCAR racing.
The Eagle GT-HR has a ply that wraps from the center of
the tread down around the bead, up the sidewall and
back up under the steel belts. The H-speed-rated tire
comes with a 50,000 mile warranty.
Goodyear (NYSE: GT) is the world's largest tire company.
Headquartered in Akron, Ohio, the company manufactures tires,
engineered rubber products and chemicals in more than 85
facilities in 28 countries. It has marketing operations in almost
every country around the world. Goodyear employs about 92,000
people worldwide.
As reported in Troubled Company Reporter's July 2, 2003 edition,
Fitch Ratings placed the Goodyear Tire & Rubber Company's senior
unsecured rating of 'B' and the senior secured bank facilities
rating of 'B+' on Rating Watch Negative. Approximately, $5 billion
of debt is affected.
GULF STREAM: S&P Assigns BB Preliminary Rating to Class E Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Gulf Stream Compass CLO 2003-I Ltd./Gulf Stream Compass
CLO 2003-I Inc.'s $300 million floating-rate notes and preferred
shares.
The preliminary ratings are based on information as of
Aug. 22, 2003. Subsequent information may result in the assignment
of final ratings that differ from the preliminary ratings.
The preliminary ratings reflect:
-- The expected commensurate level of credit support in the
form of subordination to be provided by the notes junior
to the respective classes;
-- The excess spread and overcollateralization provided by
the assets;
-- The cash flow structure, which is subject to various
stresses requested by Standard & Poor's;
-- The experience of the collateral manager; and
-- The legal structure of the transaction, which includes the
bankruptcy remoteness of the issuer.
Gulf Stream Compass CLO 2003-I is the second CDO managed by Gulf
Stream Asset Management LLC.
PRELIMINARY RATINGS ASSIGNED
Gulf Stream Compass CLO 2003-I Ltd./
Gulf Stream Compass CLO 2003-I Inc.
Class Rating Amount (mil. $)
A AAA 232.50
B AA 12.70
C A 10.95
D BBB 11.85
E BB 8.00
Pref. shares N.R. 24.00
N.R.-Not rated.
HAYES LEMMERZ: HLI Trust Proposes Avoidance Settlement Protocol
---------------------------------------------------------------
John S. Delnero, Esq., at Bell, Boyd & Lloyd LLC, in Chicago,
Illinois, recounts that primarily, the HLI Creditor Trust was
established to liquidate Trust Assets and make distributions
under the Plan to unsecured creditors. The Trust is authorized
to prosecute certain of the Debtors' causes of action on behalf
of the holders of Allowed Claims in Classes 5, 6 and 7 in the
Plan. Included within these actions are Avoidance Claims
including preferential actions and fraudulent conveyances
pursuant to Sections 547 and 548 of the Bankruptcy Code.
Mr. Delnero discloses that before December 5, 2003, the Trust
will file numerous adversary proceedings seeking to avoid the
Avoidance Claims. However, the Trust anticipates engaging in a
large number of settlements of these Claims before and after the
filing of adversary proceedings, due to the multitude of
Avoidance Claims in accordance with prescribed guidelines.
Settling the Avoidance Claims will greatly lessen the costs and
professional fees associated with litigation, thus maximizing the
Trust's value for the Claimholders' benefit.
Against this backdrop, the Trust asks the Court to approve
procedures for the settlement of Avoidance Claims. The Trust
seeks permission to proceed with the Avoidance Settlements
without the need for obtaining Court approval of each Avoidance
Settlement under these guidelines. If any proposed settlement
falls outside these parameters, the Trust will seek a separate
Court approval of that settlement.
The proposed Avoidance Claim procedure guidelines are:
(a) No settlement will be agreed to unless it is reasonable in
the HLI Creditors' Trustee's judgment upon consideration
of:
-- the probability of success if the claim is litigated or
arbitrated;
-- the complexity, expense and likely duration of any
litigation or arbitration with respect to the claim;
-- the difficulty in collection of any judgment;
-- other factors relevant to assessing the wisdom of the
settlement; and
-- the fairness of the settlement vis-a-vis the Trust in
the Trustee's opinion.
(b) No settlement will be effective unless it is executed by
the HLI Creditor Trustee or by the Trust's counsel, on its
behalf;
(c) With respect to any claim or cause of action held by the
Trust against any Settling Party that does not exceed
$100,000 in alleged monetary amount, the Trust, in its
discretion, may agree to settle the claim or cause of
action on any reasonable terms, and may enter into,
execute and consummate a written settlement agreement
that will be binding on them and their estates without
further Court action;
(d) With respect to any cause of action held by the Trust
against any Settling Party that exceeds $100,000 in
alleged monetary amount, the Trust, in its discretion, may
agree to settle the claim or cause of action on any
reasonable terms, and may enter into, execute and
consummate a written settlement agreement that will be
binding on them and their estates without further Court
action, provided that the settlement requires the payment
by the Settling Party of no less than 50% of the value of
the claim alleged in the complaint, or as determined by
the Trustee if no complaint has been filed; and
(e) Any settlement that is not authorized pursuant to these
procedures, or pursuant to any other Court Order, will be
authorized only on separate Court order on the Trust's
request.
Mr. Delnero explains that the proposed procedures are consistent
with the provisions of the Plan and the Trust relating to Trust
Claims settlement, and provides for due and proper notice of the
Avoidance Settlements. Service of notice of the Avoidance
Settlements on all creditors, or even solely the Rule 2002
Service List, would be unduly burdensome and wasteful given the
number of creditors and parties requesting notice in these cases.
Settling the Avoidance Claims pursuant to these procedures would
also avoid undue delay and significantly reduce administrative
costs associated with an otherwise potentially cumbersome
approval process, Mr. Delnero says. Therefore, providing the
Trust with the authority to efficiently and economically settle
potentially hundreds, if not thousands, of Avoidance Claims held
by these estates for a fraction of the cost the Trust would
otherwise incur in legal fees alone in prosecuting the claims
clearly is beneficial to the Debtors' estates. (Hayes Lemmerz
Bankruptcy News, Issue No. 37; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
HIGHWOODS PROPERTIES: Will Publish Q3 2003 Results on October 30
----------------------------------------------------------------
Highwoods Properties, Inc. (NYSE:HIW) will report third quarter
2003 earnings after market close on Thursday, October 30, 2003.
On Friday, October 31, 2003 at 10:00 a.m. Eastern time, Highwoods
will host a teleconference call highlighting the Company's third
quarter financial results. President and CEO Ron Gibson will host
the call and Ed Fritsch, chief operating officer and Carman
Liuzzo, chief financial officer, will join him. For US/Canada
callers, dial (888) 202-5268 and international callers dial (706)
643-7509. A live listen-only Web cast can be accessed through the
Company's Web site at http://www.highwoods.comunder the "Investor
Relations" section.
Telephone and Web cast replays will be available two hours after
the completion of the call. The telephone replay will be available
for one week beginning at 1:00 p.m. Eastern time. Dial-in numbers
for the replay are (800) 642-1687 US/Canada, (706) 645-9291
international. The conference ID is 2462351.
In addition to information included in the earnings release, the
Company will also provide third quarter 2003 supplemental
operating and financial information. The detailed information will
be available upon release of earnings and can be found in the
"Investor Relations" section of the Company's Web site at
http://www.highwoods.com Or a copy may be obtained by contacting
Highwoods' Investor Relations at 919-875-6717 or by e-mail
addressed to HIW-IR@highwoods.com.
Highwoods Properties, Inc. (Fitch, BB+ Preferred Shares Rating,
Negative) is a fully integrated, self-administered real estate
investment trust that provides leasing, management, development,
construction and other customer-related services for its
properties and for third parties. As of June 30, 2003, the Company
owned or had an interest in 564 in-service office, industrial and
retail properties encompassing approximately 44.6 million square
feet. Highwoods also owns approximately 1,360 acres of development
land. Highwoods is based in Raleigh, North Carolina, and its
properties and development land are located in Florida, Georgia,
Iowa, Kansas, Missouri, North Carolina, South Carolina, Tennessee
and Virginia. For more information about Highwoods Properties,
visit its Web site at http://www.highwoods.com
HOUSTON EXPLORATION: Named Best Bid for Gulf of Mex. Lease Sale
---------------------------------------------------------------
The Houston Exploration Company (NYSE: THX) was apparent high
bidder on seven blocks on which it bid at the Western Gulf of
Mexico Lease Sale held on August 20. The bids, which totaled
approximately $3.8 million, were among nine submitted by the
company.
The seven blocks encompass 37,310 acres in water depths of less
than 100 feet. Houston Exploration's net share of the bids is
$2.2 million. Four of the bids were made with Gryphon Exploration
Company and two were made with Spinnaker Exploration Company. All
bids are subject to approval by the Minerals Management Service.
"After being thoroughly assessed by our team, we believe the
prospects on these blocks have excellent potential, compliment our
inventory, and may be part of our 2004 drilling plan," reported
William G. Hargett, Houston Exploration president and chief
executive officer. "Our success at the lease sale demonstrates
that our substantially expanded 3-D seismic data library is
paying dividends and has enhanced our ability to generate
prospects along the Shelf," Hargett added.
The following table summarizes the blocks and Houston
Exploration's working interest in each area.
Houston Exploration
Block Working Interest
Brazos 366 50 percent
Brazos 399 33 percent
Galveston 191 67 percent
High Island 93 100 percent
High Island 164 67 percent
High Island 235 50 percent
High Island 262 50 percent
The Houston Exploration Company (S&P, BB Long-Term Corporate
Credit Rating, Stable) is an independent natural gas and oil
company engaged in the development, exploitation, exploration and
acquisition of natural gas and crude oil properties. The
company's operations are focused in South Texas, the shallow
waters of the Gulf of Mexico and the Arkoma Basin with additional
production in East Texas, South Louisiana and West Virginia. For
more information, visit the company's Web site at
http://www.houstonexploration.com
HQ GLOBAL: Judge Walrath to Consider Plan on Sept. 10, 2003
-----------------------------------------------------------
By Order of the U.S. Bankruptcy Court for the District of
Delaware, the Disclosure Statement prepared by HQ Global Holdings,
Inc., and its debtor-affiliates, was declared adequate within the
meaning of Sec. 1125 of the Bankruptcy Code. The Court found that
the Disclosure Statement contains the right kind and amount of
information to enable creditors to make informed decisions whether
to accept or reject the Debtors' Second Amended Joint Plan of
Reorganization.
A hearing to consider the confirmation of the Debtors' Plan will
convene before the Honorable Mary F. Walrath, on Sept. 10, 2003,
at 9:30 a.m. Eastern Time.
HQ Global Holdings Inc., one of the largest providers of flexible
office solutions in the world, filed for chapter 11 protection on
March 13, 2002 (Bankr. Del. Case No. 02-10760). Daniel J.
DeFranceschi, Esq., Russell C. Silberglied, Esq., at Richards,
Layton & Finger, P.A. and Corinne Ball, Esq., and Charles M.
Oellemann, Esq. at Jones Day represent the Debtors in their
restructuring efforts. When the Company filed for protection from
its creditors, it listed estimated assets of more than $100
million.
IMPATH INC: Considering Filing for Chapter 11 Protection
--------------------------------------------------------
IMPATH Inc. (Nasdaq: IMPHE) has been notified by the Nasdaq Stock
Market, Inc., that its common stock will be delisted from the
Nasdaq Stock Market, effective with the opening of business
tomorrow.
The delisting notice was received as a result of the Company's
failure to file its Quarterly Report on Form 10-Q for the period
ended June 30, 2003 as required by Nasdaq Marketplace Rule
4310(C)(14). This delay arises out of the previous announcement of
possible accounting irregularities involving the Company's
accounts receivable and discrepancies relating to the amounts
capitalized to date on the Company's GeneBank(TM) asset. The
Company intends to consider its options with respect to the
delisting notice.
The Company also has received notification that the Company is the
subject of an investigation by the U.S. Securities and Exchange
Commission. The Company received an inquiry from the SEC for the
voluntary production of certain information in connection with
issues raised in the Company's July 30th announcement. The SEC
specifically advised the Company that the investigation should not
be construed as an indication by the SEC or its staff that any
violation of the federal securities laws has occurred. The Company
intends to cooperate fully with the SEC in providing the requested
information.
The Company also announced that, since July 30, 2003, thirteen
shareholder class action lawsuits, which are substantially
similar, have been filed against the Company and several current
and former officers and/or employees of the Company in the U.S.
District Court for the Southern District of New York. The Company
expects that the Class Action Suits (and any additional similar
actions) will be consolidated into one action. These suits, which
arise out of the Company's previously disclosed accounting
matters, include varying allegations of, among other things, false
and misleading statements regarding the Company's business
prospects and financial condition and performance. The Company
intends to vigorously defend itself in the Class Action Suits, as
appropriate.
The Company previously announced that the Company's Audit
Committee intends to retain independent counsel and an independent
forensic accounting firm to investigate the accounting
irregularities. Retention of these experts had commenced, but had
to be deferred due to the Company's limited available cash.
In light of the impact recent events have had on the Company's
liquidity, the Company announced that it has engaged legal and
financial advisors experienced in restructurings. In addition, the
Board of Directors has authorized the appointment of a chief
restructuring officer to augment the Company's efforts. The
Company is in discussions with its banks, and is considering all
options to address its liquidity needs, including the commencement
of a Chapter 11 case in order to enhance its liquidity and
facilitate an orderly restructuring. The Company is currently in
default under its credit agreement.
The Company's ability to provide products and services to its
customers in each of its specialized businesses has been
unaffected by these events and the Company continues to be
committed to providing its customers with the highest level of
services.
IMPATH is in the business of improving outcomes for cancer
patients. The Company is a leading source of cancer information
and analyses with a database of over 1 million patient profiles
and outcomes data on more than 2.3 million individuals. IMPATH
Physician Services uses sophisticated technologies to provide
patient-specific cancer diagnostic and prognostic information to
more than 8,700 pathologists and oncologists in over 2,100
hospitals and 630 oncology practices. Utilizing its comprehensive
resources, IMPATH Predictive Oncology serves genomics,
biotechnology and pharmaceutical companies involved in developing
new therapeutics targeted to specific, biological characteristics
of cancer. IMPATH Information Services provides software products,
including PowerPath(R) and the IMPATH Cancer Registry(TM) for the
collection and management of diagnostic data and outcomes
information. The Company's software products are currently being
utilized in nearly 1,000 hospitals, academic centers and
independent laboratories across the country.
