/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/040721.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, July 21, 2004, Vol. 8, No. 150 Headlines ADVANCED X-RAY: Case Summary & 20 Largest Unsecured Creditors ADVANTAGE INVESTORS: Case Summary & Largest Unsecured Creditors AFTON FOOD: Secures Protection Under the CCAA through August 15 AIR CANADA: Reports Status of Monitor's Claims Review ALARIS MEDICAL: Cardinal Health Discloses 64.6% Equity Stake ALEXUS INTERNATIONAL: Case Summary & Largest Unsecured Creditors ALPINE III: S&P Assigns Preliminary Low-B Ratings to Classes D & E AMERICAN COMPUTERS: Richard Diamond Named as Chapter 11 Trustee ARCADIA PARTNERS: Has Until July 29 to File Bankruptcy Schedules ARTIFACT ENTERTAINMENT: Case Summary & 16 Unsecured Creditors AVAYA: Appoints Geoffrey Baird as VP for Communications Appliances B'NEI IZHAK: Status & Scheduling Conference Set for August 26 CAL WESTERN PRODUCE: Case Summary & 5 Largest Unsecured Creditors CANDESCENT TECH: Taps Ladas & Parry as Patent Counsel CATHOLIC CHURCH: Wants to Maintain Existing Bank Accounts CORNING INC: Posts Better Than Expected Second Quarter Results COVANTA: Wants Court to Disallow & Expunge Various Big Claims CREDIT SUISSE: Fitch Affirms Junk Ratings on 1997-C2 Classes H & I CROMPTON: Commences Cash Tender Offer for 8.50% and 6.125% Notes CURATIVE HEALTH: Will Discuss Q2 Financial Results on August 4 DELTA AIR LINES: S&P Junks Corp. Debt Rating with Negative Outlook DISTINCTIVE DEVICES: Liquidity Strained Despite Financing Efforts DIXIE LAND FARMS: Voluntary Chapter 11 Case Summary DOMAN INDUSTRIES: Western Forest Acquires Solid Wood Assets DUANE READE: Net Sales Increase 2.8% to $365 Mil. in 2nd Quarter ECOSYSTEMS LAND: Employs Wolff Hill as General Counsel ELANTIC TELECOM: Files Voluntary Chapter 11 Petition in Virginia ELANTIC TELECOM: Case Summary & 20 Largest Unsecured Creditors ENRON CORP: Fitch Withdraws D Ratings Following Plan Confirmation ENRON: Atlantic India Proposes to Disburse Offshore Sale Proceeds ENRON CORP: Asks Court to Approve Reliant Settlement Agreement ERN LLC: Trustee Hires Jonathan Bruns as Special Consultant FASTNET: Expects To File Liquidation Plan No Later Than Aug. 31 FLEMING: Asks Court to Okay Distributors Pension Trust Settlement FLEXTRONICS: Reports Improved June 2004 Quarter Net Sales & Income FOOTSTAR INC: Creditors' Proofs of Claim are Due by July 30 FOREST OIL: James D. Lightner Joins Board of Directors FURNAS COUNTY: Wants to Decide Leases through September 30 GENTEK INC: Ramanlal Patel Acquires 15,000 Equity Stake GLOBAL CROSSING: AGX Trustee Retains Morris Nichols as Counsel GLOBALSTAR TELECOMMUNICATIONS: 341(a) Meeting Set for August 6 GRUPO TMM: Pre-Packaged Plan Consent Solicitation Expires Tomorrow HOME CARE: Case Summary & List of 9 Largest Unsecured Creditors INFOUSA INC: Achieves Record Revenues for Second Quarter 2004 INTERPUBLIC GROUP: Hires Jerome Leshne as VP -- Financial Planning JEAN COUTU GROUP: S&P Rates $250MM Senior Unsecured Notes at B KAISER: Noranda & Century Get Green Light for Bauxite/Alumina Buy LOGISTICS MANAGEMENT: Enters Joint Venture With Y2 Ultra-Filter LUBY'S INC: Board Approves Headquarters Relocation to Houston MIRANT CORP.: Court Authorizes Depositions of Five Tax Assessors NATIONAL CENTURY: Aprahamian Wants to Buy Lincoln Clinic for $4.5M NATIONSLINK FUNDING: S&P Raises & Affirms Series 1999-1 Ratings NATIONSLINK: Fitch Affirms 1999-SL Classes F & G Ratings at Low-Bs NEP INC: Standard & Poor's Rates Corporate Credit at B NET PERCEPTIONS: Appoints G. Delzanno as New Independent Director NEW CENTURY: Banks Agree to Increase Subsidiaries' Credit Line NEW WORLD PASTA: Look for Schedules & Statements This Week NEW WORLD PASTA: US Trustee Names 7-Member Creditors' Committee NEWMARKET TECHNOLOGY: Alerts Stockholders on New Name & Symbol NIR DIAGNOSTICS: Grants Stock Options to 6 Outside Directors OWENS CORNING: Futures Representative Asks Court to Quash Subpoena PACIFIC ENERGY: Declares Cash Distribution for Second Quarter PARMALAT CANADA: Completes CN$610 Million Refinancing PG&E NATIONAL: ET Debtors Want to Pay Key Employee Bonuses PHAR-MOR INC: Continues to Make Distributions According to Plan PNC FINANCIAL: Fitch Places Low-B Ratings on CreditWatch Positive QWEST COMMUNICATIONS: Expands World Vision Contract RAVEN MOON: Shareholders' Meeting Set for Aug. 12 in Orlando, Fla. RBX CORPORATION: Court Establishes August 23 Claims Bar Date RCN CORP: Creditors' Committee Wants Milbank Tweed as Counsel RELIANCE: Omni Offers SG$1,000,000 for Reliance National Asia ROXBOROUGH: U.S. Trustee Appoints 6-Member Creditors' Committee SCIQUEST INC: Trinity Ventures to Acquire Company by July 27 SIX FLAGS: Q2 Weak Performance Prompts S&P's Negative CreditWatch SKYTERRA COMMS: Motient Corp. Prepays $22.6MM Promissory Note SOLUTIA: Wants to Employ Colliers Turley as Real Estate Broker SOUTHERN STRUCTURES: Has Until July 29, 2004 to File Schedules STANADYNE CORP: 10.25% Senior Sub. Notes Subject to Tender Offer TANGO INCORPORATED: Schedules Conference Call for Tomorrow TEENFORM ASSOCIATES: First Creditors' Meeting Set for August 4 TENET HEALTHCARE: Selling Four Los Angeles-Area Hospitals to AHMC TENFOLD CORP: Expects Substantial Operating Profits in Q2 2004 TENFOLD CORP: Forges New Customer Relationship with Stoneworkz TRUMP IRON WORKS: Case Summary & 20 Largest Unsecured Creditors TXU: Sells Fuel Subsidiary for $500 Mil. to Retire Short-Term Debt UNICCO SERVICE: S&P Withdraws Low-B and Junk Debt Ratings UNIFLEX: Turns to Corporate Revitalization as Crisis Managers UNITED AIRLINES: Wants to Estimate Always Travel, et al., Claims VACS AMERICA: Section 341(a) Meeting Slated for July 28, 2004 VITAL BASICS: Wants Open-Ended Lease Decision Deadline VITAL BASICS: 6-Member Unsecured Creditors' Committee Appointed VIVENTIA: Files Second Amended & Restated Preliminary Prospectus W.R. GRACE: Creditors' Committee Backs PI Claims Litigation WAREHOUSE 1032: Case Summary & 2 Largest Unsecured Creditors WEIRTON: FW Holdings & Weirton Venture Convert Cases To Chapter 7 WESTERN PACIFIC: Has Until Friday to File Bankruptcy Schedules WESTPOINT STEVENS: Lays 0ff 85 Workers in Long View Plant WOMEN FIRST: Deadline to File Proofs of Claim is August 31 WORLDCOM INC: MCI And Ex-Officers Settle 401(K) Suit For $51 Mil. YOUTHSTREAM MEDIA: Agrees to Acquire Kentucky Steel Producer * Marvin Traub Joins Compass Advisers as Advisory Director * Upcoming Meetings, Conferences and Seminars ********* ADVANCED X-RAY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Advanced X-Ray, Inc. 1735 Enterprise Drive Buford, Georgia 30518 Bankruptcy Case No.: 04-71349 Type of Business: The Debtor offers a full line of X-ray systems, enclosures, and material handling systems to provide inspection solutions. See http://www.advancedx-ray.com/ Chapter 11 Petition Date: July 13, 2004 Court: Northern District of Georgia (Atlanta) Judge: Mary Grace Diehl Debtor's Counsel: Frank B. Wilensky, Esq. Macey, Wilensky, Cohen, Wittner & Kessler 285 Peachtree Center Avenue, North East Suite 600, Marquis Two Tower Atlanta, GA 30303 Tel: 404-584-1200 Fax: 404-681-4355 Estimated Assets: $100,000 to $500,000 Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Bosello High Technology Trade Debt $310,000 VIA Confalonieri 19 21013 Gallarate Varese, Italy Roy R. Whiteman Loan $229,386 Thales Components Corp. Trade Debt $110,499 Wells Fargo Bank Trade Debt $103,342 V. J. Technologies, Inc. Trade Debt $100,000 Energy Beam Shielding, LLC Trade Debt $92,889 BB&T Bankcard Corp. Credit card debt $87,146 American Express Credit card debt $86,542 Perkin Elmer Optoelectronics Trade Debt $75,641 American Express Line of credit $64,123 Pacific Scientific $57,000 MRP Associates, LLC Rent $43,749 Hopewell Designs, Inc. Trade Debt $27,920 X-R-I Testing Trade Debt $27,265 Joe Hammond Trade Debt $25,600 Southern Metalcraft, Inc. Trade Debt $25,119 North Star Imaging, Inc. Trade Debt $17,740 Simco Technologies, Inc. Trade Debt $16,151 Viscom, Inc. Rent $11,760 Kaiser Systems, Inc. Trade Debt $11,251 ADVANTAGE INVESTORS: Case Summary & Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Advantage Investors Mortgage Corporation 245 Commerce Green, Suite 210 Sugar Land, Texas 77478 Bankruptcy Case No.: 04-39892 Type of Business: The Debtor is a mortgage banker. Chapter 11 Petition Date: July 13, 2004 Court: Southern District of Texas (Houston) Judge: Marvin Isgur Debtor's Counsels: Jason M. Rudd, Esq. Kyung Shik Lee, Esq. Diamond McCarthy Taylor & Finley, LLP 909 Fannin, Suite 1500 Houston, TX 77010 Tel: 713-333-5100 Total Assets: $46,512 Total Debts: $2,489,032 Debtor's 20 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Residential Funding (RFC) Correspondent $735,753 One Meridian Crossings Agreement Suite 100 Minneapolis, MN 55423 Fannie Mae Trade vendor $33,317 QC Mortgage Services, Inc. Trade vendor $16,501 Moneyline Telerate Trade vendor $8,335 Federal Express Trade vendor $8,012 Drainer, Marianne Commissions $7,102 United Guaranty Services, Trade vendor $7,015 Inc. Ferrell, Nancy Commissions $4,485 SBC Long Distance Trade vendor $4,065 Alltel Trade vendor $3,047 UPS Trade vendor $2,825 First American Credco Trade vendor $2,761 Blovits, Jeffrey Commissions $2,658 Olson, Darrin Commissions $2,497 Feldheim, Tina Commissions $2,067 First American Flood Trade vendor $1,992 TXU Energy Trade vendor $1,683 Rock Tenn Company Trade vendor $1,487 Usher, Sharon Commissions $1,421 Countrywide Home Loans Trade vendor $1,311 AFTON FOOD: Secures Protection Under the CCAA through August 15 --------------------------------------------------------------- On July 12th, Afton Food Group Ltd. (TSX VENTURE:AFF) intended to apply for protection under the Bankruptcy and Insolvency Act (Canada) in response to the demand and Notice of Intention to Enforce Security which was issued by the Company's secured lenders on the basis that the Company was in default of certain provisions of the lending agreement. The Company was successful in obtaining protection under the BIA application effective July 13th, 2004. As part of this previous announcement, the Company also intended to follow the BIA application with a subsequent application to obtain restructuring protection under the Companies' Creditors Arrangement Act (Canada). Effective July 16, 2004, the Company obtained a court order continuing the proceedings commenced under the BIA application under the CCAA. This means that the Company's restructuring will now proceed under the CCAA. The initial CCAA order expires on August 15, 2004. The Company's application was supported by their senior lenders, which include Rabobank Nederland Canadian Branch, Credit Union Central of Ontario and HEPCOE Credit Union Limited that the Company. About Afton Food Group Afton, through its subsidiaries, is a franchisor in the Quick Service Restaurant industry with locations throughout Canada operating under two principal brands, 241 Pizza and Robin's Donuts. At March 31, 2004, Afton Food Group's balance sheet shows a total stockholders' deficit of $18,954,351 compared to a deficit of $19,070,106 at December 31, 2003. AIR CANADA: Reports Status of Monitor's Claims Review ----------------------------------------------------- Air Canada reports that, since the issuance of the Claims Procedure Order in September 2003, the Canadian Monitor has received over 8,700 claims aggregating CN$110,000,000,000. Pursuant to discussions with the Monitor, certain claimants withdrew their Claims, reducing the total asserted amounts to CN$103,000,000,000. The Applicants outline the status of Claims received for distribution purposes (Net of Claims withdrawn): (In CN$ millions) Claims Claims Accepted Filed to Date Claims in Dispute (Initial (Final ----------------- Claims Claim Claim Amt per Amt per Under Amount) Value) Claimant Air Canada Review --------- --------- --------- ---------- --------- Aircraft $5,028.8 $577.3 $2,165.5 $825.8 $905.3 Creditors Bondholders 3,229.7 1,274.9 1,856.8 1,768.7 0.0 Employee 7,387.2 0.1 204.9 0.1 7,149.9 Litigation 83,459.3 8.9 72,730.4 0.3 0.0 Long-Term Debt 1,698.6 403.9 440.9 188.2 136.9 Supplier 1,869.3 31.7 407.1 135.3 1,346.0 Trade Creditors 311.9 211.7 46.0 41.1 0.0 Other 275.1 9.3 13.8 0.0 0.0 --------- --------- --------- --------- --------- Total $103,259.9 $2,517.8 $77,865.4 $2,959.5 $9,538.1 ========= ========= ========= ========= ========= Headquartered in Saint-Laurent, Quebec Canada, Air Canada -- http://www.aircanada.ca/-- represents Canada's only major domestic and international network airline, providing scheduled and charter air transportation for passengers and cargo. The Company filed for CCAA protection on April 1, 2003 (Ontario Superior Court of Justice, Case No. 03-4932) and Section 304 petition with the U.S. Bankruptcy Court for the Southern District of New York (Case No. 03-11971). Matthew A. Feldman, Esq., and Elizabeth Crispino, Esq., at Willkie Farr & Gallagher serve as the Debtors' U.S. Counsel. When the Debtors filed for protection from its creditors, they listed C$7,816,000,000 in assets and C$9,704,000,000 in liabilities. (Air Canada Bankruptcy News, Issue No. 41; Bankruptcy Creditors' Service, Inc., 215/945-7000) ALARIS MEDICAL: Cardinal Health Discloses 64.6% Equity Stake ------------------------------------------------------------ Cardinal Health, Inc., beneficially owns 46,643,209 shares of the common stock of ALARIS Medical, Inc., representing 64.6% of all outstanding common shares. Cardinal Health, Inc., is the leading provider of products and services supporting the health care industry. Through a number of wholly owned subsidiaries, Cardinal Health provides a variety of health care related products and services. Cardinal Health's principal executive offices are located at 7000 Cardinal Place, Dublin, Ohio 43017. On May 18, 2004, Cardinal Health, Blue Merger Corp. (Subcorp), a Delaware corporation and a wholly owned subsidiary of Cardinal Health, and ALARIS entered into an Agreement and Plan of Merger. The Merger Agreement provides that Subcorp will offer to purchase all outstanding shares of common stock of ALARIS at a purchase price of $22.35 per share, net to the seller in cash, without interest. Following the consummation of the Offer and the satisfaction or waiver of certain conditions, ALARIS will merge with and into Subcorp, with ALARIS continuing as the surviving corporation. No payments were made by, or on behalf of, Cardinal Health in connection with the execution of the Merger Agreement or the Support Agreement. As a condition and inducement to Cardinal Health and Subcorp's entering into the Merger Agreement, Jeffry M. Picower and certain of his affiliates, Decisions Incorporated, JD Partnership, L.P. and JA Special Partnership Limited (collectively with Mr. Picower, "ALARIS' Majority Stockholder"), who, as of May 18, 2004, held the power to dispose of 46,643,209 shares, immediately following the execution and delivery of the Merger Agreement entered into a Support/Tender Agreement, dated May 18, 2004, with Cardinal Health. Under the Support Agreement, ALARIS' Majority Stockholder agreed, among other things, to tender the shares then held by him in the Offer. The purpose of the transactions described above is for Cardinal Health to acquire control of ALARIS. Upon consummation of the Merger, ALARIS will become a subsidiary of Cardinal Health, the shares of ALARIS common stock will cease to be freely traded or listed, ALARIS common stock will be de-registered under the Securities Act of 1933, as amended, and Cardinal Health will control the Board of Directors of ALARIS and will make such other changes in the charter, bylaws, capitalization, management and business of ALARIS as set forth in the Merger Agreement and/or as may be appropriate in its judgment. About ALARIS Medical Systems, Inc. ALARIS Medical Systems, Inc. (NYSE:AMI) develops and markets products for the safe delivery of intravenous medications. Our IV medication and infusion therapy delivery systems, software applications, needle-free disposables and related monitoring equipment are marketed in the United States and internationally. Our "smart" pumps, with the proprietary Guardrails Safety Software, help to reduce the risks and costs of medication errors, help to safeguard patients and clinicians and gather and record clinical information for review, analysis and interpretation. We provide our products, professional and technical support and training services to over 5,000 hospital and health care systems, as well as alternative care sites, in over 100 countries through our direct sales force and distributors. Headquartered in San Diego, California, we employ approximately 3,000 people worldwide. Additional information on ALARIS Medical Systems can be found at http://www.alarismed.com/ * * * As reported in the Troubled Company Reporter's May 21, 2004 edition, Standard & Poor's Ratings Services placed its 'BB-' corporate credit rating, its 'BB' senior secured bank loan rating, and its 'B' subordinated debt rating on San Diego, California- based ALARIS Medical Systems Inc. on CreditWatch with positive implications. "The CreditWatch listing follows the announcement that Cardinal Health Inc., a large medical products distribution firm, will acquire the innovative manufacturer of medication safety products for $2 billion," said Standard & Poor's credit analyst Jill Unferth. Upon completion of the transaction, Cardinal is expected to assume ALARIS' debt, including its $175 million 7.25% senior subordinated notes due in 2011, and the ratings will be raised to levels consistent with Cardinal's credit quality. At March 31, 2004, ALARIS had $338 million of debt outstanding. ALEXUS INTERNATIONAL: Case Summary & Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Alexus International, Inc. 555 Quince Orchard Road, 4th Floor Gaithersburg, Maryland 20878-1437 Bankruptcy Case No.: 04-26864 Type of Business: The Debtor provides customizable Web-based systems for recruiting, hiring, and managing talent. See http://www.alexus.com/ Chapter 11 Petition Date: July 14, 2004 Court: District of Maryland (Greenbelt) Judge: Duncan W. Keir Debtor's Counsel: John Garza, Esq. Garza, Regan & Associates 17 West Jefferson Street, Suite 200 Rockville, MD 20850-6159 Tel: 301-838-3585 Estimated Assets: $0 to $50,000 Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Quince Diamond Limited $377,144 Partnership c/o Advantis P.O. Box 3246 Norfolk, VA 23514-3246 Quince Diamond Limited Judgment for $216,993 Partnership Possession in Dist. Court of Maryland, Montgomery County Quince Diamond Limited Judgment for $156,393 Partnership Possession Nstor $92,000 ASA Computers $86,830 US Bancorp Vendor Services $25,076 Richmond Events, Inc. Civil Judgment in $23,094 NY Civil Court Dell Financial Services Lease $13,490 MCI $13,328 Electronic Recruiting $10,500 Exchange First Insurance Funding Corp. $9,130 Hartford $6,399 Dell Account Credit Line $4,171 Internap Network Services $3,614 ClearOne Communications $951 Verizon Wireless $525 Sprint $471 MICE Marketcraft $405 Recall Total Information $360 Mgt., Inc. Icat Logistics, Inc. $338 ALPINE III: S&P Assigns Preliminary Low-B Ratings to Classes D & E ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its preliminary ratings to Alpine III's $105.075 million floating-rate notes due August 2014. The preliminary ratings are based on information as of July 19, 2004. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect the credit quality of the 'A' or higher rated municipal collateral pool, the 'AA-' or higher rated credit enhancement from financial guarantees on part of the pool, the subordination provided by the subordinate classes, the first loss retained by UBS AG, London Branch ('AA+/A-1+') in the form of the unrated class F notes, and the adequate ratings of the various counterparties. Preliminary Ratings Assigned Alpine III Class Rating Amount (mil. $) A AAA 60.000 B AA 17.025 C BBB 9.000 D BB+ 8.025 E BB- 3.000 F N.R. 8.025 N.R.-Not rated. AMERICAN COMPUTERS: Richard Diamond Named as Chapter 11 Trustee --------------------------------------------------------------- The Honorable Judge Thomas B. Donovan approved a request by the U.S. Trustee for Region 16 to appoint a chapter 11 trustee to take control of American Computers & Digital Company's restructuring. The U.S. Trustee reports that he has consulted with these parties- in-interest regarding the appointment of Mr. Richard Kenneth Diamond to serve as the Chapter 11 Trustee: Prentice L. O'Leary, Esq. Sheppard, Mullin, Richter & Hampton LLP Attorney for Harris Trust and Savings Bank; and Robert P. Goe, Esq. Goe and Forsythe LLP Attorneys for the Debtor Mr. Diamond is required to post a $10,000 bond in connection with his appointment. Mr. Diamond's can be reached at: Richard K. Diamond, Esq. Danning Gill Diamond & Kollitz 2029 Century Park East, 3rd Floor Los Angeles, California 90067-2904 Headquartered in Baldwin Park, California, American Computer & Digital Co., filed for chapter 11 protection on April 22, 2004 (Bankr. C.D. Calif. Case No. 04-19259). Robert P. Goe, Esq., at Goe & Forsythe LLP represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed both estimated debts and assets of over $10 million. ARCADIA PARTNERS: Has Until July 29 to File Bankruptcy Schedules ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania gave Arcadia Partners LLC, more time to file its schedules of assets and liabilities, statements of financial affairs, lists of executory contracts and unexpired leases, a list of its equity security holders, a corporate resolution authorizing the company's bankruptcy filing, and a mailing matrix. The Debtor has until July 29, 2004, to file these required documents. Headquartered in Media, Pennsylvania, Arcadia Partners, LLC filed for Chapter 11 protection on June 29, 2004 (Bankr. E.D.Penn. Case No. 04-18839). Jeffrey S. Cianciulli, Esq., at Weir & Partners LLP, represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $10 Million to $50 Million in total assets and total debts. ARTIFACT ENTERTAINMENT: Case Summary & 16 Unsecured Creditors ------------------------------------------------------------- Debtor: Artifact Entertainment Inc. 4811 East Julep Street, Suite 110 Mesa, Arizona 85205 Bankruptcy Case No.: 04-12522 Type of Business: The Debtor is a privately held software development company focused on the subscription- based massively multiplayer online game. See http://www.artifact-entertainment.com/ Chapter 11 Petition Date: July 16, 2004 Court: District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Richard M. Lorenzen, Esq. Perkins Coie Brown & Bain P.A. 2901 North Central Avenue, Suite 2000 Phoenix, AZ 85012-2788 Tel: 602-351-8405 Fax: 602-648-7077 Total Assets: $4,496,102 Total Debts: $3,620,742 Debtor's 16 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ NTT/VERIO Trade Payable $919,198 Object Computing, Inc. Trade Payable $108,273 IGN Entertainment, Inc. Trade Payable $50,871 Quest Commercial Business Trade Payable $87,758 Services Brown Raysman Miller Felder Trade Payable $30,377 & Steiner LLP Gigex, Inc. Trade Payable $27,777 CNET Networks Trade Payable $18,710 Premium Financing Trade Payable $13,301 Specialists, Inc. Computer Games/Strategy Plus Trade Payable $6,120 Magazine Atari, Inc. Trade Payable $5,000 WarCry Corp. Trade Payable $4,120 Stinson Morrison Hecker LLP Trade Payable $2,394 Paul, Hastings, Janofsky & Trade Payable $1,813 Walker K.C. Phone Systems, Inc. Trade Payable $1,891 Singer Lewak Greenbaum Trade Payable $976 & Goldstein LLP Benchmark Printing Trade Payable $154 AVAYA: Appoints Geoffrey Baird as VP for Communications Appliances ------------------------------------------------------------------ Avaya Inc.(NYSE: AV), a leading global provider of business communications software, systems and services, appointed Geoffrey Baird vice president, Communications Appliances Division, to accelerate its strategy to deliver converged communications solutions to more communications devices. Avaya plans to extend its portfolio of solutions for converged voice, data and video networks with new devices and software that deliver the benefits of Internet Protocol telephony applications beyond the desktop to enterprise users working in any location. As part of the accelerated strategy, Baird will position Avaya as a world-class leader in communications appliances that focus on maximizing IP client applications, driving mobility and satisfying customer needs. Communications appliances are points of access to communications networks and include software-rich applications, PC Softphones, desk telephones, and enterprise wireless devices. These devices will be designed to help workers be more effective while working in the office, at home or on the road and for better use of converged and wireless enterprise networks, thin client software and emerging standards such as Session Initiation Protocol and the 802.11 wireless standards. In addition to the delivery of new and innovative devices, Avaya's strategy includes working closely with best-in-class product and solution providers to extend client applications -- such as Avaya IP Softphone and enterprise-class instant messaging -- to smart phones and personal digital assistants. Avaya's converged portfolio and third-party integration is founded on a commitment to open-standards based solutions, and interoperation with multi- vendor networks. Baird will report to Michael Thurk, group vice-president, Enterprise Communications Group. "Geoffrey brings a wealth of experience to this market and his leadership will help set an exciting course for the delivery of innovative devices that will help benefit customers with new models for mobility and flexibility in communications," said Thurk. Baird is an industry veteran with substantial experience in the enterprise and mobile device markets, including wireless software and end client devices. Most recently, he built Motorola's Push- To-Talk over Cellular 3rd party handset licensing program based on Voice over IP for the European Middle East and Asia markets. He has served as CEO of Commtag Ltd., a wireless application start- up, and XTempus Ltd., a mobile software business, both based in the U.K. He was COO of Psion Computers, the handheld computing company, where he drove new product launches, including the Revo PDA, and established a joint venture with Motorola. Baird also managed the Voice over IP business at 3COM. "Avaya already has a world-leading position in converged communications, and we are well positioned to execute on delivering innovation and value to businesses with communications that help increase productivity and decision-making," said Baird. Born in the UK, Baird has an M.B.A. from the London Business School and a B.S. in cybernetics and control engineering with mathematics from the University of Reading in Reading, UK. Avaya Inc. designs, builds and manages communications networks for more than 1 million businesses worldwide, including 90 percent of the FORTUNE 500(R). Focused on businesses large to small, Avaya is a world leader in secure and reliable Internet Protocol (IP) telephony systems and communications software applications and services. Driving the convergence of voice and data communications with business applications -- and distinguished by comprehensive worldwide services - Avaya helps customers leverage existing and new networks to achieve superior business results. For more information visit the Avaya Web site http://www.avaya.com/ * * * As reported in the Troubled Company Reporter's May 4, 2004 edition, Standard & Poor's Rating's Services revised its outlook on the rating of Avaya Inc. to positive from stable. The 'B+' corporate credit and senior secured debt and 'B' senior unsecured debt ratings were affirmed. The outlook revision reflects improved profitability in recent quarters combined with reduced debt, improving debt protection metrics and increased balance sheet liquidity. B'NEI IZHAK: Status & Scheduling Conference Set for August 26 ------------------------------------------------------------- On August 26, 2004, the U.S. Bankruptcy Court for Eastern District of New York will: (1) Schedule a date by which B'Nei Izhak Holding Corporation and its debtor affiliates and subsidiaries, must file a disclosure statement and a plan of reorganization; (2) Schedule a deadline by which all creditors must file their proofs of claim and interest; (3) fix the date terms of the notice for the hearing to approve the disclosure statement and confirm the plan; (4) Schedule the dates by which the Debtors must accept or reject any unexpired residential real estate lease or executory contract, and any extensions of this deadline; (5) Enforce the requirements that: -- the Debtor appear at a meeting of creditors, -- file timely monthly operating reports and -- pay all fees to the U.S. Trustee as required under Section 1930 of the Judiciary Procedures Code. Headquartered in Melville, New York, B'Nei Izhak Holding Corporation filed for Chapter 11 protection on June 30, 2004 (Bankr. E.D.N.Y Case No. 04-24317). Vincent J. Roldan, Esq., at Piper Rudnick LLP, represents the Debtors in its restructuring efforts. When the Company filed for protection from its creditors, it listed $6,447,858 in total assets and $17,081,797 total debts. CAL WESTERN PRODUCE: Case Summary & 5 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Cal Western Produce Marketing Inc. P.O. Box 2387 Orcutt, California 93457 Bankruptcy Case No.: 04-11776 Chapter 11 Petition Date: July 12, 2004 Court: Central District of California (North Division) Judge: Robin Riblet Debtor's Counsel: Robert E. Hurlbett, Esq. 1316 Anacapa Street Santa Barbara, CA 93101 Tel: 805-963-9111 Total Assets: $345,000 Total Debts: $24,228,045 Debtor's 5 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ IRS Income Tax $17,743,761 2801 Santa Maria Way #B200 Santa Maria, CA 93454 Franchise Tax Board Income Tax $5,773,033 P.O. Box 942857 Sacramento, CA 94257-0511 Farming Enterprises, Inc. Acct. Payable $427,830 2820 W. Betteravia Santa Maria, CA 93458 Cal Western Cooling, Inc. Acct. Payable $238,421 AGLand Venture Capital Group Note Receive $45,000 Inc. CANDESCENT TECH: Taps Ladas & Parry as Patent Counsel ----------------------------------------------------- Candescent Technologies Corporation and Candescent Technologies International, Ltd., sought and obtained approval from the U.S. Bankruptcy Court for the Northern District of California, San Jose Division, to employ Ladas & Parry LLP as their special patent counsel. The Debtors tell the Court that they need an expert to perform patent prosecution services, focusing on their foreign patents. Ladas & Parry has performed patent prosecution services for the Debtors for approximately four years and is thoroughly familiar with Candescent's patent portfolio. The Debtors, through a Sale, are seeking to promptly transfer ownership and control of the patent portfolio. The Debtors believe that changing patent counsel or significantly changing their duties or responsibilities in the weeks or few months before a closing of the Sale would be adverse to the financial interests of the estates. Given the Firm's expertise in patent prosecution, its familiarity with Candescent's patent portfolio, and the timing of the Sale, the Debtors believe that the Firm's retention is in the best interests of the estates. The Debtors promised to monitor and manage the distribution of patent prosecution work among their special patent counsel to avoid any unnecessary duplication of effort. The attorneys that are currently expected to perform services in this retention and their hourly rates are: Professional Billing Rate ------------ ------------ Robert Popa $340 per hour Mavis Gallenson $390 per hour Alessandro Steinfl $325 per hour (European Patent Attorney only) Tomas Lendvai $300 per hour (European Patent Attorney only) Richard Doble $340 per hour (European Patent Attorney only) Jennifer Ebner Von Eschenbach $320 per hour (European Patent Attorney only) Headquartered in Los Gatos, California, Candescent Technologies Corp. -- http://www.candescent.com/-- is a supplier of flat panel displays for notebook computers, communications and consumer products. The Company filed for chapter 11 protection on June 16, 2004 (Bankr. N.D. Calif. Case No. 04-53803). Ramon Naguiat, Esq., at Pachulski, Stang, Ziehl, Young et al represents the Debtors in their restructuring efforts. When the Company filed for protection from their creditors, they listed both estimated debt and assets of over $100 million each. CATHOLIC CHURCH: Wants to Maintain Existing Bank Accounts --------------------------------------------------------- The United States Trustee has established certain operating guidelines for debtors-in-possession. The guidelines enable the U.S. Trustee to better supervise the administration of Chapter 11 cases. One of the guidelines requires Chapter 11 debtors to close all existing bank accounts and open new debtor-in-possession bank accounts. However, Susan S. Ford, Esq., at Sussman Shank, LLP, in Portland, Oregon, informs the U.S. Bankruptcy Court for the District of Oregon that it would be difficult for the Archdiocese of Portland in Oregon to close its Existing Bank Accounts and open new debtor- in-possession accounts. "The delay and disruption that would be caused by closing the Existing Accounts and opening new accounts would delay the Debtor's postpetition payment of its obligations incurred in the ordinary course of its operations and put a strain on the Debtor's relations with its accounting staff, key suppliers, and employees," Ms. Ford says. By preserving continuity and avoiding the disruption and delay to the Debtor's ministries that would necessarily result from closing the Existing Accounts and opening new accounts, all parties-in-interest will be best served by permitting the Debtor to continue to maintain the Existing Accounts. Furthermore, the administrative burden of overseeing the transition would place a substantial burden on the Debtor's management personnel at a critical time in the Debtor's case. The inevitable delays and confusion would further impede the Debtor's ability to pay operating expenses in the ordinary course potentially compromising relationships with vendors, suppliers, and employees. This, Ms. Ford continues, could seriously jeopardize the Debtor's reorganization efforts. As of the bankruptcy petition date, the Debtor maintained six operational bank accounts with Key Bank of Oregon. The Debtor also maintains a Concentration Account and a Victory Money Market Account at the bank. All accounts at Key Bank of Oregon, with the exception of the Victory Money Market Account, are insured by a department, agency or instrumentality of the United States, or backed by the full faith and credit of the United States. Safeguard Procedures To help ensure against payment of prepetition debts, the Debtor will adopt safeguard procedures. The Debtor will stop payment on 33 checks issued for over $1,000 each, totaling in the aggregate $453,595. An additional 167 checks aggregating $103,000 could be presented for payment. These checks are generally for small operational expenses and will likely be presented for payment before the Operational Accounts are reactivated. Thus, there is little likelihood that a substantial amount of checks will be presented for payment after the accounts are reactivated. If any checks are paid after the accounts are reactivated, the Debtor will have the option to seek repayment of these amounts as an unauthorized postpetition transaction. To further facilitate the delineation of prepetition and postpetition checks, the Debtor will issue postpetition checks with a significant gap in numbering from those issued prepetition. Therefore, if any prepetition check in a significant amount clears, the recipient of that payment can be ordered to return the funds to the Debtor as an unauthorized postpetition transfer. The benefits of maintaining the Existing Accounts far outweighs any disadvantage which may be caused by the payment of a few prepetition checks, Ms. Ford says. Creditors Object A. Paul DuFresne Mr. DuFresne, a creditor in the Debtor's Chapter 11 case, notes that the Debtor's current bank, Key Bank of Oregon, is a major creditor, with over $20 million in unsecured loans. Mr. DuFresne is concerned that his interest may be shortchanged by "collusion between the Debtor & Key Bank," or by actions by Key Bank that place his interest below that of Key Bank. His confidence in the fairness of the Debtor's reorganization efforts will be greatly reduced. His willingness to renegotiate the debt owed to him will also be reduced. "This is ultimately harmful for all parties involved," Mr. DuFresne says. According to Mr. DuFresne, the Debtor's continued use of the same bank and accounts will greatly complicate his efforts to monitor the Debtor's expenditures. "The Debtor proposes to replace the certainty of changing banks and accounts with vague promises to reorder checks in the seven accounts it uses. These promises cannot be relied on, both because the Debtor may intentionally abuse the promises by delaying the renumbering, devising a confusing changeover, or by other means, or because the Debtor may not execute the change with the necessary administrative skill." Mr. DuFresne remarks that the Archdiocese of Portland in Oregon claims to represent around 300,000 Catholics within its geographic boundaries. For any bank or other financial services operation, these Catholics represent a huge market. The threat that even a small proportion of these customers or potential customers might refuse to do business with a bank because it followed the Court's orders and acted against the desires or interest of the Archdiocese would act as a powerful incentive for the bank to favor the Archdiocese in any contentious situation. This favoritism would not only be detrimental to all creditors, but could even inspire an anti-Catholic backlash if it became known. By choosing a bank without any operations inside the Archdiocese of Portland, the potential for conflict between a bank's business interests and its duty to the Court would be much reduced. Accordingly, Mr. DuFresne asks the Court to declare that the bank chosen for the new accounts have no operations within the confines of the Archdiocese of Portland, and that the officers and administrators of the new accounts be non-Catholics. Mr. DuFresne explains that officers and administrators at the bank chosen for the Debtor's new accounts who are required to execute orders by the Court which are contrary to the wishes of the Archbishop or Archdiocese will face a conflict between religious belief and fiduciary