/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/070717.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, July 17, 2007, Vol. 11, No. 167 Headlines 201 FOREST: Court Approves Hanify & King as Bankruptcy Counsel ABITIBI-CONSOLIDATED: ISS Urges Holders to Vote for Bowater Merger ADVANTA BUSINESS: S&P Affirms BB Ratings on Five Note Classes ALBERTO DELGADO: Case Summary & Twelve Largest Unsecured Creditors ALLIANT HOLDINGS: S&P Assigns Counterparty Credit Rating at B- ALLIS-CHALMERS: Strata Enters New Employment Agreement with CEO ALPER HOLDINGS: Case Summary & Nine Largest Unsecured Creditors ALPHA MEDIA: Moody's Rates Corporate Family Rating at B1 BARBARA BARKER: Case Summary & Nine Largest Unsecured Creditors BCBG MAZ: Moody's Downgrades Corporate Family Rating to B3 BCE INC: Inks Acquisition Deal with Teachers' Private Consortium BOSTON SCIENTIFIC: To Pay $195 Mil. to Settle Product Lawsuits BOWATER INC: ISS Urges Abitibi Shareholders to Vote for Merger BPO MANAGEMENT: Posts $1.4 Million Net Loss in Qtr. Ended March 31 BRIAN SNYDER: Case Summary & 12 Largest Unsecured Creditors CARLA SILVA: Case Summary & 19 Largest Unsecured Creditors CASTLE ROCK: General Unsecured Creditors to Get 100% Under Plan CDC COMMERCIAL: S&P Lifts Ratings on Eight Certificate Classes CENTERSTAGING CORP: March 31 Balance Sheet Upside-down by $10.3MM CHARLES CHRISTIAN: Case Summary & 20 Largest Unsecured Creditors CITATION CORP: Vulnerable Profile Cues S&P's B+ Corporate Credit CITIGROUP MORTGAGE: Moody's Rates Class M-11 Certificates at Ba2 CLAREGOLD TRUST: Moody's Rates $2.1 Mil. Class L Certs. at (P)B3 COMMUNICATIONS CORPORATION: Files Amended Disclosure Statement CUMMINS INC: Board Increases Cash Dividend by 39% DAYTONA BEACH: Voluntary Chapter 11 Case Summary DILLARD'S INC: Sales Down by $2.1 Mil. for Five Weeks Ended July 7 DIRECTED ELECTRONICS: Financial Concerns Cue S&P's Neg. Outlook DIXIE GROUP: Restates Annual and Quarterly Financial Results DOWNSTREAM DEVELOPMENT: Moody's Rates $235 Million Notes at B3 DOWNSTREAM DEVELOPMENT: S&P Assigns Corp. Credit Rating at B- EAGLEPICHER CORP: S&P Rates Proposed $220MM Facilities at BB- EAST VALLEY: Narrow Business Focus Cues S&P's B+ Credit Rating ECHOSTAR COMM: March 31 Balance Sheet Upside-down by $30.5 Million EL TALLER: Case Summary & 20 Largest Unsecured Creditors FEC RESOURCES: Posts Net Loss of CDN$3.3 Million in 2006 FITNESS COMPANY: Case Summary & 40 Largest Unsecured Creditors FORD MOTOR: Mulling Sale of Volvo Brand, Sources Say GRANT FOREST: Moody's Affirms B2 Corporate Family Rating GXS WORLDWIDE: Moody's Affirms Corporate Family Rating at B2 GXS WORLDWIDE: S&P Affirms B Rating and Revises Outlook to Stable HOLLINGER INT'L: Black Guilty of Fraud and Obstruction of Justice HYDROCHEM INDUSTRIAL: Moody's Junks Rating on 2nd Lien Loan HYDROCHEM INDUSTRIAL: S&P Holds CCC+ Rating on 2nd Lien Loan HYLAND SOFTWARE: Moody's Rates Corporate Family Rating at B2 INTEGRA TELECOM: High Business Risks Cue S&P's B- Credit Rating INT'L MANAGEMENT: Trustee Taps GlassRatner for Valuation Services INTERNATIONAL PAPER: Names Timothy Nicholls as CFO and Senior VP IRON AGE: Taps Richardson as Accountants on Profit Sharing Plan JORDYN HOLDINGS: Wants Court Nod to Sell Florida Real Estate K-SEA TRANSPORTATION: S&P Places BB- Rating on Negative Watch KESSLER HOSPITAL: Disclosure Statement Hearing Set on July 23 LOTHIAN OIL: Court Okays Haynes and Boone as Bankruptcy Counsel MASSACHUSETTS EYE: Moody's Rates Series 1998 Bonds at Ba1 MCJUNKIN CORP: Moody's Reviews B1 Corporate Family Rating NARROWSTEP INC: May 31 Balance Sheet Upside-down by $1.2 Million ORBITZ WORLDWIDE: S&P Rates Proposed $800MM Facility at BB- ORESTE'S MANAGEMENT: Case Summary & 77 Largest Unsecured Creditors PHILLIPS-VAN HEUSEN: Good Performance Cues S&P to Lift Ratings PLAYTEX PRODUCTS: Energizer Deal Cues Moody's to Review Ratings PLAYTEX PRODUCTS: Energizer Deal Cues S&P's Positive CreditWatch RADIATION THERAPY: Moody's Affirms B1 Corporate Family Rating RAPTOR NETWORKS: Dismisses Comiskey & Company as Auditing Firm REAR STILL: Voluntary Chapter 11 Case Summary REPRO MED: May 31 Balance Sheet Upside-down by $755,511 RIDER BENNETT: Case Summary & 20 Largest Unsecured Creditors SAFETY GUIDE: Case Summary & 20 Largest Unsecured Creditors SAKS INCORPORATED: Sales Down by 3.9% for Five Weeks Ended July 7 SANTA BARBARA: U.S. Trustee Wants Case Converted to Chapter 7 STANDARD AERO: Prices $200 Mil. of 8-1/4% Senior Notes Offering STANDARD PACIFIC: Fitch Affirms BB Issuer Default Rating TOTAL SAFETY: $10MM Additional Loan Cues S&P to Affirm Ratings TRAVELPORT HOLDINGS: Lower Proceeds Cue S&P to Revise Outlook TRIOMPHE RE: Moody's Rates $40 Million Term B Facility at Ba1 UNIVERSAL COMPRESSION: Unit to Redeem $175 Million Senior Notes VINTAGE FAIRE: Case Summary & Eight Largest Unsecured Creditors VIRTUAL FONLINK: Case Summary & 20 Largest Unsecured Creditors WHOLE FOODS: SEC Conducts Probe Over CEO's Internet Postings * Moody's Issues Corrections on Previously Released Actions * NachmanHaysBrownstein Appoints Four Restructuring