J. CREW GROUP: Aug. 2 Net Capital Deficit Widens to $425 Million
----------------------------------------------------------------
J.Crew Group, Inc. announced financial results for the thirteen
weeks ended August 2, 2003. These results reflect a new inventory
management strategy as well as strategic changes in the Direct
business, including the discontinuance of Clearance and Sale
catalogs and reductions in pages circulated. The new inventory
strategy contributed to a significant improvement in cash flow.
Revenues for the second quarter of 2003 were $167.1 million
compared to $167.6 million last year. Comparable store sales
increased 2% in the second quarter, while net sales in the Direct
business decreased 17%. Net income was $15.2 million for the
quarter compared to a loss of $7.1 million last year. The 2003
quarter includes a gain on the exchange of debt of $41 million.
The operating results for the second quarter reflect a $12 million
decrease in gross profit with a decline in gross margin from 36.4%
in 2002 to 29.4% in 2003. The margin decrease resulted from
atypical and accelerated markdowns related to Spring 2003 and
prior season merchandise.
Revenues for the twenty-six weeks ended August 2, 2003 were
$328.6 million, a decrease of 2% from last year. Comparable store
sales declined 4% in the period while sales of Direct decreased
9%. Net loss for the six month period was $4.4 million compared
to a $19.2 million loss last year.
The operating results for the six month period reflect a $23
million decrease in gross profit with a decline in gross margin
from 38.2% in 2002 to 32.0% in 2003. This decrease was partially
offset by a decline in selling, general and administrative
expenses (excluding severance charges) of $7 million. Selling
expense decreased by $4 million due to reduced circulation. The
decrease in general and administrative expenses of $3 million
resulted primarily from the effect of cost reduction initiatives
in the first quarter and a $1.6 million insurance recovery in the
second quarter. Interest expense was up $4 million for the six
month period reflecting the increased interest rate and accretion
in fair value on the new discount notes.
The balance sheet at August 2, 2003 includes $31 million of cash
and cash equivalents, an $18 million increase from August 3, 2002;
inventories were $85 million, down 39%. There were no working
capital borrowings at August 2, 2003 compared to $48 million last
year. Cash flow from operations for the six month period, after
capital expenditures, improved by $40 million from last year.
At August 2, 2003, the Company's balance sheet shows a total
shareholders' equity deficit of about $415 million.
J.Crew Group, Inc. is a leading retailer of men's and women's
apparel, shoes and accessories. At August 2, 2003, the Company
operated 155 retail stores, the J.Crew catalog business,
jcrew.com, and 42 factory outlet stores.
JLG INDUSTRIES: Corporate Credit Rating Cut to BB- from BB
----------------------------------------------------------
Standard & Poor's Ratings Service lowered its corporate credit
rating on JLG Industries Inc. to 'BB-' from 'BB'. The outlook is
stable. At the same time, other ratings were lowered, and they
were all removed from CreditWatch where they had been placed on
July 11, 2003.
Hagerstown, Maryland-based JLG is a construction equipment
manufacturer with total debt, at April 30, 2003, of about $300
million, with its Access Financial Solutions Inc. (unrated)
subsidiary accounted for on the equity basis.
"The downgrade reflects JLG's high financial leverage, aggravated
by the company's recent acquisition of OmniQuip, combined with
below-average credit protection measures and uncertainty in the
timing and robustness of potential improvement in the company's
end-markets," said Standard & Poor's credit analyst Nancy Messer.
Strategically, the acquisition will produce a stronger business
position for JLG, diversifying its customer base and product
offerings. The acquisition is consistent with the company's
strategic focus on manufacturing material-handling equipment for
industrial and construction markets. After the combination, JLG's
exposure to the aerial work platform market will decline to 46%,
from 60% today, and its presence in the telehandler market will
increase to 32%, from 13%.
JOHNSONDIVERSEY: Fitch Affirms Senior Secured Debt Rating at BB
---------------------------------------------------------------
Fitch Ratings affirmed JohnsonDiversey, Inc.'s senior secured debt
rating at 'BB' and senior subordinated debt rating at 'B+'. The
Rating Outlook remains Stable.
The rating reflects JohnsonDiversey's diverse sales mix and
product offerings as well as the company's strong market position
as a global supplier of Institutional & Industrial cleaning
products. The company continues to benefit from cash generation
through its polymer business that contributes double digit
operating margins. Over the last fifteen months the company has
implemented cost cutting efforts and modestly expanded their
operating margins from realized synergies post the acquisition.
Total debt has increased slightly since the 2002 year-end,
primarily due to currency exchange rates and modest working
capital needs. It is Fitch's expectation that the company will
reduce debt through improvements in working capital management,
reductions in capital expenditures and cash balances as well as
minor asset sales in the second half of the year.
In comparison to Fitch's case assumptions, sales growth did meet
expectations however, operating earnings and margin expansion did
fall short. In the last six months improvements to operating
margin is evident, for the 6-month period ending July 4, 2003,
EBITDA was $196 million and EBITDA to Revenue was 13.4%. Margin
expansion may continue at a slower pace than originally
anticipated; however it is not surprising due to soft demand in
the food and beverage industry, weaker than expected growth trends
in Europe and a slight increase in energy and raw material costs
in 2003. Credit statistics for JohnsonDiversey remain sufficient
for the rating category with interest coverage of 2.6 times and a
leverage ratio of 4.4x for the trailing 12-month period ending
July 4, 2003. Currency translation impacts both JohnsonDiversey's
reported EBITDA and debt levels, due to the percentage of sales
from foreign subsidiaries and borrowings in foreign currencies.
Even though JohnsonDiversey does not expect currency translation
to have any meaningful impact in the third quarter, it still
remains a factor that affects the company's business operations.
It may become increasingly important due to the tightening of
financial covenants in future quarters. As of July 4, 2003, the
company's access to available borrowings under the senior credit
facility decreased compared to the end of the first quarter and
will continue to decline if debt repayment does not occur in the
second half of the year.
The Stable Rating Outlook indicates the likelihood that
JohnsonDiversey will continue to expand operating margins through
additional realization of synergies and cost cutting efforts.
Fitch expects improvement in EBITDA and debt reduction to stay on
track. If improvement is stalled in future quarters the company
has identified potential asset sales which could provide cash for
debt reduction. This alternative source of cash provides the
company additional flexibility as financial covenants become more
restrictive.
JohnsonDiversey, Inc. is a global player in the Institutional and
Industrial cleaning market, and sells its products into the
following market segments; floor care, food service,
restroom/housekeeping, laundry, and food processing. In addition,
JohnsonDiversey is a global supplier of water-based acrylic
polymer resins for printing, packaging, coatings and plastics
markets. The company is owned by JohnsonDiversey Holding, Inc.,
which is owned by Commercial Markets Holdco (67%) and Unilever
(33%). The company had $2.8 billion in net sales and $347 million
in EBITDA for the 12-month period ending July 4, 2003.
KAISER ALUMINUM: Seeks Fourth Extension of Exclusive Periods
------------------------------------------------------------
To continue ongoing efforts to resolve various restructuring
issues, Kaiser Aluminum Corporation and its debtor-affiliates ask
the Court to further extend their exclusive periods for three more
months. Specifically, the Debtors want their Exclusive Plan
Filing Period extended to October 31, 2003 and their Exclusive
Solicitation Period to December 31, 2003.
Given the numerous complex issues that must be resolved and their
need to negotiate a plan with two separate creditors' committees,
a futures representative, significant creditors and other
parties-in-interests, Patrick M. Leathem, Esq., at Richards,
Layton & Finger, in Wilmington, Delaware, contends that it is
unlikely that the Debtors will be in a position to file a Plan at
this time. The Debtors still face a variety of concerns
including excessive debt burden, unusually weak aluminum industry
business conditions, the pendency of hundreds of thousands of
asbestos claims and significant and increasing cost for retiree
medical and pension obligations. These matters, all of which
must be addressed during the course of the Debtors' restructuring,
raise numerous complicated issues involving several parties.
Mr. Leathem informs the Court that the Debtors continue to make
considerable progress on a number of important issues and have
taken diverse actions to maximize the value of their estates.
Among other things, the Debtors have:
-- began the process of resolving 7,500 claims filed to
date;
-- implemented a process to explore the possible disposition
of one or more of their commodities business;
-- continued their efforts to sell certain non-core assets;
-- taken action to significantly enhance their liquidity by
finalizing financing arrangements for the Australian joint
venture and negotiating an amendment to the postpetition
financing agreement, certain details of which have not been
finalized;
-- continued to implement operating efficiencies and cost-
reduction initiatives; and
-- continued their progress toward the formulation of a
reorganization plan by preparing a comprehensive analysis
of potential creditor recoveries and taking additional
steps to address key liability issues.
The Official Committee of Unsecured Creditors supports the
Debtors' request.
Judge Fitzgerald will convene a hearing on September 22, 2003 at
3:00 p.m. to consider the Debtors' request. By application of
Delaware Local Rule 9006-2, the Debtors' Exclusive Filing Period
is automatically extended through the conclusion of that hearing.
(Kaiser Bankruptcy News, Issue No. 31; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
KINDERCARE LEARNING: Will Publish FY 2003 Results on Thursday
-------------------------------------------------------------
KinderCare Learning Centers, Inc., invites you to join us on our
conference call to discuss the results of fiscal year 2003.
KinderCare's fiscal year 2003 results will be announced after the
close of the market on Thursday, August 28, 2003. The conference
call will be held on Tuesday, September 2, 2003 at 11:30 a.m.
Pacific Daylight Time. The dial-in number is 1.888.203.4765
(reference: KinderCare). Replays will be available through
September 8, 2003, at 1.800.642.1687, access identification number
2468619. This call will also be streamed over the Internet,
accessible via http://www.kindercare.com/about_irat the web cast
listing. Replays will be available at this Web site for 90 days
from the date of the call.
Portland, Ore.-based KinderCare (S&P, B+ Corporate Credit and B-
Subordinated Debt Ratings) is the largest provider of proprietary
center-based preschool education and child-care services in the
U.S., with 1,266 facilities in 39 states and two centers in the
U.K.
KMART CORP: Amends Other Unsecured Claims Estimation Procedures
---------------------------------------------------------------
On July 1, 2003, the Kmart Debtors proposed to establish
procedures for the expedited estimation of Class 6 Other Unsecured
Claims under the Plan. The United States Trustee objected on the
basis that the procedures the Debtors crafted called for
mandatory, binding arbitration of Other Unsecured Claims and also
that the personal injury claimants have not consented to their
claims being determined before an arbitrator rather than a judge.
At a July 15, 2003 hearing, the Court concluded that personal
injury claimants did not consent to mandatory arbitration and
instructed the Debtors that they needed to secure written consent
of the Other Unsecured Claimholders.
In view of the U.S. Trustee's and the Court's concerns, the
Debtors amend the Other Unsecured Claims Estimation Procedure.
Class 6 Other Unsecured Claims include personal injury and other
litigation claims and claims by government entities on account of
anything other than taxes. Class 6 creditors are entitled to
elect to receive either cash or stock of the Reorganized Debtors.
Under the cash option, Class 6 creditors with claims greater than
$30,000 are entitled to receive a cash payment on the third
anniversary after the Debtors' emergence date. Under the stock
option, these creditors are deemed to be Class 5 Trade
Vendor/Lease Rejection Claimants and will receive pro rata share
of common stock along with all other Class 5 claimants. However,
Class 6 claimants electing stock option are deemed to have agreed
to the proposed "Other Unsecured Claim Estimation Procedure" for
the expedited estimation and for distribution purposes of other
claims who elected to receive stock in lieu of cash.
The Debtors will implement a bifurcated procedure to reach an
agreement for the release, payment or compromise of Other
Unsecured Claims. The Procedure will commence with the Debtors
sending a letter to each claimholder to seek its written consent
to estimate the Other Unsecured Claim through binding arbitration.
The Claimholders will have 30 days to provide their written
consent.
Telephonic Settlement Whether or not the Class 6
Claimants provide written consent,
the Debtors will proceed with
telephonic conference to informally
settle the Claims. If a settlement
is not reached, the Debtors will
proceed with the next phase.
Telephonic settlement will commence
on September 1, 2003 and conclude
by October 31, 2003.
Non-Binding Mediation At the Debtors' discretion, Claims
may be referred to mediation, which
will conclude by January 30, 2004.
Binding Estimation If the telephonic settlement or
mediation is not successful, the
Debtors will proceed with:
a. binding arbitration for those
Claimholders that provided
written consent; or
b. summary estimation hearing for
those Claimholders that did not
provide written consent.
Binding arbitration will conclude
by June 1, 2004 unless otherwise
agreed by the parties or directed
by a mediation/arbitration
organization.
The Debtors will adopt the same Mediation and Arbitration
Procedures. Judge Erwin I. Katz will conduct the mediation and
arbitration proceedings. The Debtors will pay mediation cost.
But Judge Katz may assess any portion of the Mediation Costs
against any Claimant delaying or abusing the mediation
proceedings. The Debtors and the Claimant will share the
arbitration costs equally. However, Judge Katz may in his sole
discretion assess the entire Cost against any party delaying or
abusing the arbitration proceedings. Judge Katz will also have
the discretion to require the attendance of any third party
insurer or indemnitor at any mediation or arbitration
proceedings.
The Debtors outline the procedure for Summary Estimation Hearing:
(1) The Debtors will ask the Court to schedule a Summary
Estimation Hearing. The date and time of the hearing will
be based on the number of Claimants who elect to proceed
through a Summary Estimation Hearing and anticipated
discovery for each Claim;
(2) Both the Claimant and the Debtors must provide the other
with all the documentation and evidence including
affidavits that each intends to present at the Summary
Estimation Hearing;
(3) The Claimant and the Debtors or their representatives, and
third party indemnitors must be present at the Summary
Estimation Hearing;
(4) The parties may agree to a "high-low" format, where the
parties agree to a minimum and maximum award, regardless
of the Court's award;
(5) The estimation award the Court will set will be the sole
basis on the dollar value of the Claim. The Court cannot
take into account the expected economic value of the
distribution to Other Unsecured Claimholder under the
Plan. The award will not exceed the amount shown on the
Claimant's proof of claim or be less than the undisputed
portion of the Claim.
A total of 232 Class 6 Claimants made the stock election under
the Plan. Of those Claimants, 99 Claims remain unliquidated.