duty. Catholics believe that obedience to the Archbishop is required by God. Even if an individual banker who happens to be Catholic feels able to faithfully execute the Court's orders, it is unlikely that the individual has ever experienced the pain of being shunned by the Catholic community, the isolation of friends of many decades refusing to look at them or associate with them, the shock of being denounced from the pulpit, the horror of children and family members being mocked and insulted as bad Catholics. B. Nathan DuFresne and Deborah DuFresne Karl I. Mullen, Esq., in Portland, Oregon, contends that the Debtor has not shown any reason for deviation from standard bankruptcy procedures. In particular, Mr. Mullen maintains that with respect the bank accounts, the only grounds the Debtor sets forth are grounds that are true for every bankruptcy debtor, that is, having to order new checks and having to start new books. These costs and efforts are minimal in the scope of obtaining protection from tens or hundreds of millions of dollars of claims. The Debtor is taking the position that parish assets are separate and not part of it and probably will be claiming that donations are not available to creditors. This creates a potent opportunity for movement or concealment of funds to the detriment of creditors. The Debtor's position makes the need for a new and separate bank account for postpetition matters even more necessary in the proceeding than in most. Another reason a new bank account is needed, Mr. Mullen says, is that the current bank accounts are in Key Bank of Oregon, which is one of Debtor's largest creditors. This creates a conflict of interest and an opportunity for problems that would not exist with a bank that is not a creditor. The Archdiocese of Portland in Oregon filed for chapter 11 protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004. Thomas W. Stilley, Esq. and William N. Stiles, Esq. of Sussman Shank LLP represent the debtor in its restructuring efforts. When the debtor filed for chapter 11 protection, it listed estimated assets of $10,000,000 to $50,000,000 and estimated debts of $25,000,000 to $50,000,000. (Catholic Church Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Service, Inc., 215/945-7000) CORNING INC: Posts Better Than Expected Second Quarter Results -------------------------------------------------------------- Corning Incorporated (NYSE:GLW) reported second-quarter sales of $971 million and net income of $108 million. Net income includes net after-tax charges of $61 million. "We clearly exceeded our expectations for the quarter," James R. Houghton, chairman and chief executive officer, said. "We saw very strong performance in our Telecommunications and Display Technologies segments. In addition, this was our sixth quarter of sequential revenue growth," he said. Corning's second-quarter net after-tax charges of $61 million include: -- A $47 million charge ($45 million after-tax) to reflect the increase in the market value of Corning common stock to be contributed to settle the asbestos litigation related to Pittsburgh Corning Corporation. -- A $34 million gain ($14 million after-tax and minority interest) from restructuring activities, primarily related to the sale of Corning Asahi Video Products Company assets. -- A $9 million charge ($9 million after-tax) related to Corning's ongoing debt reduction program. -- Charges totaling $21 million in equity earnings related to restructuring actions at Dow Corning Corporation and adjustments to interest liabilities recorded on its emergence from bankruptcy. Second-Quarter Operating Results The company's second-quarter sales of $971 million increased 15 percent over first-quarter sales of $844 million. The sales improvement was driven by seasonal increases in the Telecommunications segment and continued growth in the Display Technologies segment. Corning's net income of $108 million almost doubled compared to first-quarter net income of $55 million. The net income increase was primarily the result of higher sales in the company's Telecommunications and Display Technologies segments. In addition, equity earnings from Dow Corning Corporation and Samsung Corning Precision Glass Co., Ltd. were strong in the quarter. Segment Results Display Technologies segment sales grew 20 percent to $277 million compared to first-quarter sales of $230 million. This increase reflects 22 percent volume growth in liquid crystal display (LCD) glass and stable prices. Second-quarter volume growth was particularly strong in Taiwan. Segment net income increased 14 percent to $135 million compared to $118 million in the previous quarter. Telecommunications segment sales were $392 million and net loss was $21 million for the quarter, compared to first-quarter sales of $312 million and net loss of $43 million. The improved quarterly performance was driven primarily by sequential fiber and cable volume gains in North America and Europe, and strong demand for the company's hardware and equipment products in part due to Verizon's fiber-to-the-premises build-out. Fiber volume increased 31 percent sequentially and price declines were moderate. Corning also said that the recent anti-dumping preliminary determination in China is beginning to have an impact on fiber exported to China. The company is continuing to cooperate with the Chinese Ministry of Commerce to reach a final determination. Both Environmental Technologies and Life Sciences segment sales and earnings were about even with the first-quarter results. The Environmental Technologies segment had sales of $141 million for the second quarter. The company said sales of its diesel products increased sequentially and its automotive product sales were down slightly from a record first-quarter performance. In the Life Sciences segment, second-quarter sales were $79 million, keeping pace with stronger-than-expected first-quarter sales. Cash Flow & Liquidity Update Corning ended the quarter with approximately $1.6 billion in cash and short-term investments compared to $1.5 billion in the first quarter. The increase was primarily due to strong operating cash flow, which more than offset the company's capital spending. Corning's debt-to-capital ratio was 31.2 percent at the end of the second quarter versus 33.1 percent in the first quarter. Third-Quarter Outlook Corning said that it expects third-quarter sales to be in the range of $950 million to $1 billion, with earnings per share in the range of $0.10 to $0.12 before special items. This estimate is a non-GAAP financial measure and excludes the previously announced charge of approximately $25 million pretax for the sale of the company's frequency control business and other potential gains and charges. The non-GAAP financial estimate is reconciled on the company's Investor Relations Web site and in the financial statements accompanying this release. Corning expects that its gross margins will be in the range of 36 percent to 37 percent and foreign exchange rates will remain stable. Corning is increasing its estimate of capital spending for the year to $950 million to $1 billion. This increase reflects the company's intent to keep up with the strong growth in the LCD market, as well as the faster-than-anticipated cash outflows for its construction projects in Taiwan. In the Telecommunications segment, Corning expects that sequential fiber volume will decrease between 10 percent and 15 percent in the third quarter and pricing declines will remain moderate. The company said that it expects seasonal gains in fiber volume in North America and Europe to be offset by declines in China as a result of the recent anti-dumping preliminary ruling. Corning also expects to continue to see strong hardware and equipment sales in the quarter. Corning expects that its Display Technologies segment will have another strong quarter. Sequential volume is expected to increase approximately 10 percent for the quarter and is being limited by the company's ability to bring on new capacity. Pricing is expected to remain stable. "We believe that we will remain sold out of LCD manufacturing capacity throughout the year," James B. Flaws, vice chairman and chief financial officer, said. "And we are adding capacity to meet the industry's demand for larger generation state-of-the-market LCD substrates," he said. Flaws also said that Corning is pleased with the improving performance of the company's Telecommunications segment, but that it is too early to see a recovery trend in the market. "We are encouraged by the sales we are experiencing for the fiber-to-the- premises build-outs," he added. Flaws remarked that, "We are making excellent progress on our key business priorities, and we believe we can sustain this momentum into the third quarter. It feels good to us right now. We see positive trends across many of our businesses, and we are looking forward to the third quarter." About Corning Incorporated Corning Incorporated -- http://www.corning.com/-- is a diversified technology company that concentrates its efforts on high-impact growth opportunities. Corning combines its expertise in specialty glass, ceramic materials, polymers and the manipulation of the properties of light, with strong process and manufacturing capabilities to develop, engineer and commercialize significant innovative products for the telecommunications, flat panel display, environmental, semiconductor, and life sciences industries. * * * As reported in the Troubled Company Reporter's March 11, 2004 edition, Standard & Poor's Rating Services assigned its 'BB+' rating to Corning Inc.'s proposed $400 million senior unsecured notes, consisting of a $200 million 10-year and a $200 million 12- year offering under the company's existing shelf registration. At the same time, Standard & Poor's affirmed its 'BB+' corporate credit rating and its other ratings on Corning. Proceeds of the issuance are expected to be used primarily to repay existing debt and for other corporate purposes. The ratings outlook is stable. "While the debt offering is viewed as a mild positive by improving the term structure of Corning's debt profile in addition to already substantial debt reduction, we remain mainly focused on cash flow and earnings improvement by Corning," said Standard & Poor's credit analyst Robert Schulz. Fitch Ratings also assigned a 'BB' rating to Corning Inc.'s proposed debt offering of $400 million of senior unsecured notes, consisting of two tranches of $200 million due 2014 and 2016. The 'B' convertible preferred stock rating is affirmed. According to Fitch, Corning's ratings reflect the strained but improved credit protection measures, negative free cash flow, and stabilizing but still challenging telecommunications end-markets which still comprised 46% of revenue as of December 31, 2003. Also recognized are the company's improved balance sheet and liquidity and leading positions in diverse markets. COVANTA: Wants Court to Disallow & Expunge Various Big Claims ------------------------------------------------------------- The Covanta Energy Corporation Debtors ask the U.S. Bankruptcy Court for the Southern District of New York to disallow and expunge 74 No Liability Claims. According to Christine L. Childers, Esq., at Jenner & Block, in Chicago, Illinois, the No Liability Claims have been paid or offset by a credit owed to the Debtors. The No Liability Claims include: Claimants Claim No. Amount --------- --------- ------ Bank One, NA 196 $2,000,000 City of Indianapolis, Indiana 1371 52,424 Hartford Life and Accident Insurance 651 165,927 HBH Industrial Services, Inc. 4580 181,113 Level 3 Engineering, Inc. 3270 57,019 Magellan Behavioral Affairs 872 59,119 Pacific Enterprises 1718 8,239,328 Sanibel Harbor Resort & Spa 290 72,320 Siemens Demag Delaval 1966 67,316 U.S. Bank, NA 4577 81,984 Yates, Dallas 1880 200,000 Allen Peter's Claim The Debtors object to Allen Peter's Claim No. 4615 for an unspecified amount. Mr. Peter's Claim is an indemnity claim which is not a valid current obligation against the Debtors either because no claims have been made for which the claim would arise, or the Debtors are assuming the obligation under the Second Reorganization Plan. Accordingly, the Debtors ask the Court to disallow and expunge in its entirety Mr. Peter's Claim. Contested Claims The Debtors determined that they do not owe any obligation for these six contested claims since the claimants are precluded from asserting liabilities based on the doctrines of collateral estoppel or res judicata: Claimants Claim No. Amount --------- --------- ------ Allen, Clarence 3967 $1,000,000 Evans, John Jr. 2965 500,000 Marie Edwidge Masse 4067 unspecified Mays, Thomas 4109 unspecified Goodwin, William and Gail 4102 4,500,000 Oechsner, Ken, J. Zimmerman, Newton 4136 300,000,000 The Debtors ask Judge Blackshear to disallow and expunge the Contested Claims. Non-Debtor Claims The Debtors find three claims that relate to entities sold to another non-related and non-affiliated entity before the Petition Date: Claimants Claim No. Amount --------- --------- ------ Cavanaugh, Robert and Joan 4108 $100,000 Environmental Monitoring Co. 530 13,179 Red Valve Company, Inc. 1410 3,559 Since the Non-Debtor Claims are not valid outstanding obligations, the Debtors ask the Court to disallow and expunge the Claims in their entirety. Headquartered in Fairfield, New Jersey, Covanta Energy Corporation -- http://www.covantaenergy.com/-- is a publicly traded holding company whose subsidiaries develop, own or operate power generation facilities and water and wastewater facilities in the United States and abroad. The Company filed for Chapter 11 protection on April 1, 2002 (Bankr. S.D.N.Y. Case No. 02-40826). Deborah M. Buell, Esq., and James L. Bromley, Esq., at Cleary, Gottlieb, Steen & Hamilton represent the Debtors in their restructuring efforts. When the Debtors filed for protection from its creditors, they listed $3,280,378,000 in assets and $3,031,462,000 in liabilities. (Covanta Bankruptcy News, Issue No. 60; Bankruptcy Creditors' Service, Inc., 215/945-7000) CREDIT SUISSE: Fitch Affirms Junk Ratings on 1997-C2 Classes H & I ------------------------------------------------------------------ Fitch Ratings upgrades Credit Suisse First Boston Mortgage Securities Corp.'s commercial mortgage pass-through certificates, series 1997-C2, as follows: --$80.6 million class C certificates to 'AAA' from 'AA'; --$95.3 million class D certificates to 'A+' from 'BBB+'. In addition, Fitch affirms the following classes: --$292.2 million class A-2 'AAA'; --$523.3 million class A-3 'AAA'; --Interest-only class A-X 'AAA'; --$95.3 million class B 'AAA'; --$73.3 million class F 'BB'; --$14.7 million class G 'BB-'; --$29.3 million class H remains at 'CCC'. --$14.7 million class I remains at 'CC'. Fitch does not rate the $25.7 million class E and the $9.4 million class J certificates. The upgrades are due to an increase in credit enhancement since issuance and levels which are in line with the subordination levels of deals issued today having similar characteristics. The increased credit enhancement levels are a result of the recent payoff of the third largest loan in the pool, which will be reflected in the July remittance report. As of the June 2004 distribution date, the pool's aggregate principal balance has been reduced by 14.5% from $1.47 billion to $1.25 billion. In addition, eleven loans, representing 13.9% of the pool have been defeased. Currently, four loans are Fitch loans of concern. The largest loan of concern is secured by a retail property in Canton, MI and is real estate-owned. The property was transferred to the special servicer following the single tenant, Kmart, vacating the property after rejecting their lease in January 2003 as part of their bankruptcy plan. The property is now under contract for sale with IKEA, which is in the process of performing its due diligence. The second largest loan of concern is secured by a single tenant retail property located in Lewisville, TX. The loan was transferred to the special servicer as a result of a monetary default due to the occupying tenant's bankruptcy. Foreclosure proceedings have commenced on the property. The ratings reflect the expected losses resulting from these two loans. CROMPTON: Commences Cash Tender Offer for 8.50% and 6.125% Notes ---------------------------------------------------------------- Crompton Corporation (NYSE:CK) has commenced a cash tender offer to purchase all of its outstanding $350 million aggregate principal amount of 8.50% Senior Notes due 2005 (CUSIP Number: 12562CAF5) and all of its outstanding $150 million aggregate principal amount of 6.125% Notes due 2006 (CUSIP Number: 977385AH6) on the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated July 19, 2004. The purchase price for validly tendered 8.50% Notes is $1,025.88 per $1,000 principal amount of 8.50% Notes, and the purchase price for the 6.125% Notes is $1,038.35 per $1,000 principal amount of the 6.125% Notes, payable in cash. In addition, Crompton will pay accrued and unpaid interest on validly tendered Notes up to but excluding the settlement date. Furthermore, under certain circumstances, as set forth below, Crompton will pay a consent payment of $10.00 per $1,000 principal amount of each series of Notes to tendering holders of Notes. The consummation of the tender offer is subject to, among other things, (i) holders validly tendering at least 83.4% of the aggregate principal amount of outstanding Notes of each series, (ii) the consummation of an offering of our debt securities, which may be in more than one series, in an aggregate principal amount equal to at least $600.0 million, concurrently with the consummation of the tender offer, and (iii) Crompton entering into an agreement for a new revolving credit facility providing for borrowing of at least $200.0 million thereunder. In connection with the tender offer, Crompton is also soliciting consents from holders of the Notes to, among other things, eliminate certain restrictive covenants and events of default included in the respective indentures under which the Notes were issued. The amendments to the indentures will be set forth in supplemental indentures and are described in more detail in the Statement. A holder may not tender Notes without delivering a corresponding consent, and vice versa. The consent solicitation will expire at 12:00 midnight, New York City time, on July 30, 2004, unless extended by the Company. Holders of the Notes who desire to receive the consent payment and the tender offer consideration with respect to the Notes must both validly consent to the proposed amendments and tender their Notes prior to the expiration of the consent solicitation. Holders who tender their Notes after the expiration of the consent solicitation will receive only the purchase price for the tender offer. The tender offer will expire at 5:00 p.m., New York City time, on August 16, 2004, unless the offer is extended or earlier terminated by the Company. Crompton has engaged Deutsche Bank Securities Inc. as Dealer Manager and Solicitation Agent for the tender offer and consent solicitation. Questions regarding the tender offer or the consent solicitation should be directed to MacKenzie Partners, Inc. (the Information Agent) at: 105 Madison Avenue, New York, NY, 10016, (212) 925-5500 (call collect), or call toll free (800) 322-2885, proxy@mackenziepartners.com. Questions may also be directed to the Dealer Manager and Solicitation Agent at: 60 Wall Street, New York, NY, 10005, Attn: Alexandra L. Barth, (212) 250-5655 (call collect). Crompton Corporation, with annual sales of $2.2 billion, is a producer and marketer of specialty chemicals and polymer products and equipment. Additional information concerning Crompton Corporation is available at http://www.cromptoncorp.com/ * * * As reported in the Troubled Company Reporter's July 15, 2004 edition, Standard & Poor's Ratings Services lowered its corporate credit rating on Middlebury, Connecticut-based Crompton Corp. to 'BB-' from 'BB'. The outlook is negative. The downgrade of this specialty chemicals and polymer products producer reflects ongoing concerns regarding the recovery of cash flow protection measures to a level appropriate for the former rating. "The extent of the expected earnings rebound this year is uncertain, and the company's ability to reduce the large debt load through discretionary cash flows and thus aid in the strengthening of the financial profile is limited," said Standard & Poor's credit analyst Wesley E. Chinn. CURATIVE HEALTH: Will Discuss Q2 Financial Results on August 4 -------------------------------------------------------------- Curative Health Services, Inc. (Nasdaq: CURE), will hold a conference call to discuss the Company's second quarter 2004 financial results, recent developments, business strategy and outlook on Wednesday, August 4, 2004, at 11:00 a.m. Eastern Time. To participate in the conference call, dial 1-800-500-0177 approximately 10 minutes prior to the scheduled start time. If you are unable to participate, a digital replay of the call will be available from August 4, 2004 at 1:00 p.m. Eastern Time until 11:59 p.m. Eastern Time on August 10, 2004 by dialing 1-888- 203-1112 with passcode #218276. The live broadcast of Curative Health Services quarterly conference call will be available online by going to http://www.curative.com/and selecting the Investor Relations link, on http://www.streetevents.com/ and on http://www.companyboardroom.com/An online replay will be available shortly after the call through August 10, 2004 at those sites. About Curative Health Services Curative Health Services, Inc., through its two business units, Specialty Infusion and Wound Care Management, seeks to deliver high-quality care and clinical results that result in high patient satisfaction for patients experiencing serious or chronic medical conditions. * * * As reported in the Troubled Company Reporter's April 8, 2004 edition, Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to specialty pharmacy services and wound- care management provider Curative Health Services Inc. At the same time, Standard & Poor's assigned its 'B-' senior unsecured debt rating to the company's proposed $185 million senior unsecured notes due in 2011. The outlook is stable. "The low, speculative-grade ratings reflect Curative's narrow business focus, potential margin pressure from payors and drug manufacturers, its payor concentration, the integration risk it faces, and the threat of new entrants into the specialty infusion industry," said Standard & Poor's credit analyst Jesse Juliano. "These concerns are only partially offset by the company's relatively strong position in the growing and favorable specialty infusion industry and by the greater product diversity the CCS acquisition will provide." DELTA AIR LINES: S&P Junks Corp. Debt Rating with Negative Outlook ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its ratings on Delta Air Lines Inc., including lowering the corporate credit rating to 'CCC+' from 'B-'. The long-term rating outlook is negative. However, selected ratings on enhanced equipment trust certificates were affirmed, reflecting differing prospects for continued payment and collateral protection for specific issues. "The downgrade reflects an increasing risk of bankruptcy or an out-of-court restructuring of debt as Delta seeks to lower its costs and maintain adequate liquidity," said Standard & Poor's credit analyst Philip Baggaley. "The company's statements that 'all.stakeholders must participate' and that cost savings must be combined with 'reduced debt' imply that it may seek to renegotiate some debt obligations as part of a comprehensive turnaround plan," the credit analyst continued. Restructuring of bond payments or a coercive exchange would be considered a default and cause the company's corporate credit rating to be lowered to 'D' or 'SD'. Delta reported a second-quarter net loss of $1.96 billion, including previously disclosed charges of $1.65 billion relating to the write-off of deferred tax assets and to the airline's pilot pension plan. Even excluding special items, the loss was worse than the comparable figure, also excluding special items, for the same period in 2003, due to a huge increase in fuel prices and a further deterioration in passenger yields. The company expects continued erosion of yields through the remainder of the year, and "no revenue recovery in the foreseeable future." Unrestricted cash of $2.0 billion at June 30, 2004 was slightly less than $2.2 billion at the end of the first quarter. Ratings on Delta, the third-largest U.S. airline, reflect financial damage from heavy losses over the past several years; a high operating cost structure; substantial debt, lease, and postretirement liabilities; and ongoing risks associated with the company's participation in the cyclical and price-competitive airline industry. Positive factors are the company's solid market position in the U.S. domestic and trans-Atlantic markets and the work rule flexibility and productivity made possible by a mostly nonunion work force. The company states that its original cost-cutting goals have been superseded by the combined financial damage of eroding yields and high fuel prices, necessitating more drastic changes. Ratings could be lowered if Delta does not make rapid progress toward significant cost reductions in its negotiations with pilots, or if there are further indications that restructuring of debt obligations will be part of the airline's recovery plan. In addition, material deterioration in Delta's already weak financial profile could trigger a downgrade. DISTINCTIVE DEVICES: Liquidity Strained Despite Financing Efforts ----------------------------------------------------------------- On January 14, 2004, Distinctive Devices Inc. acquired all outstanding shares of Galaxis from Media Hill, in exchange for 6,400,000 shares of Distinctive Devices common stock. The Company also issued 3,000,000 additional shares to Galaxis which, in turn, were pledged as added collateral to secure Galaxis' existing bank borrowings. Since the latter shares were issued to Distinctive Devices' subsidiary, they are not deemed to be outstanding for financial statement purposes. In accordance with the acquisition agreement, on or about the date of closing the transaction, Distinctive Devices contributed $3,000,000 to Galaxis' capital. Galaxis is primarily engaged in the design, development, production and marketing of digital TV Set-Top Boxes (STB). Revenues from this activity approximated $40 million in 2003, with sales to retailers and cable network operators in Europe. Galaxis STB models function on all broadcast platforms, satellite, terrestrial and the internet, as well as cable, and are offered in a variety of designs from a simple, inexpensive STB to premium units which provide DSL and IP service delivery and are controlled by the user's voice. Two Galaxis subsidiaries are engaged in software design and development, i.e., OmniScience Multimedia Lab GmbH, based with its parent in Lubeck, and Convergence GmbH, headquartered in Berlin. These companies produce the software utilized in the STBs marketed by Galaxis and also license their technology to other manufacturers. Convergence is a pioneer and leader in developing and providing Multi-Media Home Platform (MHP) technology on an open, Linux platform, and it develops advanced software applications for chip manufacturers. Distinctive Devices recently announced an agreement between Convergence and Toshiba Electronics Europe, GmbH where Convergence's LinuxTV(TM) software will be embedded in Toshiba's newest family of single-chip-sets, "Donau," for the MHP market. These chip-sets will operate interactive digital TV (IDTV) and IDTV STB in the rapidly growing MHP marketplace. Toshiba has scheduled production of the Donau chip-set to begin next year. Galaxis intends to enter the STB market in India and Distinctive Devices' planning for this undertaking was underway prior to the acquisition. The Company's plan is to position Galaxis as the leading STB producer in the country, a vast market for these devices. Working with the staffs of its two Indian subsidiaries, and utilizing the Company's existing facilities there, Galaxis plans an early product introduction in India. Galaxis units have been approved for use by India's largest cable network operator and Distinctive Devices intends to produce STBs locally, to avoid the steep tariffs applied to Indian imports. In time, STBs from India may also be exported to Europe, to satisfy Galaxis' requirements in that market place. The acquisition of Galaxis resulted in a transformation of the Company, its financial position, and its principal business activity. Prior to the acquisition, Distinctive Devices' total assets approximated $3 million. Assets now approximate $69 million, at March 31, 2004. Over this interval, assets and liabilities increased more than 20-fold. During the quarter ended March 31, 2004, the Company's revenues amounted to approximately $3 million, of which, roughly, $2,700,000 was attributable to Galaxis' sales of set-top boxes and $300,000 to sales of software and telephone access equipment by Distinctive Devices' two Indian subsidiaries, DDI-India and RTS. The consolidated loss for the three-month period approximated $2.5 million, over $2 million of which was attributable to Galaxis' operations. The Company has stated that Galaxis' disappointing performance was due to delays the Company encountered in completing financings intended to furnish working capital, to Galaxis, so that it could process customer purchase orders. In part, delays arose in negotiations with lenders and investors relating to private placements of Company securities and, in part, to transposing Galaxis' financial statements, initially prepared in conformance with German accounting standards, to conform to generally accepted accounting principles (GAAP) in the United States. Currently, Galaxis enjoys a set-top box order backlog of more than $30 million to be delivered in 2004. With immediate working capital needs resolved, set-top box production and sales should proceed at a more rapid pace. Liquidity From October 2003 through April 2004, the Company raised more than $9 million in a series of private placements of notes and common stock and from the exercise of previously-issued warrants to purchase its common stock. Of this amount, $3 million was contributed to Galaxis' capital in accordance with Distinctive Devices' commitment under the acquisition agreement and substantial additional sums have been -- or will be -- advanced to Galaxis to enable it to maintain current production and delivery levels. Galaxis believes that additional purchase orders can be obtained from prospective customers during 2004, provided that working funds are available to process the required production through its regular sub-contract manufacturers. Therefore, efforts to raise additional capital continue, by way of placements of notes or common stock. To the extent that new common shares are sold, current stockholders may experience dilution in the value of their present share holdings. Despite Distinctive Devices' fund raising efforts to date, the consolidated financial statements nonetheless disclose a working capital deficit of more than $40 million at March 31, 2004. DIXIE LAND FARMS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Dixie Land Farms, LLC P.O. Box 1546 Clarksdale, Mississippi 38614 Bankruptcy Case No.: 04-14365 Chapter 11 Petition Date: July 19, 2004 Court: Northern District of Mississippi (Aberdeen) Judge: David W. Houston III Debtor's Counsel: Craig M. Geno, Esq. Harris & Geno, PLLC P.O. Box 3380 Ridgeland, MS 39158-3380 Tel: 601-427-0048 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million The Debtor did not file a list of its 20-largest creditors. DOMAN INDUSTRIES: Western Forest Acquires Solid Wood Assets ----------------------------------------------------------- In excess of 90% of the holders of Class A and B Warrants of Western Forest Products Inc., the newly incorporated company slated to acquire all of the existing solid wood assets of Doman Industries Limited have been exercised. The Warrants expired at 4:00 p.m. EST on July 19. Class A and B Warrants were distributed to affected creditors pursuant to the Plan of Compromise and Arrangement sanctioned by the Supreme Court of British Columbia under the Companies' Creditors Arrangement Act. Funds totalling approximately US $95 million will be held in escrow by the Bank of New York until the Plan implementation date, which is expected to be on or about July 27, 2004. Doman is an integrated Canadian forest products company and the second largest coastal woodland operator in British Columbia. Principal activities include timber harvesting, reforestation, sawmilling logs into lumber and wood chips, value-added remanufacturing and producing NBSK pulp. All the Company's operations, employees and corporate facilities are located in the coastal region of British Columbia and its products are sold in 30 countries worldwide. DUANE READE: Net Sales Increase 2.8% to $365 Mil. in 2nd Quarter ---------------------------------------------------------------- Duane Reade Inc. (NYSE: DRD) reported sales and earnings for the second quarter ended June 26, 2004. Second Quarter Results Net sales increased 2.8% to $365.2 million, with pharmacy sales increasing 6.5% and comprising 45.3% of net sales, as compared to the second quarter of the previous year. Same-store sales increased 0.4%, reflecting a 4.6% increase in pharmacy same-store sales and a 2.8% decline in front-end same-store sales from the previous year. Approximately 1.2% of the front-end same-store sales decline is due to decreases in sales of tobacco products attributable to restrictions on smoking in certain public places that were enacted throughout New York City in 2003 along with increased tax rates on tobacco sales. Net income for the quarter was $3 million, compared to $4.1 million, in the previous year. Included in second quarter net income is $1.5 million of expenses incurred in connection with the previously announced planned acquisition by an affiliate of Oak Hill Capital. In addition, net income reflects a $1.1 million labor contingency expense associated with the previously announced disputed administrative law judge's recommendation in a litigation matter with the Allied Trades Council, a union representing employees in 139 of the Company's stores. Excluding these two charges, second quarter net income would have amounted to $4.5 million. For the quarter, FIFO EBITDA, as defined on the attached schedule of operating data, amounted to $21.8 million, or 6.0% of sales. This compares to $21.8 million or 6.1% of sales in last year's second quarter. The Company opened four new stores during the second quarter of both the current and prior years. As of June 26, 2004, the Company operated 247 stores. Gross profit margin for the second quarter increased to 22.0% of sales, compared to 21.7% in the same quarter last year. The increase was primarily attributable to favorable selling margins and lower shrink losses that more than offset the impact of an increased mix of lower margin pharmacy sales. Selling, general and administrative expenses were $59.9 million, or 16.4% of sales, compared to $57.3 million, or 16.1% of sales, in the previous year. The increase in rate is largely attributable to higher professional fees for legal and litigation related expenses that were $0.6 million higher than the second quarter of 2003. Interest expenses declined to $3.3 million from $3.5 million last year, primarily due to lower rates of interest on outstanding revolver borrowings. Anthony J. Cuti, Chairman of the Board and Chief Executive Officer, stated, "Second quarter sales and earnings results reflect the high unemployment rates from prior periods throughout New York City that have restrained our sales growth. We are, however, pleased to see that many economic measures in the New York metropolitan market, including higher levels of employment during the second quarter of this year, are beginning to gain traction and this should lead to continued job creation, improved levels of customer demand and increased sales trends during the second half of this year. "In addition, our previously announced planned acquisition by an affiliate of Oak Hill Capital will be considered by shareholders at a July 26, 2004 special shareholders' meeting, with the closing of this transaction expected to occur shortly thereafter." First Half Results Net sales for the 26 weeks ended June 26, 2004 increased 3.8% to $714.8 million, compared with $688.8 million in the previous year. Pharmacy sales increased 8.3% to $323.9 million and represented 45.3% of net sales. Front-end sales increased 0.3% to $390.9 million, compared to $389.7 million in the previous year. During the first half of 2004, same-store sales increased 1.0%, including a 5.5% same-store increase in pharmacy sales and a 2.5% decline in front-end same-store sales. The aforementioned New York City restrictions on smoking and increased tobacco taxes accounted for approximately 1.4% of the front-end same-store sales decline. Net income for the first half amounted to $4.3 million, compared to $7.2 million last year. The current year's results include $2.6 million of transaction costs associated with the planned acquisition by an affiliate of Oak Hill Capital and $2.2 million of labor contingency expense related to the administrative law judge's recommendation referenced above. Excluding these charges, net income was $7.2 million. FIFO EBITDA for the first half of 2004 amounted to $40.6 million, or 5.7% of sales, compared to $40.4 million, or 5.9% of sales in the previous year. Cash flow from operating activities for the 26-week period was $20.0 million, or 2.8% of sales, compared to $14.0 million, or 2.0% of sales, in the previous year. During the first six months, the Company opened seven stores and closed one, compared with 11 new stores opened and three stores closed in the prior year period. Pre-opening expenses were $0.4 million, as compared to $0.6 million in the same period last year. Current Outlook The Company expects continued sluggish consumer demand with modest improvement resulting from the current trend of gradual increases in employment opportunities in New York City. For the full year, sales are expected to range between $1.470 billion and $1.485 billion, with a total same-store sales increase between 1.7% and 2.3%. Pharmacy same-store sales are expected to increase from 5.9% to 6.5%, while front-end sales are expected