The Debtors believe that the amended Estimation Procedure strikes
as a fair balance between theirs and the Claimants' need for a
fair opportunity to be heard on the merits of the Claims while
ensuring that the process is relatively quick and inexpensive on
both sides. The estimation percentage distribution to Class 6
and Class 5 claims is 9.7%. Thus, a claim allowed for $100,000
will be entitled to receive $9,700 worth of stock.
The Debtors intend to settle Other Unsecured Claims over $100,000
upon 10 days' notice to the Post Effective Date Committee. The
settlement will be final unless the Committee objects within the
period allotted. The Debtors also propose to settle claims less
than $100,000 without further Court order or notice to any
parties. The settling Claimant will be allowed a prepetition
general unsecured non-priority claim against the Debtors in the
settled amount, to be paid in accordance with the Plan. (Kmart
Bankruptcy News, Issue No. 61; Bankruptcy Creditors' Service,
Inc., 609/392-0900)
LASERSIGHT INC: Michael Farris Resigns as CEO/President/Director
----------------------------------------------------------------
LaserSight Incorporated (OTC Bulletin Board: LASE) announced that
on August 22, 2003, due to the Company's reorganization and
streamlining of its operations, Mr. Michael R. Farris, will no
longer serve as the Company's Chief Executive Officer and
President and as a Director.
Mr. Farris will pursue personal interests and will remain with the
Company on a consulting basis available from time to time to
assist the Company in transitional issues for a certain period of
time.
Commenting on Mr. Farris' departure, Xian Ding Weng, Chairman of
the Board, said, "After Mike's nine years of leadership with
LaserSight, we wish him well in his new pursuits. We believe that
the Company will complete its reorganization and embark on a new
path of recovery and growth in the near future."
The Company is currently engaged in the process of determining a
successor to the Chief Executive Officer position. Danghui
("David") Liu, Ph. D., Vice President of Product Development and
Technical Marketing, was named Interim CEO.
LaserSight(R) is a leading supplier of quality technology
solutions for laser vision correction and has pioneered its
patented precision microspot scanning technology since it was
introduced in 1992. Its products include the LaserScan LSX(R) and
the International AstraScan(R) precision microspot scanning
systems, its international research and development activities
related to the Astra family of products used to perform custom
ablation procedures known as CustomEyes and its MicroShape(R)
family of keratome products. The Astra family of products includes
the AstraMax(R) diagnostic workstation designed to provide precise
diagnostic measurements of the eye and CustomEyes AstraPro(R)
software, a surgical planning tool that utilize advanced levels of
diagnostic measurements for the planning of custom ablation
treatments. In the United States, the Company's LaserScan LSX
excimer laser system operating at 300 Hz is approved for the LASIK
treatment of myopia and myopic astigmatism. The MicroShape(R)
family of keratome products includes the UltraShaper(R) durable
keratome and UltraEdge(R) keratome blades.
* * *
As previously reported in Troubled Company Reporter, LaserSight
Incorporated was advised by GE Healthcare Financial Services,
Inc., as successor-in-interest to Heller Healthcare Finance, Inc.,
that its loans to LaserSight are currently in default due to an
adverse material change in the financial condition and business
operations of LaserSight.
As previously announced in its most recently filed 10-Q Quarterly
report, the Company had minimal cash and was unable to manufacture
products due to limited inventories and unfavorable financial
relationships with its vendors. At that time, the Company also
reported that it was in continued negotiations with the holder of
approximately 97% of its Series H Preferred Shares for a cash
infusion.
LaserSight is currently in negotiations with GE for a modification
and restructuring of its defaulted loans and these negotiations
have progressed to the "term sheet" stage. The Company hopes that
negotiations with the holders of the Series H Preferred Shares and
GE will be completed in the near term.
MAGELLAN HEALTH: Earns Okay to File Retention Program Under Seal
----------------------------------------------------------------
Magellan Health Services, Inc. and its debtor-affiliates obtained
the Court's permission to implement an Employee Retention Program
and to file the Retention Program Motion under seal. The
Retention Program Motion has been made available, on a
confidential basis, to the attorneys for the statutory committee
of unsecured creditors and the attorneys for the agent for the
Debtors' prepetition lenders. (Magellan Bankruptcy News, Issue No.
12: Bankruptcy Creditors' Service, Inc., 609/392-0900)
MCSI INC: Files Chapter 11 Plan Delivering Value to Bank Lenders
----------------------------------------------------------------
MCSi, Inc., has filed a plan of reorganization under Chapter 11 of
the Bankruptcy Code. The plan was filed with the support of the
Company's secured bank group, which holds more than $106 million
of the Company's estimated $169 million of total liabilities. The
Company expects to file a disclosure statement relating to the
plan in August 2003 and emerge from bankruptcy during the fourth
quarter of 2003.
Under the proposed plan, the Company's bank group will receive
certain debt securities of the Company, as well as 100% of the
equity interests of the Company (other than equity interests to be
granted to management as part of a new management incentive plan),
and provide exit financing. The Company's unsecured creditors,
including the banks to the extent of their deficiency claims, will
be entitled to any recoveries the Company may receive from certain
claims. Trade creditors who agree to extend additional trade
credit to the Company post emergence will be entitled to a portion
of a cash fund, the amount of which has not yet been determined.
The Company's equity holders are not expected to receive any
distribution under the plan.
D. Gordon Strickland, MCSi's President and Chief Executive
Officer, stated: "This filing of a plan of reorganization, along
with our recent relocation of our corporate headquarters to
Atlanta, completion of our new corporate management team and
continued execution of our business plan initiatives, represent
important milestones in our efforts to restructure the Company. We
appreciate the support of our bank group for the plan and our
restructuring efforts and look forward to emerging from bankruptcy
as a stronger, more competitive company."
The plan remains subject to confirmation by the bankruptcy court
as well as completion of definitive documentation and fulfillment
of the conditions to confirmation and the effective date.
Accordingly, there can be no assurance that the Company will be
able to consummate the reorganization contemplated under the plan.
Bankruptcy law does not permit solicitation of acceptances of the
plan of reorganization until the bankruptcy court approves the
disclosure statement. Accordingly, this press release is not
intended to be, nor should it be construed as, a solicitation of a
vote on the plan.
MCSi is a leading provider of state-of-the-art presentation,
broadcast and supporting network technologies for businesses,
churches, government agencies and educational institutions. From
offices located throughout the United States, MCSi draws on its
strategic partnerships with top manufacturers to deliver a
comprehensive array of audio, display and professional video
innovations. MCSi also offers proprietary systems pre-engineered
to meet the need for turnkey integrated solutions.
As a full service provider of enterprise wide technology
solutions, MCSi complements its product offerings with a
design/build approach that includes consultation, design
engineering, product procurement, systems integration, end-user
training and post sales support. MCSi's value-added service
approach, made seamless by the ongoing exchange between customers
and representatives from its strategic support teams, ensures that
customers receive dedicated attention and long-term commitment to
support their investment. Additional information regarding MCSi
can be obtained by visiting http://www.mcsinet.com
METALDYNE CORP: Names Myra Moreland VP of Corporate Affairs
-----------------------------------------------------------
Metaldyne announced that Myra Moreland has joined the company as
vice president of corporate affairs.
In this position, Moreland will provide executive leadership of
all internal and external communications, including employee
communications, marketing, public relations, government relations
and investor relations, reporting to Leuliette.
"We are pleased to welcome Myra to Metaldyne," Leuliette said. "I
am confident that her strong senior level customer relationships
and background in automotive marketing communications will be a
great asset to the organization as we continue to communicate the
Metaldyne value-added story with our employees, customers and
stakeholders."
Moreland comes to Metaldyne from Moreland Communications, a full-
service communications company deeply rooted in the automotive
industry. Moreland founded the company in 1981, and has served as
president since that time.
She has worked with companies such as DaimlerChrysler, New Venture
Gear, SKF and Valeo on projects such as public relations/media
plans, customer sales and marketing efforts, internal
communication plans and strategic planning.
She holds a Bachelor of Arts degree from Vanderbilt University in
Nashville, Tenn. Moreland, who resides in Birmingham, Mich., will
work out of Metaldyne's corporate headquarters in Plymouth, Mich.
Metaldyne is a leading global designer and supplier of metal-based
components, assemblies and modules for transportation-related
powertrain and chassis applications including engine,
transmission/transfer case, wheel-end and suspension, axle and
driveline, and noise and vibration control products to the motor
vehicle industry. The company serves the automotive segment
through its Chassis, Driveline & Transmission, and Engine Group.
Headquartered in Plymouth, Mich., Metaldyne (S&P, BB- Corporate
Credit Rating) has annual revenues of $1.5 billion. The company
employs over 7,250 employees at over 50 facilities in 11
countries.
For more information, please visit http://www.metaldyne.com
MIDWEST EXPRESS: Finalizes Labor & Aircraft Financing Agreements
----------------------------------------------------------------
Midwest Express Holdings, Inc., (NYSE: MEH) said that labor and
aircraft financing restructuring agreements with its unions and
aircraft lessors and lenders have been fully documented and
finalized on terms that the company had anticipated. Tentative
agreements had been reached in mid-July. The company expects these
restructuring measures to reduce costs by approximately $20
million annually going forward.
The restructuring documents include amendments to collective
bargaining agreements with the company's three unions -- the
Midwest Association of Flight Attendants, Midwest Air Line Pilots
Associations and Skyway Air Line Pilots Association. An all-
employee stock option plan and income sharing program are also
part of the restructuring documents. Employee-related cost savings
will be generated primarily by productivity improvements across
the company and work rule changes, which will be implemented
during the coming months.
In addition, amendments to aircraft financing agreements were
finalized with the aircraft lessors and lenders participating in
the restructuring effort. These agreements reduced aircraft lease
rates to current market conditions and restructured certain short-
term debt to long-term. In connection with the renegotiation of
the aircraft finance agreements, U.S. Bancorp Equipment Finance,
Inc. dropped the litigation that it had brought against the
company relating to a lease involving two aircraft.
"We are gratified by the cooperation of our employees, lessors and
lenders," said Timothy E. Hoeksema, chairman and chief executive
officer. "I want to recognize our employees for their important
contributions to our restructuring effort. I also want to express
our appreciation for the extraordinary effort made by our
represented employees and their leadership not only to reach
agreement, but to document the agreements as quickly as possible
to enable our company to begin the savings." Hoeksema additionally
expressed his gratitude to his leadership team for their tireless
efforts in bringing the restructuring to a successful conclusion.
The negotiation of these agreements enabled the company to avert
the necessity of filing for reorganization under Chapter 11 of the
Bankruptcy Code. Outlining the next step for the company, Robert
S. Bahlman, Midwest's chief financial officer, noted, "Now we are
in a better position to secure additional financing to complete
our restructuring program."
Midwest Express Holdings, Inc. is the holding company for Midwest
Airlines, which features nonstop jet service to major destinations
throughout the United States. Skyway Airlines, Inc. -- its wholly
owned subsidiary -- operates Midwest Connect, which offers
connections to Midwest Airlines as well as point-to-point service
between select markets on regional jet and turboprop aircraft.
Together, the airlines offer service to 50 cities. More
information is available at http://www.midwestairlines.com
MOTELS OF AMERICA: Court Okays McDermott as Bankruptcy Counsel
--------------------------------------------------------------
Motels of America, LLC sought and obtained approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to engage
McDermott, Will & Emery as its Bankruptcy and General Corporate
Counsel.
The Debtor will employ McDermott Will to render legal services
relating to the day-to-day administration of this chapter 11 case
and the numerous issues that may arise from the operation of its
business, including:
a) advising Debtor with respect to its powers and duties as
a debtor in possession in the continued operation of its
business;
b) preparing on behalf of Debtor all necessary motions,
applications, answers, orders, reports, and papers in
connection with the administration of the estate or
required pursuant to this Court, the Bankruptcy Code,
the Bankruptcy Rules, Local Rules and Standing Orders of
this Court, and the practices and customs of the United
States Trustee;
c) representing Debtor at all critical hearings on matters
pertaining to its affairs as a debtor in possession;
d) prosecuting and defending litigated matters that may
arise during this chapter 11 case;
e) presenting and implementing a plan of reorganization and
related documents;
f) negotiating appropriate transactions and preparing any
necessary documentation and closing any such
transactions;
g) representing Debtor in the assumption or rejection of
executory contracts and unexpired leases;
h) commencing and conducting any and all litigation
necessary or appropriate to assert rights held by
Debtor, protect assets of Debtor's chapter 11 estate or
otherwise further the goal of completing Debtor's
successful reorganization in a timely manner;
i) providing counseling with respect to the general
corporate, securities, real estate, litigation,
environmental, labor, state regulatory, tax and other
legal matters which may arise during the pendency of
this chapter 11 case; and
j) performing all other legal services that arc desirable
and necessary for the efficient and economic
administration of this chapter 11 case.
The professionals designated to work on this engagement and their
current hourly rates are:
Robert Candella managing clerk $245 per hour
Nathan F. Coco partner $405 per hour
Allen M. Cohen associate $345 per hour
Frank W. Cuiffo partner $560 per hour
Andrea Duncliffe paralegal $200 per hour
Mohsin N. Khambati associate $345 per hour
Mark J. Politan associate $320 per hour
Stephen B. Selbst partner $560 per hour
James M. Sullivan associate $380 per hour
Motels of America LLC, headquartered in Des Plaines, Illinois
filed its chapter 11 protection on July 10, 2003 (Bankr. N.D. Ill.
Case No. 03-29135). Mohsin N. Khambati, Esq., Nathan F. Coco,
Esq., and Stephen Selbst, Esq., at McDermott Will & Emery
represent the Debtor in its restructuring efforts. When the
Company filed for protection from its creditors, it listed
estimated debts and assets of over $100 million each.
MOUNTAIN WEST PRINTING: Case Summary & 20 Unsecured Creditors
-------------------------------------------------------------
Debtor: Mountain West Printing and Publishing Ltd.
1150 W. Custer Pl.
Denver, Colorado 80223-2317
Bankruptcy Case No.: 03-25782
Type of Business: Commercial printing company
Chapter 11 Petition Date: August 12, 2003
Court: District of Colorado (Denver)
Judge: A. Bruce Campbell
Debtor's Counsel: Jeffrey Weinman, ESq.
Weinman & Associates, P.C.
730 17th St.
Ste. 240
Denver, CO 80202
Tel: 303-572-1010
Total Assets: $4,909,204
Total Debts: $3,917,068
Debtor's 20 Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
Xpedx $95,286
Gould Paper Corporation $38,527
Papertech $35,075
Case Paper Co., Inc. $18,894
Spicers Paper, Inc. $12,442
Flint Ink Corp. $9,629
H&S Supply Co. $6,752
Tandem $4,241
Joost Industrial, Inc. $3,717
Graffix USA, LLC $3,145
Rac Transport Co., Inc. $3,097
Job Store $2,586
ABC Die Cutting & Embossing $2,586
United Parcel Service $2,553
Mitsubishi Lithographic Press $2,501
North Park Transport $1,999
Praxis Advisory Group, Inc. $1,862
Corne Jantz & Associates $1,560
Motion Works $1,487
Reptech $1,480
N-STAR REAL ESTATE: Fitch Assigns BB+ Ratings to 2 Note Classes
---------------------------------------------------------------
Fitch rates N-Star Real Estate CDO I Ltd and N-Star Real Estate
CDO I Corp. as follows:
-- $250 million class A-1 floating-rate senior notes 'AAA';
-- $45 million class A-2A floating-rate senior notes 'AAA';
-- $15 million class A-2B fixed-rate senior notes 'AAA';
-- $15 million class B-1 floating-rate senior subordinate notes
'A';
-- $10 million class B-2 floating-rate senior subordinate notes
'A-';
-- $5 million class C-1A floating-rate subordinate notes 'BBB+';
-- $5 million class C-1B fixed-rate subordinate notes 'BBB+';
-- $24 million class C-2 fixed-rate subordinate notes 'BBB',
-- $10 million class D-1A floating-rate subordinate notes 'BB+';
-- $4 million class D-1B fixed-rate subordinate notes 'BB+'.
The ratings on the class A-1, A-2A, A-2B and B-1 notes address the
timely payment of interest and ultimate repayment of principal.
The ratings on the class B-2, C-1A, C-1B, C-2, D-1A and D-1B notes
address the ultimate payment of interest and ultimate repayment of
principal.
The ratings are based upon the capital structure of the
transaction, the quality of the collateral, the
overcollateralization and interest coverage tests provided for
within the security agreement, and the experience and capabilities
of NS Advisors LLC as the collateral advisor.
Net proceeds from issuance are used to purchase a $402 million
pool of commercial mortgage-backed securities, real estate
investment trust securities and collateralized debt obligation
securities. The collateral has a Fitch weighted average rating
factor of between 'BBB-' and 'BB+' (WARF of 21.82). Each class of
notes has a stated final maturity date in August 2038. Quarterly
payments to the notes start in November 2003.
NATIONAL STEEL: Solicitation Exclusivity Extended Until Oct. 23
---------------------------------------------------------------
U.S. Bankruptcy Court Judge Squires extends National Steel
Corporation and its debtor-affiliates' Exclusive Period to solicit
acceptance of their Plan from creditors until October 23, 2003.
NORTHWESTERN CORP: Falls Below NYSE Continued Listing Standards
---------------------------------------------------------------
NorthWestern Corporation (NYSE: NOR) has received formal
notification, dated August 21, 2003, from the New York Stock
Exchange indicating that the Company was below the continued
listing criteria of a total market capitalization of not less than
$50 million over a 30 trading-day period and stockholders' equity
of not less than $50 million.
In order to maintain listing, the Company is required to develop
and submit a business plan within 45 days after the NYSE notice
that will demonstrate compliance with the continued listing
standards within 18 months of notice from the NYSE, however, no
assurances can be given that the Company will be able to develop a
plan to demonstrate compliance. If the Company does not submit a
plan that is found acceptable by the NYSE, the Company will be
subject to immediate suspension by the NYSE and delisting by the
SEC.
NorthWestern Corporation is one of the largest providers of
electricity and natural gas in the Upper Midwest and Northwest,
serving more than 598,000 customers in Montana, South Dakota and
Nebraska. NorthWestern also has investments in Expanets, Inc., a
nationwide provider of networked communications and data services
to small and mid-sized businesses, and Blue Dot Services Inc., a
provider of heating, ventilation and air conditioning services to
residential and commercial customers.
Northwestern's June 30, 2003, balance sheet discloses a working
capital deficit of about $1.1 billion while net capital deficit
tops $504 million.
NORTHWESTERN CORP: Will Webcast Shareholders' Meeting Today
-----------------------------------------------------------
NorthWestern Corporation (NYSE: NOR) will audio webcast its annual
meeting of stockholders live via the Internet on August 26, 2003,
at 2 p.m. Central time. The webcast may be accessed through the
company's Web site at http://www.northwestern.com A replay of the
webcast will be available on this Web site through Sept. 30, 2003.
NorthWestern Corporation is one of the largest providers of
electricity and natural gas in the Upper Midwest and Northwest,
serving approximately 598,000 customers in Montana, South Dakota
and Nebraska. NorthWestern also has investments in Expanets,
Inc., a leading nationwide provider of networked communications
and data services to small and mid-sized businesses, and Blue
Dot Services Inc., a provider of heating, ventilation and air
conditioning services to residential and commercial customers.
Northwestern's June 30, 2003, balance sheet discloses a working
capital deficit of about $1.1 billion while net capital deficit
tops $504 million.
NRG ENERGY: Wins Final Nod for Lobiondo, et al. Engagement Pact
---------------------------------------------------------------
U.S. Bankruptcy Court Judge Beatty authorizes the NRG Energy
Debtors to employ Messrs. LoBiondo and Boken, and LloBiondo, LLC,
on a final basis, to provide management services to the Debtors on
terms and conditions set forth in the Agreement. The Agreement
terms are also approved.
Furthermore, Judge Beatty orders that:
(a) LLoBiondo, LLC will be authorized to assign Mr. LoBiondo as
the Chief Restructuring Officer and a member of the Board of
Directors, Mr. Boken as the Interim President and Interim
Chief Operating Officer, and other staff to serve as
Associate Directors of Restructuring to work for the Debtors
on the terms and conditions set forth in the Agreement;
(b) All compensation and reimbursement due to, and the other
rights of, Messrs. LoBiondo and Boken, and LLoBiondo, LLC in
accordance with the Agreement, including, without limitation
indemnification obligations, will be treated and allowed as
administrative expenses in accordance with Section 503 of the
Bankruptcy Code and will be paid in accordance with the terms
and provisions of the Agreement. However, LLoBiondo, LLC
will be liable for, and responsible for the payment of any
taxes, withholding or otherwise, associated with the payment
of compensation and reimbursement for individuals the firm
provided;
(c) For a three-year period after the conclusion of the
engagement, LloBiondo will not make any investment in the
Debtors or the reorganized Debtor;
(d) Kroll Zolfo Cooper will not be entitled to payment of the
Financing Fee;
(e) Kroll Zolfo Cooper will be entitled to payment of a
$4,000,000 Consummation Fee, if the terms for earning a
Consummation Fee pursuant to the Agreement are satisfied;
(f) The Consummation Fee, if earned in accordance with the
Agreement, will be payable subject to review by the U.S.
Trustee for reasonableness under all the relevant
circumstances, and will be conditioned on occurrence of the
effective date of the Debtors' Chapter 11 Plan by no later
than December 31, 2003; and
(g) In the event that Kroll Zolfo Cooper will exceed the estimate
for any given month, it must notify and consult with the
Chairman of the Official Committee of Unsecured Creditors.
If Kroll Zolfo Cooper will be rendering services after
December 31, 2003, by no later than December 15, 2003, it
must submit to and review with the Committee Chairman a
monthly budget for services to be rendered after January 1,
2004.
* * *
With Kroll and its professionals' credentials and prepetition
performance, the Debtors entered into an Agreement with Mr.
LoBiondo, Mr. Boken and LLoBiondo, LLC which contain these terms:
A. Engagement
Aside from Mr. LoBiondo and Mr. Boken, LLoBiondo, LLC will
provide at least 26 Associate Directors of Restructuring to
work for the Debtors. All compensation for the services and
actions of LLoBiondo, LLC and the Associate Directors of
Restructuring under the Agreement will be paid to LLoBiondo,
LLC.
B. Duties
(a) The Debtors' Board of Directors has duly elected Mr.
LoBiondo as their Chief Restructuring Officer and Mr.
Boken as the Interim President and Interim Chief Operating
Officer, and Mr. LoBiondo has become a member of the
Board of Directors;
(b) Messrs. LoBiondo and Boken are authorized to make
decisions with respect to all aspects of the management
and operation of the Debtors' business, including without
limitation organization and human resources, marketing and
sales, logistics, finance and administration and other
areas as they may identify, in a manner as they deem
necessary or appropriate in their sole discretion
consistent with the business judgment rule and the
provisions of local law and the U.S. Bankruptcy Code
applicable to the obligations of persons acting on behalf
of corporations, subject only to appropriate governance by
the Board in accordance with the Debtors' Bylaws and
applicable state law. However, Mr. LoBiondo, Mr. Boken
and the Associate Directors of Restructuring will not
have any authority to make decisions with respect to
hiring or terminating officers, executing transactions or
otherwise committing the Debtors or their resources other
than in the ordinary course of business unless Board
approved and, if required, the U.S. Bankruptcy Court;
(c) Messrs. LoBiondo and Boken will not be obligated to be
available to perform services under the Agreement for any
specific minimum number of hours or at any specific
location during any period, it being understood that
Messrs. LoBiondo and Boken will be obligated to furnish
the hours of service and at the location as they deem
necessary in their sole discretion to perform their
duties on behalf of LLoBiondo, LLC in the Agreement.
LLoBiondo, LLC will cause the Associate Directors of
Restructuring to devote a portion of their business time
to the performance of services for the Debtors on
LLoBiondo, LLC's behalf, as deemed necessary;
(d) In undertaking to provide the services set forth in the
Agreement, Mr. LoBiondo, Mr. Boken and LLoBiondo LLC do
not guarantee or otherwise provide any assurances that it
will succeed in restoring the Debtors' operational and
financial health and stability and the Debtors' obligation
to provide the compensation specified will not be
conditioned on any particular results Mr. LoBiondo, Mr.
Boken and LLoBiondo LLC will obtain;
(e) In view of the Debtors' precarious present circumstances,
the Debtors acknowledge that each Representative may be
required to make decisions with respect to extraordinary
measures quickly and that the depth of their analyses of
the information on which their decisions will be based
may be limited in some respects due to the availability
of information, time constraints and other factors.
Moreover, each Representative will be entitled, in
performing his duties on LLoBiondo, LLC's behalf to rely
on information disclosed or supplied to them without
verification or warranty of accuracy or validity; and
(f) Messrs. LoBiondo and Boken will endeavor to keep the Board
fully apprised of their findings, plans and activities.
C. Term
The term of Mr. LoBiondo, Mr. Boken and LLoBiondo LLC's
engagement under the Agreement will commence on the Petition
Date and will continue on a month-to-month basis until
terminated by either party at the end of any month upon
written notice to the other party given at least 10 days prior
to the end of the month. Notwithstanding, Mr. LoBiondo, Mr.
Boken and LLoBiondo LLC's responsibilities to provide interim
management services will not commence until the Bankruptcy
Court approves the Agreement.
D. Compensation
Mr. LoBiondo, Mr. Boken and LLoBiondo LLC's compensation will
consist of:
(a) The fees for the services set forth in the Agreement will
be based on the hours charged at the standard hourly rates
that are in effect when the services are rendered; the
rates generally are revised semi-annually. The current
hourly rates in effect as of January 1, 2003 are:
Professional Hourly Rate
------------ -----------
Leonard LoBiondo $650
John R. Boken 550
Associate Directors
of Restructuring 225 - 600
Support personnel 50 - 225
These rates are subject to change semi-annually -- every
January 1 and July 1.
(b) Consummation Fee
A $6,000,000 Consummation Fee will be payable in cash or
other immediately available funds at the earlier to occur
of entering of a final judicial order approving:
-- a plan of reorganization under Chapter 11, or
-- a sale or sales of substantially all of the Debtors'
assets during the bankruptcy case.
(c) Financing Fee
A Financing Fee will be payable in cash upon consummation
of any Financing that the Debtors obtain during Mr.
LoBiondo, Mr. Boken and LLoBiondo LLC's engagement,
including the refinancing of all or a portion of the
Debtors' existing debt and any new financing obtained.
The Financing Fee will be equal to 1% of the total amount
of the maximum amount of permanent financing available
under the financing facility without regard to form
received.
(d) Expenses
Mr. LoBiondo, Mr. Boken and LLoBiondo LLC will be
reimbursed for reasonable out-of-pocket expenses
including, but not limited to, costs of travel,
reproduction, typing, computer usage, legal counsel, any
applicable state sales or excise tax and other direct
expenses.
(e) Retainer
A security retainer will be paid prior to the commencement
of services to be held by LLoBiondo, LLC throughout the
engagement. Given the magnitude and scope of the services
requested, LLoBiondo will require a $1,500,000 security
retainer.
E. Indemnification
The Debtors will indemnify and hold harmless Mr. LoBiondo, Mr.
Boken and LLoBiondo LLC to the fullest extent permitted under:
-- the Articles of Incorporation and by-laws of the Debtors,
-- the laws of the State of Delaware, and
-- any order of the Bankruptcy Court providing for
indemnification of the persons engaged in the bankruptcy
proceedings. (NRG Energy Bankruptcy News, Issue No. 8;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
O-CEDAR HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: O-Cedar Holdings, Inc.
1000 Titus Road
Springfield, Ohio 45502
Bankruptcy Case No.: 03-12667
Debtor affiliates filing separate chapter 11 petitions:
Entity Case No.
------ --------
O-Cedar Brands, Inc. 03-12668
Type of Business: The Debtor, through its debtor-affiliate,
manufactures brooms, mops, and scrub brushes for
household and industrial use.
Chapter 11 Petition Date: August 25, 2003
Court: District of Delaware
Debtors' Counsel: John Henry Knight, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
P.O. BOX 551
Wilmington, DE 19899
Tel: 302-651-7700
Fax: 302-651-7701
-and-
Adam C. Harris, Esq.
Robert E. Winter, Esq.
Sital Kalantry, Esq.