to decline between 1.0% and 1.6%. Smoking restrictions and increased tobacco taxes are expected to impact annual front-end same-store sales performance by approximately 1.0%, which is reflected in this sales guidance. The impact of these items on tobacco sales should largely be cycled out of the same-store sales comparisons by the first quarter next year. For the full year, FIFO EBITDA is projected to range between $91.0 million, or 6.2% of sales, and $94.0 million, or 6.3% of sales. Due to the expected completion of the acquisition of the Company during the third quarter, and the related application of purchase accounting that will result from this transaction, net income and related diluted earnings per share expectations cannot be provided at this time, and expected net income ranges shown on the attachments to this release are provided solely for the purpose of reconciliation of the non-GAAP FIFO EBITDA financial measure provided above. FIFO EBITDA will not be impacted by the application of purchase accounting that will result from the completion of the planned acquisition. The Company projects that total current year capital spending, lease acquisitions and other investing activities will approximate $57 million and expects to complete 17 new store openings. For fiscal 2005, capital spending, lease acquisitions and other investment spending is expected to decline to approximately $39 million, reflecting the addition of approximately 10 new stores. The Company's actual results for fiscal 2004 may differ from those projected as a result of various factors that are described in the last paragraph of this press release and that are more fully described in the Company's filings with the Securities and Exchange Commission. In view of the impending July 26, 2004 shareholders' meeting to consider the planned acquisition of the Company by an affiliate of Oak Hill Capital, there will not be a second quarter earnings conference call. Founded in 1960, Duane Reade 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, greeting cards, photo supplies and photofinishing. As of June 26, 2004, the Company operated 247 stores. Duane Reade maintains a website at http://www.duanereade.com/ Important Information In connection with the acquisition of Duane Reade by Duane Reade Acquisition Corp., Duane Reade Acquisition Corp. and related entities have filed relevant materials with the Securities and Exchange Commission, including a definitive proxy statement, which was filed on June 30, 2004 and was mailed to holders of Duane Reade's common stock on July 1, 2004. Stockholders are urged to read the definitive proxy statement on file with the SEC, and any other relevant materials filed by Duane Reade or the Oak Hill entities because they contain, or will contain, important information. The definitive proxy statement is available for free (along with any other documents and reports filed by Duane Reade with the SEC) at the SEC's website, http://www.sec.gov/In addition, you may obtain documents filed with the SEC by Duane Reade free of charge by requesting them in writing from Duane Reade Inc., 440 Ninth Avenue, New York, New York 10001, Attention: Corporate Secretary, or by telephone at (212) 273-5700. Participant Information Duane Reade Shareholders, LLC, Duane Reade Holdings, Inc. and Duane Reade Acquisition Corp. were formed as the acquiring entities at the direction of the equity sponsors, which currently include Oak Hill Capital Partners, L.P., Oak Hill Capital Management Partners, L.P. and certain members of Duane Reade's management. Andrew J. Nathanson and Tyler J. Wolfram are the initial directors of each newly formed Delaware corporation and Michael Green was added as a director on July 12, 2004. These entities and their directors and officers may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. As of the date of this communication, Mr. Nathanson has an indirect interest (through his participation in an investment partnership) of less than 1% in the outstanding shares of the common stock of Duane Reade and none of the other foregoing participants has any direct or indirect interest, by security holdings or otherwise, in Duane Reade. Duane Reade and its directors and executive officers may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the proposed transaction. Certain information regarding the participants and their interest in the solicitation is set forth in the proxy statement for Duane Reade's 2003 annual meeting of stockholders filed with the SEC on April 10, 2003 and the Form 4s filed by Duane Reade's directors and executive officers since April 10, 2003. Stockholders may obtain additional information regarding the interests of such participants by reading the definitive proxy statement, filed on June 30, 2004. * * * As reported in the Troubled Company Reporter's July 8, 2004 edition, Standard & Poor's Ratings Services lowered its outstanding ratings on Duane Reade Inc. The corporate credit rating was lowered to 'B' from 'B+'. All ratings were removed from CreditWatch, where they were placed with negative implications on Dec. 23, 2003. The ratings outlook is stable. At the same time, Standard & Poor's assigned its 'CCC+' rating to Duane Reade Inc.'s proposed $195 million senior subordinated notes due 2011. A 'B' bank loan rating was assigned to the $155 million term loan due 2010, to be issued by Duane Reade Inc. A recovery rating of '2' also was assigned to the term loan, indicating the expectation of a substantial (80%-100%) recovery of principal in the event of a default. A 'B+' rating was assigned to the $250 million revolving credit facility due 2008, to be issued by Duane Reade. A recovery rating of '1' also was assigned to the revolver, indicating a high expectation of full recovery of principal in the event of a default. Duane Reade Inc. is a subsidiary of the holding company and Duane Reade is the operating company. Upon completion of the recapitalization, Duane Reade Inc. and Duane Reade will be co-obligors of the subordinated notes and will each guarantee the other's obligations under the bank facilities. Proceeds from the offerings, together with borrowings under the credit facilities and an equity investment by Oak Hill Capital Partners, will be used to effect a recapitalization of the company. Oak Hill will own approximately 83% of Duane Reade on a fully diluted basis, with management retaining the remaining interest. The currently outstanding $280 million of existing debt will be defeased, and the rating on this debt will be withdrawn in August 2004, when it is expected to be called. "The downgrade is attributable to the company's increased debt leverage and weakened credit protection measures as a result of the merger," said Standard & Poor's credit analyst Diane Shand. "Ratings on Duane Reade reflect the company's leveraged capital structure, thin cash flow protection measures, and narrow geographic focus. These weaknesses are partially offset by its good market position in the favorable chain drugstore industry." ECOSYSTEMS LAND: Employs Wolff Hill as General Counsel ------------------------------------------------------ Ecosystems Land Mitigation Bank Corporation sought and obtained permission from the U.S. Bankruptcy Court for the Middle District of Florida to employ Peter N. Hill, Esq., and Wolff, Hill, McFarlin & Herron, PA, as its general counsel. Mr. Hill and his firm will: (1) advise and counsel the Debtor concerning the operation of its business in compliance with Chapter 11 and Court orders; (2) defend any causes of action in behalf of the Debtor; (3) prepare, on behalf of the Debtor, all necessary applications, motions, reports and other legal papers in the Chapter 11 case; (4) assist in the formulation of a reorganization plan and its accompanying disclosure statement; and (5) provide all services of a legal nature in the field of bankruptcy law. The Debtor will pay Wolff Hill reasonable compensation for actual necessary services rendered. The Debtor paid the firm $2,195 prior to filing for bankruptcy protection. The Debtors will pay a the firm a $47,805 retainer to be held in trust and applied against fees and costs. Headquartered in Winter Park, Florida, Ecosystems Land Mitigation Bank Corporation filed for Chapter 11 protection on June 25, 2004 (Bankr. M.D. Fla. Case No. 04-07391). Peter N. Hill, Esq., at Wolff Hill McFarlin & Herron PA, represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $1 Million to $10 Million in total assets and total debts. ELANTIC TELECOM: Files Voluntary Chapter 11 Petition in Virginia ---------------------------------------------------------------- Elantic Telecom, Inc., has filed a voluntarily petition for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division. The company filed the petition as part of a comprehensive financial restructuring plan that will significantly reduce its debt and strengthen its balance sheet. Elantic Telecom emphasized that the Chapter 11 filing will not affect the company's on-going operations. The company plans to conduct business as usual throughout the Chapter 11 process while reducing certain costs that previously resulted in monthly operating losses. The company will continue to provide its customers with the highest quality services during this restructuring process. As part of its reorganization, Elantic Telecom will seek court approval to sell underutilized assets, including miscellaneous equipment and fiber, and to reject certain executory contracts/leases, which are no longer necessary for the company's long-range operations. The company anticipates that such actions will facilitate the rapid formulation of a plan of reorganization to substantially reduce certain short-term and long-term liabilities and allow the company to concentrate on providing quality services to its customers while maintaining a positive cash flow. Brett R. Lindsey, President of Elantic Telecom, said "The Chapter 11 process is the best means for the company to effect a meaningful restructuring of its liabilities and to allow the company to continue operating the business and providing superior services to its customers while working to propose a restructuring plan beneficial to all parties involved." Mr. Lindsey further said "Elantic Telecom has filed a number of first-day motions with the Bankruptcy Court to facilitate the ongoing daily operations, and we do not anticipate that our customers or suppliers will experience a change in the way we do business with them. We have taken steps to ensure that our vendors are paid in full in the ordinary course of business for goods and services provided after the petition date and that our customers continue to receive the same superior services to which they are accustomed." Mr. Lindsey concluded, "I would like to thank all of our customers, vendors and business partners for their continued support throughout this reorganization period." Elantic Telecom provides wholesale fiber bandwidth and carrier services to long-distance, international, wireless carriers, competitive local exchange carriers and large enterprises across its extensive fiber optic network. ELANTIC TELECOM: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Elantic Telecom, Inc. aka Dominion Telecom, Inc. aka VPS Communications, Inc. aka Elantic Networks Merger Sub, Inc. 2134 West Laburnum Avenue Richmond, Virginia 23227 Bankruptcy Case No.: 04-36897 Type of Business: The Debtor Provides wholesale fiber bandwidth and carrier services to long-distance, international wireless carriers and competitive local exchange carriers across its fiber optic network. See http://www.elantictelecom.com/ Chapter 11 Petition Date: July 19, 2004 Court: Eastern District of Virginia (Richmond) Judge: Douglas O. Tice Jr. Debtor's Counsels: Lynn L. Tavenner, Esq. Paula S. Beran, Esq. Tavenner & Beran, PLC 1015 East Main Street, First Floor Richmond, VA 23219 Tel: 804-783-8300 Fax: 804-783-0178 Total Assets: $19,844,000 Total Debts: $24,372,000 Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Aldephia c/o Dow Lohnes Albertson $540,000 1200 New Hampshire Ave NW, Ste. 800 Washington DC 20036 WILTEL Communications $440,339 8711 Free Port Pkwy North A2 Irving TX 75063 Richmond City $381,970 900 E. Broad St. City Hall Rm. 103 Richmond, VA 23219 MCI $346,082 P. O. Box 96022 Charlotte NC 28296 Con Edison $291,098 4 Irving Place New York NY 10003 Sprint $263,464 P. O. Box 219489 Kansas City MO 64121 Verizon CABS $204,046 De-Tech, Inc. $199,617 MFP Financial Services Inc. $177,504 Adelphia Bsns Solutions- RCMD $169,637 Newyork City Of Finance Dept. $160,304 County of Henrico $136,038 KMC Telecom $125,207 Level 3 Communication, LLC $118,731 Cox Communications $111,880 Lake County of Treasurer $99,371 Insignia Esg, Inc. $95,558 Valley Net Partnership $95,238 Marietta Street Partners, LLC $61,296 GE Energy Mgmt. Services Inc. $55,903 ENRON CORP: Fitch Withdraws D Ratings Following Plan Confirmation ----------------------------------------------------------------- Fitch Ratings has withdrawn its 'D' ratings for Enron Corp.'s unsecured debt and preferred securities following the announcement that the U.S. Bankruptcy Court has confirmed Enron's amended plan of reorganization (POR). Enron's prior 'D' rating status reflected modest recoveries for senior unsecured creditors. While POR confirmation is a significant step toward bankruptcy resolution, the confirmation order is subject to appeal and several outstanding issues will need to be settled before the effective date for the plan. In addition, sales are pending for Portland General Electric Co. and for CrossCountry Energy, LLC the newly formed holding company for Enron's domestic natural gas investments. As a result, Enron-related risk continues to constrain or otherwise negatively affect the ratings of certain affiliates that are not debtors in Enron's bankruptcy, including PGE and CrossCountry subsidiaries; Northern Border Partners, L.P., Northern Border Pipeline Co., and Transwestern Pipeline Co. Recoveries under the POR vary for the different debtor Enron companies with the average recovery equal to roughly 20% of par. Under the POR, assuming the pending sales of PGE and CrossCountry are consummated, Enron's creditors will receive a combination of cash and equity in Prisma Energy International, Enron's international energy business. Based on current estimated sale prices, the proportion of cash to equity is expected to be 92% cash and 8% equity. On Nov. 18, 2003, Enron reached agreement to sell PGE for $2.35 billion to Oregon Electric Utility Company, LLC, an investment group backed by Texas Pacific Group, subject to regulatory approvals. Then, on June 24, 2004, Enron's bankruptcy judge approved the $2.35 billion bid of Southern Union Co. and GE Commercial Finance to purchase CrossCountry as the leading offer. The judge also approved a plan for a final auction that could result in higher proceeds. Written bids are due by Aug. 23, 2004. The bids will be opened on Sept. 1, 2004 and the winning bid awarded on Sept. 9. The sales of both PGE and CrossCountry could be completed by the end of 2004. While the credit picture for the affected affiliates has generally improved as bankruptcy risks have lessened, details on the ultimate ownership structures and long-term operating and financial plans remain uncertain and incomplete. Fitch will continue to follow the bankruptcy process and could take company specific rating action as outstanding issues are clarified or resolved. The third subsidiary, Prisma Energy has been formed to hold Enron's international infrastructure assets. None of the ratings assigned by Fitch to companies that are expected to be transferred into Prisma have been affected by the Enron bankruptcy and no rating actions are anticipated at this time as a result of this decision. Enron Corp. domestic affiliate ratings listed below: NBP --Senior unsecured debt 'BBB+'; --Rating Outlook Negative. NBPL --Senior unsecured debt 'A-'; --Rating Outlook Negative. PGE --Senior secured debt 'BBB-'; --Senior unsecured debt 'BB'; --Preferred securities 'B+'; --Rating Outlook Positive. Transwestern --Secured term loan and revolving credit facility 'BB'; --Senior unsecured debt (indicative) 'B+'; --Rating Watch Positive. ENRON: Atlantic India Proposes to Disburse Offshore Sale Proceeds ----------------------------------------------------------------- Atlantic India Holdings Ltd., a non-debtor subsidiary of Enron Corporation, asks the U.S. Bankruptcy Court for the Southern District of New York to approve the distribution of proceeds from the sale of partnership interests in Offshore Power Production, C.V. Martin A. Sosland, Esq., at Weil, Gotshal & Manges, LLP, in New York, relates that pursuant to the terms of the Sale Order, the Court authorized and approved, among other things, the transfer of a 49% limited partnership interest in the Partnership to affiliates of General Electric Energy Financial Services, Inc., and Bechtel Enterprises Holdings, Inc., pursuant to the terms of the Purchase Agreement. Pursuant to Promissory Note 256, dated June 28, 2000, as amended, Enron Development Funding, Ltd., advanced, from time to time, $135,002,000 to Atlantic. The principal amount continues to accrue interest. All sums are currently due and owing pursuant to the Promissory Note. The principal amount of the Loan was used by Atlantic to purchase those ownership interests in the Partnership that Atlantic recently sold pursuant to the Purchase Agreement. In consideration of $10,000,000 paid by each of the Purchasers, at the First Closing, Mr. Sosland reports that Atlantic: (i) sold and transferred to (a) Bechtel 24.57% of Atlantic's ownership interest as a limited partner in the Partnership, and (b) GE 24.57% of Atlantic's ownership interest as a limited partner in the Partnership; and (ii) contributed its remaining 50.7% ownership interest in the Partnership to Enron B.V. At the First Closing, Atlantic completely withdrew as a limited partner of the Partnership. According to Mr. Sosland, Atlantic is now holding funds in excess of its requirements. In consultation with its advisors, Atlantic has determined that a partial repayment of the Loan from the proceeds of the Sale Transaction, together with a pro rata distribution to other Atlantic creditors, is a just, fair and reasonable distribution of the proceeds. Atlantic intends to make an initial repayment of about $18,250,000 and to retain sums sufficient to cover future administrative expenses for itself and its subsidiary. As of June 30, 2004, Atlantic owes these amounts to four Creditors: Enron India, LLC $1,845,593 Travamark Two, BV 109,856 Enron Corporation 4,951 Enron Development Funding, Ltd. 149,262,122 Atlantic proposes to make these distributions: Enron India, LLC $222,732 Travamark Two, BV 598 Enron Corporation 13,258 Enron Development Funding, Ltd. 18,013,413 ------------ Total Distribution $18,250,000 (Enron Bankruptcy News, Issue No. 118; Bankruptcy Creditors' Service, Inc., 215/945-7000) ENRON CORP: Asks Court to Approve Reliant Settlement Agreement -------------------------------------------------------------- Melanie Gray, Esq., at Weil, Gotshal & Manges, LLP, in New York, informs the U.S. Bankruptcy Court for the Southern District of New York that prior to the bankruptcy petition date, the Enron Corporation Entities: -- Enron Corporation, -- ENA Upstream Company, LLC, -- Enron Broadband Services, LP, -- Enron Methanol Company, -- Enron Energy Services, Inc., -- Enron Net Works, LLC, -- Enron North America Corporation, -- Enron Power Marketing, Inc., and -- Enron Canada Corporation and the Reliant Entities: -- Reliant Energy Communications, -- Reliant Energy Services Canada, Ltd., -- Reliant Energy Services, Inc., -- Reliant Energy, Inc., and -- Reliant Resources, Inc. entered into a number of contracts for various products, that included contracts for the physical delivery of broadband capacity and energy commodities. Ms. Gray reports that the Enron Entities and the Reliant Entities have reached, and reduced into writing, a settlement agreement as to the payment of unpaid amounts believed due and owing in connection with the termination of the Contracts. The general terms of the Settlement Agreement provide that: (a) The Reliant Entities will have allowed claims against the Enron Entities: Claim No. Allowed Amount --------- -------------- 13642 $83,153,776 13641 20,196,052 13638 3,469,608 13640 751,636 13643 714,498 13692 21,464 13651 5,283 13693 524 (b) The Scheduled Liabilities that certain Enron Entities have filed with the Court that are specifically related to the Reliant Entities are intended to be settled in full under the terms of the Settlement Agreement. Each Scheduled Liability will be deemed withdrawn, with prejudice; (c) The Parties will dismiss and grant one another full and final mutual releases with respect to all pending litigation between them, with each party to bear their own costs, including: * Reliant Energy Services, Inc., v. Enron Canada Corp., C.A. No. H-012-0706 (MH), in the United States District Court, Southern District of Texas, filed on February 25, 2002; * Enron Corp., et al. v. Reliant Energy Services, Inc., Adv. Pro. No. 03-02073 (AJG), in the United States Bankruptcy Court, Southern District of New York, filed on January 31, 2003; * The Enron Entities' Motion Against Reliant Energy Services, Inc. to Enforce the Automatic Stay Under Section 362(a) of the Bankruptcy Code or, in the Alternative, to Enjoin Prosecution of Lawsuit Against Non-Debtor Affiliate Under Section 105, filed in In re Enron Corp., Case No. 01-16034 (AJG), in the United States Bankruptcy Court, Southern District of New York, on November 21, 2003; * Enron Canada Corp. v. Reliant Energy Services Canada Ltd., and Reliant Resources, Inc.; Cause No. 0301-18613, in the Court of Queen's Bench of Alberta, Judicial District of Calgary, filed on November 25, 2003; * Enron North America Corp. v. Bank of Montreal and Reliant Energy Services, Inc., Adv. Pro. No. 03-93634; in the United States Bankruptcy Court for the Southern District of New York, filed on December 1, 2003 (referring only to that part of ENA's case against RES and not against Bank of Montreal); and * The claim objection filed by Enron on January 8, 2004 in the United States Bankruptcy Court for the Southern District of New York, Case No. 01-16034 (AJG); and (d) The Reliant Entities agree that these proofs of claim filed by or on their behalf in the Enron Entities' Bankruptcy Cases will be deemed irrevocably withdrawn with prejudice and, to the extent applicable, expunged: Claim No. Claim Amount Disallowed --------- ----------------------- 13639 $83,153,776 13644 83,153,776 13645 83,153,776 13646 83,153,776 13632 3,439,608 Ms. Gray contends that the Settlement Agreement is fair and reasonable because: (a) it resolves any disagreement as to the amounts believed to be due under the Contracts; (b) it allows the Enron Entities to capture value for their estates and creditors; and (c) it enables the Enron Entities and the Reliant Entities to avoid potential future disputes and litigation regarding the Contracts. At the Enron Entities' request, Judge Gonzalez approves the Settlement Agreement pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure and the Order Authorizing and Establishing Procedures for Settlement of Terminated Safe Harbor Agreements. (Enron Bankruptcy News, Issue No. 118; Bankruptcy Creditors' Service, Inc., 215/945-7000) ERN LLC: Trustee Hires Jonathan Bruns as Special Consultant ----------------------------------------------------------- Lawrence D. Coppel, the Chapter 11 Trustee overseeing ERN, LLC's restructuring, sought and obtained approval from the U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, to hire Jonathan C. Bruns as his special consultant. The Trustee tells the Court that he needs to hire Mr. Bruns to: i) evaluate and analyze the Debtor's business operations, revenue sources, expenses and technology; ii) advise the Trustee regarding the value of the Debtor's business and the manner by which such value can best be realized for the Debtor's estate; iii) identify and solicit potential acquirors of the Debtor's business or specific business assets; iv) advise the Trustee regarding any offers for the purchase of the business or specific assets; v) advise the Trustee regarding business operating decisions; and vi) provide such other services as the Trustee may deem necessary. Mr. Bruns has extensive experience in matters related to the Debtor's industry and, in particular, the sale and processing of point of sale credit and check guarantee arrangements. The Trustee therefore has determined that Mr. Bruns is uniquely qualified to perform the necessary services. Mr. Bruns will bill the estate $200 per hour for his services. Headquartered in Baltimore, Maryland, ERN, LLC -- http://www.ern-llc.com/-- provides point of sale check guaranty and credit card servicing to merchants. The Company filed for chapter 11 protection on April 28, 2004 (Bankr. Md. Case No. 04-20521). Carrie Weinfeld, Esq., James A. Vidmar, Jr., Esq., and Rebecca S. Beste, Esq., at Linowes and Blocher, LLP represent the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $1,159,361 in total assets and $12,878,478 in total debts. FASTNET: Expects To File Liquidation Plan No Later Than Aug. 31 --------------------------------------------------------------- As previously reported, on December 15, 2003, FN Estate, Inc. (f/k/a FASTNET) and its debtor subsidiaries completed the sale of substantially all of their assets, including their Broadband and Dial Up Internet Access, Co-location, and Managed Hosting business units, to US LEC Corp. for an estimated $8.5 million, plus the assumption of certain liabilities. The $8.5 million consisted of $6 million in cash, subject to adjustment, $1.5 million in a promissory note and Class A common stock of US LEC Corp with a market value of $1 million at closing. This sale was completed pursuant to the provisions of the United States Bankruptcy Code, and the sale procedures established by the Bankruptcy Court, including an auction process. An order approving such sale was issued by of the United States Bankruptcy Court for the Eastern District of Pennsylvania, Case No. 03-23143, on December 4, 2003. This transaction did not include assets associated with the Companies' Web Development business, upstate New York wireless Internet access business and certain wireline customers in upstate New York, which were sold in subsequent transactions as described below, and certain non-operating fixed assets and receivables from former customers. On January 15, 2004, the Companies completed the sale of substantially all of their assets associated with their Web Development business to a group of noteholders of NetReach, Inc., a subsidiary of FN Estate, in exchange for the surrender and transfer to FN Estate of promissory notes of NetReach, Inc. in the aggregate principal amount of $760,000 and in consideration of the assumption of certain liabilities. This sale was completed pursuant to the provisions of the United States Bankruptcy Code. On April 30, 2004, the Companies completed the sale of substantially all of their assets used or associated with their wireless Internet access operations located in Rochester, New York to CBTEK, LLC, a New York limited liability company, for an estimated $155,000, plus the assumption of certain liabilities. This sale was completed pursuant to the provisions of the United States Bankruptcy Code. On May 4, 2004, FN Estate completed the sale of all of its information relating to certain customers in connection with FN Estate's wireline operations in the State of New York to Choice One Communications of New York, Inc., a New York corporation, and agreed to cooperate during a finite period of time in the migration of such customers to the Choice One network. Pursuant to the asset purchase agreement entered into by FN Estate and Choice One, Choice One is obligated to pay to FN Estate a percentage of the charges collected by Choice One on or before April 30, 2005 from the customers that migrate to Choice One on or before June 30, 2004. This sale was completed pursuant to provisions of the United States Bankruptcy Code. The Companies are in the process of selling any remaining non- operating fixed assets and collecting receivables from former customers. The Companies anticipate filing a plan of liquidation with the Bankruptcy Court no later than August 31, 2004, followed by a winding up of their affairs. It is not anticipated that there will be any funds available for distribution to shareholders of FN Estate. FLEMING: Asks Court to Okay Distributors Pension Trust Settlement ----------------------------------------------------------------- The Fleming Companies, Inc. Debtors ask the U.S. Bankruptcy Court for the District of Delaware to approve a settlement with the Distributors Association Warehousemen's Pension Trust. The Pension Trust is a multi-employer, Taft-Hartley trust organized under the laws of the Labor Management Relations Act of 1947 and established through collective bargaining. The Pension Trust was organized to provide pension benefits for the members of Warehouse Union Local 6, ILWU, and the Warehouse Union Local 17, ILWU. The settlement: (1) enlarges the September 15, 2003 bar date in the Debtors' cases to permit the Pension Trust to file a claim asserting non-priority, general, unsecured, ERISA claims against the Debtors' estates. The Debtors agree to extend the Bar Date until 45 days after the Court approves the settlement for the sole purpose of allowing the Pension Trust to file its claim; and (2) modifies the automatic stay to allow the Pension Trust to send Fleming various notices required by the ERISA. The Pension Trust's claim, aggregating $4,177,272.10, arises from withdrawal liability under the ERISA. The Pension Trust notices are required solely to provide Fleming with the notices necessary to establish and assess that liability. The Pension Trust asserts that its claims arose after the expiration of the Bar Date. Specifically, the Trust contends that: (1) the Debtors' sale of their Product Supply Center in Sacramento, California, without a bond, escrow account, or letter of credit, as required by ERISA; and (2) the Supply Center's purchaser's decision not to assume the Collective Bargaining Agreement between the Debtors and the Union, resulted in a complete withdrawal from the Pension Trust by the Debtors, giving rise to withdrawal liability under the ERISA. The Pension Trust will file no other claims. The Unsecured Creditors Committee supports the settlement. Headquartered in Lewisville, Texas, Fleming Companies, Inc. -- http://www.fleming.com/-- is the largest multi-tier distributor of consumer package goods in the United States. The Company filed for chapter 11 protection on April 1, 2003 (Bankr. Del. Case No. 03-10945). Richard L. Wynne, Esq., Bennett L. Spiegel, Esq., Shirley Cho, Esq., and Marjon Ghasemi, Esq., at Kirkland & Ellis, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from its creditors, they listed $4,220,500,000 in assets and $3,547,900,000 in liabilities. (Fleming Bankruptcy News, Issue No. 39; Bankruptcy Creditors' Service, Inc., 215/945-7000) FLEXTRONICS: Reports Improved June 2004 Quarter Net Sales & Income ------------------------------------------------------------------ Flextronics (Nasdaq: FLEX) released results for its first quarter ended June 30, 2004. First Quarter Results Net sales for the first quarter were $3.88 billion, which represents an increase of $773.7 million, or 25% over the June 2003 quarter. Excluding restructuring and other charges, net income for the first quarter increased 283% to $78.3 million, or $0.14 per diluted share, compared with $20.4 million, or $0.04 per diluted share in the year ago quarter. GAAP net income for the first quarter increased by $364 million to $74.3 million, or $0.13 per diluted share, as compared to a loss of $289.7 million, or a loss of $0.56 per diluted share in the year ago quarter. The quarterly results reflect continued industry-leading working capital management, with a cash conversion cycle of 19 days and inventory turns in excess of 11 times. In addition, Flextronics generated approximately $166 million in cash flow from operations in the first quarter. "As I mentioned last quarter, our focus is on continually driving improvements in our financial results, and I am pleased we have again delivered meaningful operating results. We realized the earnings leverage inherent in our business by delivering net income growth that was more than eleven times the 25% increase in our year-over-year quarterly revenues. In addition, compared to the year-ago quarter, we increased both gross and operating margins by 110 basis points, and continued to firmly manage our SG&A, driving it down 10 basis points to 3.6% of sales," said Michael E. Marks, Chief Executive Officer of Flextronics. "The improvement in margins was driven by effective management of our operations, which included aggressive restructuring in prior periods as well as continuous cost reductions. Additionally, a healthier demand environment not only improves our factory utilization and increases overhead absorption, but also provides an opportunity for us to improve our pricing," added Marks. Guidance The Company provided guidance for quarterly earnings per diluted share of $0.15-$0.18 in the September 2004 quarter and $0.21-$0.24 in the December 2004 quarter, excluding amortization, restructuring and other charges. Quarterly GAAP earnings per diluted share are expected to be lower than the guidance provided by approximately $0.01-$0.02 per diluted share reflecting quarterly amortization, restructuring and other charges. About Flextronics Headquartered in Singapore, Flextronics is the leading Electronics Manufacturing Services (EMS) provider focused on delivering operational services to technology companies. With fiscal year 2004 revenues of USD$14.5 billion, Flextronics is a major global operating company with design, engineering, manufacturing, and logistics operations in 29 countries and five continents. This global presence allows for manufacturing excellence through a network of facilities situated in key markets and geographies that provide customers with the resources, technology, and capacity to optimize their operations. Flextronics' ability to provide end-to- end operational services that include innovative product design, test solutions, manufacturing, IT expertise, network services, and logistics has established the Company as the leading EMS provider. For more information, please visit http://www.flextronics.com/ * * * As reported in the Troubled Company Reporter's February 27, 2004 edition, Fitch Ratings has initiated coverage of Flextronics International Ltd. The company's senior subordinated notes are rated 'BB+'. The Rating Outlook is Stable. Approximately $1.1 billion of debt is affected by Fitch's action. The ratings reflect Flextronics' leading position in the electronics manufacturing services industry, relatively stable operating metrics through the recent information technology downturn, financial flexibility related to its conservative capital structure and solid liquidity, and a strong and consistent management team. Also considered is Flextronics' consistent operating and free cash flow from continued reductions in industry-leading cash conversion days and restrained capital spending. The Stable Outlook reflects sound prospects for improving operating profitability, driven by a better pricing environment, continued cost benefits from past restructurings, higher capacity utilization rates from expected volume increases, and some operating leverage from its printed circuit board fabrication operations, which has experienced improved demand and stabilized pricing the past few quarters. Ratings concerns center on Flextronics' heavy reliance on lower margin end-markets, risks associated with diversifying and expanding service offerings, the company's historically acquisitive nature, and weak pricing for its lower mix products. Additionally, Flextronics' recently announced transaction with Nortel, if consummated, would add approximately $2 billion of higher-margin annual revenues, one of the largest EMS contracts ever awarded. However, the deal also would involve significant operating and execution risks, and could cause cash conversion days to increase. FOOTSTAR INC: Creditors' Proofs of Claim are Due by July 30 ----------------------------------------------------------- On May 25, 2004, the U.S. Bankruptcy Court for the Southern District of New York entered an order establishing a deadline for creditors with claims against Footstar, Inc., and its debtor- affiliates to file their proofs of claim. July 30, 2004 at 5:00 p.m. is the claims bar date. Governmental units have until August 30, 2004 at 5:00 p.m. to file their proofs of claim. Proofs of claim must be delivered: If by overnight or hand mail: U.S. Bankruptcy Court Footstar Claims Processing Center One Bowling Green New York, NY 1004-1408 If by standard mail: U.S. Bankruptcy Court Footstar Claims Processing Center P.O. Box 5084 Bowling Green Station New York, NY 10274-5084 no later than the deadlines set by the Court. Proofs of Claim need not be filed if the claims are: (a) already properly filed with the court; (b) listed on the debtor's schedules; (c) an administrative expense; (d) from a current employee of the debtor having ordinary wage claims against the debtor that have already been paid; (e) from an entity that holds an interest in any debtor; (f) already been paid in full; (g) from a direct or indirect debtor or non-debtor subsidiary of Footstar; (h) previously allowed by the court; (i) solely against any of the debtor's non-debtor affiliates; and (j) previously scheduled with specific deadlines. Copies of the debtor's schedules can be reviewed at the office of the clerk of the court. Blank proof of claim forms are available at http://www.uscourts.gov/bankform/ Footstar, Inc. -- http://www.footstar.com/-- which filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.: 04-22350) on March 3, 2004, is a leading footwear retailer. As of May 1, 2004, the Company operates 2,498 Meldisco licensed footwear departments nationwide and 36 Shoe Zone stores. The Company also distributes its own Thom McAn brand of quality leather footwear through Kmart, Wal-Mart and Shoe Zone stores. Paul M. Basta, Esq. of Weil Gotshal & Manges represents the debtor in its restructuring efforts. When the company filed for bankruptcy protection, it listed total assets of $762,500,000 and total debts of $302,200,000. FOREST OIL: James D. Lightner Joins