O'Melveny & Myers LLP
30 Rockefeller Plaza
New York, New York 10112-0002
Tel: 212-408-2400
Estimated Assets: $50 Million to $100 Million
Estimated Debts: $50 Million to $100 Million
Debtors' 20 Largest Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
Stonebridge Partners Unsecured Loans $14,976,113
Equity Fund III LP
50 Main Street
White Plains, NY 10606
Attn: Andrew Thomas
Tel: 630-585-8455
Fax: 630-585-8230
Stonebridge Partners Unsecured Loans $11,515,065
Equity Fund II LP
50 Main Street
White Plains, NY 10606
Attn: Andrew Thomas
Tel: 630-585-8455
Fax: 630-585-8230
Handles USA Trade Debt $717,838
135 S. LaSalle Street
Dept. 3758
Chicago, IL 60674-3758
Attn: Tim Monahan
Tel: 800-637-7739
Fax: 217-268-3113
William Carter Trade Debt $658,569
L-1557
Columbus, OH 43260-1557
Tel: 937-653-6382
Fax: 937-653-6111
Specialty Filaments Trade Debt $596,352
(Whiting)
PO Box 711947
Cincinnati, OH 45271-1947
Attn: Linda McCormick
Tel: 978-466-6682
Fax: 978-466-6683
Handles/Monahans Trade Debt $481,062
PO Box 250A
202 N. Oak Street
Arcola, IL 61910
Attn: Tim Monahan
Tel: 800-637-7739
Fax: 217-268-3113
Worldwide Integrated Trade Debt $445,302
Resources
2839 Tanger Avenue
Commerce, CA 90040
Attn: Fred Morad
Tel: 800-441-6448
Fax: 800-655-4515
Fass Trade Debt $356,229
Via Matteoti 84
51036 Larciano
Italy
Attn: Celestino Niccolai Fass
Tel: 011-390573-83087
Fax: 011-390573-838033
American Corrugated Trade Debt $306,116
PO Box 632841
Cincinnati, OH 45263-2841
Attn: Don Barcus
Tel: 614-870-2000
Fax: 614-870-2012
Precision Thermoplastic Trade Debt $285,696
Components
PO Box 633633
Cincinnati, OH 45263-3633
Attn: Jim Stover
Tel: 419-227-4500
Fax: 419-227-1292
Jones Company Trade Debt $245,243
Lincoln Industries, Inc. Trade Debt $227,276
Basic Plastics Trade Debt $195,056
Pippo Industrial Co., Ltd. Trade Debt $176,372
Ohi-Tec Mfg., Inc. Trade Debt $153,317
Brush Fibers Trade Debt $150,278
Shanghai Mfg. Group, Inc. Trade Debt $136,662
Stephen Gould Corporation Trade Debt $129,766
Vonco Trade Debt $123,524
Hayco Mfg. Ltd. Trade Debt $109,918
PALOMAR MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Palomar Mountain Spring Water, Inc.
1270 West Mission Avenue
Escondido, California 92029
dba Palomar Mountain Water
dba Palomar Mountain Natural Artesian Spring Water, Inc.
dba Palomar Mountain Natural Artesian Springs Water
Bankruptcy Case No.: 03-07604
Type of Business: Manufacture and distribution of bottled natural
spring water.
Chapter 11 Petition Date: August 15, 2003
Court: Southern District of California (San Diego)
Judge: Louise DeCarl Adler
Debtor's Counsel: Christopher Celentino, Esq.
Donald F. Ennis, ESq.
Duane Morris LLP
101 W. Broadway, Suite 900
San Diego, CA 92101
Tel: 619-744-2246
Total Assets: $6,027,395
Total Debts: $3,004,019
Debtor's 20 Largest Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
State of California Trade debt - MPF $1,100,363
Department of Conservation (Manufacturer
P.O. Box 277820 Processing Fee)
Sacramento, CA 95827
Alcoa Closure Systems Int. Trade Debt (Corona) $224,003
Amcor Pet Packaging USA, Trade Debt (Corona) $227,687
Inc.
Ball Corporation - Trade Debt (Corona) $132,946
Legal Dept.
Riverside County Treasurer Property Taxes $129,479
Southern Wine & Spirits Lease (Landlord) $149,632
State of California Trade debt - CRV $130,107
Department of Conservation (recycle fees)
State Fund, Ins. Worker's Comp. Inc. $39,272
Blue Cross of California Trade Debt (Corona) $15,829
Consolidated Container Trade Debt (Corona) $46,714
Co. LLC
Desert Plastics LLC Trade Debt (Corona) $17,163
Driver Alliant Insurance Trade Debt (Corona) $39,068
Fleming Company Co. Trade Debt (Corona) $15,974
ITW Hi-Cone Division Trade Debt (Corona) $14,822
Inland Printing Company Trade Debt (Corona) $42,334
Jules and Associates, Inc. Equipment Lease (Corona) $74,912
Luce, Forward, Hamilton Trade Debt (Escondido) $96,892
et al.
Palomar Spring Water Co. Trade Debt (Escondido) $50,310
Penske Truck Leasing Co., Lease $24,227
L.P.
Stone Container Corp. Trade debt $97,444
PMA CAPITAL: A.M. Best Revises Preferred Share Rating to bb
-----------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The ratings on PMA Capital Corporation's preferred securities
rating has been changed to align it with the revised notching
established and presented in the criteria piece. The revision of
the rating does not reflect any change in A.M. Best's view of the
overall quality, level of capitalization or expected operating
performance of the company.
PMA Capital Corp.
From Revised to
Preferred securities bb+ bb
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
PG&E NAT'L: USGen Gets OK to Hire Ordinary Course Professionals
---------------------------------------------------------------
With respect to ordinary course professionals already rendering
services before the Petition Date, USGen obtained the Court's
permission to employ them if needed, on the same terms as those in
effect prepetition, without the need to file individual retention
applications. To the extent it is necessary to hire additional
manpower, USGen will serve notices on the U.S. Trustee and any
Committees appointed in its cases.
Judge Mannes instructs USGen to provide the United States Trustee
and any statutory committee appointed in its case with a
quarterly report containing information on:
(a) all Ordinary Course Professionals who received payments
during each month in that quarter;
(b) the aggregate amount of payments to each Ordinary Course
Professional to date; and
(c) the substance of the work performed by each Ordinary
Course Professional during the quarter.
The U.S. Trustee may determine if an entity will remain to be
employed as an Ordinary Course Professional, Judge Mannes rules.
(PG&E National Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
PILLOWTEX: U.S. Trustee Appoints Unsecured Creditors' Committee
---------------------------------------------------------------
Pursuant to Sections 1102(a) and 1102(b) of the Bankruptcy Code,
Roberta A. DeAngelis, Acting United States Trustee for Region 3,
appoints these seven creditors as members of the Official
Committee of Unsecured Creditors, in the chapter 11 cases
involving Pillowtex Corporation and its debtor-affiliates:
1. Union of Needletrades, Industrial and Textile Employees
c/o Cohen, Weiss & Simon
330 West 42nd Street
New York, NY 10036
Attn: Richard M. Seltzer
Phone: 212-356-0219, Fax: 212-695-5436
2. SouthTrust Bank
420 North 20th Street, 33rd Floor, A-001-TW-3304
Birmingham, AL 35203
Attn: Joel Brian Bodiford
Phone: 205-254-4314, Fax: 205-254-4852
3. DuPont Textiles & Interiors
CRP HR 1138, P.O. Box 80723
Wilmington, DE 19880-0723
Attn: Robert M. Novotny
Phone: 302-999-4274, Fax: 302-999-4313
4. Parkdale Mills, Incorporated
P.O. Box 1787
Gastonia, NC 28053
Attn: Sandy Boyd
Phone: 704-874-5041, Fax: 704-874-5172
5. McKinney & Silver, LLC
333 Corporate Plaza, Raleigh, NC 27601,
Attn: Timothy P. Jones
Phone: 919-821-6444, Fax: 919-821-6588
6. Stein Fibres, LTD
4 Computer Drive West, Suite 200
Albany, NY 12205
Attn: Sidney Stein, III
Phone: 518-489-5700, Ext. 1, Fax: 518-489-5713
7. MISR Spinning & Weaving Co. Mehalla El Kubra
Talat Harr Street, Mehalla El Kubra, Egypt
Attn: Assem Armed Sultan, Sales Director
Phone: 0020-40222-9669, Fax: 002-040-222-7833.
(Pillowtex Bankruptcy News, Issue No. 49; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
POLAROID: Calif. Tax Board Wants Priority Status Reconsidered
-------------------------------------------------------------
The State of California Franchise Tax Board asks the Court to
rescind the order stripping its $7,922,421 Claim of its priority
status and reclassifying it as a general unsecured claim against
Polaroid Corporation's bankruptcy estate.
Kevin Gross, Esq., at Rosenthal, Monhait, Gross & Goddess, P.A.,
in Wilmington, Delaware, relates that while the facts alleged by
the Debtors are substantially accurate, the California Tax Board
has not been able to fully investigate the facts material to the
underlying tax dispute.
Tina Pebley, Franchise Tax Board Senior Compliance Representative,
tells Judge Walsh that she has not seen a copy of the Debtors'
Reclassification Motion. Thus, the California Tax Board lost the
opportunity to respond or object to the Debtors' request.
Consequently, with no argument heard on the issues addressed by
the Debtors, the Court granted the Debtors' request.
Mr. Gross states that what the Debtor and the Committee sought
was a matter of grave concern because what they asked was to
reclassify a nearly $8,000,000 claim from priority to unsecured
status. Had the California Tax Board timely received and
reviewed the Reclassification Motion against their claim, it
would have responded immediately.
Mr. Gross notes that the bar date for filing a Motion for
Reconsideration fell on a Saturday, July 26, 2003, making the
actual last date for the filing on Monday, July 28, 2003.
Accordingly, California Tax Board's motion is timely filed, and
because of this, the Court is free to consider the substance of
the parties' positions.
Mr. Gross asserts that the Debtors were mistaken in reclassifying
California Tax Board's claim from priority to general unsecured.
Moreover, the Debtors were also wrong in asserting that the claim
is deemed assessed as of the date of the initial Notice of
Proposed Assessment.
The Ninth Circuit held that assessment occurs when a California
tax assessment is finalized, and not simply when the Debtors
receive a Notice of Proposed Assessment. Although the Debtors
cited cases holding that a debtor's tax liability will be deemed
assessed on the date of the initial notice of assessment, the
Debtors' argument, however, is unpersuasive because none of the
cited cases examine the California Revenue and Tax Provision at
issue, nor do they apply to California tax law.
Pursuant to Section 505(a)(1) of the Bankruptcy Code, Mr. Gross
contends that the Court must abstain from determining the amount
of the California Tax Board claim because of the complexity of
the tax issue. The California Tax Board's assessment process
concerns several complicated transactions arising, inter alia,
out of the Polaroid or Kodak litigation. For the Court to rule
on the present issue, it would have to become familiar with the
nature and function of the Debtors' California business and the
audit procedure used by the California Tax Board. To resolve the
dispute, the Court would have to become immersed in California
tax law and use excessive resources.
Mr. Gross informs the Court that the California administrative
tax review board routinely addresses complex tax issues like the
one presently being contested. Because the administrative
tribunals in California and the California State Court System are
more familiar with California tax issues, they are the more
appropriate fora to resolve the dispute.
Section 1334(c)(1) of Judiciary Code further authorizes the Court
to abstain from hearing the case because entertaining the
substance of the Debtors' request will necessarily have an
adverse impact on the administration of the Chapter 11 case, and
potentially on the Court's entire docket. While the Court can
best judge the impact that the proceeding will have on its
caseload, it must be remembered that the issues presented by the
claim relate to a technical and highly specialized area of state
law.
According to Mr. Gross, the Debtors could only be looking to the
Court for a favorable outcome, or it would have continued the
process it initiated in California. The fact that the Debtors
asked the Court to determine the amount of the California Tax
Board claim only if it is entitled to priority strongly favors a
finding of improper shopping.
Furthermore, the Debtors also failed to exhaust their
administrative remedies. Mr. Gross points out that under
California law, several administrative avenues exist for taxpayers
to protest their tax bills. The Debtors can file their protest to
the California Tax Board, and if they are dissatisfied with the
results, they can file an appeal to the State Board of
Equalization. It is possible that on the rehearing of its
appeal, the Debtors will receive a favorable ruling. Under either
scenario, hearing the present matter to determine the amount of
the California Tax Board claim will be an unnecessary use of the
Bankruptcy Court's time and resources.
Thus, Mr. Gross emphasizes that the better result would be for
the Court to grant the Reconsideration Motion, deny the Debtors'
Reclassification Motion and allow the administrative procedures
in California to continue, where the administrative tribunals and
courts will be able to decide all of the issues and accord
complete relief. (Polaroid Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc., 609/392-0900)
PREMIER PLATFORMS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Premier Platforms, Inc.
1469 Dogwood Drive
Conyers, Georgia 30012
Bankruptcy Case No.: 03-71457
Type of Business: New & used lift equipment
Chapter 11 Petition Date: August 20, 2003
Court: Northern District of Georgia (Atlanta)
Judge: Stacey W. Cotton
Debtor's Counsel: Laura E. Woodson
Lamberth, Cifelli, Stokes & Stout, PA
Suite 550
3343 Peachtree Road, NE
Atlanta, GA 30326
Tel: 404-262-7373
Fax: 404-262-9911
Estimated Assets: $1 Million to $10 Million
Estimated Debts: $1 Million to $10 Million
Debtor's 20 Largest Unsecured Creditors:
Entity Nature Of Claim Claim Amount
------ --------------- ------------
U. S. Markets, Inc. Promissory note $73,734
Haulotte US, Inc. Trade creditor $28,734
JLG Industries, Inc. $19,775
Perimeter Bobcat/Ingersoll $17,676
Rand
North American Rentals $14,764
of Illinois
NES Rentals $7,867
Quick Fleet Tire Service $6,357
High Reach Equipment Svs $5,278
One Source $4,940
Battery Distributors, Inc. $4,476
Original Equipment Parts $3,470
Co. Inc.
Sunbelt Rentals $3,444
D & J Supply Inc. $3,087
Southeast Service & Supply $3,036
Assoc Constr Publ/CMD $2,985
Barloworld Handling LP $2,936
Omniquip Parts Worldwide $2,837
Atlanta Equipment Transport, $2,667
Inc.
Hi-Line $2,663
Action Tire Co. $2,455
PROTARGA INC: CPT Group Appointed as Claims and Notice Agent
------------------------------------------------------------
Protarga, Inc., sought and obtained approval from the U.S.
Bankruptcy Court for the District of Delaware to retain CPT Group,
Inc., as official Notice, Claims, Solicitation and Balloting
Agent.
The Debtors report hundreds of creditors. Because of the
administrative burden of this and other matters, the Clerk's
Office will likely have difficulty docketing and maintaining the
many proofs of claim that the Debtor anticipates will be filed in
this case.
To relieve the Clerk's Office of this administrative burden, CPT
Group will:
a. electronically transfer the Debtor's creditor database
or, if information is not available electronically,
input data directly from available source files;
b. assist the Debtor in preparation of schedules of
liabilities;
c. print and mail the first day orders, 341 notices, bar
date notice and proof of claim form to all potential
claimants;
d. docket all claims received by the Clerk's Office and by
CPT, maintain the official claims register on behalf of
the Clerk of the Court and provide to the Clerk a
duplicate thereof as the Court requires;
e. upon completion of the docketing process for all claims
received by the Clerk's Office, turn over to the Clerk a
copy of the claims register for the Clerk's review;
f. specify in the claims register for each claim docketed:
i) the claim number assigned,
ii) the date received,
iii) the name and address of the claimant or agent, and
iv) the amount and classification of the claim asserted
by each claimant;
g. maintain the mailing list of all entities that have
filed proofs of claim, which list shall be available
upon request of any party in interest or the Clerk;
h. provide services relating to the solicitation of
acceptances and rejections of any plan of reorganization
filed by the Debtor; and
i. such other services as may be requested by the Clerk's
Office or the Debtor in connection with processing
claims, providing notice to known creditors, and
solicitation and/or balloting activities.
Maria Aprile Sawczuk discloses that CPT Group's current hourly
rates are:
Clerical, Data Entry & Technical Support $40 per hour
Docketing Supervisor/Project Manager $70 per hour
Programming/Custom Application Development $100 per hour
Schedule Preparation $200 per hour
Principals $250 per hour
Protarga, Inc., headquartered in King of Prussia, Pennsylvania, is
a clinical stage pharmaceutical company that is developing
Targaceutical(R) drugs for new medical therapies. The Company
filed for chapter 11 protection on August 14, 2003 (Bankr. Del.
Case No. 03-12564). Raymond Howard Lemisch, Esq., at Adelman
Lavine Gold and Levin, PC represents the Debtor in its
restructuring efforts. When the Company filed for protection from
its creditors, it listed estimated assets of over $1 million and
estimated debts of over $10 million.
SAFETY-KLEEN: Ashland Demands $2.7-Million Admin Claim Payment
--------------------------------------------------------------
Ashland, Inc., represented by Neil B. Glassman, Esq., and Eric M.
Sutty, Esq., at The Bayard Firm, in Wilmington, Delaware, asks
Judge Walsh to determine the amount and nature of Ashland's
administrative claim, and order the Debtors to pay it right away.
In August 1999, Ashland and the Safety-Kleen Debtors signed a
Stock Purchase Agreement in which the Debtors acquired the stock
of Ecogard, Inc. doing business as First Recovery. Ecogard was an
operating unit of The Valvoline Company, a division of Ashland.
The Marketing Agreement
In connection with the SPA, the parties signed a separate
exclusive Marketing Agreement to allow the Debtors to benefit from
the relationships previously established by Ecogard with its
customers. Under the terms of the Marketing Agreement, Valvoline
and Ecogard agreed not to recommend, endorse or market any similar
services provided by any other party for the duration of the
Marketing Agreement. The Debtors were obligated to make incentive
payments tied to the amount of revenue generated from certain
retail customers and do-it-yourself customers above base revenue
determined as of June 30, 1999. The initial term of the Marketing
Agreement was three years, beginning September 1, 1999 and ending
August 30, 2002. Safety-Kleen had the option of renewing the
Marketing Agreement for an additional two-year period. The
maximum amount to be paid over the term of the Marketing
Agreement, including any extension, is $2,700,000.
During the term of the marketing agreement, incentive payments
were to be paid annually. The incentive payments were to be paid
no later than 30 days after the end of each anniversary period of
the Marketing Agreement. Accordingly, incentive payments were to
be paid by the Debtors on or before October 1, 2000; October 1,
2001; and October 1, 2002.
If the incentive payments did not total the Maximum Payment by the
end of the initial term of the Marketing Agreement, the Debtors
were required to pay the Maximum Payment or exercise their option
to renew the Marketing Agreement. If the Debtors extended the
term of the Marketing Agreement, a partial payment was required
concurrently with the extension, with interim payments becoming
due in year four.
Despite taking and receiving full benefit from the Marketing
Agreement, the Debtors have not made any of the payments required
under the Marketing Agreement. Accordingly, the Debtors owe
Ashland $2,700,000, this debt arose postpetition, and Ashland is
entitled to immediate payment of this administrative claim.
(Safety-Kleen Bankruptcy News, Issue No. 63; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
SAMUELS JEWELERS: Files Plan of Reorganization in Delaware Court
----------------------------------------------------------------
Samuels Jewelers, Inc., (Pink Sheets:SMJWQ) the 8th largest retail
jewelry chain in America, filed its Plan of Reorganization under
Chapter 11 of the U.S. Bankruptcy Code with the U.S. Bankruptcy
Court in the District of Delaware that provides for the company's
emergence from bankruptcy post Christmas.
Creditor's Committee Has Been Formed
A committee consisting of seven of the company's largest creditors
was formed on August 19, 2003. The company expects to work closely
with the committee to complete the reorganization. The Company is
conducting its business as usual.
Samuels' Plan provides for the restructuring of approximately $78
million in debt to greatly reduce the burden of the Company's
debts incurred over the last five years and positions Samuels for
continued growth and increased profitability. The Company's Plan
provides for the conversion of significant debt to equity in order
to clean up its balance sheet, thus positioning Samuels as a
stronger Company.
Randy McCullough, President and CEO of Samuels, said, "We look
forward to working with the committee toward Samuels' emergence
from these proceedings with a new capital structure in place
reflecting a much improved balance sheet."
Background on Chapter 11
Chapter 11 of the U.S. Bankruptcy Code allows a Company, like
Samuels, to continue to operate its business and manage its assets
in the ordinary course of business. Congress enacted Chapter 11 to
give companies, like Samuels, the ability to avoid the negative
effects of liquidation proceedings and to enable a business to
preserve its going concern value and its operations, as well as to
provide its employees with jobs and to satisfy creditor claims
based upon the value of the reorganized Company.
Samuels Jewelers, Inc. operates a national chain of specialty
retail jewelry stores located in regional shopping malls, power
centers, strip centers and stand-alone stores. The Company sells
fine jewelry items in a wide range of styles and prices, with a
principal emphasis on diamond and gemstone jewelry. As of August
22, 2003 the Company operates 113 retail jewelry stores in 19
states. The Company also sells jewelry online at
SamuelsJewelers.com. The Company currently operates stores under
the following four trade names: >Samuels", "C&H Rauch", "Schubach"
and "Samuels Diamonds". Measured by the number of retail
locations, Samuels is the eighth largest specialty retailer of
fine jewelry in the country.
SANMINA-SCI: Will Repay $275MM Credit Facility in Fill Tomorrow
---------------------------------------------------------------
Sanmina-SCI Corporation (Nasdaq: SANM), a leading supplier of
integrated design and electronics manufacturing solutions, has
notified its lenders of the company's intent to pay off in full
its $275 million senior secured credit facility, with a maturity
date of December 23, 2007. Pursuant to the loan agreement
relating to this credit facility, the repayment is scheduled to
take place tomorrow.
Sanmina-SCI Corporation is a leading electronics manufacturer
serving the fastest-growing segments of the $125 billion global
electronics manufacturing services market. Recognized as a
technology leader, Sanmina-SCI provides end-to-end manufacturing
solutions, to OEMs primarily in the communications, defense and
aerospace, industrial and medical instrumentation, computer
technology and multimedia sectors. Sanmina-SCI has facilities
strategically located in key regions throughout the world.
Information about Sanmina-SCI is available at
http://www.sanmina-sci.com
* * *
As reported in Troubled Company Reporter's August 21, 2003
edition, Fitch Ratings initiated coverage of Sanmina-SCI Corp. The
company's first-lien senior secured bank facility is rated 'BB+',
the second-lien senior secured notes are rated 'BB', and senior
subordinated notes are rated 'B+'. The Rating Outlook is Stable.
Approximately $2.1 billion of debt is outstanding.
The ratings reflect customer and industry concentration, pricing
pressures including for printed circuit board fabrication, lower
but improved capacity utilization levels, and execution risk
relating to the company's various restructuring programs. Also
considered are the company's leading position in the Electronics
Manufacturing Services industry, consistent operating cash flow
and free cash flow, improved capital structure and working capital
metrics, and unique operating model and strong long-term
management team. The Stable Rating Outlook reflects the company's
consistent revenue base, stabilizing but still challenging demand
environment for its end markets, and cost cutting initiatives,
especially for the PCB segment, which continues to experience
operating losses but is generating cash. Even though Fitch expects
third quarter weakness for the European market as well continued
pressure on telecommunications capital spending, Sanmina has
flexibility within the current ratings for moderate operational
and industry shortfalls.
SEMCO ENERGY: Issues 8.7 Million Shares for $101 Million
--------------------------------------------------------
SEMCO ENERGY, Inc. (NYSE: SEN) issued approximately 8.7 million
shares of common stock for $101 million on August 18, 2003 through
the mandatory purchase obligation specified under its Feline
Prides. This action further enhances the common equity base of
the Company. Related to this issuance, the Company retired
approximately $101 million of 9% Trust Preferred Securities.
"This additional common equity, together with the Dividend change
announced in June 2003, will strengthen the Company's financial
position," said Marcus Jackson, Chairman, President and CEO. "The
Company reduced its annual Dividend rate in June from $.50 to $.30
in light of internal cash requirements to fund utility growth and
to reflect the long-term earnings prospects of the Company. We
believe this new rate is not only appropriate but also will give
us a payout ratio more in line with our peers."
"While the construction services industry, as well as SEMCO's
construction division are not performing as expected, the Company
anticipates cash flow generated by this business segment to be
positive in 2003. Our gas distribution businesses in Michigan and
Alaska continue to perform as expected. Based on normal weather
in Michigan and Alaska from now through year-end, including the
8.7 million common shares and excluding one-time debt
extinguishment costs, earnings per share are still expected to be
between $.30 and $.35 for 2003," Jackson added.
SEMCO ENERGY, Inc. (S&P, BB Corporate Credit Rating, Negative) is
a diversified energy and infrastructure company that distributes
natural gas to approximately 385,000 customers in Michigan and
Alaska. It also owns and operates businesses involved in natural
gas pipeline construction services, propane distribution and
intrastate pipelines and natural gas storage in various regions of
the United States. In addition, it provides information
technology and outsourcing services, specializing in the mid-range
computer market.
SIERRA HEALTH: Unsuccessful TRICARE Bid Won't Affect Ratings
------------------------------------------------------------
Fitch Ratings comments that the announcement by the U.S.
Department of Defense that Sierra Health Services was unsuccessful
in its bid of the TRICARE Next Generation business will have no
impact on Fitch's ratings on Sierra and its subsidiaries.
The current TRICARE program, which provides health benefits to
military personnel and their dependents, is structured into 12
regions. Sierra Military Health Services, Inc., a subsidiary of
Sierra, has been a prime TRICARE contractor for Region 1 since
1998. As part of the rebidding of all current contracts, the DoD
is consolidating the program down to three regions. Based on
yesterday's announcement, Sierra's current TRICARE operations
would be phased out in late 2004 when the new contracts begin. The
new contract awards are subject to appeal.
The TRICARE business has provided Sierra operational
diversification and a consistent source of earnings. However, the
business was capital intensive and, with pre-tax operating margins
in 4% range, was less profitable than Sierra's other health
insurance businesses. For the first six months of 2003, TRICARE
operations accounted for reported $221 million or 31% of Sierra's
consolidated revenue and $5.5 million or 9% of operating income.
Most costs associated with a potential phase out of Sierra's
TRICARE operations are subject to reimbursement by the DoD. As a
result, a phase out of Sierra's TRICARE's operations should not
result in an extraordinary charge in 2004.
Fitch's ratings on Sierra's two primary health insurance units,
Health Plan of Nevada and Sierra Health & Life Insurance Company,
remain on Rating Watch Positive based on the companies' improving
capitalization and earnings performance. The ratings on HPN and
SHL continue to reflect SIE's strong market presence in the
southern Nevada health care market, with strong and profitable
competitive positions in the Medicare risk and commercial
segments.
The 'BBB' insurer financial strength ratings on Sierra Health's
workers' compensation unit, Sierra Insurance Group (SIG), remain
on Rating Watch Evolving. In January 2003, Sierra Health
reclassified SIG as a discontinued operation and announced plans
to seek strategic alternatives for this business.
Sierra Health Services, Inc. is a publicly traded diversified
managed care holding company (NYSE: SIE). The SIG companies, which
include California Indemnity Insurance Company, Commercial
Casualty Insurance Company, Sierra Insurance Company of Texas and
CII Insurance Company, operate in the workers' compensation
insurance business in California, Nevada, Colorado, Texas and five
other selected markets. HPN and SHL are core operating companies
in SIE's managed care division, and provide health insurance &
managed care products and services primarily in the southern
Nevada market.
Sierra Health Services, Inc.
-- Long-term issuer 'BB'/Stable;
-- Senior debt 'BB'/Stable.
Health Plan of Nevada
Sierra Health & Life Insurance Company
-- Insurer financial strength 'BBB'/Positive.
California Indemnity Insurance Co.
Commercial Casualty Insurance Co.
CII Insurance Co.
Sierra Insurance Company of Texas
-- Insurer financial strength 'BBB'/Evolving.
SMTC CORP: S&P Withdraws Ratings at Company's Request
-----------------------------------------------------
Standard & Poor's Ratings Services withdrew all its ratings on
Toronto, Ontario-based SMTC Corp. at the request of the company
and its bankers. SMTC is a mid-tier electronic manufacturing
service provider. The long-term corporate credit rating on the
company was lowered to 'B' June 28, 2002, with a negative outlook.
SOLUTIA INC: Fitch Keeps Watch on Sr. Secured and Unsec. Ratings
----------------------------------------------------------------
Fitch Ratings maintains the Rating Watch Negative status on
Solutia Inc.'s senior secured bank facility (revolver) rating of
'B-', senior unsecured debt and senior secured notes rating of
'CCC'.