Board of Directors ------------------------------------------------------ Forest Oil Corporation (NYSE:FST)(Forest) elected James D. Lightner to its Board of Directors. Mr. Lightner has over 25 years of industry experience and most recently was Chairman, President and Chief Executive Officer of Tom Brown, Inc. based in Denver, Colorado. Prior to joining Tom Brown, Inc., Mr. Lightner was Vice President and General Manager from 1997 to 1999 and Exploration Manager from 1989 to 1997 of the Denver Division of EOG Resources, Inc. He is currently serving as a director of IPAMS and COGA, and is a member of the National Petroleum Council, AAPG, SEG and IPAA. Mr. Lightner earned a Bachelor's degree from Southern Illinois University and a Master's degree as a Fulbright Fellow from the Australian National University, both in geology. Forrest Hoglund, Forest's Chairman stated, "We are excited that Jim has joined our Board. He brings a broad range of energy industry expertise and proven leadership. His insight will be a valuable contribution to the Board as we look to continue the transformation of Forest Oil." Forest Oil Corporation is engaged in the acquisition, exploration, development, and production of natural gas and liquids in North America and selected international locations. Forest's principal reserves and producing properties are located in the United States in the Gulf of Mexico, Texas, Louisiana, Oklahoma, Utah, Wyoming and Alaska, and in Canada. Forest's common stock trades on the New York Stock Exchange under the symbol FST. For more information about Forest, please visit our website at http://www.forestoil.com/ * * * As reported in the Troubled Company Reporter's June 1, 2004 edition, Standard & Poor's Ratings Services said that it lowered its corporate credit and senior unsecured debt ratings on Forest Oil Corp. to 'BB-' from 'BB'. Standard & Poor's also lowered its senior secured bank loan rating on Forest's credit facility due 2005 to 'BB' from 'BB+' and assigned a recovery rating of '1' to the facility. All of the ratings were removed from CreditWatch where they were placed with negative implications on Jan. 27, 2004. The outlook is stable. The ratings downgrade on Forest reflects the company's increasing dependence on acquisitions to offset its faltered frontier development strategy, its high operating cost structure relative to its peers, and its debt leverage that is not commensurate with an acquire-and-exploit strategy. FURNAS COUNTY: Wants to Decide Leases through September 30 ---------------------------------------------------------- Furnas County Farms and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Nebraska for more time to decide whether they should assume, assume and assign, or reject their unexpired nonresidential real property leases. The Debtors report that they have approximately 175 executory contracts or unexpired leases that will necessitate a review prior to a decision regarding assumption or rejection. The Debtors tell that Court that they are in the process of selling the assets and the additional time is required to review the executory contracts and unexpired leases both on behalf of the Debtors and the Purchaser. Unless the Court enters an order extending the time to assume or reject through September 30, 2004, the Debtors say they will suffer irreparable damage and won't be able to complete the terms of the pending Asset Purchase Agreement. GENTEK INC: Ramanlal Patel Acquires 15,000 Equity Stake ------------------------------------------------------- Ramanlal L. Patel, Vice President of GenTek, Inc.'s Manufacturing Segment, disclosed with the Securities and Exchange Commission his acquisition of 15,000 shares of GenTek common stock, par value $0 per share, on July 2, 2004. The GenTek shares are restricted and subject to forfeiture under certain circumstances. (GenTek Bankruptcy News, Issue No. 35; Bankruptcy Creditors' Service, Inc., 215/945-7000) GLOBAL CROSSING: AGX Trustee Retains Morris Nichols as Counsel -------------------------------------------------------------- Robert L. Geltzer, the Chapter 7 Trustee for the Asia Global Crossing Ltd. Debtors, sought and obtained the authority of the U.S. Bankruptcy Court for the Southern District of New York to employ Morris, Nichols, Arsht & Tunnell as his local counsel as of July 23, 2003, in connection with related bankruptcy proceedings pending in the United States Bankruptcy Court for the District of Delaware and the United States District Court for the District of Delaware. Prior to the AGX Debtors' bankruptcy petition date, Pacific Crossing, Ltd., an indirect subsidiary of AGX, and four of its affiliates and subsidiaries -- PC Landing Corp., Pacific Crossing U.K., Ltd., PCL Japan, Ltd., and SCS Bermuda -- filed for bankruptcy protection before the Delaware Bankruptcy Court. In connection with the Delaware Bankruptcy Case, PCL Japan commenced an adversary proceeding against the AGX Debtors, seeking protection concerning an alleged misappropriation of a cable landing station located in Shima, Japan. The other PC Companies have also asserted the Shima Claim in proofs of claim that they filed with the Court against the AGX Debtors. At the time of the AGX Trustee's appointment, the AGX Debtors were no longer a defendant in the Delaware Adversary Proceeding because PCL Japan had voluntarily dismissed its complaint during the AGX Debtors' Chapter 11 cases. There were, however, various discovery matters pending at that time in the Delaware Case and the Delaware Adversary Proceeding that concerned the Shima Claim, and thus necessitated the AGX Trustee's involvement. PCL Japan then asked the New York and Delaware Bankruptcy Courts for permission to amend its complaint to add defendants including the AGX Debtors. The AGX Trustee opposed PCL Japan's request. The Court denied PCL Japan's request, thus rendering its motion for leave to amend its complaint moot. The Delaware District Court subsequently withdrew the reference to the Delaware Bankruptcy Court with regard to most of the claims asserted in the Delaware Adversary Proceeding. As a result, these claims became the subject of a civil action and will be decided by the U.S. District Court. On June 7, 2004, the Delaware Bankruptcy Court approved a settlement agreement and mutual release among the PC Companies and certain individual defendants in the Delaware District Action in connection with the Shima Claim. The Delaware Bankruptcy Court also approved a settlement and mutual release agreement with defendant Asia Netcom Corporation and certain of ANC's defendant affiliates in the Delaware Action in connection with the Shima Claim. The litigation concerning the Shima Claim in the Delaware Proceedings will be resolved with respect to the majority of the defendants. The AGX Trustee selected Morris Nichols for its considerable experience in matters of this nature. Its attorneys are duly admitted to practice in the Delaware Bankruptcy Court and the Delaware District Court, and the AGX Trustee believes that Morris Nichols is well qualified to represent him as his local counsel in the Delaware Proceedings. As the AGX Trustee's local counsel, Morris Nichols will: (a) provide legal advice in connection with the local practices of the Delaware Bankruptcy Court and the Delaware District Court; (b) file appropriate pleadings and make court appearances as are necessary in the Delaware Proceedings; and (c) assist the AGX Trustee and his general counsel -- Golenbock Eiseman Assor Bell & Peskoe, LLP -- to litigate the disputes among the AGX Debtors, the PC Companies and the defendants in the Delaware Proceedings. The AGX Trustee notes that although the AGX Debtors are not defendants in the Delaware Proceedings, they have been and may again be the subject of discovery requests. Morris Nichols will be compensated for its services on an hourly basis and will be reimbursed for reasonable out-of-pocket expenses incurred. Morris Nichols' hourly fees range: Partners $340 - 525 Associates 185 - 360 Paralegals 130 - 155 The firm commenced rendering services on July 23, 2003. The AGX Trustee explained that the delay in seeking approval of Morris Nichols' employment was not intentional. Golenbock Eiseman advised the AGX Trustee that the drafting of the Application was assigned to an associate who failed to carry out the assigned task. Golenbock Eiseman similarly failed to follow up with the associate to make certain the work was performed. In addition, the Delaware Proceedings became the subject of a consensual stay entered on January 15, 2004, and the matters for which Morris Nichols was employed required no attention. That stay has recently expired. In addition, the AGX Trustee points out that Morris Nichols' fees to date have been modest -- approximately $4,500 -- thus the impact on the AGX Estates is minimal. Furthermore, following several conversations with the United States Trustee concerning the Application, Golenbock Eiseman has agreed to: (a) reduce the amount of the payment that it would otherwise seek for fees in connection with its services as general counsel to the AGX Trustee by the amount of the fees and expenses incurred by Morris Nichols through the date that a draft of the Application was forwarded to the U.S. Trustee; and (b) further reduce the amount of the payment that it would otherwise seek for fees in connection with its services as general counsel to the AGX Trustee by an additional $10,000. Robert J. Dehney, a member of Morris Nichols, assures the Court that the firm has no relationship to the AGX Debtors' Chapter 7 cases. Morris Nichols does not hold or represent any interest adverse to that of the AGX Trustee, the AGX Debtors or their creditors. The firm is a "disinterested person" within the meaning of Sections 101(14) and 327(a) of the Bankruptcy Code. Headquartered in Florham Park, New Jersey, Global Crossing Ltd. -- http://www.globalcrossing.com/-- provides telecommunications solutions over the world's first integrated global IP-based network, which reaches 27 countries and more than 200 major cities around the globe. Global Crossing serves many of the world's largest corporations, providing a full range of managed data and voice products and services. The Company filed for chapter 11 protection on January 28, 2002 (Bankr. S.D.N.Y. Case No. 02- 40188). When the Debtors filed for protection from their creditors, they listed $25,511,000,000 in total assets and $15,467,000,000 in total debts. Global Crossing emerged from chapter 11 on Dec. 9, 2003. (Global Crossing Bankruptcy News, Issue No. 63; Bankruptcy Creditors' Service, Inc., 215/945-7000) GLOBALSTAR TELECOMMUNICATIONS: 341(a) Meeting Set for August 6 -------------------------------------------------------------- The United States Trustee will convene a meeting of Globalstar Telecommunications Limited's creditors at 10:30 a.m., on August 6, 2004, in the Office of the United States Trustee, 80 Broad Street, Second Floor, New York, New York 10004-1408. This is the first meeting of creditors required under 11 U.S.C. Sec. 341(a) in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in New York, Globalstar Telecommunications Limited -- http://www.globalstar.com/-- is a general partner of Globalstar, L.P., which provides global mobile and fixed wireless voice and data services. The Company filed for chapter 11 protection on June 30, 2004 (Bankr. S.D.N.Y. Case No. 04-14480). Robert R. Leinwand, Esq., at Robinson Brog Leinwand Greene Genovese, represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $1,823,799,468 in total debts. GRUPO TMM: Pre-Packaged Plan Consent Solicitation Expires Tomorrow ------------------------------------------------------------------ As of 5:00 p.m., New York City time, on July 16, 2004, Grupo TMM, S.A. (NYSE:TMM)(BMV:TMM A) has achieved acceptance of approximately 94.85 percent of the company's outstanding 2003 notes, or $167,771,000 principal amount, and approximately 96.35 percent of the outstanding 2006 notes, or $192,657,000 principal amount for its exchange offer and consent solicitation for its 9 1/2 percent senior notes due 2003 and 10 1/4 percent senior notes due 2006. The exchange offer is being conducted to implement the previously announced restructuring of the existing notes. The exchange offer is conditioned upon, among other things, receipt of valid tenders (including exchanges pursuant to the voting agreements) representing at least 98 percent of the outstanding principal amount of the 2003 notes and at least 95 percent of the outstanding principal amount of the 2006 notes. The exchange offer will expire at, and the ballots for the pre- packaged plan must be received by, 5:00 p.m., New York City time, tomorrow, Thursday, July 22, 2004, unless extended. Holders whose consents are validly received may not withdraw any existing notes once they are tendered, except under limited circumstances. Questions regarding the proposed restructuring should be directed to Martin F. Lewis and Ronen Bojmel at Miller Buckfire Lewis Ying & Co., LLC, the Company's financial advisor, or Alan D. Fragen and Oscar A. Mockridge of Houlihan Lokey Howard & Zukin Capital, the Ad Hoc Bondholders' Committee's financial advisor. Akin Gump Strauss Hauer & Feld LLP is legal counsel to the Ad Hoc Bondholders' Committee. This announcement is neither an offer to purchase nor a solicitation of an offer to sell Grupo TMM Notes. The exchange offer and consent solicitation, when made, will not be made to, nor will tenders be accepted from, or on behalf of, holders of Existing Notes in any jurisdiction, in which the making of exchange offers and consent solicitations or the acceptance thereof would not be in compliance with the laws of such jurisdiction. In any jurisdiction where securities, blue sky laws or other laws require exchange offers and consent solicitations to be made by a licensed broker or dealer, the exchange offers and consent solicitations will be deemed to be made on behalf of Grupo TMM by the dealer manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction. Headquartered in Mexico City, TMM is a Latin American multimodal transportation company. Through its branch offices and network of subsidiary companies, TMM provides a dynamic combination of ocean and land transportation services. TMM also has a significant interest in Transportacion Ferroviaria Mexicana (TFM), which operates Mexico's Northeast railway and carries over 40 percent of the country's rail cargo. Visit TMM's web site at http://www.grupotmm.com/and TFM's web site at http://www.tfm.com.mx. Both sites offer Spanish/English language options. Grupo TMM is listed on the New York Stock Exchange under the symbol "TMM" and Mexico's Bolsa Mexicana de Valores under the symbol "TMM A." * * * In its Form 20-F for the fiscal year ended December 31, 2003, filed with the Securities and Exchange Commission, Grupo TMM, S.A. reports: Liquidity Position "At December 31, 2003, Grupo TMM (excluding TFM) had short-term debt with a face value of $379.0 million and long-term debt of $1.5 million. The 2003 notes matured on May 15, 2003 and we have not repaid the principal amount to date. As a result, we are in default under the terms of the 2003 notes, and such default has resulted in a cross-default under our 2006 notes. Moreover, we failed to make required interest payments on the 2006 notes on May 15, 2003, November 15, 2003 and May 15, 2004, resulting in an independent default on such notes. On August 19, 2003, we amended and refinanced the outstanding amounts under the securitization facility to $54 million. The new certificates require monthly amortization of principal and interest and mature in three years, changing the maturity date from 2008 to 2006. On December 29, 2003, we and certain subsidiaries amended the securitization facility to increase the outstanding amount under the securitization facility by approximately $25 million under substantially the same terms and conditions existing prior to such increase. At December 29, 2003, and after giving effect to the amendments, there was approximately $76.3 million in aggregate principal amount of certificates outstanding under the securitization facility. On May 25, 2004, and on June 10, 2004, we and certain subsidiaries amended the securitization facility to adjust the net outstanding amount under the securitization facility to $78.2 million under the same terms and conditions existing prior to such adjustment. For accounting purposes, the securitization facility represents the total dollar amount of future services to be rendered to customers under the securitization facility and is so reflected in our financial statements." HOME CARE: Case Summary & List of 9 Largest Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Home Care Home Health Agency Inc. 2000 Golf Road Rolling Meadows, Illinois 60008 Bankruptcy Case No.: 04-26224 Debtor affiliate filing separate chapter 11 petition: Entity Case No. ------ -------- Mayer Eisenstein MD SC 04-26216 Type of Business: The Debtor provides a full range of services in family health care in the greater Chicago metropolitan area with five medical centers. See http://www.homefirst.com/ Chapter 11 Petition Date: July 14, 2004 Court: Northern District of Illinois (Chicago) Judge: Jack B. Schmetterer Debtors' Counsel: James A. Chatz, Ltd., Esq. Arnstein & Lehr 120 South Riverside Plaza, Suite 1200 Chicago, IL 60606 Tel: 312-876-7100 Estimated Assets: $0 to $50,000 Estimated Debts: $10 Million to $10 Million Debtor's 9 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ El Amin 00 L 00734 Judgment $35,000,000 c/o Hagerty & Heath 70 W. Madison St., Ste. 2070 Chicago, IL 60602 Haugland 99 L 12151 $100,000 Final Order Mark T. Neil & Associates $75,000 Salem Communication Chicago $29,567 Sugar Freidberg & Felsenthall $4,442 LLP Weiss 02 L 12151 Unknown Tremper 03 L 000971 Unknown Melton 03 L 015830 Unknown Doherty Unknown INFOUSA INC: Achieves Record Revenues for Second Quarter 2004 ------------------------------------------------------------- infoUSA(R) (Nasdaq:IUSA) released its financial results, key financial highlights of the company's operations and selected balance sheet items for the second quarter of 2004. Results of Operations Vin Gupta, Chairman and CEO, infoUSA, said, "During the second quarter of 2004 we achieved record revenues of $83.8 million, up 6% versus last year. The growth was primarily driven by three acquisitions: Triplex, OneSource, and Edith Roman. Year to date revenues were up 6% due to the aforementioned acquisitions, as well as our acquisition of Yesmail. Second quarter EBITDA was $17.7 million or 21% of revenues. EBITDA for the second quarter was negatively impacted by four items totaling $3.4 million: (i) severance charges related to the recent cost cuts of $1.0 million, (ii) acquisition costs of $239,000, (iii) non-recognizable deferred revenue from the OneSource acquisition of $1.4 million, and (iv) deferred advertising charges of $793,000. We have implemented cost cuts of approximately $1.4 million per month, the majority of which came from workforce reduction and a portion from lower advertising and marketing expenditures. These cost cut measures will enable us to achieve higher EBITDA margins over the next few quarters." Mr. Gupta continued, "Starting in the third quarter of 2004, we have been very successful in migrating a significant portion of our infoUSA Group business to a subscription model. We are growing subscription business in the following key divisions: Directory Products (including Polk), infoStores Products, and Library and Reference Products. As a higher percentage of our sales move to subscription format, we expect to be able to build our recurring revenue base as the primary driver for long-term growth of the company." Mr. Gupta concluded, "We plan to fully integrate both OneSource and Edith Roman by the end of this year. We are committed to achieving 25% to 30% margins in both these businesses by streamlining their operations and cutting out public company and duplicative costs. We are confident we can achieve this, as we recently acquired Triplex and transformed it from a low margin operation into a 25% margin company in just over one quarter. We have recently been successful in broadening recognition of our company on Wall Street; on June 30th we opened the NASDAQ stock market. Separately, CS First Boston recently initiated research coverage on our stock." Second Quarter Highlights Net sales for the second quarter were $83.8 million compared to $78.8 million for the second quarter of 2003. EBITDA for the second quarter was $17.7 million, or 21% of net sales, compared to $22.3 million, or 28% of net sales, for the second quarter of last year. infoUSA says the reduction in second quarter EBITDA was a result of the four items totaling $3.4 million: (i) acquisition costs of $0.2 million, (ii) restructuring costs of $1.0 million related to severance payable to former employees from recent cost cutting measures, (iii) non-cash deferred advertising charges of $0.8 million, and (iv) non-recognizable deferred revenue from the OneSource acquisition of $1.4 million. Operating Highlights The Donnelley Group (Large Business Group) The Donnelley Group, previously known as the Large Business Group, reported second quarter 2004 revenues of $45.5 million, up 17% from the comparable quarter of 2003. Most of the growth was due to the recent acquisition of Triplex, OneSource, and Edith Roman. The Group continues to accumulate a strong pipeline of new business. The infoUSA Group (Small Business Group) The infoUSA Group, formerly known as the Small Business Group, reported 2004 second quarter revenues of $38.3 million, down 5% from the second quarter of last year. This Group consists of approximately 20 small business units that offer directory products, vertical databases, online sales leads, custom sales leads and products for sales people and SOHO markets. Most of these divisions have been very successful in migrating a significant portion of their business to subscription products. Conversions from one-time sales to this subscription format will cause this Group to experience short-term reductions in reported revenue due to SAB 101 accounting for subscription products. This accounting pronouncement requires us to recognize revenues over the subscription period instead of at the time of sale. Outlook for Fiscal 2004 For the remainder of fiscal 2004, management remains optimistic about its current strategies to drive organic revenue growth while containing expenses in order to produce strong EBITDA margins and earnings per share. In fiscal 2004, the company expects to achieve the following performance goals: -- Revenue for the fiscal year 2004 is expected to be $335 to $345 million. Key factors that will negatively impact our 2004 revenue guidance are: (i) non-recognizable deferred revenue from OneSource acquisition of approximately $9 million and (ii) change to subscription products which will result in a deferral of approximately $12 million of revenue. Excluding these two factors, the company is maintaining earlier guidance for core infoUSA results before acquisitions. In summary, our earlier revenue guidance of $330 million will be impacted positively by approximately $31 million on average from the two most recent acquisitions and negatively by approximately $21 million on average from the aforementioned accounting treatments of revenues. -- EBITDA for the fiscal year 2004 is expected to be $64 to $68 million. Key factors that will negatively impact our 2004 EBITDA guidance are: (i) non-recognizable deferred revenue from OneSource acquisition of approximately $9 million, (ii) change to subscription accounting for various infoUSA division products resulting in a deferral of approximately $12 million of revenue, (iii) restructuring costs related to severance from recent cost cutting measures of approximately $1 million, and (iv) acquisition costs of approximately $0.5 million. Our EBITDA guidance for 2004 is positively impacted by incremental $6 million of EBITDA on average from the two most recent acquisitions. -- Earnings per share for the fiscal year 2004 are expected to be 28 cents to 32 cents. Earnings per share are expected to be negatively impacted by the four items mentioned above as well as additional amortization costs of approximately $6 to $7 million per year from intangible assets booked from acquisitions of OneSource and Edith Roman. Excluding these new factors, the company is maintaining earlier guidance for core infoUSA results before acquisitions of 60 cents. In summary, our earlier earnings per share guidance of 60 cents is impacted negatively by: (i) approximately 14 cents on average from SAB 101 revenue recognition of subscription products, (ii) approximately 9 cents on average from dilution impact of recent acquisitions, and (iii) approximately 7 cents from charges related to premium paid for the redemption of 9.5% Senior Subordinated Notes, restructuring costs, and acquisition costs. About infoUSA infoUSA -- http://www.infoUSA.com/-- founded in 1972, is the leading provider of business and consumer information products, database marketing services, data processing services and sales and marketing solutions. Content is the essential ingredient in every marketing program, and infoUSA has the most comprehensive data in the industry, and is the only company to own a proprietary database of 250 million consumers and 14 million businesses under one roof. The infoUSA database powers the directory services of the top Internet traffic-generating sites, including Yahoo! (Nasdaq:YHOO) and America Online. Nearly 3 million customers use infoUSA's products and services to find new customers, grow their sales, and for other direct marketing, telemarketing, customer analysis and credit reference purposes. infoUSA headquarters are located at 5711 S. 86th Circle, Omaha, NE 68127 and can be contacted at 402-593-4500. * * * As reported in the Troubled Company Reporter's May 20, 2004 edition, Standard & Poor's Ratings Services assigned its 'BB' ratings and recovery ratings of '4' to infoUSA Inc.'s $250 million of senior secured credit facilities, indicating a marginal recovery (25%-50%) of principal in the event of a default. In addition, Standard & Poor's affirmed its 'BB' corporate credit rating on the Omaha, Nebraska-headquartered company. The outlook is stable. "The ratings on infoUSA Inc. reflect the company's meaningful pro forma debt levels, moderate-size operating cash flow base and competitive market conditions, including competition from companies that have greater financial resources," said Standard & Poor's credit analyst Donald Wong. "These factors are tempered by infoUSA's historical operating cash flow margins in the mid-to high-20% range, free operating cash flow generation, strong niche market positions, a broad product and service offering distributed through numerous channels to a diverse base of businesses, and a significant portion of sales derived from existing or former customers." INTERPUBLIC GROUP: Hires Jerome Leshne as VP -- Financial Planning ------------------------------------------------------------------ The Interpublic Group (NYSE:IPG) has hired Jerome J. Leshne, 46, as Vice President, Financial Planning and Analysis and Investor Relations. Mr. Leshne will assume the position immediately and will report jointly to Robert Thompson, the company's Executive Vice President and Chief Financial Officer, and Philippe Krakowsky, the company's Senior Vice President and Director of Corporate Communications. Mr. Leshne comes to Interpublic from his position as Head of Fixed Income Management of Rockefeller & Co., a privately held wealth management and investment advisory firm, where his responsibilities included fixed income investment strategy, risk management and client communication. Prior to joining Rockefeller & Co., he was Vice President, Investor Relations, of Dow Jones & Company. Before joining Dow Jones, Mr. Leshne worked for Sears, Roebuck and Co. in financial management roles of consistently increasing responsibilities over a period of 16 years. At Sears he was responsible for investor relations, first as Director, and then as Vice President, Investor Relations. He also served as Director of Finance for the Sears Hardware Stores, where he was responsible for business strategic and operating planning and analysis. He also was Director of Treasury Services and Senior Manager of Corporate Finance of Sears. "We are pleased and excited to have Jerry at Interpublic," commented Mr. Thompson. "He brings demonstrated expertise in several key financial areas and is a significant addition to our growing culture of financial excellence. Jerry will further advance globally integrated planning and analysis as a cornerstone of our company's financial accountability and responsibility." "Jerry's wealth of investor relations experience, with diverse companies and constituencies, will serve our investors well," commented Mr. Krakowsky. "We are pleased to have someone of his caliber to help broaden our outreach in financial communications and build on our commitment to corporate transparency." Mr. Leshne is a member of the CFA Institute and the New York Society of Security Analysts. He earned his MBA from the University of Chicago and his MA in economics from the University of Michigan. He is a holder of the Chartered Financial Analyst designation. About Interpublic Interpublic is one of the world's leading organizations of advertising agencies and marketing services companies. Major global brands include Draft, Foote, Cone & Belding Worldwide, GolinHarris International, Initiative, Lowe & Partners Worldwide, McCann-Erickson, Universal McCann and Weber Shandwick Worldwide. Leading domestic brands include Campbell-Ewald, Deutsch and Hill Holliday. * * * As reported in the Troubled Company Reporter's April 6, 2004 edition, Fitch Ratings affirmed the ratings on The Interpublic Group of Companies, Inc.'s (IPG) senior unsecured debt at 'BB+', multi-currency bank credit facility at 'BB+' and convertible subordinated notes at 'BB-'. The Rating Outlook has been revised to Stable from Negative. Approximately $2.3 billion of debt is affected. The ratings on IPG's debt consider the progress made with its cost structure and strengthened balance sheet as well as the company's position as a leading global advertising holding company and its diverse client base with long term relationships with key accounts. Of concern remains the resolution of the operation of the Silverstone racetrack and the sizeable related liabilities and negative organic revenue growth. The Stable Outlook reflects Fitch's expectation that IPG's turnaround efforts have begun to steady operating earnings and cash flow generation. Also acknowledged are the improvements to IPG's balance sheet and its success in resolving certain non- operating issues that have been a distraction for the company's management, including the shareholder lawsuits and asset dispositions. JEAN COUTU GROUP: S&P Rates $250MM Senior Unsecured Notes at B -------------------------------------------------------------- Standard & Poor's Ratings Services rated Jean Coutu Group Inc.'s US$250 million senior unsecured notes 'B'. The new notes will replace a like amount of the company's initially proposed US$1.2 billion senior subordinated notes, to be reduced to US$950 million. The 'BB' bank loan ratings and the '1' recovery rating indicate that lenders can expect full recovery of principal in the event of a default. The outlook is negative. Jean Coutu is a Montreal, Quebec-based drugstore operator that operates 319 franchised stores in Canada, and 336 corporate stores in the U.S. northeast under the Brooks Pharmacy Network banner. Jean Coutu has acquired 1,549 Eckerd stores--primarily on the U.S. east coast--from J.C. Penney, for US$2.375 billion. The purchase price is also subject to a working capital adjustment and along with other fees, will bring the total outlay for the stores to US$2.7 billion. "The ratings on Jean Coutu reflect the company's very high lease- adjusted pro forma leverage resulting from the acquisition; its integration risk associated with the Eckerd stores; and the challenge to enhance their profitability, particularly in the front-end; and somewhat constrained liquidity," said Standard & Poor's credit analyst Don Povilaitis. These factors are partially offset by management's track record of successful drugstore integration in both the U.S. and Canada, the scale of the acquisition, which will allow the company to become the fourth- largest drugstore chain operator in North America, and favorable long-term industry dynamics. Drug store industry dynamics remain healthy and one of those viewed most favorably in the Standard & Poor's retail universe. The industry is characterized by favorable trends including an aging demographic, increasing drug consumption, more extensive prescription drug coverage, and high drug price inflation borne by third-party payers and not the consumer. Despite competitive pressures in the past decade from both the mass and supermarket channels, drug store chains have managed still to increase market share through this period at the expense of independents. The outlook for the industry remains positive with new Medicare prescription drug legislation ensuring wider coverage and the expectation of more generic drug penetration to result in strengthening prescription operating margins for drug store chains. The current outlook incorporates the considerable integration risk facing Jean Coutu in the next 12 to 18 months. Nevertheless, the company's business position should provide support for the current ratings; however, failure to execute the company's operational strategies to enhance cash flow could result in the ratings being lowered. KAISER: Noranda & Century Get Green Light for Bauxite/Alumina Buy ----------------------------------------------------------------- A U.S. bankruptcy court approved the May 17 agreement for Noranda Inc.'s (NYSE:NRD)(TSX:NRD) and Century Aluminum Company's subsidiaries to buy the Gramercy alumina refinery in Louisiana and an interest in the St. Ann bauxite mine in Jamaica from Kaiser Aluminum & Chemical Corporation for US$23 million, subject to certain closing adjustments. Noranda and Century each own a 50% interest in Gramercy Alumina LLC and St. Ann Bauxite Limited. "We are very pleased with the Court's decision and are eager to implement our business plan with our joint-venture partner," said Bill Brooks, President of Noranda's Aluminum business. "This transaction secures long-term supplies of raw materials for our New Madrid, Missouri primary aluminum reduction facility and provides us with the benefits of a fully-integrated aluminum business, from bauxite all the way through to value-added foil products. The transaction complements the continuing ramp-up of our recently-modernized aluminum foil business where we are achieving production records quarter after quarter." Bauxite Mining Assets Kaiser owns a 49% partnership interest in the bauxite mine and the remaining 51% is owned by the Government of Jamaica. The mine supplies bauxite ore to the Gramercy facility. Gramercy Refinery The Gramercy refinery has the capacity to produce 1.25 million tonnes of alumina per year. Noranda and Century each purchase approximately 500,000 tonnes of alumina per year for their respective primary aluminum reduction plants in New Madrid and Hawesville, Kentucky. The Gramercy refinery was extensively modernized between 2000 and 2002. The related St. Ann bauxite mining and processing operations in Jamaica began in 1967 and currently have a capacity of approximately four million tonnes per year. Noranda operates an aluminum reduction smelter in New Madrid with a capacity of 250,000 tonnes annually. The smelter has procured substantially all of its alumina requirements from the Gramercy alumina refinery due to the Mississippi River location of the New Madrid smelter and the Gramercy refinery, which facilitates logistics and transportation. Noranda Inc. is a leading copper and nickel company with investments in fully-integrated zinc and aluminum assets. It employs 15,000 people at its operations and offices in 18 countries and is listed on The New York Stock Exchange and The Toronto Stock Exchange (NRD). Century Aluminum Company owns 615,000 metric tons of annual primary aluminum capacity. The company owns and operates plants at Hawesville, KY, Ravenswood, WV and at Grundartangi, Iceland. It also owns a 49.67-percent interest in a plant at Mt. Holly, SC. Century's corporate offices are located in Monterey, CA. Headquartered in Houston, Texas, Kaiser Aluminum Corporation operates in all principal aspects of the aluminum industry, including mining bauxite; refining bauxite into alumina; production of primary aluminum from alumina; and manufacturing fabricated and semi-fabricated aluminum products. The Company filed for chapter 11 protection on February 12, 2002 (Bankr. Del. Case No. 02-10429). Corinne Ball, Esq., at Jones, Day, Reavis & Pogue, represent the Debtors in their restructuring efforts. On September 30, 2001, the Company listed $3,364,300,000 in assets and $3,129,400,000 in debts. LOGISTICS MANAGEMENT: Enters Joint Venture With Y2 Ultra-Filter --------------------------------------------------------------- Logistics Management Resources, Inc. (OTCBB: AMBC), now known as American Business Corporation, entered a joint venture recently executed with Y2 Ultra-Filter, Inc., a Wyoming corporation. Y2 has granted AMBC the exclusive license for the marketing and sales of its patented filtration technology for use in gaming facilities worldwide in exchange for 27,000,000 restricted shares of AMBC's common stock and, subject to certain performance milestones, a five year option to purchase another 39,000,000 restricted shares (19,000,000 at $.10 and 20,000,000 at 100% of fair market value when earned). A.I.R. Filters, LLC, a Delaware limited liability company has been created to execute the party's marketing and sales efforts in which Y2 as chief operating member and AMBC as chief executive member will each have a 50% interest. Y2, formed in 1993, has developed and been granted patents in the U.S., Europe, and other leading industrialized countries for a unique process for purifying air thereby allowing standard air handling systems to purify the air more efficiently thereby decreasing the need for fresh air exchange. Casinos, because of their high concentration of second-hand cigarette smoke, represent one of the largest markets for Y2's technology estimated to be $250,000,000 per year in the U.S. and $500,000,000 worldwide. Anthony R. Russo, AMBC's