The Rating Watch Negative status reflects the ability of the firm
to successfully obtain additional bank covenant waivers and
renegotiate the credit facilities which expire in August 2004. The
settlement resolving the polychlorinated biphenyls litigation in
Anniston, Alabama against the company removes the additional risk
that had potentially hindered Solutia's refinancing efforts.
However, weak earnings and cash flow generation along with future
bond maturities, continues to present near-term liquidity issues
for the company. Solutia is a specialty chemical company with $2.2
billion in sales in 2002. This diverse company produces films,
resins, and nylon plastics and fibers for domestic and
international markets. Some of Solutia's products are name brands,
such as Saflex plastic interlayer for windows and Wear-Dated
carpet fibers. End-use markets for Solutia's products include
construction and home furnishings, automotive,
aviation/transportation, electronics, and pharmaceuticals.
SOUTH STREET CBO: Fitch Affirms Junk Ratings on 6 Note Classes
--------------------------------------------------------------
Fitch Ratings has downgraded the ratings on two classes of notes
issued by South Street CBO 1999-1 Ltd. (South Street 1999), a
collateralized bond obligation backed by high yield bonds.
Colonial Advisory Services, Inc is the investment advisor for
South Street 1999.
The following ratings actions are effective immediately:
-- $38,310,925 class A-1LA notes affirmed at 'AAA';
-- $10,000,000 class A-1LB notes downgraded to 'BB' from 'A-';
-- $55,000,000 class A-1 notes downgraded to 'BB' from 'A-';
-- $36,000,000 class A-2 notes affirmed at 'CC';
-- $24,000,000 class A-2L notes affirmed at 'CC;
-- $45,500,000 class A-3 notes affirmed at 'C';
-- $7,000,000 class B-1A notes affirmed at 'C';
-- $8,000,000 class B-1B notes affirmed at 'C';
-- $12,000,000 class B-2 notes affirmed at 'C'.
Since Fitch's last review of South Street 1999 seven months ago,
Jan. 16, 2003, the collateral portfolio has increased its amount
of defaulted assets by nearly 57%, and decreased its class A and
class B overcollateralization ratios by 13.3% and 14.4%,
respectively.
According to the transaction's Jul. 17, 2003 trustee report, South
Street 1999's collateral portfolio includes 23 defaulted assets
having a par value of approximately $52.80 million, or 26.9% of
the total portfolio. The portfolio also contains an additional
29.7% of assets rated 'CCC+' or below. As of Fitch's last review
of this transaction, Jan. 16, 2003, and according to the South
Street 1999 trustee report dated Nov. 17, 2002, the collateral
portfolio included 17 defaulted assets having a par value of
approximately $33.65 million, or 14.6% of the total portfolio. The
portfolio also contains an additional 31.3% of assets rated 'CCC+'
or below.
The class A and class B OC tests are failing at 78.05% and 68.71%,
vis-a-vis their required ratios of 115% and 104%, respectively.
Pursuant to the South Street 1999 indenture, having OC test levels
below 90% of the required ratio eliminates the investment
advisor's ability to trade any assets, including defaulted
securities.
In determining this rating action, Fitch has reviewed the results
of multiple cash flow model runs, incorporating several different
default and interest rate stress scenarios. In addition, Fitch
discussed with Colonial, the investment advisor, their
expectations of the portfolio and how the lack of trading ability
will impact future performance of South Street 1999. Colonial
responded by adding that they are in contact with the noteholders
to amend the indenture in order to regain the ability to sell
defaulted assets, using sales proceeds to pay down the notes. The
proposed amendment will reinstate Colonial's ability to sell
defaulted assets only and create an opportunity to minimize
further par erosion and maximize the amount of proceeds recovered
to pay down the notes.
Fitch will continue to monitor South Street CBO 1999-1 closely to
ensure that its ratings are accurate.
SURGICARE INC: Inks LOI for Investment by Brantley Partners
-----------------------------------------------------------
SurgiCare Inc. (AMX:SRG), a Houston-based Ambulatory Surgery
Center provider, has executed an exclusive Letter of Intent with
Brantley Partners to become SurgiCare's long-term capital partner.
Under the agreement, Brantley will make a $6M equity investment
and arrange for an $8M debt refinancing. This transaction will
allow SurgiCare to resolve its long term debt issues, given the
recent financial difficulties of DVI Business Credit, the
Company's current senior lender, and the proposed recapitalization
will provide both working capital and acquisition capital to
execute on its growth strategy.
Brantley Partners is a private equity organization. Brantley and
its affiliates have approximately $300 million of committed
capital under management. Brantley's limited partners are
primarily institutional investors including pension funds,
insurance companies and banks. Since the firm's inception in 1987,
it has been a lead investor in over 40 privately held companies in
a variety of manufacturing, technology and service industries
throughout the United States. Brantley always acts as an
originator and lead investor in its investments. Their
professionals have extensive experience in identifying,
evaluating, selecting, negotiating and closing investments in
privately held companies. Since their inception, they have
established a significant track record in successfully building
businesses.
Brantley's investment philosophy is to partner with entrepreneurs
and management teams that are committed to creating major
enterprises via investments in their organization, which will
yield long-term capital appreciation. Brantley is an active
financial partner which helps build successful businesses by
providing expertise in strategic planning, operational management,
manufacturing and marketing in addition to our financial
resources. Their general partners have cumulatively sponsored and
have helped build in excess of 100 companies.
This merger aligns SurgiCare with a top-quality investment team
and brings substantive resolution to the financial shortfalls. The
alignment of the parties will serve to improve the core
disciplines needed to appropriately service our customers and
create a stable platform for future growth.
"Management would like to express our deepest appreciation to our
shareholders and physician partners for their patience and
continued support," commented Keith LeBlanc, SurgiCare CEO. "The
merger with Brantley will finally put the past behind us and
position SurgiCare to become a formidable force for growth in the
outpatient healthcare market."
Paul Cascio, a general partner at Brantley, noted that "Brantley
is very optimistic about the long-term prospects of the ambulatory
surgery center market. We believe that SurgiCare, when properly
capitalized, will provide an outstanding platform from which to
execute a long-term growth strategy."
SurgiCare Inc., operates freestanding, technologically advanced
ambulatory surgery centers which are staffed by board-certified
surgeons. They are licensed, certified and Medicare-approved
outpatient facilities. The company will add additional centers as
joint ventures with other healthcare partners. A publicly traded
company, SurgiCare will also soon add imaging and other operating
units to this rollup.
SurgiCare delivers high-quality, affordable, community-based
healthcare and provides access to local, specialized services in
its centers through program affiliations. SurgiCare's standards on
Governance, Credentialing, Quality Management & Improvement and
Clinical Records meet and exceed the corresponding Medicare
regulations. SurgiCare shares resources, develops regional
partnerships, subscribes to customer-focused management and
observes best ethical practices across the industry.
To find our more about SurgiCare Inc. (AMX:SRG), visit
http://www.surgicareinc.com
* * *
On July 28, 2003, SurgiCare, Inc., dismissed Weinstein & Spira LLP
as its independent auditors and retained Mann Frankfort Stein &
Lipp LLP as its new independent auditors. The decision to change
auditors was approved by SurgiCare's Board of Directors.
Weinstein & Spira's report on the Company's financial statements
for the year ended December 31, 2002 was modified by the
inclusion of an explanatory paragraph addressing the ability of
the Company to continue as a going concern.
TERRA INDUSTRIES: Fitch Cuts Senior Debt Rating to B+
-----------------------------------------------------
Fitch Ratings has downgraded Terra Industries' senior secured
credit facility and senior secured notes to 'B+' from 'BB-' and
has affirmed the senior secured second priority notes rated 'B-'.
Fitch withdraws the rating for the senior unsecured notes which
were rated 'B-'. The notes have been placed on Rating Watch
Negative.
The ratings downgrade reflects Terra's weak operating result's
during the second quarter, higher than expected leverage; its
exposure to natural gas price volatility; and a decline in the
company's liquidity. This level of performance was expected to a
certain degree, considering the poor volumes sold during the
spring planting season and the higher average natural gas costs (a
raw material). Unfortunately, performance was so weak that Terra
had to draw on its previously undrawn credit facility. Looking
forward, Q3 is of particular concern from a liquidity standpoint.
The risk is that margins will remain negative and operations will
use cash rather than provide cash. This situation would require
continued use of the credit facility to fund cash needs. Continued
use of the credit facility could force Terra to violate its
minimum cash flow/EBITDA and minimum availability covenants.
Moreover, the availability of the credit facility has declined,
leaving Terra in a potentially vulnerable situation where the
company is unable to meet interest payments. Improvement in cash
flow will be affected by demand (fall season and spring
prepayments) and margin. The Negative Watch captures the
uncertainty in near-term future performance, the potential for
covenant violations and the possibility of further liquidity
deterioration.
Terra issued $200 million 11.5% senior secured notes in May 2003.
The rating of 'B-' reflects the potential principal recovery
related to the notes' second priority interest in accounts
receivable and inventory where the senior secured credit facility
has a first priority lien. The rating also considers that the
second priority interest is shared equally and ratably with the
existing $200 million 12.875% senior secured notes. The proceeds
from the new 11.5% note issuance have been used to retire the $200
million 10.5% senior unsecured notes that were due in 2005. Fitch
withdraws the rating on these notes.
Terra Industries is a major North American producer of ammonia,
UAN solutions, and methanol and a leading producer of ammonium
nitrate in the U.K. The company also produces urea. Its nitrogen
products are used as fertilizer in agriculture. Methanol is used
in fuel additives and industrial chemicals. In 2002, Terra had
revenue of $1 billion and EBITDA of approximately $99 million.
TIG HOLDINGS: A.M. Best Revises Preferred Share Rating to b
-----------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The preferred share rating on TIG Holdings, Inc., has been changed
to align them with the revised notching established and presented
in the criteria piece. The revision of the rating does not reflect
any change in A.M. Best's view of the overall quality, level of
capitalization or expected operating performance of the company.
From Revised to
TIG Holdings, Inc.
Preferred securities b+ b
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
UNITED AIRLINES: Move to Implement Selective KERP Drawing Fire
--------------------------------------------------------------
The Association of Flight Attendants is the collective bargaining
representative for United Airlines' 22,000 flight attendants, the
Debtors' largest employee group.
Robert S. Clayman, Esq., at Guerrieri, Edmond & Clayman, says
that the Debtors seek to destroy the balance of equities that was
established when United obtained $2,530,000,000 in annual labor
concessions from its employees. Under the Agreement, the flight
attendants "agreed to pay $302,000,000 annually for the next six
years." At the time, United repeatedly represented that both the
sacrifices and rewards would be allocated equally among all
groups of workers. Now, United would jettison the calibrated
allocation in favor of guaranteeing a select group of employees a
20% increase in pay. The AFA would not have ratified "life-
altering concessions" if United intended "to renege on its
promise of fair and equitable treatment," Mr. Clayman says.
United has failed to support its claim that a KERP for 600
professional and technical employees is necessary. It relies on
conclusory statements, proffers no affidavits and does not
quantify the scope of purported attrition of these employees.
Finally, the rationale alleged by United for the employees
leaving is no longer valid. United's financial condition has
markedly improved and its recently stated intention to emerge
from bankruptcy early bodes well for its future.
Creditors' Committee Doesn't Like It Either
The Official Committee of Unsecured Creditors supports the
Debtors' position that retention of employees is crucial to a
successful reorganization. However, Daphnee Surpris, Esq., at
Sonnenschein, Nath & Rosenthal, says, the Debtors' request "lacks
the foundation and evidentiary support for the Committee or the
Court to evaluate whether the Debtors exercised proper business
judgment in proposing this additional retention program."
United failed to provide adequate evidence to:
a) justify cash retention awards to the Technical Employees;
b) justify including part-time employees in the KERP; and
c) support the $9,500,000 aggregate amount in awards.
The Committee raised these concerns with United. United
responded to certain questions and requests for information, but
did not provide all information desired to determine whether this
proposal is the product of sound business judgment.
United's Response
"The AFA asserts that because its members agreed to wage
concessions as part of the Section 1113 process, it is unfair
that other employees should be financially encouraged to stay
with United," James H.M. Sprayregen, Esq., at Kirkland & Ellis,
notes.
United appreciates the AFA Members' sacrifices, but continued
attrition in the Technical and Professional Employee ranks will
harm all constituents, including the flight attendants. Mr.
Sprayregen asserts that it is essential that the Debtors
implement the KERP to retain the targeted employees.
Moreover, Mr. Sprayregen says, "contrary to the Committee's
response, the Debtors have provided (and continue to provide) the
Committee with more than ample information illustrating the
necessity of the Technical Employee KERP." Upon request, the
Debtors provided written responses to 20 questions from the
Committee addressing the KERP's provisions on:
a) job titles, positions, grades, salary levels, geographical
locations and other characteristics of participants;
b) rationale for inclusion of certain part-time employees;
c) criteria for selection;
d) historical attrition levels;
e) comparisons to retention bonuses for the Financial Analysis
Group; and
f) proof that employee replacement will require above-market
pay levels.
The Committee requested answers to follow-up questions and the
Debtors dutifully complied. Mr. Sprayregen claims that the
Committee "has all the information it needs to adequately
evaluate the Technical Employee KERP." Any delay could result in
unnecessary attrition and harm to the Debtors' estates. (United
Airlines Bankruptcy News, Issue No. 25; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
VITESSE SEMICON.: Selling Optical Systems Division to Avanex
------------------------------------------------------------
Vitesse Semiconductor Corporation (Nasdaq:VTSS) has entered into a
transaction to sell certain assets of its Optical Systems Division
located in San Jose, California, to Avanex Corporation
(Nasdaq:AVNX).
Under the terms of the agreement, Avanex will acquire these assets
for approximately 1.24 million shares of Avanex common stock.
Based on the closing price of Avanex's stock on August 20, 2003,
the transaction is valued at approximately $6 million.
As part of this transaction, Vitesse and Avanex have committed to
working together on the development of new products for the
optical transponder market. Avanex has also agreed to buy up to $2
million in products from Vitesse over the next three years.