President and Chief Executive commented how "pleased he was to have a group as capable as Y2 as AMBC's first major business development partner". Mr. Russo, who came on board June 1, 2004, has sponsored a "business development company" model for AMBC's redirection. "AMBC's strengths are in the initiation and steering of new business projects" states Mr. Russo, "which makes our management experience a perfect fit for the creative and technical strengths of Y2's management and principals." Mr. Gentry, President and Chief Executive of Y2 summarized his choice of casinos as the opening market stating "they represent the single largest opportunity to demonstrate the economic and health value of our technology. Once installed, these filters should create a massive impact to the casinos both in power savings and human environment achieved within the casinos. Once we've achieved acceptance within this environment, the crossover to other marketing applications would be natural and easy." Russo and Gentry agreed that the joint venture was an ideal strategy to promote the mission of their respective organizations. Logistics Management Resources, Inc., (n/k/a American Business Corporation) -- whose March 31, 2004 balance sheet reports a stockholders' deficit of $17,462,107 -- is a holding company with its headquarters in Louisville, Kentucky. The Company's operating revenues are derived from its wholly owned subsidiary, Interstate University, Inc. a driver training school headquartered in Evansville, Indiana. The Company continues to investigate acquisition and merger opportunities. LUBY'S INC: Board Approves Headquarters Relocation to Houston ------------------------------------------------------------- Luby's, Inc.'s (NYSE:LUB) Board of Directors has approved the relocation of its corporate headquarters to Houston, Texas. This move, which will be completed by the end of 2004, will consolidate all of the Company's corporate operations in one city. Luby's has asked all of its San Antonio-based corporate employees to relocate with the Company to Houston. Luby's San Antonio restaurant locations will be unaffected by the move. "Moving the San Antonio corporate office staff to Houston will help Luby's by bringing the entire headquarters operation together in one city," said Chris Pappas, President and CEO. "For the past three years, the Company has functioned with corporate operations straddling two cities. Houston is Luby's largest market with 40 restaurants and is home to our centralized facilities service center. In addition, many of our key management personnel live in Houston. Bringing everyone together into one city will provide increased efficiency and productivity." The relocation of the corporate headquarters will begin this summer and is targeted to complete in early December. As part of the relocation, Luby's will move approximately 80 jobs from San Antonio to Houston. Luby's operates 15 restaurants in San Antonio, employing more than 800 people. "San Antonio has always been and continues to be a very important city for Luby's. The city is one of our largest markets and is a place where Luby's will maintain a presence, staying involved in the community and its local charities," said Mr. Pappas. "This relocation will be a difficult change for our San Antonio corporate employees, all of whom have worked hard over the years as part of the Luby's family. We recognize the impact such a business decision has on the lives of our people, however we will do everything we can to make the transition as stress-free as possible. Ultimately, we believe this change will help continue the ongoing success of our Company for our shareholders and all Luby's employees across Texas." Luby's already has significant operations in Houston. The facilities service center manages the Company's restaurant assets, overseeing all of the repairs and maintenance, equipment upgrades, construction, and all other asset management responsibilities. Additionally, the heads of Marketing, Human Resources, Internal Audit, Real Estate, Communications, and Special Projects/Finance, as well as senior management all live in Houston and travel to San Antonio on a regular basis. In total, Luby's currently has more than 50 non-restaurant employees who live in Houston. Luby's provides its customers with delicious, home-style food, value pricing, and outstanding customer service at its 139 restaurants in Dallas, Houston, San Antonio, the Rio Grande Valley, and other locations throughout Texas and other states. Luby's stock is traded on the New York Stock Exchange (symbol LUB). For more information about Luby's, visit the Company's website at http://www.lubys.com/ * * * As reported in the Troubled Company Reporter's June 9, 2004 edition, Luby's Inc. (NYSE:LUB) announced that it has entered into agreements to refinance the Company's outstanding bank debt, amend the terms of the Company's outstanding subordinated convertible debt, and renew the employment contracts of Chris Pappas, president and chief executive officer, and Harris Pappas, chief operating officer. The new bank debt structure consists of a $50 million secured revolving line of credit and a $27.9 million secured term loan. "We are very pleased to have refinanced our debt into a structure that better suits our current financial and operational strategies," said Chris Pappas. "With this new structure, we can continue to pay down our debt with the sale of excess real estate properties while still having the flexibility provided by a traditional revolver." MIRANT CORP.: Court Authorizes Depositions of Five Tax Assessors ---------------------------------------------------------------- Judge Lynn of the U.S. Bankruptcy Court of the Northern District of Texas authorizes the Mirant Corporation Debtors to take the depositions of five Tax Assessors: (i) David Adams -- Haverstraw (ii) former assessor Franklin Stein -- Haverstraw (iii) John O'Shaughnessy -- Stony Point (iv) David M. Griffin -- Forestburgh (v) Minke M. Kwak -- Lumberland Moreover, the Court rules that: (a) Each of the depositions of the Assessors will be no more than one hour in length; (b) The scope of the Debtors' depositions of the Assessors is limited to (i) matters relating to any improper conduct in the assessment or Board of Assessment Review process, and (ii) discovery, to the extent that it might, directly or indirectly, provide or lead to evidence, which could be admissible in New York tax certiorari proceedings pursuant to Article 7 of the New York Real Estate Tax Laws; (c) The Debtors are authorized to take the depositions of a representative of Haverstraw and Stony point for no more than one hour; (d) The scope of the Debtors' depositions of the Town Representatives is limited to discovery of matters which might lead to evidence that could be admissible in New York tax certiorari proceedings pursuant to Article 7 of the RPTL, or regarding matters relating to any improper conduct in the assessment or BAR process; (e) Any documents in the possession of the Tax Authorities not already produced to the Debtors pursuant to outstanding document production requests of the Debtors, will be produced by the Tax Authorities, but limited solely to the extent that the documents fall within the scope and limitations of the depositions of the Assessors and Town Representatives; (f) The Tax Authorities will answer any outstanding interrogatories the Debtors propounded but previously objected to on relevant grounds, subject to and consistent with the limitations ordered regarding the depositions and the document production; (g) The Debtors are not authorized at this time to depose any witness on matters relating that are pertinent only to the Debtors' 505 Motion, nor must the Tax Authorities produce documents or answer interrogatories relating to issues that are pertinent only to the 505 Motion; (h) The Debtors and the Tax Authorities will provide a schedule of the agreed deposition dates and times to the Court; and (i) At 8:30 a.m. on the first business day after any scheduled deposition, the Court will hear any disputes regarding questions asked and questions for which objections were lodged or otherwise not answered, and rule accordingly. The Court will err towards ordering the answering of any question. However, any question which is clearly beyond the limitations established by the Order will be deemed a clear violation of the District's standards for conduct, as established by Dondi Properties Corp. v. Commerce Savings and Loan Association. Headquartered in Atlanta, Georgia, Mirant Corporation -- http://www.mirant.com/-- together with its direct and indirect subsidiaries, generate, sell and deliver electricity in North America, the Philippines and the Caribbean. The Company filed for chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03- 46590). Thomas E. Lauria, Esq., at White & Case LLP represent the Debtors in their restructuring efforts. When the Company filed for protection from their creditors, they listed $20,574,000,000 in assets and $11,401,000,000 in debts. (Mirant Bankruptcy News, Issue No. 38; Bankruptcy Creditors' Service, Inc., 215/945-7000) NATIONAL CENTURY: Aprahamian Wants to Buy Lincoln Clinic for $4.5M ------------------------------------------------------------------ Michael S. Kogan, Esq., at Ervin, Cohen & Jessup, in Beverly Hills, California, reminds the U.S. Bankruptcy Court for the District of Ohio that at the auction for the sale of the Lincoln Hospital Property, Mark Aprahamian offered the second-highest bid at $4,525,00. Mr. Aprahamian was a Qualified Bidder under the Bid Procedures Order and timely submitted the requisite $25,000 deposit and other information to participate in the Auction. The Bid Procedures Order set forth a mechanism if the initial Successful Bidder is unable to close the sale: "In the event the Successful Bidder, as approved by the Court, fails to close its purchase of the Medical Clinic pursuant to the Asset Purchase Agreement and the Sale Order, the Qualified Bidder who submitted the second highest competing bid at the Auction Sale, as approved by the Debtors, shall be deemed to be the Successful Bidder and will be obligated to close its proposed purchase of the Medical Clinic on the terms and conditions of its last bid." Apparently, Liberty National will not close the sale of the Lincoln Hospital Property because of potential environmental issues. Therefore, Mr. Aprahamian asks the Court to: (a) approve the sale of the property to him; (b) direct MDOC to prepare and execute a purchase agreement with him; (c) determine that he is a good faith purchaser. Trust Amends Purchase Agreement David A. Beck, Esq., at Jones Day Reavis & Pogue, in Chicago, Illinois, reports that since the National Century Financial Enterprises, Inc. Debtors' emergence from bankruptcy, the Unencumbered Assets Trust and Liberty National Enterprise, L.P., have engaged in discussions regarding the sale of the Lincoln Hospital Property. Liberty National has raised concerns and potential claims regarding the environmental condition of the Lincoln Hospital Property, and other issues regarding the parties' rights and obligations under the Purchase Agreement. To resolve their disputes, the Trust, Liberty National and Platnum Properties L.P., as Liberty National's assignee under the Purchase Agreement, have agreed in principle to amend the Purchase Agreement on these terms: A. Modification of Purchase Price The purchase price for the Lincoln Hospital Property would be reduced to $4,530,000. B. Environmental Issues Platnum would agree that it has received a copy of the Limited Subsurface Soil Sampling and Testing Report for the Property Located at 115-129 East Washington Boulevard, Los Angeles, California, dated June 18, 2004, by Environmental Managers & Auditors, Inc. -- the Phase II Report. Platnum would further agree that its purchase of the Lincoln Hospital Property is based solely on its review of the Phase II Report and its own expertise and not on any representations made by MDOC, the Trust or their officers, directors, employees, agents or attorneys. Platnum and Liberty National also would release MDOC, the Trust and their officers, directors, employees, agents, attorneys and other professionals from any and all claims relating to the condition of the Lincoln Hospital Property, including any environmental claims. C. Resolution of Disputes Relating to Lincoln Hospital Liberty National would agree to take all steps necessary to dismiss its appeal of the Court Order vacating the April 16, 2004 Sale Order. On the dismissal of the Appeal, the Trust will return to Liberty National the $25,000 deposit made in connection with the auction of the Lincoln Hospital Property. Upon the return of the Deposit, MDOC, the Trust, Liberty National and Platnum would be deemed to have released each other and their officers, directors, employees, agents, attorneys and other professionals from any and all claims, obligations, suits, judgments, damages, demands, debts, rights, causes of action and liabilities relating to the asset purchase agreement for the Lincoln Hospital, the marketing and auction of the Lincoln Hospital or the Vacating Order. The Trust believes that the transaction is wholly consistent with the Bidding Procedures Order and the Plan Confirmation Order. Moreover, the Plan provides that the Debtors and the Trust are authorized to settle and compromise claim disputes without Court approval. Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- is the market leader in healthcare finance focused on providing medical accounts receivable financing to middle market healthcare providers. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. D. Ohio Case No. 02-65235). Paul E. Harner, Esq., Jones, Day, Reavis & Pogue represents the Debtors in their restructuring efforts. (National Century Bankruptcy News, Issue No. 43; Bankruptcy Creditors' Service, Inc., 215/945-7000) NATIONSLINK FUNDING: S&P Raises & Affirms Series 1999-1 Ratings --------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on five classes of NationsLink Funding Corp.'s commercial mortgage pass- through certificates from series 1999-1. Concurrently, the ratings are affirmed on three classes from the same transaction. The raised and affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios, as well as the stable performance of the pool. As of June 21, 2004 remittance report, the collateral pool consisted of 318 loans with an aggregate principal balance of $1,006.9 million, down from 331 loans totaling $1,222.1 million at issuance. The master servicer, ORIX Capital Markets LLC, provided Dec. 31, 2003 net cash flow debt service coverage figures for 95% of the pool. Based on this information, Standard & Poor's calculated a weighted-average DSC of 1.58x, up slightly from 1.56x at issuance. To date, the trust experienced three losses totaling $4.2 million and 10 loans were defeased. All of the loans in the pool are current. Per the remittance report, the trust experienced an interest shortfall of $151,236.82. Per ORIX, the non-recurring interest shortfall occurred principally due to legal expenses associated with a review of the mortgage loan files in order to insure there were no breaches of representations or warranties. The top 10 loans have an aggregate outstanding balance of $270.0 million. The weighted average DSC for the top 10 loans decreased to 1.26x, down from 1.60x at issuance. The decline is largely due to the performance of three loans, which are on ORIX's watchlist and are discussed below. Standard & Poor's reviewed property inspections for nine of the assets underlying the top 10 loans and all of the assets were characterized as "good." According to the special servicer, also ORIX, there are six specially serviced loans. A $7.5 million loan is secured by a single-tenant retail property in Everett, Washington. After the sole-tenant vacated, the borrower secured a month-to-month tenant. The borrower has come out of pocket to keep the loan current over the past two years. No prospective alternative tenants have been noted by ORIX and substantial losses may occur. A $4.5 million loan is secured by an industrial property in Sunnyvale, California. Despite a loan modification, the borrower has been unable to meet the terms of the loan and ORIX is pursuing a discounted payoff. Based on a March 18, 2004 appraisal of $3.2 million, an appraisal reduction amount was placed for $1.8 million on May 11, 2004 and substantial losses may occur. The remaining four loans are cross-collateralized and cross-defaulted loans secured by healthcare facilities in Missouri. In an effort to improve performance at two of the four properties, the borrower performed unauthorized improvements. The loans were transferred to ORIX solely for the unauthorized improvements and no losses are expected. ORIX's watchlist consists of 71 loans with an aggregate outstanding balance of $249.2 million. The largest and fourth largest loans are on the watchlist for low DSCs. The cross- collateralized and cross-defaulted loans are both secured by a portfolio of 10 full-service hotels, each of which maintains an established national flag. The hotels are located in seven states and have 1,552 total rooms. DSCs for the two loans dropped to 1.05x and 1.25x, respectively, which represents declines of 46% and 37%, respectively, from issuance, due to poor occupancy especially at three properties. The seventh largest loan is secured by an independently flagged, 244-room hotel property. The property is a major conference center located only seven miles south of Rochester, N.Y. It has experienced weak occupancy as a result of declining business travel over the past three years. Occupancy was 57% as of Sept. 30, 2003, and DSC was 1.12x as of Dec. 31, 2003. This reported DSC represents a 34% decline from issuance. The remaining loans on the watchlist generally suffered from low occupancy and DSC or upcoming lease expirations, and were stressed accordingly. The trust collateral is located across 32 states, and only California accounts for more than 10% of the pool balance. Property concentrations greater than 10% of the pool balance are found in multifamily, retail, industrial, hotel, and office property types, with healthcare, manufactured housing, self- storage, and other/special purpose assets comprising the remaining property types. Standard & Poor's stressed the loans on the watchlist along with other loans with credit issues as part of its pool analysis. The resultant credit enhancement levels support the raised and affirmed ratings. Ratings Raised NationsLink Funding Corp. Mortgage pass-thru certs series 1999-1 Rating Class To From Credit Enhancement C AAA AA- 23.26% D A+ A- 16.58% F BBB- BB 8.08% G BB+ BB- 7.17% H B+ B 4.14% Ratings Affirmed NationsLink Funding Corp. Mortgage pass-thru certs series 1999-1 Class Rating Credit Enhancement A-2 AAA 35.70% B AAA 29.32% X AAA N/A N/A - Not applicable. NATIONSLINK: Fitch Affirms 1999-SL Classes F & G Ratings at Low-Bs ------------------------------------------------------------------ Fitch Ratings affirms NationsLink Funding Corporation's commercial mortgage pass-through certificates, series 1999-SL, as follows --$87.8 million class A-4 'AAA'; --$71.1 million class A-5 'AAA'; --$59.9 million class A-6 'AAA'; --$67.7 million class A-IV 'AAA'; --$32.4 million class B 'AA'; --$28.4 million class C 'A'; --$20.4 million class D 'BBB'; --$11 million class E 'BBB-'; --$25.1 million class F 'BB'; --$9.4 million class G 'BB-'. Fitch does not rate the notional $418.2 million class X. Classes A-1, A-2, and A-3 have been paid in full. As of the June 2004 distribution date, the pool's collateral balance has been reduced 66.1%, to $399.4 million from $1.18 billion at issuance. There are 1007 loans remaining of the original 2755 at issuance. The affirmations reflect the transaction's pro-rata pay structure, which allows current subordinate classes to pay down concurrently with the senior classes. The transaction converted to a pro rata pay from sequential pay structure upon achieving specific credit enhancement targets. The transaction will revert back to a standard sequential pay structure when the collateral balance is less than 25% of the original collateral balance, plus realized losses or if delinquencies of 60 days or greater amount to greater than 2.5% of the collateral balance. With respect to the second trigger, if delinquencies declined to less than 1% of the pool, the modified pro-ray structure would then be reinstated. The triggers are designed to prevent the senior classes from adverse selection as the pool size declines or if widespread collateral deterioration occurs. The transaction also includes an overcollateralization feature which creates a first loss piece that absorbs any losses that otherwise would result in principal loss to the trust. The current OC amount is equal to $18.8 million. To date, the OC structure of the pool has prevented any principal losses to be incurred by the trust. Currently, six loans are in special servicing. The largest loan is secured by a limited-service hotel property in Chehalis, WA and is currently 90+ days delinquent. The decline in performance is a result of increased vacancy. Based on a recent appraisal value that was significantly below the loan's total exposure, Fitch projects a loss at the time of disposition from the trust. NEP INC: Standard & Poor's Rates Corporate Credit at B ------------------------------------------------------ Standard & Poor's Ratings Services assigned a 'B' corporate credit rating to NEP Inc. Standard & Poor's also assigned 'B' ratings and recovery ratings of '4' to NEP subsidiary NEP Supershooters L.P.'s proposed $20 million first lien revolving credit facility and $135 million first lien term loan, indicating expectations of a marginal recovery of principal in the event of default. A 'CCC+' rating and a recovery rating of '5' were assigned to the proposed $30 million second lien term loan facility, indicating expectations of a negligible recovery of principal in default. Borrowings under the proposed term loans will be used to help fund the purchase of NEP. The outlook is stable. On a June 30, 2004, pro forma basis, the Pittsburgh, Pa.-based national provider of outsourced media services for the delivery of live and broadcast sports and entertainment events had about $171 million of debt. "The rating on NEP reflects its small cash flow base, cash flow concentration in the mobile television production business, potential volatility stemming from contract gains and losses, weakness in its Studios and post-production unit, increasing competition in its Screenworks business, and a limited track record of operating performance as a consolidated entity," said Standard & Poor's credit analyst Steve Wilkinson. "These factors are partially offset by the good competitive positions of NEP's businesses and their decent margins." NET PERCEPTIONS: Appoints G. Delzanno as New Independent Director ----------------------------------------------------------------- Net Perceptions, Inc. (Nasdaq: NETP) appointed Gianmaria C. Delzanno to fill the vacancy on the Company's four member Board of Directors through the Company's next annual meeting in 2005. Mr. Delzanno, an independent Director, will serve on the Company's Audit Committee with Directors Nicholas Sokolow and David A. Jones. Mr. Delzanno is the President of Delzanno & Co., Inc., a New York- based advisory firm focused on mergers and acquisitions advisory, private equity investments and private placements. Prior to forming his own firm, Mr. Delzanno had been an investment banker at Schroder Wertheim for 12 years where he focused on industrial manufacturing. Warren B. Kanders, Executive Chairman of Net Perceptions, commented, "We are very pleased that Gianmaria has agreed to join our Board of Directors. He brings over 20 years of experience in both domestic and cross-border mergers and acquisitions, investment banking and corporate finance experience to bear and we believe that he will add significant value as we continue the execution of our asset redeployment strategy." Mr. Delzanno added, "I am happy to have the opportunity to serve on the Net Perceptions board as the new management team pursues the goal of enhancing shareholder value through its asset redeployment strategy while continuing to manage its existing revenue generating assets." Net Perceptions, formerly a provider of analytic predictive solutions software, is seeking to redeploy its assets and use its cash, cash equivalents and non-cash assets to enhance stockholder value. The Company continues to generate revenue through the licensing of its source code. * * * Liquidity and Capital Resources In its Form 10-Q for the quarterly period ended March 31, 2004, Net Perceptions, Inc. reports: "Since inception, we have financed our operations primarily through the sale of equity securities. At March 31, 2004, we had $13.0 million of cash, cash equivalents and short-term investments, compared to $61.5 million at March 31, 2003. This significant reduction was primarily due to the special cash distribution paid on September 2, 2003 to record holders of our common stock on August 18, 2003 in the aggregate amount of approximately $42.2 million, the satisfaction of substantially all of our accrued restructuring obligations and operating losses incurred from March 31, 2003 through March 31, 2004. "During 2003 and 2002 and 2001, we instituted certain restructuring plans to better align our cost structure with our business outlook and general economic conditions. Under the restructuring plans, we recorded restructuring related charges totaling $2.3 million, $768,000 and $15.6 million during 2003, 2002 and 2001, respectively. A total of approximately $6.9 million was charged against the restructuring reserve during 2003. As of March 31, 2004, the total accrued restructuring liability was $18,000. Management estimates that 100% of this reserve will be a use of cash in 2004 for remaining rent commitments, less estimated sublease income, related to facilities we have vacated. "We believe that existing cash and investments will be sufficient to meet our expected working capital needs for the next twelve months. However, uncertainties exist as to the amounts we will receive in connection with any potential sales of assets, the costs of implementing our asset redeployment strategy and the precise value of our existing obligations and liabilities, which may exceed our available cash and cash equivalents. Furthermore, we may be unable to settle or otherwise resolve our remaining obligations and liabilities, and we may incur or be subject to additional obligations and liabilities, which could collectively exceed our available cash and cash equivalents." NEW CENTURY: Banks Agree to Increase Subsidiaries' Credit Line -------------------------------------------------------------- On May 21, 2004, New Century Funding A, an indirect wholly-owned subsidiary of New Century Financial Corporation, entered into an Amended and Restated Master Repurchase Agreement with Bank of America, N.A. The purpose of the Agreement was to renew the existing credit facility with Bank of America increasing the maximum credit available from $750 million to $2 billion ($1 billion of which is uncommitted). The Agreement expires on May 11, 2005. In addition, New Century Financial and New Century Mortgage Corporation, a wholly-owned subsidiary of New Century Financial, entered into an Amended and Restated Guaranty and Pledge Agreement, dated May 21, 2004, with Bank of America with respect to the Agreement. On May 21, 2004, New Century Mortgage and NC Capital Corporation, a wholly-owned subsidiary of New Century Mortgage, entered into Amendment No. 1 and Joinder with Morgan Stanley Bank and Morgan Stanley Mortgage Capital, Inc. The purpose of the Amendment was to temporarily increase the maximum credit available from $1.5 billion to $2 billion through and including the completion of a securitization in June 2004 by an indirect subsidiary of New Century Financial and to add New Century Residual II Corporation, an indirect subsidiary of New Century Financial, as a co-borrower on the facility. * * * As reported in the Troubled Company Reporter's April 8, 2004 edition, Standard & Poor's Rating Services placed its ratings for Irvine California based-New Century Financial Corp. (NASDAQ: NCEN), including the company's 'BB-' counterparty credit and 'B+' senior unsecured debt ratings, on CreditWatch with positive implications. "The CreditWatch placement follows the company's announcement that its board of directors voted in favor of converting the company to a REIT, subject to final Board approval of relevant legal, accounting, and financial matters and shareholder approval," said Standard & Poor's credit analyst Steven Picarillo. CreditWatch with positive implications indicates that the rating could be raised or affirmed. NEW WORLD PASTA: Look for Schedules & Statements This Week ---------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Pennsylvania gave New World Pasta Company and its debtor-affiliates a few more days to file their schedules of assets and liabilities, statements of financial affairs and lists of executory contracts and unexpired leases required under 11 U.S.C. Sec. 521(1). The Debtors have until July 23, 2004, to prepare, deliver and file these financial disclosure documents. Headquartered in Harrisburg, Pennsylvania, New World Pasta Company -- http://www.nwpasta.com/-- is the leading dry pasta manufacturer in the United States. The Company filed for chapter 11 protection on May 10, 2004 (Bankr. M.D. Pa. Case No. 04-02817). Eric L. Brossman, Esq., at Saul Ewing LLP represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, they listed both estimated debts and assets of over $100 million. NEW WORLD PASTA: US Trustee Names 7-Member Creditors' Committee --------------------------------------------------------------- The United States Trustee for Region 3 appointed seven creditors to serve on an Official Committee of Unsecured Creditors in New World Pasta Company's Chapter 11 cases: 1. Richard F. Conway Lampe, Conway & Co. 680 Fifth Ave. Suite 1202 New York, New York 10019 Phone: 212-581-8989 Fax: 212-581-8999 2. Martin Feig, Vice President The Bank of New York 101 Barclay St. (8W) New York, New York 10286 Phone: 212-815-5383 Fax: 212-815-5131 3. Philip J. Brendel Debt Strategies Fund, Inc. 800 Scudders Mill Rd, Area 1B Plainsboro, New Jersey 08536 Phone: 609-282-0143 Fax: 609-282-2940 4. Mark Paules, Vice President C-P Flexible Packaging 15 Grumbacher Rd. York, Pennsylvania 17402 Phone: 717-764-1193 Fax: 717-764-2039 5. James M. Meyer, Vice President U.S. Durum Milling, inc. 7900 Van Buren St. Louis, Missouri 63111 Phone: 314-633-3812 Fax: 314-752-7621 6. Jamie Zimmerman, Managing Member Litespeed Master Fund, Ltd. 237 Park Ave. Suite 900 New York, New York 10017 Phone: 212-808-7420 Fax: 212-808-7425 7. Steven P. Vizoukis, Vice President Caraustar Custom Packaging Group 50 Chestnut Ridge Rd. Montvale, New Jersey 07645 Phone: 201-930-1511 Fax: 201-930-0489 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Headquartered in Harrisburg, Pennsylvania, New World Pasta Company -- http://www.nwpasta.com/-- is the leading dry pasta manufacturer in the United States. The Company filed for chapter 11 protection on May 10, 2004 (Bankr. M.D. Pa. Case No. 04-02817). Eric L. Brossman, Esq., at Saul Ewing LLP represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, they listed both estimated debts and assets of over $100 million. NEWMARKET TECHNOLOGY: Alerts Stockholders on New Name & Symbol -------------------------------------------------------------- NewMarket Technology Inc. (OTCBB:NMKT) released a letter to shareholders to introduce the recent NewMarket name change and corresponding symbol change on the OTCBB. The letter reaffirms the 2004 corporate plan to achieve $50 million in annualized revenue and updates shareholders on recent progress to identify and act against specific illegal trading activity. Dear Fellow Shareholders, On Friday, July 16, the OTCBB Exchange changed our ticker symbol to reflect our recent Corporate name change from IPVoice Communications Inc. (OTCBB:IPVO) to NewMarket Technology Inc. (OTCBB:NMKT). The name change has been part of our overall long- term plan to expand our business model to include Internet technologies beyond just VoIP. However, we may get more benefit from this name change than just re-branding our expanded business model. As shareholders you all own stock, though most of you have never seen a stock certificate. You have an electronic report in the form of your account statement that reflects your stock ownership. Some of you may not realize that paper certificates even exist, but they do. The Depository Trust Company (DTC) is charged with the responsibility of insuring that your electronic report of stock ownership corresponds to an actual paper stock certificate representing shares owned. This is no easy task, given the high volume of daily trades, let alone the fact that a single share may trade hands multiple times in any given hour. Introduce the practice of short selling and the correlation of electronic certificates to paper certificates arguably becomes almost an impossibility. I am sure many of you understand naked short selling practices, but some of you may not be familiar with the strategy. Naked short selling is simply the sale of a share that does not exist in hopes that the price will go down allowing the short seller to buy stock at a lower price to fill his short order. In the event of a short sale, there are more electronic certificates than paper certificates until the short seller buys stock to fill their short sale. If the stock price goes up, the short seller loses money, just like you may lose money if you bought stock and the price goes down. Short selling, within certain rules, is not illegal. However, when a short seller coordinates his efforts with posting false claims about Company operations on the Terra Lycos Raging Bull online bulletin board, then a law has been broken. Such a short seller is attempting to manipulate the share price down in order to benefit from their short sale. We have tracked many Raging Bull posters and we have discovered individuals employed by investment banking firms. We are taking action accordingly and will continue in our efforts to track other suspicious Raging Bull posters. Some short sellers never intend to buy stock to fill their short sales. Technically, to sell a share short a share must first be borrowed so that in the event the share price goes up, the borrowed share can be collected to fill the short order. Naked short sellers take advantage of foreign brokers outside the close scrutiny of United States regulators to borrow against shares that might not exist in order to make short sales. This is where the Berlin Stock Exchange may be an issue. The Berlin Stock Exchange has been very uncooperative in working with us to mitigate the potential of any issue. The Berlin Exchange has recognized in writing the ability for their Exchange to be utilized to support naked short selling in the United States, but has nevertheless refused our repeated requests to be de-listed in what they believe to be the best interest of German shareholders. We have made an offer to coordinate a purchase of all stock traded on the Berlin Exchange and ostensibly held by German shareholders in combination with a de-listing of our stock on the Berlin Exchange. The Berlin Stock Exchange has not taken our offer. We have engaged German legal representation and will take the necessary legal actions. What can we do in addition to pursuing message board posters and the Berlin Stock exchange in court? Request your broker to send you the paper certificates for your stock. This will force a reconciliation of paper and electronic certificates and uncover any open short positions so that regulators can deal with the naked shorters accordingly. With the name change and ticker symbol change, new paper stock has been created with a new CUSIP number. CUSIP stands for Committee on Uniform Securities Identification Procedures. A CUSIP number identifies stocks of all registered U.S. and Canadian companies. The CUSIP system is owned by the American Bankers Association and operated by Standard & Poor's. Technically, all existing paper certificates, either in a safe at the DTC or in a safe at your broker's, should be exchanged for a new paper certificate with the new CUSIP number. The exchange of all old paper certificates for new paper certificates would effect a reconciliation of all paper certificates with all electronic certificates and all short positions would be uncovered. This process however is not well regulated. By each legitimate shareholder demanding a paper certificate, the electronic reconciliation can be essentially effected by shareholder mandate. Do not let your broker deny you the right to "order out" a stock certificate. You may find resistance from your broker when you make this request. You have the right to receive paper certificates. Do not take no for an answer. An artificial supply of Company stock may be the cause of our recent share price decline. Basic economics tells us if supply is plentiful, then the price declines. However, if through an electronic share reconciliation we discover that the supply is truly artificial and that actually a scarcity of stock exists, then basic economics will work to increase the share price. Please do not hesitate to contact the Company with any questions regarding a request for a paper certificate. We also want to hear about any resistance you encounter in your request. While we are working diligently to manage the current suspicious trading activity, the majority of our time is dedicated to continuing to grow the Company accordingly to plan. We recently announced a $1 million dollar organic sales contract and anticipate closing similar deals in the near future. We are beginning to realize notable sales traction with an improved opportunity to sign larger contracts. We are closing the books for the second quarter now and will announce the second quarter results and the forecast for the balance of 2004 in early August. We are on track to meet our corporate goal of an annual revenue run rate of $50 million by year end with $20 million in booked revenue. In spite of the recent suspicious stock trading activity, the Company is in better operational condition then ever. Thank you for your ongoing support. Philip Verges, CEO NewMarket Technology Inc. About NewMarket Technology Inc. In 2002, NewMarket (formerly IPVoice Communications Inc.) -- http://www.newmarkettechnology.com/-- launched a business plan to continuously introduce emerging communication technologies to market. The plan included a financing model for early technologies and an approach to creating economies of scale through a specialized service and support organization intended specifically for the emerging technology industry. The Company posted six consecutive profitable quarters through 2003 and established an annualized $15 million in revenue. In 2003, NewMarket acquired Infotel Technologies in Singapore and IP Global Voice, led by CEO Peter Geddis, a former Executive Vice President and Chief Operating Officer of Qwest Communications (NYSE:Q). In 2004, the Company diversified its communications technology offering into the healthcare and homeland security industries with the respective acquisitions of Medical Office Software Inc. and Digital Computer Integration Corp. RKM IT Solutions of Caracas, Venezuela, was also recently acquired as NewMarket's entry into the Latin American market. * * * Liquidity and Capital Resources In the Form 10-QSB for the quarterly period ended March 31, 2004, NewMarket reports: "At March 31, 2003, the Company had cash of $16,300 and a working capital deficit of $1,510,700 as compared to cash of $1,395,000 and working capital surplus of $252,000 at March 31, 2004. This improved working capital situation was due primarily to the implementation of the previously herein described new business model implemented in June 2002, which includes as part of the plan the acquisitions made over the last year. In addition we have been successful attracting investment capital to carry out this business model. "Since inception, the Company has financed operations primarily through equity security sales and convertible debt. The nature of the growth strategy of the Company will require further funding to be acquired either through equity or debt. Accordingly, if revenues are insufficient to meet needs, we will attempt to secure additional financing through traditional bank financing or a debt or equity offering; however, because the rapid growth and nature of the acquisitions of the Company and the potential of a future poor financial condition, we may be unsuccessful in obtaining such financing or the amount of the financing may be minimal and therefore inadequate to implement our continuing plan of operations. There can be no assurance that we will be able to obtain financing on satisfactory terms or at all, or raise funds through a debt or equity offering. In addition, if we only have nominal funds by which to conduct our operations, it will negatively impact our potential revenues." NIR DIAGNOSTICS: Grants Stock Options to 6 Outside Directors ----------------------------------------------------------- NIR Diagnostics Inc., (TSX Venture:CEM) formerly CME Telemetrix Inc., a leading-edge developer of near-infrared instruments, announced grants of stock options to six outside directors of the Company under the 2003 Stock Option Plan, which was approved by shareholders in December 2003, and amended by shareholders in July, 2004. At a meeting on July 15, 2004, the Board of Directors of CME Telemetrix granted such outside directors an aggregate of 60,000 stock options at an exercise price of $0.40 per option. In accordance with the Plan, the options have a term of 5 years and vest over an eighteen month period. On July 15, 2004, shareholders of the Company approved an amendment to the Plan to increase the maximum number of shares reserved for issuance under the Plan from 2,500,000 to 4,750,000. NIR Diagnostics is a leading developer of near infrared, spectroscopy based, medical diagnostic technology. The Company has an extensive portfolio of optical, electronic and algorithm related patents in the field of blood analysis. Currently, the Company's primary focus is the development of in vivo and in vitro devices that utilize near infrared light to measure key blood analytes. * * * As reported in the Troubled Company Reporter's February 19, 2004 edition, NIR Diagnostics, formerly known as CME Telemetrix is continuing to pursue strategic initiatives, which include ongoing discussions with potential partners and the exploration of merger and acquisition opportunities. Also, to manage its cash position, management gave working notice to substantially all of its employees of their termination. This action ensures that should the Company not be able to secure adequate short-term and long- term financing it will not be liable for statutory termination payments. "We regret having to take this action in light of the tremendous dedication and loyalty our employees have demonstrated," said Duncan MacIntyre, President and Chief Executive Officer. "We remain committed to our goal of developing non-invasive blood monitoring devices that will improve the quality of life of millions of people, but in order for our scientists to continue this vital work we must secure additional capital resources." In the event that a financing solution is not found in the coming weeks, the Company will take further steps to wind down operations. OWENS CORNING: Futures Representative Asks Court to Quash Subpoena ------------------------------------------------------------------ James J. McMonagle, legal representative for future asbestos claimants, asks the U.S. Bankruptcy Court for the District of Delaware to enter a protective order and quash a document and deposition subpoena served on him on June 13, 2004 by counsel for Kensington International Limited, Springfield Associates, LLC, and Angelo Gordon. Mr. McMonagle argues that: (1) While bankruptcy rules ordinarily allow depositions in adversary proceedings and contested matters, no adversary proceedings or contested matter is specified in the Subpoena. To the extent that Kensington seeks a deposition outside the context of a specific adversary proceeding or contested matter, there is no mechanism in the Federal Rules of Bankruptcy Procedure to do so, except Bankruptcy Rule 2004 which requires a court order pre-authorizing the examination. Since Kensington failed to obtain a court order, it is not authorized to proceed with the discovery of the Futures Representative; (2) The Subpoena is defective and should be quashed under Rule 45(b)(1) of the Federal Rules of Civil Procedure because it improperly seeks to shorten the Futures Representative's time for response to a document request under Bankruptcy Rule 7034(c); (3) Since 21 of the 24 requests contained in the Subpoena expressly refer to Francis E. McGovern and the remaining three requests implicitly target Professor McGovern, it appears that Kensington is seeking discovery of the Futures Representative in connection with its request to disqualify Professor McGovern. However, Professor McGovern resigned as Mediator in the Debtors' cases, effective June 30, 2004. The Disqualification Motion is therefore moot, and there is no valid purpose to be served by taking the discovery sought by the Subpoena; (4) The discovery sought by the Subpoena is nothing more than a massive and impermissible fishing expedition overwhelmingly unrelated to the Debtors' Chapter 11 cases; (5) The Subpoena impermissibly seeks discovery concerning: (a) meetings of the future claimants' representatives in various Chapter 11 cases, including cases that were not pending before Judge Wolin; (b) Professor McGovern's views on the proposed FAIR Act bankruptcy legislation; and (c) the Congressional testimony of Eric Green concerning the proposed FAIR Act bankruptcy legislation. As the Bankruptcy Court found in connection with the Disclosure Statement hearing, the FAIR Act is irrelevant to the Debtors' Chapter 11 cases. Even if it were relevant, at most it is a subject that relates to plan confirmation. Therefore, discovery now is premature. Discovery concerning trust distribution procedures and trust claims processing -- which were, in addition to the FAIR Act, the subjects discussed at meetings of the future claimants' representatives -- is similarly improper because it relates to plan confirmation, and is premature. Additionally, discovery concerning the futures representatives other than Mr. McMonagle is irrelevant to the Debtors' Chapter 11 cases; and (6) The Requests are improper because they seek mediation- privileged communications, discovery relating to a reorganization plan, and discovery of attorney-client communications and attorney work product. Headquartered in Toledo, Ohio, Owens Corning -- http://www.owenscorning.com-- manufactures fiberglass insulation, roofing materials, vinyl windows and siding, patio doors, rain gutters and downspouts. The Company filed for chapter 11 protection on October 5, 2000 (Bankr. Del. Case. No. 00-03837). Mark S. Chehi, Esq., at Skadden, Arps, Slate, Meagher & Flom represents the Debtors in their restructuring efforts. On Jun 30, 2001, the Debtors listed $6,875,000,000 in assets and $8,281,000,000 in debts. (Owens Corning Bankruptcy News, Issue No. 79; Bankruptcy Creditors' Service, Inc., 215/945-7000) PACIFIC ENERGY: Declares Cash Distribution for Second Quarter ------------------------------------------------------------- Pacific Energy Partners, L.P. (NYSE:PPX) declared a cash distribution of $0.4875 per unit for the quarter ended June 30, 2004, payable August 13, 2004, to unitholders of record as of July 30, 2004. This distribution is unchanged from the prior quarter but represents a 5.4 percent increase over the distribution for the quarter ended June 30, 2003. Pacific Energy Partners, L.P. (Moody's, Ba2 Corporate Credit Rating) is a Delaware limited partnership headquartered in Long Beach, California. Pacific Energy Partners is engaged principally in the business of gathering, transporting, storing and distributing crude oil and other related products in California and the Rocky Mountain region. Pacific Energy Partners generates revenues primarily by charging tariff rates for transporting crude oil on its pipelines and by leasing capacity in its storage facilities. Pacific Energy Partners also buys, blends and sells crude oil, activities that are complimentary to its pipeline transportation business. PARMALAT CANADA: Completes CN$610 Million Refinancing ----------------------------------------------------- Parmalat Finanziaria SpA, in Extraordinary Administration, announced the completion of an up to CN$610 million refinancing by its Canadian subsidiaries, Parmalat Dairy & Bakery Inc. and Parmalat Food Inc., as guarantor. Parmalat Dairy and Parmalat Food Inc. are collectively known as "Parmalat Canada". Ontario Teachers' Pension Plan Board has provided financing to Parmalat Dairy which has been used to repay its existing indebtedness and obligations to certain senior lenders. The proceeds of the financing were also used to repay part of the indebtedness owing to the holders of the US$285 million and CN$23 million of senior notes issued by Parmalat Dairy. The amount of the refinancing proceeds which were used to repay existing obligations is approximately CN$550 million. The balance of the funds will be used for general business and operating purposes. OTPPB is providing two term credit facilities for a total of CN$530 million. The Term Facilities have a three year term. The Term Facilities are secured by all of the assets and property of Parmalat Canada and some of the assets of the Canadian holding company, including a pledge of the shares of Parmalat Dairy. The financing also includes a revolving credit facility of up to CN$80 million and underwritten by OTPPB and being provided by a major Canadian bank. The Revolving Facility is for a term of two years, extendible by one year at the discretion of the lender, and is secured on the receivables and inventory of Parmalat Canada. Parmalat Dairy may choose to prepay the credit facilities subject to an early prepayment premium. Subject to certain exceptions, Parmalat Dairy will be obligated to make a prepayment if there are proceeds from the sale of assets, or from the issuance of debt or equity, as well as to make a prepayment of a certain percentage of excess cash flow. Parmalat Dairy will also be required to make a further payment to OTPPB if it sells a substantial portion of its business, or undergoes a direct or indirect change of control or a significant liquidity event under certain circumstances. The terms of the prepayment of the Senior Notes include cash consideration of approximately CN$420 million and the issuance of new senior subordinated notes to the holders of the Senior Notes in the amount of approximately CN$71 million. These new senior subordinated notes mature June 2010 and June 2012. Upon a change of control or sale of all or substantially all of the assets of Parmalat Dairy or a significant liquidity event, Parmalat Dairy must offer to purchase the new senior subordinated notes at their face value. Interest on the new senior subordinated notes will be payable at the option of Parmalat Dairy either: (i) in-kind interest at a rate of 7% per annum; or (ii) in cash at a rate of 5% per annum. The terms of the financing announced today do not permit any cash payment on these new senior subordinated notes during the term of the new facilities provided by OTPPB. OTPPB Bankrolls 100% of Parmalat Canada's Funding Needs Parmalat Dairy & Bakery Inc. announced the completion of a CN$610 million refinancing of its Canadian operations with the Ontario Teachers' Pension Plan. The financing is being provided to repay certain existing indebtedness with the balance of funds being available for general business and operating purposes for the Canadian operations. The financing includes a revolving credit facility of up to CN$80 million, underwritten by Ontario Teachers' Pension Plan and being provided by a major Canadian Bank. "This financing will allow Parmalat Dairy & Bakery Inc. to refinance all of its existing senior debt and provide it with the financial resources necessary to execute its business plans. We are honoured to welcome the Ontario Teachers' Pension Plan as an outstanding financial partner for our business, and this agreement is a strong endorsement of our business and its value," said Nash Lakha, Executive Vice President and Chief Financial Officer of Parmalat Dairy & Bakery Inc. Marc Caira, President and CEO, Parmalat Dairy & Bakery Inc. added, "This financing provides the company with a stable capital structure and the financial resources necessary to drive our business forward for the benefit of our customers, suppliers, employees and shareholders." The Ontario Teachers' Pension Plan was pleased to partner with Parmalat Dairy & Bakery's strong Canadian business through this agreement. "Our commitment to underwrite 100 percent of Parmalat Dairy & Bakery Inc.'s long-term funding requirements will eliminate any uncertainty, amongst suppliers, customers and employees, while its parent company completes its restructuring," said Jim Leech, Senior Vice-President, Ontario Teachers' Pension Plan. Parmalat Dairy & Bakery Inc. is a premier provider of value added branded dairy and food products to Canadian consumers. The business markets a variety of milk and dairy products, such as yoghurt, butter and cheese in Canada under the Parmalat brand name, and other strong brands including ASTRO(R), Beatrice(R), Black Diamond(R), Balderson(R), and Lactantia(R). The Ontario Teachers' Pension Plan is an independent corporation responsible for investing $75.7 billion in assets and administering the pensions of Ontario's 250,000 active and retired teachers. Lazard advised Parmalat on the refinancing. Headquartered in Wallington, New Jersey, Parmalat USA Corporation -- http://www.parmalatusa.com/-- generates more than 7 billion euros in annual revenue. The Parmalat Group's 40-some brand product line includes milk, yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices and employs over 36,000 workers in 139 plants located in 31 countries on six continents. The Company filed for chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04- 11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP represent the Debtors in their restructuring efforts. On June 30, 2003, the Debtors listed EUR2,001,818,912 in assets and EUR1,061,786,417 in debts. (Parmalat Bankruptcy News, Issue No. 25; Bankruptcy Creditors' Service, Inc., 215/945-7000) PG&E NATIONAL: ET Debtors Want to Pay Key Employee Bonuses ---------------------------------------------------------- To successfully wind down their operations, Debtors NEGT Energy Trading Holdings Corporation, NEGT Energy Trading - Gas Corporation, NEGT ET Investments Corporation, and NEGT Energy Trading - Power, L.P., NEGT Energy Services Ventures, Inc., and Quantum Ventures (ET Debtors), in consultation with their financial advisors, National Energy & Gas Transmission, Inc., and NEGT Services Company, LLC, developed a Key Employee Retention Plan to retain and motivate six employees necessary to the efficient and expedient completion of the wind down process. The salient terms of the Retention Plan are: A. Terms Participants will be entitled to earn a guaranteed retention bonus and will be eligible to receive a discretionary retention bonus; B. Administration The Retention Plan will be administered by the Plan Administrator who is the Vice President of the Human Resources of NEG. The Plan Administrator -- with the approval of Alvarez & Marsal, LLC, the Debtors' financial advisor -- will determine which employees will be eligible to participate in the Retention Plan. Each Participant will receive written notification of participation in the Retention Plan, as soon as practicable after the Effective Date, that will designate the amount of the Participant's Guaranteed Bonus. After the Effective Date, the Plan Administrator, in conjunction with Alvarez & Marsal and the President of NEGT Energy Trading Holdings Corporation, may add or substitute Participants when an eligible employee's employment has terminated or reallocate any amounts that have been forfeited under the Retention Plan as a result of a Participant's termination of employment; and C. Timing The Guaranteed Bonus, and any Discretionary Bonus, will become payable within 10 business days after the Participant's date of termination. Martin T. Fletcher, Esq., at Whiteford, Taylor & Preston, LLP, in Baltimore, Maryland, states that the Participants will provide the ET Debtors with vital accounting and other financial services including analysis and reconciliation of outstanding trade contracts and claims review and research. It is anticipated that the Participants will be required to remain with the ET Debtors at least until December 31, 2004. The ET Debtors estimate that if the Participants remain until their expected termination dates and are awarded the maximum amount available under the Retention Plan, the ET Debtors would need to reimburse NEG and NEGT Services $550,000. Accordingly, the ET Debtors seek the Court's permission to reimburse NEG and NEGT Services for the bonuses paid pursuant to the Retention Plan. Mr. Fletcher states that the Participants are being asked to work themselves out of a job. Without the Retention Plan, the Participants may resign before the wind down is complete forcing the ET Debtors to pursue more expensive alternatives. "This would jeopardize the ET Debtors' ability to maximize the remaining assets of their estates for the benefit of their creditors. The Retention Plan is reasonably calculated to induce the Participants to remain with the ET Debtors for as long as they are needed during the wind down period, and thus, must be approved," Mr. Fletcher says. Headquartered in Bethesda, Maryland, PG&E National Energy Group, Inc. -- http://www.pge.com/-- develops, builds, owns and operates electric generating and natural gas pipeline facilities and provides energy trading, marketing and risk-management services. The Company filed for Chapter 11 protection on July 8, 2003 (Bankr. D. Md. Case No. 03-30459). Matthew A. Feldman, Esq., Shelley C. Chapman, Esq., and Carollynn H.G. Callari, Esq., at Willkie Farr & Gallagher represent the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, it listed $7,613,000,000 in assets and $9,062,000,000 in debts. (PG&E National Bankruptcy News, Issue No. 24; Bankruptcy Creditors' Service, Inc., 215/945-7000) PHAR-MOR INC: Continues to Make Distributions According to Plan --------------------------------------------------------------- As previously reported, on September 24, 2001, Phar-Mor, Inc. filed voluntary petitions for bankruptcy protection, on behalf of itself and its eight operating subsidiaries, under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Ohio (Case Nos. B-01-4-4007 through B-01-4-4015). On March 13, 2003, the United States Bankruptcy Court entered an Order Confirming First Amended Joint Plan of Liquidation proposed jointly by the Debtors (Phar-Mor, Inc. and its named affiliates and subsidiaries) and its Official Committee of Unsecured Creditors. The Order, among other things, approves the distribution of funds to certain classes of creditors as set forth in such Plan and provides for a Plan Effective Date of March 28, 2003. The Company paid certain administrative claims in full on March 31, 2003 along with payment of certain agreed unsecured claims in the form of an initial distribution of seven percent (7%) of the agreed amount of the unsecured claim. The Company made second and third distributions of seven percent (7%) and five percent (5%), respectively, of the agreed amount of unsecured claims in October 2003 and April 2004 and continues to pay claims as they are settled in accordance with the Plan. PNC FINANCIAL: Fitch Places Low-B Ratings on CreditWatch Positive ----------------------------------------------------------------- Fitch Ratings affirms all ratings of PNC Financial Services Group, Inc. and its affiliates. At the same time, Fitch has removed ratings of Riggs National Corporation and its affiliates from Rating Watch Negative and has placed them on Rating Watch Positive. These actions follow PNC's announcement earlier today that it has reached a definitive agreement to purchase Riggs for approximately $779 million in stock and cash. The ratings of Riggs and its affiliates will likely be aligned with PNC's ratings when the transaction is consummated. The acquisition includes both bank and holding company assets, and is expected to close in early 2005 after regulatory and shareholder approvals have been received. A complete list of ratings follows at the end of this release. The transaction fits well into PNC's retail banking and asset management business model. The acquisition will enable PNC to expand into the high-growth metropolitan Washington D.C. market. Fitch believes that Riggs' deposit franchise is intact and has not been seriously damaged by the company's recent regulatory problems. PNC plans to expand beyond this branch base by adding approximately 30 branches in the Maryland and Virginia portions of this market over the next few years. On the asset management side, Riggs will add approximately $3 billion to Assets under Management after certain business lines have been divested. The transaction poses certain challenges for PNC. Riggs is currently under regulatory supervision for irregularities in its embassy banking business. PNC plans to exit or drastically reduce this business, and expects regulatory issues to be resolved before the transaction closes. Other challenges include Riggs' weak earnings capacity, its low fee income base, and the strongly competitive nature of the D.C. market. PNC will also need to achieve significant cost saves in excess of its investment in new branches. Also, capital will be reduced slightly by this transaction due to the creation of additional goodwill. Finally, the deal poses the normal risk of business integration. Fitch believes PNC should be able to execute on integration and cost saves, and should also be able to improve Riggs' base of fee income. Nonetheless, the transaction is expected to be dilutive to earnings per share in 2005 and to reach break even in 2006. Fitch will monitor regulatory and capital issues carefully. While Fitch believes that the exit of the embassy business should resolve most of these issues, PNC will need to invest in training and compliance systems to prevent future problems. Fitch believes that capital will remain at acceptable levels after this deal closes, given PNC's current rating levels. However, future M&A activity or unexpected expenses could place stress on capital, and Fitch will monitor such trends on an ongoing basis. Ratings Affirmed, Rating Outlook Stable: PNC Financial Services Group --Long-term Senior 'A'; --Long-term Subordinated 'A-'; --Preferred Stock 'A-' --Short-term 'F1'; --Individual 'B/C'; --Support '5'. PNC Funding Corp. --Long-term Senior 'A'; --Long-term Subordinated 'A-'; --Short-term 'F1'; --Individual 'B/C' --Support '5'. PNC Bank N.A. --Long-term deposits 'A+'; --Long-term Senior 'A'; --Long-term Subordinated 'A-'; --Short-term Senior 'F1'; --Short-term Deposits 'F1'; --Individual 'B/C' --Support '4'. PNC Bank Delaware --Long-term deposits 'A+'; --Long-term Senior 'A'; --Short-term Senior 'F1'; --Short-term Deposits 'F1'; --Individual 'B/C' --Support '4'. PNC Financial Corp. --Long-term Subordinated 'A-'. PNC Capital Trust A PNC Capital Trust B PNC Capital Trust C PNC Capital Trust D PNC Institutional Capital Trust A UNB Capital Trust I --Trust Preferred 'A-'. Ratings Placed on Rating Watch Positive: Riggs National Corporation --Long-term senior 'BB-' --Subordinated debt 'B+'; --Short-term debt 'B'; --Individual 'D'; --Support '5'. Riggs Bank National Association --Long-term deposits 'BB+'; --Long-term senior 'BB'; --Short-term debt 'B'; --Short-term deposits 'B'; --Individual 'D'. --Support '5'. Riggs Capital Riggs Capital II --Preferred stock 'B'. QWEST COMMUNICATIONS: Expands World Vision Contract --------------------------------------------------- Qwest Communications International Inc. (NYSE: Q) signed an expanded multi-year contract with World Vision, Inc., a leading humanitarian organization serving the world's poorest children and families, for its industry-leading private routed network (PRN) services. World Vision has been a Qwest customer since 1995. Using Qwest's PRN services, World Vision is able to send and receive voice, video and data information to its offices throughout the United States. This helps World Vision better execute its economic development, education and healthcare services to families in need. Qwest's PRN service gives World Vision a cost-effective solution to communicate more efficiently across the country and is easily scaleable to help it communicate with its field offices throughout the world. "Using Qwest's communication services provides us with the tools we need to communicate interactively with our staff in many different locations simultaneously," said Mark Berger, World Vision manager of telecommunications. "The efficiency and reliability of these tools help us to work collaboratively to develop and implement programs that best serve underprivileged children and families." "At Qwest, we are committed to providing all of our customers with tailored communications solutions that, in turn, help them provide better service to their clients," said Clifford S. Holtz, executive vice president, Qwest business markets. "We are proud to help World Vision achieve its communications objectives and provide quality service to such a far-reaching, humanitarian organization." Qwest's PRN is a secure, managed and scalable suite of solutions that help customers improve efficiency by minimizing their role in network management and other operational burdens imposed by wide area networking and security technologies. Qwest's virtual private network services received an "A-minus" grade from Network Computing Magazine in a 2004 study and were recently ranked number one in a 2003 America's Network end-user survey of service providers. About World Vision Founded in 1950, World Vision is a Christian humanitarian organization, serving the world's poorest children and families in nearly 100 countries. World Vision maintains health, education, agriculture, water, sanitation, and small business projects that help millions of people in their communities, helping transform the lives of children and families in need without regard to their religious beliefs, gender, race, or ethnic background. For more information, visit www.worldvision.org. About Qwest Qwest Communications International Inc. (NYSE: Q) is a leading provider of voice, video and data services to more than 25 million customers. The company's 46,000 employees are committed to the "Spirit of Service" and providing world-class services that exceed customers' expectations for quality, value and reliability. For more information, please visit the Qwest Web site at http://www.qwest.com/ At March 31, 2004, Qwest Communications International, Inc.'s balance sheet shows a stockholders' deficit of $1,251,000,000 compared to a deficit of $1,016,000,000 at December 31, 2003. RAVEN MOON: Shareholders' Meeting Set for Aug. 12 in Orlando, Fla. ------------------------------------------------------------------ The Annual Meeting of the Shareholders of Raven Moon Entertainment, Inc. will be held at Renaissance Orlando Resort, 6677 Sea Harbor Drive, Orlando, FL 32821-8092, on August 12, 2004, at 10:00 a.m. local time. The purposes of the meeting are: 1. The election of five directors for the one-year term ending in 2005; and 2. The amendment the Articles of Incorporation to Authorize the issuance of up to 400,000,000 shares of common stock. The Board of Directors set May 25, 2004 as the record date for the meeting. At March 31, 2004, Raven Moon Entertainment's balance sheet shows a stockholders' deficit of $79,079. RBX CORPORATION: Court Establishes August 23 Claims Bar Date ------------------------------------------------------------ On May 10, 2004, the U.S. Bankruptcy Court for the Western District of Virginia entered an order establishing a deadline by which all creditors holding claims against RBX Corporation and its debtor-affiliates must file their proofs of claim in the Debtors' chapter 11 cases. August 23, 2004 at 4:00 p.m. is the deadline. Proofs of claim must be filed so as to be received at: The Altman Group 60 East 42nd Street New York, NY 10165 before the court-imposed deadline. Proofs of Claim need not be filed on account of claims: (a) listed in the debtor's schedules; (b) properly filed with the correct; (c) previously allowed by the order of the court; (d) expenses of administration; (e) from a debtor against a debtor; (f) arising from rejection of an executory contract or unexpired lease of the debtors; or (g) previously paid by the debtor. The debtor's schedules may be reviewed at the office of the clerk of court. RBX Corporation, formerly known as RBX Group, Inc., is North America's premiere manufacturer of closed cell foam and custom mixed rubber compounds. The company filed for chapter 11 protection (Bankr. W.D. Virginia Case No. 7-04-00725) on Feb. 24, 2004. Lawyers at Hunton & Williams LLP represents the debtors in their restructuring efforts. RCN CORP: Creditors' Committee Wants Milbank Tweed as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors of the RCN Corporation Debtors needs bankruptcy lawyers to prosecute the interests of unsecured creditors in the Debtors' Chapter 11 cases. Eric L. Eddin, Co-Chairman of the Creditors Committee, tells Judge Drain of the U.S. Bankruptcy Court for the Southern District of New York that the Committee chose Milbank, Tweed, Hadley & McCoy, LLP, as legal counsel due to its vast experience in representing a number of creditors' committees in large Chapter 11 cases and other debt-restructuring scenarios. Milbank possesses extensive knowledge and expertise in the areas of law relevant to the Debtors' cases, and is well qualified to represent the Creditors Committee. As counsel, Milbank will: (a) advise the Committee with respect to its rights, powers, and duties in the Debtors' cases; (b) assist and advise the Committee in its consultations with the Debtors relative to the administration of the Chapter 11 cases; (c) assist the Committee in analyzing the claim of the Debtors' creditors and in negotiating with the creditors; (d) assist with the Committee's investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and the operation of the Debtors' businesses; (e) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the terms of a plan or plans of reorganization for the Debtors; (f) assist the Committee in its analysis of, and negotiations with, any debtor-in-possession or exit financing lender; (g) assist and advise the Committee with respect to its communications with the general creditor body regarding significant matters in the Chapter 11 cases; (h) represent the Committee at all hearings and other proceedings; (i) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; (j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; and (k) perform other legal services as may be required and are deemed to be in the interest of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. Milbank will be compensated in accordance with its standard hourly rates: Partners $550 - 725 Of Counsel 525 - 675 Associates 315 - 505 Legal Assistants 130 - 280 Dennis F. Dune, a partner at Milbank's Financial Restructuring Group, assures the Court that the firm does not represent or hold any interest adverse to the Debtors' estates or their creditors. Headquartered in Princeton, New Jersey, RCN Corporation -- http://www.rcn.com/-- is a provider of bundled Telecommunications services. The Company, along with its affiliates, filed for chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 04-13638) on May 27, 2004. Frederick D. Morris, Esq., and Jay M. Goffman, Esq., at Skadden Arps Slate Meagher & Flom LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $1,486,782,000 in assets and $1,820,323,000 in liabilities. (RCN Corp. Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service, Inc., 215/945-7000) RELIANCE: Omni Offers SG$1,000,000 for Reliance National Asia ------------------------------------------------------------- M. Diane Koken, the Insurance Commissioner of the Commonwealth of Pennsylvania as Liquidator of Reliance Insurance Company, asks the Commonwealth Court for permission to sell Reliance National Asia Re Pte Limited. The Liquidator wants to sell the share capital of RNA, a wholly owned subsidiary of RIC, to Omni Whittington Investments (Guernsey) Limited. Omni will make payments in Singapore dollars. According to The Wall Street Journal, as of July 7, 2004, one Singapore dollar trades for US$0.5828. Omni will pay SG$1,000,000 for RNA, plus deferred consideration: (a) 90% of the first SG$5,000,000 of the liquidating dividends or distributions paid by RNA after closing; (b) 80% of the second SG$5,000,000 of the liquidating dividends or distributions paid by RNA after closing; and (c) 75% of any liquidating dividends or distributions paid by RNA thereafter. RNA is licensed in Singapore and Malaysia to underwrite reinsurance business. RNA's principal broker from 1998 to 2000 was Collard & Partners Limited, an independent Lloyd's insurance broker. Collard is now in administrative proceedings in the United Kingdom. During this period, due to an ineffective information dissemination process, Collard delayed providing information to RNA on certain risks, premiums and claims for the lines of business it brokered. As a result, RIC's books were unknowingly incomplete. Collard's conduct resulted in operating losses for RNA. During 2000 and 2001, despite strong investment income and foreign exchange gains, RNA produced significant operating losses. In 2001, RNA lost SG$11,600,000. In 2002, RNA's losses were reduced to SG$7,100,000. A significant portion of the losses was attributable to Collard's deficiencies. As a result of the uncertainty created by the Collard situation, the Singapore Monetary Authority required RNA to post additional bad debt reserves and loss reserves. In 2003, RNA's operations stabilized and losses were almost eliminated. As of 2000, RNA had SG$55,500,000 in total assets and SG$29,900,000 in total equity. After the losses of 2000 and thereafter, RNA's earnings were eroded and the equity cushion reduced. In April 2001, RNA voluntarily ceased writing new policies and formally entered runoff. According to Larry H. Spector, counsel for Ms. Koken, RNA's runoff will take considerable time. On May 10, 2002, RIC appointed PricewaterhouseCoopers Corporate Finance Pte, Ltd., to provide financial advice and services connected with the sale of RNA. PwCCF is a limited liability company incorporated in Singapore, which is licensed as an investment adviser by the Monetary Authority of Singapore. PwCCF was retained to assist RIC in: (a) preparing an information memorandum summarizing RNA's business and affairs; (b) soliciting interest in acquiring RNA from potential bidders; (c) assisting RIC in identifying and contacting potential bidders; (d) distributing the information memorandum and supplemental information to potential bidders; (e) organizing and administering the due diligence process; and (f) analyzing and negotiating the terms of expressions of interest and offers received by RIC. PwCCF advised RIC to sell RNA through a "controlled auction process." This methodology would ensure that RNA, despite its financial difficulties, could make appropriate disclosures of its financial condition and maintain its bargaining power with potential buyers. In May 2002, PwCCF and RIC compiled a long list of 43 potential purchasers, which included global reinsurers, regional insurers, insurers and companies that specialize in runoff situations. PwCCF immediately removed four parties from the list, determining that they were unlikely buyers due to funding constraints or lack of strategic fit. Of the 39 potential bidders that were contacted, six requested further information. Each was provided with an information memorandum and asked to provide specific criteria for its bid, namely proposed price, funding method, terms of purchase, details of financial standing, capitalization and a description of its insurance business. Of the six, four completed detailed expressions of interest. The bids ranged from SG$4,000,000 to SG$12,00,000. Omni indicated interest at a potential price of SG$10,000,000 to SG$12,000,000. Given existing exchange rates, the bid was worth between $5,700,000 and $6,800,000. The two bidders with the highest offers were invited to a data room visit as part of due diligence. Omni proceeded with its due diligence and a question and answer session with RNA management facilitated by PwCCF. The remaining bidder could not proceed with due diligence due to staff constraints and requested deferral of a data room visit. That bidder never followed through with its offer. After completing due diligence, Omni proposed to purchase both RNA and another RIC entity, Reliance National Insurance Company (Europe) Limited in one transaction. RIC asked Omni to break out the portion of the aggregate price for RNA. Omni responded that its offer equated to SG$2,750,000 to SG$3,400,000, or $1,560,000 to $1,950,000 for RNA. RIC rejected this bid as unacceptable and decided to complete the sale of RNICE to Omni before moving on to the RNA sale. As a result, RNA sale efforts were suspended from January 2003 through October 2003. Once RNICE was sold, PwCCF contacted the three previously interested parties and provided further information about RNA, including an actuary's report on the estimated claims reserves and further details of financial position. However, none of the three parties made formal bids. Throughout this period, RNA's financial situation continued to deteriorate. Omni's first bid was based on RNA's financials as of December 31, 2001, which showed equity of about SG$18,400,000. As of December 31, 2002, RNA's equity had declined to SG$11,900,000. According to Mr. Spector, the Liquidator wanted to dispose of the RNA unit quickly, before further operating losses reduced Omni's willingness to complete a transaction. As a result, the Liquidator negotiated with increased urgency. In December 2003, Omni and RIC negotiated final transaction terms. RIC wanted a fixed price bid, but Omni rescinded that offer due to the operating losses and weakened balance sheet of RNA. Under the Sale Agreement, Omni will pay an initial consideration of SG$1,000,000, plus deferred compensation based on a formula derived from dividends or distributions. The Liquidator illustrates the potential payout to RIC under various Omni runoff scenarios: Distributions RNA Share Down Payment RNA Total ------------- --------- ------------ --------- SG$5,000,000 SG$4,500,000 SG$1,000,000 SG$5,500,000 10,000,000 8,500,000 1,000,000 9,500,000 15,000,000 12,250,000 1,000,000 13,250,000 The Liquidator believes that the sale under the proposed terms will produce the best possible result for the RIC estate. Omni has significant experience in the runoff insurance business. Omni will place RNA through a "solvent scheme of arrangement" under Singapore law, which expedites the claims resolution process, minimizing the time and expense of runoff. These actions should increase the distribution from RNA's business to RIC. The sale is structured so that RIC will receive nearly all of the first distributions. Omni will reap substantial profits only by successfully administering the runoff. Headquartered in New York, New York, Reliance Group Holdings, Inc. -- http://www.rgh.com/-- is a holding company that owns 100% of Reliance Financial Services Corporation. Reliance Financial, in turn, owns 100% of Reliance Reliance Insurance Company. The Company filed for chapter 11 protection on June 12, 2001 (Bankr. S.D.N.Y. Case No. 01-13403). When the Company filed for protection from their creditors, they listed $12,598,054,000 in assets and $12,877,472,000 in debts. (Reliance Bankruptcy News, Issue No. 56; Bankruptcy Creditors' Service, Inc., 215/945-7000) ROXBOROUGH: U.S. Trustee Appoints 6-Member Creditors' Committee --------------------------------------------------------------- Pursuant to Section 1102(a)(1) of the Bankruptcy Code, Roberta A. DeAngelis, Acting United States Trustee for Region 3, appointed six creditors to serve on an Official Committee of Unsecured Creditors in Roxborough Memorial Hospital's Chapter 11 case: (1) Merion Pathology Associates 707 South Bownan Avenue P. O. Box 143 Merion Station, Pennsylvania Attn: Walter I. Hoffman, M.D. Telephone: (610) 664-5954 Fax: (610) 664-3928 (2) Aramark Healthcare Support Services, Inc. 1101 Market Street Philadelphia, Pennsylvania Attn: James T. Tobin Telephone: (215) 238-4001 Fax: 238-6175 (3) Rehab Care Group Management Services, Inc. C/O Tachau Maddox, Hoviaus & Dickens, PLC 2700 National City Tower Louisville, Kentucky Attn: Brian F. Haara, Esq. Telephone: (502) 588-2000 Fax: (502) 588-2020 (4) Mercy Fitzgerald Hospital 1500 Lansdowne Avenue Darby, Pennsylvania Attn: Jeffrey B. Miller, Esq. Telephone: (610) 567-6120 Fax: (610) 567-6820 (5) Medline Industries, Inc. One Medline Place Mundelein, Illinois Attn: Richard Wisniewski Telephone: (847) 949-3014 Fax: (847) 837-2705 (6) REPA (Roxborough Emergency Physicians Associates) 604 Williamsburg Drive Broomall, Pennsylvania Attn: Robert Cameron, M.D. Telephone: (610) 356-9101 Fax: (215) 487-4333 Headquartered in Philadelphia, Pennsylvania, Roxborough Memorial Hospital -- http://www.roxboroughmemorial.com/-- offers health services and medical programs. The Company filed for Chapter 11 protection on June 30, 2004 (Bankr. E.D.Pa. Case No. 04-18933). Marnie E. Simon, Esq., at Stevens & Lee, P.C., represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed both estimated debts and asset of over $10 million. SCIQUEST INC: Trinity Ventures to Acquire Company by July 27 ------------------------------------------------------------ SciQuest, Inc.'s (NASDAQ: SQST) stockholders have approved the agreement by Trinity Ventures to acquire the company. The acquisition will result in SciQuest being wholly owned by Trinity Ventures with each SciQuest stockholder having the right to receive per share cash consideration after the closing of the acquisition in accordance with the terms of the definitive acquisition agreement. "This is an important milestone for SciQuest and we are pleased that our shareholders have shared their support by voting in favor of this decision," said Stephen J. Wiehe, president and CEO of SciQuest. "We are excited to be one step closer to becoming part of Trinity Ventures and continuing to grow and focus on delivering the most value to our customers." Following closing of the acquisition, which the company anticipates to be on or about July 27, 2004, subject to the satisfaction of the closing conditions specified in the definitive acquisition agreement, SciQuest will no longer be a publicly traded company and will cease to be listed on the NASDAQ National Market. For more information please visit http://www.sciquest.com/ About SciQuest SciQuest's on-demand solutions integrate organizations with their suppliers to enable comprehensive spend management for the life sciences and higher education markets. SciQuest's complete suite of modular applications helps to automate the source-to-settle process. When used with the SciQuest Supplier Network, these solutions reduce redundant tasks and maintain data integrity throughout the cycle of finding, acquiring and managing goods to increase efficiency, reduce cost and provide total spend visibility. Many of the world's leading pharmaceutical, biotechnology, chemical and academic organizations rely on SciQuest solutions such as Biogen Idec, GlaxoSmithKline, Pfizer, Roche, Schering- Plough, Arizona State University, Indiana University, University of Michigan and University of Pennsylvania. SciQuest is headquartered in Research Triangle Park, NC. For more information about SciQuest, please visit http://www.sciquest.com/or call +1- 919-659-2100. * * * In its Form 10-Q for the quarterly period ended March 31, 2004, filed with the Securities and Exchange Commission, SciQuest Inc. reports: Liquidity "The accompanying financial statements have been prepared on a basis which assumes that the Company will continue as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company had an accumulated deficit of $296 million at March 31, 2004, and during the quarter then ended used cash in operating activities of $2.2 million and incurred a net loss of $3.1 million. The Company expects to continue generating losses through at least 2004. "During 2001, the Company restructured its operations and transitioned from an e-commerce transaction company to a software and related services provider. As a result, there is only limited operating history under the current business model with which to estimate future performance. The Company's cash flow is dependent on its ability to control expenses and achieve revenue growth which is dependent on the Company's ability to sell software licenses and related services as well as acquire or develop new products and service offerings. Additionally, 16% of the Company's revenue for the three months ended March 31, 2004 was generated by one customer, and the Company expects that large individual transactions with major customers may continue to represent a large percentage of revenues. "There are significant uncertainties, based on recent economic conditions and the Company's limited operating experience as a software and related services provider, as to whether debt or equity financing will be available if the Company is required to seek additional funds. If the Company is able to secure funds in the debt or equity markets, it may not be able to do so on terms that are favorable or acceptable to the Company. Additional equity financing would likely result in substantial dilution to existing stockholders. If the Company is unable to raise additional capital to continue to support operations, it may be required to scale back, delay or discontinue one or more product offerings, which could have a material adverse effect on the Company's business. Reduction or discontinuation of any one of the Company's business components or product offerings could result in additional charges, which would be reflected in the period of the reduction or discontinuation." SIX FLAGS: Q2 Weak Performance Prompts S&P's Negative CreditWatch ----------------------------------------------------------------- Standard & Poor's Ratings Service placed its ratings on Six Flags Inc., including its 'B+' corporate credit rating, on CreditWatch with negative implications following the company's announcement of weak operating performance in the second quarter ended June 30, 2004. Oklahoma City, Oklahoma-based Six Flags is the largest regional theme park operator and a distant second-largest theme park company in the world. Total debt and preferred stock as of June 30, 2004, was about $2.4 billion. EBITDA was down 7% in the three months ended June 30, 2004, reflecting a 4% fall in June attendance. The drop in EBITDA follows an increase in negative EBITDA in the seasonally weak first quarter ended March 31, 2004, and last year's disappointing second quarter, when EBITDA declined 60% as a result of a 6% drop in attendance. Standard & Poor's estimates that debt and debt- like preferred stock to EBITDA rose to roughly 8.5x in the 12 months ended June 30, 2004 versus 8.0x in 2003. "We had anticipated improvement in Six Flags' credit measures in 2004, which is now unlikely given the weak first half operating performance," said Standard & Poor's credit analyst Hal Diamond. Discretionary cash flow has been minimal during the past three years despite reduced capital spending. The company plans to further reduce capital spending in the full year 2004 to roughly $75 million from $113 million in 2003. Standard & Poor's is concerned that this strategy is resulting in underinvestment in the rides and attractions necessary to stimulate visitation. The earnings outlook for the remainder of 2004 will likely continue to be challenging, and company will need to maintain marketing expenses and limit ticket price increases in order to generate attendance. Standard & Poor's expects that downgrade potential of Six Flags' corporate credit rating will be limited to one notch, to the 'B' level. Standard & Poor's will reevaluate the company's future business strategies and operating outlook based its key third quarter in completing the CreditWatch review. SKYTERRA COMMS: Motient Corp. Prepays $22.6MM Promissory Note ------------------------------------------------------------- SkyTerra Communications, Inc. (OTC: SKYT) receives approximately $22.6 million from the Motient Corporation as payment of all outstanding principal and accrued interest due under the promissory note issued to SkyTerra by a wholly-owned subsidiary of Motient on May 1, 2002 in connection with Motient's plan of reorganization. As reflected in SkyTerra's public filings, because of uncertainty concerning SkyTerra's ability to collect on the note, the note previously was written off. As a result of SkyTerra's receipt of the payment, the $22.6 million will be reflected as income in the second quarter of 2004. SkyTerra is currently engaged in a number of separate and preliminary discussions concerning possible transactions relating both to existing operations and the acquisition of complementary businesses, though no definitive agreements have been reached. SkyTerra expects to use its cash to support these and other future initiatives. At March 31, 2004, SkyTerra Communications Inc.'s balance sheet showed a stockholders' deficit of $2,773,000 compared to a deficit of $616,000 a year earlier. SOLUTIA: Wants to Employ Colliers Turley as Real Estate Broker -------------------------------------------------------------- Solutia, Inc., currently maintains its corporate headquarters at 575 Maryville Centre Drive in St. Louis, Missouri. The leased facility covers 270,000 square feet of space. Solutia's lease for the facility does not expire until August 2007. In accordance with its business plan, Solutia seeks to reduce the costs of the Headquarters Lease and needs the services of a real estate broker to identify another location to which Solutia may move its headquarters or to assist in renegotiating the Headquarters Lease. Hence, Solutia seeks the authority of the U.S. Bankruptcy Court of the Southern District of New York to employ Colliers Turley Martin Tucker, nunc pro tunc to June 30, 2004, to serve as its exclusive real estate broker. Colliers is a leading real estate brokerage firm in the central United States that has a strong local presence in many cities, including St. Louis, Missouri. Colliers represents numerous corporations and other entities with respect to their real estate requirements, including office brokerage, move management and construction supervision services. Colliers handles transactions whose aggregate annual worth is more than $2.5 billion, manages 10 million square feet of office, industrial and retail space, and employs more than 400 licensed real estate professionals and 900 associates throughout its seven regional offices. Worldwide, Colliers International Network has 8,800 employees in 247 offices in 50 countries. On June 30, 2004, Solutia and Colliers entered into an Exclusive Tenant Representation Agreement. Colliers will serve as Solutia's exclusive real estate broker under the Retention Agreement to locate about 75,000 square feet of new office space for Solutia's headquarters or to renegotiate the Headquarters Lease. Colliers will also perform brokerage services, construction supervision services and move management services as required. According to Jeffrey N. Quinn, Solutia's President and Chief Executive Officer, Colliers will be compensated for its services on a commission basis. The amount of commission due will depend on whether Solutia relocates its Headquarters to a new facility or whether Solutia renegotiates the Headquarters Lease and remains at its current facility: * If Solutia relocates to a new facility, Colliers will be paid $1.80 per square foot of lease area plus an amount equal to 7% of the construction costs to finish any improvements made to the premises; or * If Solutia renegotiates the Headquarters Lease and remains at the current facility, Colliers will be paid $1.65 per square foot of lease area under the renegotiated lease, plus an amount equal to 7% of the construction costs to finish any improvements made to the premises. The term of the Retention Agreement is from June 30, 2004 to December 31, 2004, or an earlier date as may be determined at Solutia's sole discretion. Colliers also may be entitled to compensation under the Retention Agreement if within 90 days following the expiration or early termination of the Retention Agreement -- or for so long as ongoing negotiations continue with a potential seller or landlord -- Solutia completes a renegotiation of the Headquarters Lease or enters into a new lease for any property identified by Colliers during the term of the Retention Agreement. Based on Colliers experience and expertise in office brokerage, move management and construction supervision services, Mr. Quinn asserts that the firm is both well qualified and uniquely able to serve Solutia in an efficient, cost-effective and timely manner. Moreover, the commission arrangement and other terms and conditions of the Retention Agreement are competitive, reasonable and commensurate with the standard terms that Colliers offers its other clients. The terms and conditions are also competitive with, or better than, the terms and conditions submitted by other firms considered by Solutia for the engagement. Due to the commission arrangement under the Retention Agreement, Solutia only will be obligated to pay Colliers upon the relocation of Solutia's headquarters to a new premises or the renegotiation of the Headquarters Lease. In either case, the fees payable to Colliers will mean significant cost savings for Solutia. David Thiemann, Managing Principal of Colliers, assures Judge Beatty that the firm does not have or represent any interest materially adverse to the interests of the Debtors, or of any parties-in-interest. Mr. Thiemann believes that Colliers is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in St. Louis, Missouri, Solutia, Inc. -- http://www.solutia.com/-- with its subsidiaries, make and sell a variety of high-performance chemical-based materials used in a broad range of consumer and industrial applications. The Company filed for chapter 11 protection on December 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949). When the Company filed for protection from their creditors, they listed $2,854,000,000 in assets and $3,223,000,000 in debts. (Solutia Bankruptcy News, Issue No. 19; Bankruptcy Creditors' Service, Inc., 215/945-7000) SOUTHERN STRUCTURES: Has Until July 29, 2004 to File Schedules -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Louisiana, gave Southern Structures, Inc., more time to file its schedules of assets and liabilities, statements of financial affairs and lists of executory contracts and unexpired leases required under 11 U.S.C. Sec. 521(1). The Debtor has until July 29, 2004 to file their Schedules of Assets and Liabilities and Statement of Financial Affairs. Headquartered in Lafayette, Louisiana, Southern Structures, Inc. -- http://www.southernstructures.com/-- is the owner and operator of a metal building and component manufacturing facility located in Youngsville, Louisiana. The Company filed for Chapter 11 protection on June 28, 2004 (Bankr. W.D. La. Case No. 04-51559). Patrick S. Garrity, Esq. and William E. Steffes, Esq. at Steffes, Vingiello & McKenzie, L.L.C., represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $1 million to $10 million in total assets and total debts. STANADYNE CORP: 10.25% Senior Sub. Notes Subject to Tender Offer ---------------------------------------------------------------- KSTA Acquisition, LLC, an affiliate of Kohlberg & Company, L.L.C., has commenced a cash tender offer and consent solicitation for any and all of the outstanding 10.25% Senior Subordinated Notes due 2007 (CUSIP 852861AB9) issued by Stanadyne Corporation (formerly known as Stanadyne Automotive Corp.), of which $66,000,000 aggregate principal amount are now outstanding. In conjunction with the tender offer, consents are being solicited to effect certain amendments to the indenture governing the Notes. As previously announced, KSTA has entered into an agreement to acquire all of the outstanding capital stock of Stanadyne Corporation. The offer to purchase will expire at 5:00 p.m., New York City time, on August 16, 2004, unless extended or terminated. The solicitation of consents will expire at 5:00 p.m., New York City time, on July 29, 2004, unless extended or terminated. Holders tendering their Notes will be required to consent to certain proposed amendments to the indenture governing the Notes, which will eliminate substantially all of the affirmative and restrictive covenants, certain repurchase rights and certain events of default and related provisions contained in the indenture. If the offer to purchase is consummated, tendering holders who validly tender and deliver consents on or prior to the Consent Expiration Date, which are not revoked prior to the Consent Expiration Date, will, upon the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement, receive the total consideration of $1,037.92 per $1,000 of principal amount of the Notes tendered, plus all accrued and unpaid interest to, but not including, the date of payment for such Notes accepted for purchase, which would be promptly following the Consent Expiration Date. If the offer to purchase is consummated, tendering holders who validly tender and deliver Notes on or prior to the Offer Expiration Date and after the Consent Expiration Date will, upon the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement, receive only the offer consideration of $1,034.17 per $1,000 principal amount of Notes tendered, plus all accrued and unpaid interest to, but not including, the date of payment for such Notes accepted for purchase, which would be promptly following the Offer Expiration Date. KSTA intends to finance the tender offer and consent solicitation with a portion of the debt and equity financing arranged in connection with its proposed acquisition of Stanadyne Corporation. The completion of this acquisition is one of the conditions to KSTA's obligations to accept Notes for payment pursuant to the tender offer and consent solicitation. The terms and conditions of the tender offer and consent solicitation, including KSTA's obligation to accept the Notes tendered and pay the total consideration and offer consideration, as applicable, are set forth in KSTA's Offer to Purchase and Consent Solicitation Statement, dated July 19, 2004. KSTA may amend, extend or, subject to certain conditions, terminate the tender offer and consent solicitations at any time. KSTA has engaged Goldman, Sachs & Co. to act as the exclusive Dealer Manager and Solicitation Agent in connection with the tender offer and consent solicitation. Questions regarding the tender offer and consent solicitation may be directed to Goldman, Sachs & Co., Credit Liability Management Group, at (877) 686-5059 (toll free) or (212) 357-3019 (collect). Requests for documentation may be directed to D. F. King & Co., Inc., the tender and information agent for the tender offer and consent solicitation, at (800) 431-9645 (toll free) or (212) 269-5550. * * * As reported in the Troubled Company Reporter's June 28, 2004 edition, Standard & Poor's Ratings Services placed its 'BB-' corporate credit and 'B' subordinated debt ratings on Windsor, Connecticut-based Stanadyne Corp. on CreditWatch with negative implications. The rating actions follow Stanadyne's announcement that its parent company, Stanadyne Automotive Holding Corp., has a definitive agreement to be acquired by an affiliate of Kohlberg & Co. LLC, a private merchant bank. The transaction is expected to close in the third quarter of 2004. "The terms of the proposed deal were not disclosed, but Stanadyne may be more highly leveraged following the transaction, in which case it would have a weaker financial profile," said Standard & Poor's credit analyst Nancy Messer. Stanadyne had about $96 million of total debt at March 31, 2004. TANGO INCORPORATED: Schedules Conference Call for Tomorrow ---------------------------------------------------------- Tango Incorporated (OTCBB:TNGO), a leading screen printing company for major name brand apparel labels, announced that Todd Violette, Chairman and COO, will participate in a conference call on Thursday, July 22, 2004, at 4:30 p.m. EST. All interested parties are encouraged to call 888-458-1598 and use conference code 34183#. For investors' convenience, and to ensure all questions and comments are addressed, Tango has set up an Internet inquiry e-mail link. Please submit questions and comments, prior to the conference call, at Info@tangopacific.com. About Tango Tango Incorporated -- whose January 31, 2004 balance sheet shows a stockholders' deficit of $1,053,342 -- is a leading garment manufacturing and distribution company, with a goal of becoming a dominant leader in the industry. Tango pursues opportunities, both domestically and internationally. Tango provides major branded apparel the ability to produce the highest quality merchandise, while protecting the integrity of their brand. Tango serves as a trusted ally, providing them with quality production and on time delivery, with maximum efficiency and reliability. Tango becomes a business partner by providing economic solutions for development of their brand. Tango provides a work environment that is rewarding to its employees and at the same time having aggressive plan for growth. Tango is currently producing for many major brands, including Nike, Nike Jordan and Chaps Ralph Lauren. Go to http://www.tangopacific.com/for more information. TEENFORM ASSOCIATES: First Creditors' Meeting Set for August 4 -------------------------------------------------------------- The United States Trustee will convene a meeting of Teenform Associates, LP's creditors at 9:00 a.m., on August 4, 2004, in the Office of the U.S. Trustee, Raymond Blvd., One Newark Center, Suite 1401, Newark, New Jersey 07102-5504. This is the first meeting of creditors required under 11 U.S.C. Sec. 341(a) in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Morristown, New Jersey, Teenform Associates, L.P., filed for Chapter 11 protection on July 6, 2004 (Bankr. N.J. Case No. 04-32379). Morris S. Bauer, Esq., at Ravin Greenberg 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 more than $100,000. TENET HEALTHCARE: Selling Four Los Angeles-Area Hospitals to AHMC ----------------------------------------------------------------- Several of Tenet Healthcare Corporation's (NYSE:THC) subsidiaries have entered into a definitive agreement to sell four acute care hospitals in the Los Angeles area to AHMC Inc. The hospitals are Garfield Medical Center and Monterey Park Hospital in Monterey Park; Greater El Monte Community Hospital in South El Monte, and Whittier Hospital Medical Center in Whittier. Gross proceeds to Tenet from the sale of primarily the property, plant and equipment along with inventory and certain prepaids for the four hospitals are estimated at $100 million. Net proceeds, after tax, including the estimated liquidation value of working capital retained by the company, are expected to be approximately $95 million. The company expects to use the proceeds of the sale for general corporate purposes. "We are pleased that we have entered into an agreement with a well-qualified buyer with a proven track record in hospital management to assume operations of these fine community hospitals," said Trevor Fetter, Tenet's president and chief executive officer. "This agreement lives up to the commitment we made to seek qualified buyers who intend to continue to operate these facilities as acute care hospitals with 24-hour emergency departments and serve the health care needs of their communities." AHMC Inc., a California corporation, and its affiliated companies have operated Alhambra Hospital Medical Center, a 144-bed general acute care hospital with a 24-hour emergency department and a full range of medical services, since 1998 and Doctors' Hospital Medical Center of Montclair, a 108-bed general acute hospital that offers a 24-hour emergency department and a full range of services to the community, since 2001. AHMC Inc. is owned by Jonathan Wu, M.D., who serves as chairman of the board of the corporation. Under the agreement, AHMC Inc. has committed to offer employment to substantially all employees in good standing at the four hospitals and will honor any labor agreements. The sale, which is expected to be completed by Sept. 30, is subject to customary regulatory approvals. The four Los Angeles-area hospitals are among 27 hospitals Tenet was divesting on Jan. 28, 2004. The 27 hospitals consist of 19 in California, two in Louisiana, three in Massachusetts, two in Missouri and one in Texas. In June, Tenet had sold Brownsville Medical Center in Brownsville, Texas, to Valley Baptist Health System. Below are brief profiles of the four Los Angeles-area hospitals: -- Garfield Medical Center, a 210-bed hospital located in Monterey Park, has been part of Tenet since 1969 and is a major tertiary hospital for the Asian community. It offers a full complement of acute care services including open heart surgery, neurosurgery and a Level II neonatal intensive care unit. The hospital also has a 28-bed inpatient rehabilitation unit. -- Greater El Monte Community Hospital, a 117-bed hospital located in South El Monte, has been part of Tenet since 1997. The hospital offers general acute services with a focus on obstetrical and pediatric services. -- Monterey Park Hospital, a 101-bed hospital located in Monterey Park, has been part of Tenet since 1997. It offers general acute services including a strong obstetrical program with over 2,500 births annually. -- Whittier Hospital Medical Center, a 181-bed hospital located in Whittier, has been part of Tenet since 1997. It provides general acute services including obstetrics and an established bariatric surgery program. It also includes the Children's Center for Specialized Care, one of the only pediatric subacute facilities in the state. HPA, a privately held company based in Charlotte, N.C., was founded to acquire and operate hospitals, in partnership with physicians, across the country. Tenet Healthcare Corporation, through its subsidiaries, owns and operates acute care hospitals and related health care services. Tenet's hospitals aim to provide the best possible care to every patient who comes through their doors, with a clear focus on quality and service. Tenet can be found on the World Wide Web at http://www.tenethealth.com/ * * * As reported in the Troubled Company Reporter's June 21, 2004 edition, Standard & Poor's Ratings Services said that the ratings and outlook on Tenet Healthcare Corp. (B/Negative/--) will not be affected by an increase in the size of the company's new senior unsecured note issue due in 2014, to $1 billion from $500 million. Tenet used $450 million of the proceeds to repay debt due in 2006 and 2007, and the balance will be retained in cash reserves. Despite the additional debt and interest costs, Standard & Poor's considers the additional liquidity provided by the cash, as well as the effective extension of maturities, to be offsetting factors. The ratings already consider expectations of weak operating performance and cash flow over the next year while the negative outlook incorporates the risk of ongoing litigation and investigations related to the hospital chain's operations. TENFOLD CORP: Expects Substantial Operating Profits in Q2 2004 -------------------------------------------------------------- TenFold(R) Corporation (OTC Bulletin Board: TENF), provider of the EnterpriseTenFold(TM) platform for building and implementing enterprise applications, reported estimated financial results for its second quarter of 2004 ended June 30, 2004. Subject to the results of its quarterly close and auditor review, TenFold anticipates reporting Q2 2004 cash balances of $9.1 million; and Q2 2004 revenues in the range of $10.3 million to $10.4 million, operating profits in the range of $6 million to $6.2 million, and net income for the quarter in the range of $6.1 million to $6.3 million. "We expect to report substantial operating profits and net income for the second quarter of calendar year 2004, primarily as a result of large, non- recurring revenues associated with Cedars- Sinai Medical Center confirming completion of an earlier project with TenFold. This confirmation requires TenFold to recognize approximately $8 million of deferred revenues. In so doing, it substantially reduces recorded liabilities and simplifies our balance sheet. Additionally, we believe this assures us of a profitable 2004," said Dr. Nancy Harvey, TenFold's President and CEO. Dr. Harvey added, "The sizeable revenue from this transaction is non- recurring, and is not the start of the rapid growth that we predict for our future. However, the agreements with Cedars are very important because they strengthen the relationship between Cedars and TenFold, in addition to affirming Cedars intention to expand its use of our powerful EnterpriseTenFold platform." Included in these transactions are expanded EnterpriseTenFold license rights for Cedars internal use and for their PCX subsidiary, which expects to commercialize their TenFold-powered PatientCareExpert application. "As we discussed last quarter, both JPMorgan Chase and Vertex continue to wind-down their use of TenFold consultants on their current projects as they achieve self-sufficiency. As the need for consulting staff at Vertex declines, we are purchasing proportionately fewer services from our UK partner, youDevise. We have deployed staff rolling off the Chase project into our marketing, training, and support organizations and onto billable projects for new customers," Dr. Harvey continued. "In addition to Cedars, the other major highlight to our performance in Q2 was an increase in sales activity. We believe we are seeing the signs of our sales and marketing efforts gaining traction. While the revenue associated with our tactical sales remains small, the growing number of active new customers affirms our sales model and increases our confidence that our strategy is on track and working," Dr. Harvey concluded. These estimated Q2 2004 results include approximately $8 million in revenues, and $150,000 in operating costs, expected to be recognized in Q2 related to the completion of an earlier fixed- price applications development project with Cedars. This completes the recognition of these revenues and related costs that we deferred in prior years pending confirmation of the completion of the applications development project and resolution of potential disputes between the parties. The new contractual terms confirm TenFold's completion of the earlier project and provide for mutual releases from prior related claims. TenFold expects to report final Q2 2004 financial results, and hold a conference call on July 29th. Instructions for that conference call will be provided closer to that date. About TenFold TenFold (OTC Bulletin Board: TENF) licenses its patented technology for applications development, EnterpriseTenFold(TM), to organizations that face the daunting task of replacing obsolete applications or building complex applications systems. Unlike traditional approaches, where business and technology requirements create difficult IT bottlenecks, EnterpriseTenFold technology lets a small, team of business people and IT professionals design, build, deploy, maintain, and upgrade new or replacement applications with extraordinary speed, superior applications quality and power features. For more information, call (800) TENFOLD or visit http://www.tenfold.com/ At March 31, 2004, TenFold Corporation's balance sheet shows a stokcholders' deficit of $1,480,000 compared to a deficit of $1,440,000 at December 30, 2004. TENFOLD CORP: Forges New Customer Relationship with Stoneworkz -------------------------------------------------------------- TenFold(R) Corporation (OTC Bulletin Board: TENF), provider of the EnterpriseTenFold(TM) platform for building and implementing enterprise applications, established a new customer relationship with Stoneworkz, Inc. Stoneworkz is the largest converter of Dupont(R) Zodiaq(R) Quartz surface in the world. Stoneworkz produces over 50 kitchens per day on a single shift and turns each job on a 5-day production timeline with over 100 quality checks per piece. Stoneworkz not only enjoys patrons from all over North America, but they also supply some of the largest home improvement retailers in the world. They are widely viewed as the most efficient, quality driven provider of products in the world and continuously measure, test, and modify every aspect of their production performance. "We are in a hotly contested market. Our biggest customer came to us and, on 10 days notice, asked us for radical changes to our inventory and control systems that link directly to their stores. Without TenFold, it would have been impossible for us to meet this extraordinary challenge," said Michael Burress, CEO and Founder of Stoneworkz. "TenFold worked alongside our domain experts and together we used TenFold's fully integrated development platform to not only make all the changes our customer requested, but, as we saw this new system come to life, we were able to add unique features and functions that neither we nor our customer had previously imagined. We were very impressed. Bottom-line, with TenFold's software we not only met our customer's 'wish list' but we surprised them with more than they thought possible. It was a huge win for us." "EnterpriseTenFold is powerful technology for developing complex applications," said Joe Quinn, TenFold's Senior Vice President of Product Marketing. "In the hands of business people who know what they want their application to do, it creates exceptional leverage as this very talented team showed. Stoneworkz was quickly able to move to an entirely new level by rapidly assimilating their customer's requests; and, then they went another step up by actively improving on what they'd just built. That's TenFold's competitive advantage in action." To meet competitive pressures, in the past Stoneworkz has taken advantage of offshore development shops to build applications. Dharmesh Shroff, Stoneworkz' Director of Information Technology said, "With TenFold we get a speed-to-market advantage that nobody in India could match. As a result, our costs for building applications also went down in parallel with the number of development hours, thus negating the attraction for going offshore in the first place. TenFold is not only fast but it also completely reduces coding errors!" About TenFold TenFold (OTC Bulletin Board: TENF) licenses its patented technology for applications development, EnterpriseTenFold(TM), to organizations that face the daunting task of replacing obsolete applications