Vitesse President and CEO Lou Tomasetta commented, "During the
June quarter we decided to exit the optical module business with a
view to concentrating our efforts on silicon solutions for the
metro, enterprise and storage markets. We look forward to
expanding our relationship with Avanex, who we expect to be a
significant player in the optical transponder market. Vitesse's
Smart-Link(TM) family of optical transport integrated circuits
will provide a significant advantage for Avanex in terms of
integration, power and price. We expect to work very closely with
Avanex on future generations of products."
Vitesse (S&P, B Corporate Credit Rating, Negative) is a leading
designer and manufacturer of innovative silicon solutions used in
the networking, communications and storage industries worldwide.
Vitesse works to specifically address the requirements of system
designers and OEMs by providing high-performance, integrated
products that are ideally suited for use in Enterprise, Access,
Metro and Core applications. Additional company and product
information is available at http://www.vitesse.com
WESTAR ENERGY: Will Redeem Western Resources 8.50% QUIPS at Par
---------------------------------------------------------------
Westar Energy, Inc. (NYSE:WR) will redeem its entire issue of
Western Resources Capital II 8-1/2% Cumulative Quarterly Income
Preferred Securities, Series B (QUIPS) at par.
The QUIPS are identified by ticker symbol WRPRB and CUSIP number
958905200. The redemption date is September 22, 2003, and the
redemption agent will be DTCC.
The redemption price per share is $25.00 plus accrued
distributions of $0.484027. The principal amount of the entire
series is $120 million. The principal and accrued distributions to
the redemption date will be paid from the Company's available
cash.
Westar Energy, Inc. (NYSE:WR) (S&P/BB+/Developing/--) is the
largest electric utility in Kansas and owns interests in monitored
security businesses and other investments. Westar Energy provides
electric service to about 657,000 customers in the state. Westar
Energy has nearly 6,000 megawatts of electric generation capacity
and operates and coordinates more than 36,600 miles of electric
distribution and transmission lines. The company has total assets
of approximately $6.7 billion, including security company holdings
through ownership of Protection One, Inc. (NYSE: POI). Through its
ownership in ONEOK, Inc. (NYSE: OKE), a Tulsa, Okla.- based
natural gas company, Westar Energy has, prior to completion of the
ONEOK transaction described herein, a 27.5 percent interest in one
of the largest natural gas distribution companies in the nation,
serving nearly 2 million customers.
For more information about Westar Energy, visit http://www.wr.com
WHITE MOUNTAINS: A.M. Best Revises Preferred Share Rating to bb+
----------------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The preferred securities rating White Mountains Insurance Group
Ltd., has been changed to align it with the revised notching
established and presented in the criteria piece. The revision of
the rating does not reflect any change in A.M. Best's view of the
overall quality, level of capitalization or expected operating
performance of the company.
From Revised to
White Mountains Insurance Group Ltd.
(*) Preferred securities bbb- bb+
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
WORLDCOM INC: AT&T Bucks Committee's Move to Probe Allegations
--------------------------------------------------------------
Late last week, the Official Committee of Unsecured Creditors of
MCI requested that the U.S. Bankruptcy Court for the Southern
District of New York give them subpoena power to investigate the
fraud allegations against MCI. The creditors also accused AT&T of
conducting a smear campaign aimed at imperiling MCI's bankruptcy
proceedings.
The following may be attributed to Jim Cicconi, AT&T General
Counsel.
"The action taken [Thurs]day by the Official Committee of
Unsecured Creditors of MCI is nothing more than an attempt to
harass those companies victimized by MCI's fraud, while ignoring
the fraud itself.
"AT&T has hard evidence of MCI's fraud, a description of which is
before the bankruptcy court. It is a common practice of those
engaged in illegal conduct, when challenged, to attempt to shift
the focus to the motives or integrity of the victims. Here the
creditors have done that one better, seeking to make the victims
the exclusive subject of the inquiry. If the creditors were truly
interested in verifying the evidence of MCI's ongoing fraud
against its competitors, they would be pressing MCI for answers.
Instead, their interests seem tied solely to pushing MCI's hasty
emergence from bankruptcy before evidence of ongoing civil fraud
is weighed by a district court, and before the investigation by
the U.S. Attorney into possible criminal fraud is concluded.
"That the creditors would seek to protect their financial
interests is perhaps understandable. That they would do so by
attempting to misuse the bankruptcy process to harass and
intimidate the victims of MCI's fraud is inexcusable.
"If these creditors are so confident MCI has committed no fraud,
even before MCI itself has concluded its own 'internal
investigation', then they should have no fear of the evidence
being assessed in a U.S. District Court proceeding."
WORLDTEQ GROUP: June 30 Balance Sheet Insolvency Cut to $530K
-------------------------------------------------------------
WorldTeq Group International Inc. (OTC BB:WTEQ) a full-service
solutions provider of Affinity Services, announced financial
results for its second quarter ended June 30, 2003.
Total net sales for the three months ended June 30, 2003 were
$208,401, as compared to $1,502,636 for the same period a year
ago. Net loss for the quarter was $32,603 versus a gain of
$141,673 from a year ago. The loss was primarily attributable to
market competition and several one time charges incurred during
the quarter as we changed our focus and invested in our financial
services product line.
Gross profit as a percentage of revenue has decreased slightly to
49.5% of sales as compared to 58% of sales during the same 3-month
period in 2002 due primarily to an increase in sales compensation
and increased competition during the quarter.
General and administrative expenses decreased significantly to
$126,328 from $720,348 for the three months ended June 30, 2003;
this was due to the reduction of support staff and cost
containment in various departments.
At June 30, 2003, the Company's balance sheet shows a working
capital deficit of about $660,000 and a total shareholders' equity
deficit of about $530,000.
During the quarter we sold our internet subsidiary which reduced
our payables in excess of $371,000 and has significantly reduced
our overhead burden and launched a new retail merchandising
program.
"We have made significant changes in direction and personnel over
the past 6 months. The sale of Networld has enabled us to
concentrate our efforts on providing solutions that include but
are not limited to; the MonEcard program, long distance service,
and retail merchandising programs," stated Jeff Lieberman,
President and CEO of WorldTeq. "Although revenue decreased due to
our change in focus and on market competition for long distance
service, we have significantly decreased our expenses by almost
500%. While we are somewhat disappointed in our year over year
revenue numbers, they were not unexpected as we have focused on
profitable business segments, invested in new high growth areas
like MonEcard and shifted away from high revenue but low profit
areas."
WorldTeq Group International offers a wide range of
telecommunications, merchandising and financial services with
related products via independent agents, associations, sales
organizations, and affiliate marketing.
For more information visit the company's Web Site at
http://www.worldteqgroup.com
W.R. BERKLEY: A.M. Best Revises Preferred Share Ratings to bb+
--------------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The preferred securities ratings on W.R. Berkley Corporation have
been changed to align them with the revised notching established
and presented in the criteria piece. The revision of these ratings
does not reflect any change in A.M. Best's view of the overall
quality, level of capitalization or expected operating performance
of the company.
From Revised to
W.R. Berkley Corporation
Preferred securities bbb- bb+
(*) Preferred securities bbb- bb+
(*) Denotes prospective shelf registration ratings only.
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
ZENITH NATIONAL: A.M. Best Revises Preferred Share Rating to bb
---------------------------------------------------------------
A.M. Best Co. recently released its revised debt rating criteria,
A.M. Best's Ratings & Treatment of Debt. The updated methodology
provides greater transparency in A.M. Best's rating process,
particularly with regard to translating its traditional financial
strength ratings to the credit rating scale used when issuing
securities ratings. The revised methodology also details and
introduces wider notching conventions between policyholder ratings
and securities ratings. The change in notching is supported by the
one-year to 20-year cumulative default probabilities constructed
from A.M. Best's proprietary database and the trend to greater
regulatory intervention.
The senior unsecured and preferred securities ratings on Zenith
National Insurance Corporation have been changed to align them
with the revised notching established and presented in the
criteria piece. The revision of these ratings does not reflect any
change in A.M. Best's view of the overall quality, level of
capitalization or expected operating performance of the company.
From Revised to
Zenith National Insurance Corporation
Senior unsecured bbb bbb-
Preferred securities bbb- bb
(*) Denotes prospective shelf registration ratings only.
A.M. Best Co., established in 1899, is the world's oldest and most
authoritative insurance rating and information source. For more
information, visit A.M. Best's Web site at http://www.ambest.com
ZENITH NATIONAL: Sues Yorba Linda for Unfair Business Practices
---------------------------------------------------------------
Zenith Insurance Company, a wholly owned subsidiary of Zenith
National Insurance Corp. (NYSE: ZNT) (A.M. Best, bb Preferred
Securities Rating), has sued Yorba Linda based N-Care, LLC and its
owner, Robert Bohacs, under California's Unfair Competition Law
for unlawful, unfair and fraudulent practices in connection with
claims for workers' compensation benefits. Filed with the Orange
County Superior Court, the lawsuit alleges that N-Care and Mr.
Bohacs conspired with physicians and others to misrepresent
durable medical equipment dispensed to injured workers and
circumvent California law regulating the amounts that can be
charged for such equipment.
Generally, injured workers obtain canes, supports and other
durable medical equipment from their physicians or else purchase
such equipment directly from manufacturers or distributors. Under
California's workers' compensation laws, a physician may seek
reimbursement for durable medical equipment dispensed to injured
workers for the physician's cost plus an additional 50% of the
physician's cost not to exceed $25.
The Complaint alleges that N-Care and Mr. Bohacs entered into a
scheme with physicians whereby: (i) the physicians used N-Care and
Mr. Bohacs as "middlemen" to dispense and bill for durable medical
equipment; (ii) N-Care and Mr. Bohacs misrepresented the durable
medical equipment that was dispensed; and (iii) N-Care and Mr.
Bohacs billed exorbitant amounts far in excess of the amounts that
the physicians could lawfully bill.
Examples alleged in the Complaint include N-Care and Mr. Bohacs
billing Zenith $995 for a purported "Bio-Care Home Cervical Kit"
that was in fact nothing more than an orthopedic pillow that sells
for $14-$16. The Complaint also alleges that N-Care and Mr. Bohacs
billed Zenith $995 for a "Bio-Care Therma-Stim" that was actually
an electric moist heat pack that sells for $62-$75. The Complaint
further represents that, in order to conceal the fact that
defendants had purchased these items for a fraction of the amounts
billed to Zenith, N-Care and Mr. Bohacs falsely represented to
Zenith that N-Care had manufactured, rather than purchased, the
durable medical equipment.
The Complaint alleges that these acts not only are deceptive,
misleading and unfair, but they also are illegal. According to the
Complaint, the defendants have violated various criminal and civil
statutes prohibiting insurance fraud. The Complaint alleges that
by these deceptive, misleading, unfair and illegal acts and
practices, defendants committed unfair competition in violation of
California's Unfair Competition Law. The Complaint seeks a
permanent injunction as well as restitution for monies paid to N-
Care.
Zenith is a specialty workers compensation insurer headquartered
in Woodland Hills, California.
* Large Companies with Insolvent Balance Sheets
-----------------------------------------------
Total
Shareholders Total Working
Equity Assets Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------------ ------- --------
Alliance Imaging AIQ (39) 683 43
Akamai Technologies AKAM (168) 230 60
Alaris Medical AMI (32) 586 173
Amazon.com AMZN (1,353) 1,990 550
Aphton Corp APHT (11) 16 (5)
Arbitron Inc. ARB (100) 156 (2)
Alliance Resource ARLP (46) 288 (16)
Atari Inc. ATAR (97) 232 (92)
Actuant Corp ATU (44) 295 18
Avon Products AVP (91) 3,327 73
Saul Centers Inc. BFS (13) 389 N.A.
Caraco Pharm Lab CARA (20) 20 (2)
Cincinnati Bell CBB (2,104) 1,467 (327)
Cubist Pharmaceuticals CBST (7) 221 131
Choice Hotels CHH (114) 314 (37)
Columbia Laboratories COB (8) 13 5
Campbell Soup Co. CPB (114) 5,721 (1,479)
Centennial Comm CYCL (470) 1,607 (95)
Echostar Comm DISH (1,206) 6,260 1,674
D&B Corp DNB (19) 1,528 (104)
Graftech International GTI (351) 859 108
Hollywood Casino HWD (92) 553 89
Hexcel Corp HXL (127) 708 (531)
Integrated Alarm IASG (11) 46 (8)
Imax Corporation IMAX (104) 243 31
Imclone Systems IMCL (186) 484 139
Gartner Inc. IT (29) 827 1
Jostens JOSEA (512) 327 (71)
Journal Register JRC (4) 702 (20)
KCS Energy KCS (30) 268 (16)
Kos Pharmaceuticals KOSP (75) 69 (55)
Level 3 Comm Inc. LVLT (240) 8,963 581
Memberworks Inc. MBRS (21) 281 (100)
Moody's Corp. MCO (327) 631 (190)
McDermott International MDR (417) 1,278 154
McMoRan Exploration MMR (31) 72 5
Maguire Properti MPG (159) 622 N.A.
MicroStrategy MSTR (34) 80 7
Northwest Airlines NWAC (1,483) 13,289 (762)
ON Semiconductor ONNN (548) 1,203 195
Petco Animal PETC (11) 555 113
Primus Telecomm PRTL (168) 724 65
Per-Se Tech Inc. PSTI (39) 209 32
Qwest Communications Q (1,094) 31,228 (1,167)
Rite Aid Corp RAD (93) 6,133 1,676
Ribapharm Inc RNA (363) 199 92
Sepracor Inc SEPR (392) 727 413
St. John Knits Int'l SJKI (76) 236 86
I-Stat Corporation STAT 0 64 33
Town and Country Trust TCT (2) 504 N.A.
Tenneco Automotive TEN (75) 2,504 (50)
Thermadyne Holding THMD (665) 297 139
TiVo Inc. TIVO (25) 82 1
Triton PCS Holdings TPC (36) 1,617 172
UnitedGlobalCom UCOMA (3,040) 5,931 (6,287)
United Defense I UDI (30) 1,454 (27)
UST Inc. UST (47) 2,765 829
Valassis Comm. VCI (33) 386 80
Valence Tech VLNC (17) 36 4
Ventas Inc. VTR (54) 895 N.A.
Warnaco Group WRNC (1,856) 948 471
Western Wireless WWCA (464) 2,399 (120)
Xoma Ltd. XOMA (11) 72 30
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
A list of Meetings, Conferences and Seminars appears in each
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, Donnabel C. Salcedo, Ronald P. Villavelez and Peter A.
Chapman, Editors.
Copyright 2003. 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 $675 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 ***