or building complex applications systems. Unlike traditional approaches, where business and technology requirements create difficult IT bottlenecks, EnterpriseTenFold technology lets a small, team of business people and IT professionals design, build, deploy, maintain, and upgrade new or replacement applications with extraordinary speed, superior applications quality and power features. For more information, call (800) TENFOLD or visit http://www.tenfold.com/ At March 31, 2004, TenFold Corporation's balance sheet shows a stokcholders' deficit of $1,480,000 compared to a deficit of $1,440,000 at December 30, 2004. TRUMP IRON WORKS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Trump Iron Works, Inc. 1201 East Summit Street Crown Point, Indiana 46307 Bankruptcy Case No.: 04-63462 Type of Business: The Debtor is a steel fabricator that offers steel detailing services. Chapter 11 Petition Date: July 13, 2004 Court: Northern District of Indiana (Hammond Division) Judge: Philip Klingeberger Debtor's Counsel: D. Eric Neff, Esq. D. Eric Neff, P.C. 270 North Main Street Crown Point, IN 46307 Tel: 219-663-0300 Total Assets: $2,829,068 Total Debts: $4,095,042 Debtor's 20 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Mid American, Inc. Trade debt $326,940 550 Kennedy Ave. Schererville, IN 46375 Sugar Steel Trade debt $200,000 Canam Steel Corp. Trade debt $92,361 Infra Metals Co. Trade debt $62,849 Kerrcon, Inc. Trade debt $35,486 Wheeling Corrugating Trade debt $33,264 Rigging Services Trade debt $32,734 Federalpha Steel Trade debt $27,311 All Erection Co. Trade debt $26,946 Carron and Company Trade debt $26,000 Omega Steel & Contractor Trade debt $25,859 Supply Weiland Steel, Inc. Trade debt $21,892 Black Diamond Pipe and Tube Trade debt $19,965 Steel Plus Limited Trade debt $13,819 First USA Bank, NA Credit card $12,843 AAA Supply Co. Trade debt $11,088 Stevens Iron Works Trade debt $10,121 Steel Plus Network Trade debt $9,556 New Millennium Building Trade debt $6,672 Systems LLC AMS Motor Service Trade debt $6,475 TXU: Sells Fuel Subsidiary for $500 Mil. to Retire Short-Term Debt ------------------------------------------------------------------ On June 2, 2004, TXU Corp. completed the sale of the assets of TXU Fuel Company, an indirect wholly owned subsidiary, to Energy Transfer Partners, L.P. for $500 million. The assets of TXU Fuel consisted of approximately 1,900 miles of intrastate pipeline and a total system capacity of 1.3 Bcf/day. TXU will use the sale proceeds to retire short-term debt. As part of the transaction, TXU Energy LLC, an indirect subsidiary of TXU Corp., entered into an eight-year transportation agreement with the new owner for the supply of TXU Energy's gas-fired generation plants. The estimated pre-tax gain related to the sale is $380 million, which will be recognized over the life of the transportation agreement. TXU Corp. TXU, a Dallas-based energy company, manages a portfolio of competitive and regulated energy businesses in North America, primarily in Texas. In TXU's unregulated business, TXU Energy provides electricity and related services to more than 2.6 million competitive electricity customers in Texas, more customers than any other retail electric provider in the state. TXU Power owns and operates 18,500 megawatts of generation in Texas, including 2,300 MW of nuclear-fired and 5,837 MW of lignite/coal-fired generation capacity. The company is also the largest purchaser of wind-generated electricity in Texas and among the top five purchasers in North America. TXU's regulated electric distribution and transmission business complements the competitive operations, using asset management skills developed over more than one hundred years, to provide reliable electricity delivery to consumers. TXU Electric Delivery's operations are the largest in Texas, providing power to 2.9 million delivery points over more than 98,000 miles of distribution and 14,000 miles of transmission lines. TXU has agreed to sell its energy business in Australia, TXU Australia, and has announced its intent to sell TXU Gas, its largely regulated natural gas transmission and distribution business in Texas. Visit http://www.txucorp.comfor more information about TXU. * * * As reported in the Troubled Company Reporter's May 11, 2004 edition, TXU Corp. announced it has reached an agreement which resulted in the dismissal of a lawsuit brought against TXU by owners of approximately 39 percent of certain TXU equity-linked debt securities issued in October 2001. Under the terms of the agreement, TXU will repurchase all of the approximately 8.1 million equity-linked debt securities (NYSE:TXU PrC) (approximately $400 million stated amount), held by the plaintiffs for an aggregate price of $47.75 per unit. The lawsuit was filed on October 9, 2003 in New York. In the litigation, the plaintiffs alleged that a termination event had occurred and that the plaintiffs are not required to buy common stock under the common stock purchase contracts which apply to the securities. The lawsuit also alleged that an event of default had occurred under the terms of the related notes. The common stock purchase contracts require the holders to buy TXU common stock on specified dates in 2004 and 2005. The lawsuit, which is currently on appeal after the trial court granted TXU's motion to dismiss, will be dismissed by agreement of the parties. UNICCO SERVICE: S&P Withdraws Low-B and Junk Debt Ratings --------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'B' corporate credit and 'CCC+' subordinated debt ratings on UNICCO Service Co. and its wholly owned subsidiary UNICCO Finance Corp., because Standard & Poor's believes it does not have sufficient information to maintain these ratings. Auburndale, Massachusetts-based UNICCO is a North American outsourcing facilities services company providing maintenance, operations, engineering, cleaning, lighting, and administrative/office services to 1,000 commercial, corporate, industrial, education, government, and retail customers. UNIFLEX: Turns to Corporate Revitalization as Crisis Managers ------------------------------------------------------------- Uniflex, Inc., tells the U.S. Bankruptcy Court for the District of Delaware that it needs to continue employing Corporate Revitalization Partners, LLC as its crisis manager. Corporate Revitalization has extensive experience in providing crisis management and restructuring consulting services in reorganization proceedings and has an excellent reputation for the services it has rendered in chapter 11 cases on behalf of debtors and creditors throughout the United States. The Debtor reports that since June 2003, Corporate Revitalization has rendered interim management and restructuring services in connection with its restructuring effort. The firm has become thoroughly familiar with the Debtor's operations and is well qualified to represent it as crisis manager in connection with such matters in a cost-effective and efficient manner. Corporate Revitalization is expected to: (i) work with management, members of the Board of Directors, and other appropriate parties to identify and implement both short-term as well as long-term strategic initiatives; (ii) assist in developing and implementing cash management strategies, tactics and processes. Work with the Debtor's treasury department and other professionals and coordinate the activities of the representatives of other constituencies in the cash management process; (iii) assist management with the development of the Debtor's revised business plan, a plan of reorganization, and other related forecasts as may be required by bank lenders in connection with negotiations or by the Debtor for other corporate purposes; (iv) assist with managing production and distribution; (v) assist with preparation of schedules, statements of financial affairs, and monthly operating reports; (vi) assist in communication and/or negotiation with outside constituents including the secured lenders and their advisors; and (vii) assist with other such matters as may be requested that fall within CRP's expertise and that arc mutually agreeable between CRP and the Debtor. Jonathan Nash, a partner in Corporate Revitalization, will serve as Chief Restructuring Officer, reporting to the Debtor's President and Chief Executive Officer. In addition, Mark Censits and Scott Avila will serve as assistant restructuring officers. Corporate Revitalization will be paid for services at current hourly rates: Designation Billing Rate ----------- ------------ Managing Partners $300 - $375 per hour Partners $250 - $300 per hour Associates $150 - $200 per hour Headquartered in Hicksville, New York, Uniflex, Inc. -- http://www.uniflexbags.com/-- makes custom-printed plastic bags and other plastic packaging for promotions and advertising. The Company filed for chapter 11 protection on June 24, 2004 (Bank. Del. Case No. 04-11852). Peter C. Hughes, Esq., at Dilworth Paxson LLP represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed both estimated debts and assets of over $10 million. UNITED AIRLINES: Wants to Estimate Always Travel, et al., Claims ---------------------------------------------------------------- Always Travel, Inc., Highbourne Enterprises, Inc., and Canadian Standard Travel Agent Registry filed an action in the Federal Court of Canada against several airlines, including United Air Lines, Inc. The Plaintiffs assert damages for themselves and as representatives of a purported class of Canadian travel agents for an alleged conspiracy and breach of the Canadian Competition Act. The Canadian Litigation has not been certified as a class action lawsuit. The Plaintiffs each filed a claim against the United Airlines Inc. Debtors. Claim No. 19900, filed by Always Travel, was originally filed with no amount, but has been amended to reflect $1,000,000,000 in alleged damages. On February 20, 2004, the U.S. Bankruptcy Court for the Northern District of Illinois authorized the Debtors to estimate the Always Travel Claim pursuant to approved Estimation Procedures. The Always Travel Claim, the Highbourne Claim and the CSTAR Claim relate to the same claims arising from the Canadian Litigation. The Debtors propose to estimate the Always Travel Claim, the Highbourne Claim and the CSTAR Claim at $0 for all purposes. The Debtors want to avoid a situation where, after the Bankruptcy Court estimates the Always Travel Claim, another related plaintiff would seek to prosecute a virtually identical set of claims but would allege that the Court's estimation would not apply. The Debtors also ask the Court to clarify that the Claims Estimation Procedures should apply to all claims arising out of the Canadian Litigation. Headquartered in Chicago, Illinois, UAL Corporation -- http://www.united.com/-- through United Air Lines, Inc., is the holding company for United Airlines -- the world's second largest air carrier. the Company filed for chapter 11 protection on December 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at KIRKLAND & ELLIS represent the Debtors in their restructuring efforts. When the Company filed for protection from their creditors, they listed $24,190,000,000 in assets and $22,787,000,000 in debts. (United Airlines Bankruptcy News, Issue No. 53; Bankruptcy Creditors' Service, Inc., 215/945-7000) VACS AMERICA: Section 341(a) Meeting Slated for July 28, 2004 ------------------------------------------------------------- The Bankruptcy Administrator will convene a meeting of VACS America, Inc.'s creditors at 10:30 a.m., on July 28, 2004 in the USBA Creditors Meeting Room, 1760 B. Parkwood Blvd., Wilson, North Carolina 27893. This is the first meeting of creditors required under 11 U.S.C. Sec. 341(a) in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Burgaw, North Carolina, VACS America, Inc. -- http://www.vacsamerica.com/-- manufactures the Cubby Vac Home Cleaning Center in Burgaw, North Carolina. The Company filed for Chapter 11 protection on June 25, 2004 (Bankr. E.D.N.C. Case No. 04-05062). N. Hunter Wyche, Jr., Esq., at Smith Debnam Narron Wyche Saintsing & Myers, L.L.P., represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed estimated debts of over $1 million but did not state its assets. VITAL BASICS: Wants Open-Ended Lease Decision Deadline ------------------------------------------------------ Vital Basics, Inc., along with Vital Basics Media, Inc., ask the U.S. Bankruptcy Court for the District of Maine to extend their time to decide whether to assume, assume and assign, or reject their unexpired nonresidential real property leases through confirmation of a chapter 11 reorganization plan The Debtors tell the Court the open-ended request is reasonable because: (i) The Debtor has not yet finalized its business plan for post-Chapter 11 operations, and has not yet determine whether the leases will meet its needs; and (ii) No Lessor will be prejudiced by extending their lease decision period until the confirmation of a plan. The Debtor has performed and will continue to perform all postpetition obligations under the leases. Headquartered in Portland, Maine, Vital Basics, Inc. -- http://www.vitalbasics.com/-- is engaged in the business of Sales, through direct consumer marketing and at retail, of nutraceutical and related products throughout the United States and Canada. The Company filed for chapter 11 protection along with its debtor-affiliate, Vital Basics Media, Inc., on May 10, 2004 (Bankr. D. Maine Case No. 04-20734). George J. Marcus, Esq., at Marcus, Clegg & Mistretta, P.A., represents the Debtor in its restructuring efforts. When the Debtors filed for protection from their creditors, Vital Basics, Inc., listed $6,291,356 in total assets and $16,314,589 in total debts; Vital Basics Media, Inc., listed total assts of $378,308 and total debts of $179,242. VITAL BASICS: 6-Member Unsecured Creditors' Committee Appointed --------------------------------------------------------------- The United States Trustee for Region 1 appointed six creditors to serve on an Official Committee of Unsecured Creditors in Vital Basics, Inc.'s Chapter 11 case: 1. HVL, Inc. 600 Boyce Road Pittsburgh, Pennsylvania 15205-9742 2. News America Marketing 1211 Avenue of the Americas, 5th Floor New York, New York 10036 Phone: 212 782-5000 Fax: 212 575-5845 3. Valassis, Inc. PO Box 71645 Chicago, Illinois 60694-1645 4. Paxson Communications Corp. 601 Clearwater Park Road West Palm Beach, Florida 33401 Phone: 561 659-4122 Fax: 561 659-4252 5. DK & Associates 560 Sylvan Avenue, Ste. ___ Englewood Cliffs, New Jersey 07632-3140 6. Raycom Media, Inc. RSA Tower, 20th Floor 201 Monroe Street Montgomery, Alabama 36104 Phone: 334 206-1400 Fax: 334 206-1555 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Headquartered in Portland, Maine, Vital Basics, Inc. -- http://www.vitalbasics.com/-- is engaged in the business of Sales, through direct consumer marketing and at retail, of nutraceutical and related products throughout the United States and Canada. The Company filed for chapter 11 protection along with its debtor-affiliate, Vital Basics Media, Inc., on May 10, 2004 (Bankr. D. Maine Case No. 04-20734). George J. Marcus, Esq., at Marcus, Clegg & Mistretta, P.A., represents the Debtor in its restructuring efforts. When the Debtors filed for protection from their creditors, Vital Basics, Inc., listed $6,291,356 in total assets and $16,314,589 in total debts; Vital Basics Media, Inc., listed total assts of $378,308 and total debts of $179,242. VIVENTIA: Files Second Amended & Restated Preliminary Prospectus ---------------------------------------------------------------- Viventia Biotech Inc. (TSX:VBI), a Canadian biopharmaceutical company specializing in the discovery and development of fully human monoclonal antibodies for the treatment of cancer, filed a second amended and restated preliminary prospectus with the securities regulatory authorities in British Columbia, Alberta, Manitoba, Ontario, and Quebec, in connection with its proposed public offering of units, each Unit consisting of one common share of the Company and one-half of a common share purchase warrant. Each whole warrant will enable the purchaser to acquire one common share at any time for a period of four years from the date of issuance. The Offering is subject to a number of conditions, including regulatory approval. The second amended and restated preliminary prospectus will be available for viewing on SEDAR at http://www.sedar.com/ Printed copies of the second amended and restated preliminary prospectus are available from the underwriters for the Offering. The syndicate for the Offering is led by Dundee Securities Corporation and includes Canaccord Capital Corporation, Jennings Capital Inc., Wellington West Capital Inc. and Research Capital Corporation. The offered Units have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act. The Company also announced that Leslie Dan, Andrea Dan-Hytman and/or entities affiliated with them, the Company's principal shareholders, who hold $4 million principal amount of convertible secured debentures issued by the Company, have entered into an amendment agreement with the Company providing for the extension of the maturity date of the Debentures from May 31, 2004 to August 31, 2004. The Dan Group also entered into an agreement providing that, among other things, (i) the Debentures would not automatically convert into common shares and warrants to purchase common shares of the Company on the closing of the Offering, and (ii) they would not exercise the right to conversion under the Debentures until the earliest of: (A) the closing of the Company's Offering; (B) the termination of the Offering; and (C) August 24, 2004. The entering into of these agreements was approved by the independent members of the board of directors of the Company. The independent members of the board of directors of the Company have also approved the terms of a private placement with the Dan Group. Under the terms of the proposed transaction, the Dan Group has agreed in principle to convert the $8.9 million of existing unsecured indebtedness owing to them by the Company into convertible debentures. Each Convertible Debenture, which will be secured by a charge over all of the assets of the Company, will bear interest at a rate of 4.5% per annum and will mature two years from the date of closing of the Offering. Interest on each Convertible Debenture will accrue until maturity, when both principal and interest will be repayable. All other terms of the Convertible Debentures are expected to be substantially similar to those contained in the Company's existing Debentures. The Convertible Debentures will be convertible at the option of the holder at any time into units, each Debenture Unit consisting of one common share of the Company and one-half of a common share purchase warrant. Each whole warrant will enable the purchaser to acquire one common share at any time for a period of four years from the date of issuance. The conversion price of the principal amount of the Convertible Debenture will be equal to the price of the Units. The conversion price of the units issuable upon the conversion of the interest amount of the Convertible Debenture will be equal to the ten-day weighted average trading price of the Company's common shares for the ten consecutive trading days prior to conversion, less any applicable permitted discount. The exercise price of the warrants issuable pursuant to the Convertible Debenture will be equal to the exercise price of the warrants issuable pursuant to the Offering The Dan Group currently owns an aggregate of approximately 82.8% of the total issued and outstanding common shares of the Company. The private placement is subject to regulatory and disinterested shareholder approval. Pending the closing of the Offering, the independent members of the board of directors have also approved the borrowing of, and the Company has received, an additional $1 million from the Dan Group in order to fund the Company's on-going operations. Viventia Biotech Inc. is a biopharmaceutical company specializing in the discovery and development of fully human monoclonal antibody therapies for the treatment of cancer. The Company currently has a lead product candidate in clinical development, Proxinium(TM) (formerly VB4-845), for the treatment of head and neck cancer, and several other product candidates in pre-clinical development. At March 31, 2004, Viventia Biotech's balance sheet shows a deficit of C$7,818,000 as compared to a deficit of C$4,484,000 at December 31, 2003. W.R. GRACE: Creditors' Committee Backs PI Claims Litigation ----------------------------------------------------------- The Official Committee of Unsecured Creditors of the W.R. Grace & Co. Debtors observes that all constituencies agree on one point -- the amount of the asbestos personal injury claims is the most important issue to be determined because it is that amount that will determine the recoveries of unsecured creditors and perhaps the Debtors' equity holders. But, William S. Katchen, Esq., at Duane Morris, LLP, in Wilmington, Delaware, says, the sad fact is that, although all constituencies desire a consensual resolution leading to a plan, the parties' positions as to the value of the asbestos liabilities are so diverse that the Creditors Committee believes that litigation of the Debtors' defenses to the claims is the only viable procedure for advancing these cases to completion. For this reason, the Creditors Committee has consistently supported the Debtors' proposals for case management governing the litigation of the asbestos personal injury issues, and continues to do so. (W.R. Grace Bankruptcy News, Issue No. 65; Bankruptcy Creditors' Service, Inc., 215/945-7000) WAREHOUSE 1032: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: Warehouse 1032 Josephine, LLC 25 Greystone Manor Lewew, Delaware 19958 Bankruptcy Case No.: 04-15311 Debtor affiliates filing separate chapter 11 petitions: Entity Case No. ------ -------- Four Corners LLC 04-15312 Chapter 11 Petition Date: July 14, 2004 Court: Eastern District of Louisiana (New Orleans) Judge: Thomas M. Brahney III Debtors' Counsel: William E. Steffes, Esq. Steffes Vingiello & McKenzie LLC 3029 South Sherwood Forest Boulevard Suite 100 Baton Rouge, LA 70816 Tel: 225-368-1006 Fax: 225-368-0696 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtors' 2 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ City of New Orleans $1,000 Entergy Corp. $500 WEIRTON: FW Holdings & Weirton Venture Convert Cases To Chapter 7 ----------------------------------------------------------------- FW Holdings, Inc., and Weirton Venture Holdings Corporation elected to convert their Chapter 11 proceedings to cases under Chapter 7 of the Bankruptcy Code. The Notices of Conversion were filed pursuant Section 1112 of the Bankruptcy Code on July 9, 2004. To recall, on March 3, 2004, the U.S. Bankruptcy Court for the District of West Virginia approved the procedural consolidation and joint administration of FW Holdings' Bankruptcy Case No. 5:04- BK-00673 and Weirton Venture's Bankruptcy Case No. 5:03-BK-00674 with Weirton Steel Corporation's Bankruptcy Case No. 5:03-BK- 01802. Subsequently, Weirton filed a Plan of Liquidation under Chapter 11 on June 7, 2004. In light of Weirton's liquidation, FW Holdings and Weirton Venture determined that there is no benefit to their creditors and their estates by remaining in Chapter 11. Mark E. Freedlander, Esq., at McGuireWoods, in Pittsburgh, Pennsylvania, relates that FW Holdings and Weirton Venture meet the criteria for conversion under Section 1112 as: (a) FW Holdings is a debtor-in-possession; (b) Weirton Venture is a debtor-in-possession; (c) Each of FW Holdings' and Weirton Venture's case was originally commenced as a voluntary Chapter 11 case; and (d) Each of FW Holdings' and Weirton Venture's case has not been converted to a case under any other chapter. (Weirton Bankruptcy News, Issue No. 31; Bankruptcy Creditors' Service, Inc., 215/945-7000) WESTERN PACIFIC: Has Until Friday to File Bankruptcy Schedules -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Missouri gave Western Pacific Network Services, Inc., and its debtor- affiliates until the end of this week to file their schedules of assets and liabilities, statements of financial affairs and lists of executory contracts and unexpired leases required under 11 U.S.C. Sec. 521(1). The Debtors have until July 23, 2004, to file these financial disclosure documents. Headquartered in St. Louis, Missouri, Western Pacific Network Services, Inc. is an Internet Service Provider offering both dial- up and broadband access to residential and business customers throughout Eastern Missouri and Central and Southern Illinois. The Company filed for Chapter 11 protection on June 29, 2004 (Bankr. E.D. Mo. Case No. 04-48324). David A. Warfield, Esq., at Blackwell Sanders Peper Martin LLP, represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, it listed $1 Million to $10 Million in total assets and total debts. WESTPOINT STEVENS: Lays 0ff 85 Workers in Long View Plant --------------------------------------------------------- WestPoint Stevens, Inc., laid off more than 25% of its work force at its plant in Long View, North Carolina, effective June 30, 2004, the Hickory Daily Record reports. According to Record staff writer Kim Gilliland, 85 people lost their jobs due to a "restructuring of the comforter manufacturing process." About 225 employees remain making bedding accessories at the Long View plant. (WestPoint Bankruptcy News, Issue No. 25; Bankruptcy Creditors' Service, Inc., 215/945-7000) WOMEN FIRST: Deadline to File Proofs of Claim is August 31 ---------------------------------------------------------- On June 25, 2004, the U.S. Bankruptcy Court for the District of Delaware entered an order establishing the last day to file proofs of claim against Women First Healthcare, Inc. August 31, 2004 at 4:00 p.m. is the deadline for creditors to file their proofs of claim. Proof of claim forms must be filed by delivering one original and one copy of each document so that it is received by the debtor's claims agent at: If by mail: Women First Healtcare, Inc. c/o BMC Group P.O. Box 983 El Segundo, California 90245-0983 If by hand or overnight delivery: Women First Healtcare, Inc. c/o BMC Group 1330 East Franklin Avenue El Segundo, California 90245 For more information on filing proofs of claim visit http://www.bmccorp.net/wfhc/ Headquartered in San Diego, California, Women First HealthCare, Inc. -- http://www.womenfirst.com/-- is a specialty pharmaceutical company dedicated to improve the health and well-being of midlife women. The Company filed for chapter 11 protection on April 29, 2004 (Bankr. Del. Case No. 04-11278). Michael R. Nestor, Esq., and Sean Matthew Beach, Esq., at Young Conaway Stargatt & Taylor represent the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $49,089,000 in total assets and $73,590,000 in total debts. WORLDCOM INC: MCI And Ex-Officers Settle 401(K) Suit For $51 Mil. ----------------------------------------------------------------- MCI, Inc., and 19 ex-WorldCom Inc. officials, including former WorldCom Chief Executive Officer Bernard Ebbers, will settle for $51 million a lawsuit commenced by employees who lost millions when WorldCom collapsed, according to David E. Rovella at Bloomberg News. MCI will contribute $19.5 million to the settlement amount. Merrill Lynch Trust Co., WorldCom's 401(k) fund trustee, will be the remaining active defendant in the case. The settlement is subject to U.S. District Judge Denise Cote's approval. Headquartered in Clinton, Mississippi, WorldCom, Inc., now known as MCI-- http://www.worldcom.com-- is a pre-eminent global communications provider, operating in more than 65 countries and maintaining one of the most expansive IP networks in the world. The Company filed for chapter 11 protection on July 21, 2002 (Bankr. S.D.N.Y. Case No. 02-13532). On March 31, 2002, the Debtors listed $103,803,000,000 in assets and $45,897,000,000 in debts. On April 20, 2004, the company (WCOEQ, MCWEQ) formally emerged from U.S. Chapter 11 protection as MCI, Inc. This emergence signifies that MCI's plan of reorganization, confirmed on October 31, 2003, by the U. S. Bankruptcy Court for the Southern District of New York is now effective and the company has begun to distribute securities and cash to its creditors. (Worldcom Bankruptcy News, Issue No. 57; Bankruptcy Creditors' Service, Inc., 215/945-7000) YOUTHSTREAM MEDIA: Agrees to Acquire Kentucky Steel Producer ------------------------------------------------------------ YouthStream Media Networks, Inc. (OTC Bulletin Board: YSTM), had entered into a preliminary letter of intent with KES Holdings, LLC to acquire KES Acquisition Company, LLC, a 100%-owned subsidiary of KES Holdings effective July 18, 2004. As previously disclosed in the Company's periodic reports, the Company currently owns a 1.00% membership interest in KES Holdings. KES Holdings acquired certain assets of a bankrupt non-operating steel producer, Kentucky Electric Steel, Inc., consisting of a steel mini-mill located in Ashland, Kentucky, in September 2003. The steel mini-mill has been in operation for approximately 50 years and was refurbished by KES Acquisition subsequent to its acquisition. The refurbished steel mini-mill has been generating revenues since early 2004. In conjunction with the proposed acquisition, the Company will form a new subsidiary in which it will own 80.01% of the outstanding common stock, and will capitalize that subsidiary with $500,000. In connection with the acquisition, the new subsidiary is expected to issue (i) $25 million of its non-convertible non- voting redeemable preferred stock with a redemption price equal to $25 million and a 13% annual cumulative dividend and (ii) senior subordinated promissory notes in the aggregate principal amount of $40 million with an annual interest rate of 8% to holders of KES Holdings, excluding the Company. The remaining 19.99% common stock interest in the new subsidiary will be owned by KES Holdings and other persons or entities that, prior to the acquisition, were investors in KES Holdings. The letter of intent is subject to, among other conditions, satisfactory completion of due diligence, negotiation, preparation and execution of definitive transaction documents, preparation of consolidated financial statements, compliance with state and federal securities laws and regulations, and receipt of the requisite corporate approvals. The transaction is expected to close in the fourth calendar quarter of 2004. However, as a result of the foregoing uncertainties, there can be no assurances that the transaction will be completed. Furthermore, even if the transaction is completed, there can be no assurances that the future operations of the steel mini-mill will be successful. Robert Scott Fritz, a director of the Company, is an investor in KES Holdings. Hal G. Byer, another director of the Company, is a senior officer of Libra Securities, LLC, a registered NASD broker- dealer, and has an economic interest in KES Holdings through his relationship with Libra. Certain other affiliates of Libra are also investors in KES Holdings, including one such investor who is also a principal stockholder of the Company. At March 31, 2004, Youthstream Media Networks' balance sheet shows a stockholders' deficit of $12,705,000 compared to a deficit of $10,699,000 at September 30, 2003. * Marvin Traub Joins Compass Advisers as Advisory Director ---------------------------------------------------------- Marvin S. Traub has joined Compass Advisers, LLP as an Advisory Director. One of retailing's most prominent veterans, Mr. Traub will provide Compass clients with a broad range of counsel, particularly in strategic positioning, and will offer advice on how best to configure their operations and lines of business. Mr. Traub is the President of Marvin Traub Associates, MTA, which will continue to operate under its own name. MTA serves its domestic and non-US client base in the areas of global retailing, marketing and consumer products. Its 14 consultants include the former chairmen and principals of such distinguished companies as Neiman Marcus, Giorgio Armani, Donna Karan Men's, Filene's, U.S. Shoe, Bloomingdale's, J.P. Stevens, Dior, Robinson May, Lord & Taylor, Laura Ashley and Montgomery Ward. Mr. Traub has a long and distinguished career in the retail and consumer products space. Before he established MTA in 1992, he was Bloomingdale's Chairman and Chief Executive Officer for 14 years. His retailing career began at Bloomingdale's in 1950, and includes tenures as Vice Chairman and Director of Campeau Corporation; as a Director of Federated Department Stores; and as Chairman of the Johnnie Walker Collection, a company that markets Johnnie Walker apparel and watches, which he created in 1998. "I am delighted to be joining Compass Advisers," said Mr. Traub in announcing the new affiliation. "The firm's highly focused orientation and emphasis on providing senior-level counsel that thrives on delivering fresh and winning ideas to its client base is very appealing to me," he added. "Marvin is joining us at an opportune time, as many signs point to heightened M&A activity in the retail sector going forward," noted Stephen M. Waters, Compass' founding partner. "It was his vision that made Bloomingdale's a fashion barometer renowned around the world. Marvin's nearly-incomparable insight into the inner workings of the industry, coupled with a seasoned view of where it is going, will significantly benefit our clients," Mr. Waters added. A 1947 magna cum laude graduate of Harvard College, Mr. Traub graduated with distinction from the Harvard Business School two years later. He has received numerous awards over the course of his career, including The Gold Medal of the National Retail Federation, Italy's Commendatore de la Republica, and the Legion d'Honneur Order of Merit from France. He wrote Like No Other Store in 1993, an overview of the history of retailing in America and an in-depth profile of Bloomingdale's as an institution. Compass' retailing and consumer clients include branded consumer products companies; department store and apparel retailers; supermarkets and distributors; food and beverage providers; drugstores and toy stores; and retail chains selling specialized products and merchandise, along with private equity firms investing in such companies. Representative transactions include: JW Childs Associates' purchase of the Sunny Delight and Punica brands from Procter & Gamble; Eden Springs' Euro 680 million joint venture with Danone; restructuring assignments in the chapter 11 cases of the Fleming Companies and Kasper A.S.L.; and Tanger Factory Outlets' $491 million acquisition of the Charter Oak portfolio of factory outlets. Compass Advisers, LLP, http://www.ca-llp.com/is an international investment banking partnership providing independent, senior-level counsel to leading domestic and international companies; entrepreneurs; families; institutional investors and creditors. Founded in 1996, Compass provides advice and execution in mergers and acquisitions, bankruptcies and restructuring, and counsel in the areas of private placements and complex capital market transactions. Compass Advisers has eight partners and more than 35 professionals based in New York and London. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- July 15-18, 2004 AMERICAN BANKRUPTCY INSTITUTE The Mount Washington Hotel Bretton Woods, NH Contact: 1-703-739-0800 or http://www.abiworld.org July 28-31, 2004 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Reynolds Plantation, Lake Oconee, GA Contact: 1-703-739-0800 or http://www.abiworld.org September 18-21, 2004 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference The Bellagio, Las Vegas, NV Contact: 1-703-739-0800 or http://www.abiworld.org October 9-10, 2004 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC Annual Fall Conference Nashville, TN Contact: 1-703-449-1316 or www.iwirc.com October 10-13, 2004 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES Seventy Seventh Annual Meeting Nashville, TN Contact: http://www.ncbj.org/ October 15-18, 2004 TURNAROUND MANAGEMENT ASSOCIATION 2004 Annual Convention Marriott Marquis, New York City Contact: 312-578-6900 or www.turnaround.org November 29-30, 2004 BEARD GROUP & RENAISSANCE AMERICAN MANAGEMENT The Eleventh Annual Conference on Distressed Investing Maximizing Profits in the Distressed Debt Market The Plaza Hotel - New York City Contact: 1-800-726-2524; 903-592-5168; dhenderson@renaissanceamerican.com December 2-4, 2004 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Marriott's Camelback Inn, Scottsdale, AZ Contact: 1-703-739-0800 or http://www.abiworld.org March 9-12, 2005 TURNAROUND MANAGEMENT ASSOCIATION 2005 Spring Conference JW Marriott Desert Ridge, Phoenix, AZ Contact: 312-578-6900 or www.turnaround.org April 28- May 1, 2005 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting J.W. Marriot, Washington, DC Contact: 1-703-739-0800 or http://www.abiworld.org June 2-4, 2005 ALI-ABA Partnerships, LLCs, and LLPs: Uniform Acts, Taxation, Drafting, Securities and Bankruptcy Omni Hotel, San Francisco Contact: 1-800-CLE-NEWS; http://www.ali-aba.org July 14 -17, 2005 AMERICAN BANKRUPTCY INSTITUTE Ocean Edge Resort, Brewster, MA Contact: 1-703-739-0800 or http://www.abiworld.org July 27- 30, 2005 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop Kiawah Island Resort and Spa, Kiawah Island, SC Contact: 1-703-739-0800 or http://www.abiworld.org October 19-23, 2005 TURNAROUND MANAGEMENT ASSOCIATION 2005 Annual Convention Chicago Hilton & Towers, Chicago Contact: 312-578-6900 or www.turnaround.org November 2-5, 2005 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES Seventy Eighth Annual Meeting San Antonio, TX Contact: http://www.ncbj.org/ December 1-3, 2005 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Hyatt Grand Champions Resort, Indian Wells, CA Contact: 1-703-739-0800 or http://www.abiworld.org The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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. 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. Monthly Operating Reports are summarized in every Saturday edition of the TCR. 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., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA. Yvonne L. Metzler, Emi Rose S.R. Parcon, Bernadette C. de Roda, Rizande B. Delos Santos, Paulo Jose A. Solana, Jazel P. Laureno, Aileen M. Quijano and Peter A. Chapman, Editors. Copyright 2004. 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 ***