Professionals * Large Companies with Insolvent Balance Sheets ********* 201 FOREST: Court Approves Hanify & King as Bankruptcy Counsel -------------------------------------------------------------- 201 Forest Street LLC obtained authority from the U.S. Bankruptcy Court for the District of Massachusetts, Western Division, to employ Hanify and King Professional Corporation as its bankruptcy counsel. Hanify and King is expected to: a) advise the Debtor with respect to its rights, power and duties as debtor-in-possession in the continued operation of its business and management of its assets; b) advise the Debtor with respect to any plan of reorganization and any other matter relevant to the formulation and negotiation of a plan or plans of reorganization; c) represent the Debtor at all hearings and matters pertaining to its affairs as Debtor and debtor-in-possession; d) prepare on behalf of the Debtor all necessary and appropriate applications, motions, answers, orders, reports and other pleadings and other documents and review all financial and other reports filed in this Chapter 11 case; e) advise and assist the Debtor in the negotiation and documentation, financing agreements, debts and cash collateral orders and related transactions; f) review and analyze the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; g) advise the Debtors regarding its ability to initiate actions to collect and recover property for the benefit of its estate; h) advise and assist the Debtor in connection with any potential property dispositions; i) advise the Debtor concerning executory contract and unexpired lease assumptions, lease assignments, rejections, rejections and restructurings and recharacterization of contracts and leases; j) review and analyze various claims and preparation, filing or prosecution of any objections to claims; k) commence and conduct any and all litigation necessary to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the debtor's successful reorganization other than matters to which the Debtor retains special counsel; and l) perform legal services and provide necessary legal advise to the Debtor, necessary in the bankruptcy proceeding. D. Ethan Jeffery, Esq., a shareholder of Hanify and King Professional Corporation tells the Court that the firm received $15,000 as security retainer in connection with its post petition advice. Mr. Jeffery did not specify the hourly compensation of the professionals that will render services for this case. Mr. Jeffery assures the Court that his firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Jeffery can be contacted at: D. Ethan Jeffery, Esq. Hanify & King, Professional Corporation One Beacon Street, 21st Floor Boston, MA 02108-3107 Telephone (617) 226-3410 Headquartered in Marlborough, Massachusetts, 201 Forest Street LLC filed a Chapter 11 petition on June 19, 2007 (Bankr. D. Mass. Case No. 07-42296). Christian J. Urbano, Esq., Christopher M. Condon, Esq., and D. Ethan Jeffery, Esq., at Hanify & King PC represent the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in this case to date. When 201 Forest sought protection from its creditors, it listed assets and debts between $1 million to $100 million. ABITIBI-CONSOLIDATED: ISS Urges Holders to Vote for Bowater Merger ------------------------------------------------------------------ The Institutional Shareholder Services Inc. has recommended that Abitibi-Consolidated Inc.'s shareholders vote "for" the proposed combination with Bowater Incorporated. ISS is the provider of corporate governance and proxy voting solutions. "We are very pleased that, after completing an independent and comprehensive review, ISS has recommended to support the proposed combination," John Weaver, president and CEO of Abitibi- Consolidated, said. "In my view, this represents another confirmation of the strategic and economic benefits the proposed combination will create for our shareholders, in particular with the $250 million synergies. It is good to see ISS confirming what the Board of directors has recommended in a unanimous vote. We encourage shareholders to vote "for" the proposed combination with Bowater," Mr. Weaver added. The combined company will be called AbitibiBowater Inc., which will own or operate 32 pulp and paper facilities and 35 wood product facilities located mainly in Eastern Canada and the Southeastern U.S. Copies of the definitive joint proxy statement/prospectus/ management information circular and the filings with the SEC and the Canadian securities regulatory authorities that will be incorporated by reference in the definitive joint proxy statement/prospectus/management information circular can be obtained, without charge, by directing a request to: Abitibi-Consolidated Attention: Investor Relations Department 1155 Metcalfe Street, Suite 800 Montreal, Quebec, Canada H3B 5H2 Telephone (514) 875-2160 or Bowater Incorporated Attention: Investor Relations Department 55 E. Camperdown Way Greenville, SC, USA, 29602 Telephone (864) 282-9473 About Bowater Incorporated Bowater Inc. (NYSE: BOW, TSX: BWX) -- http://www.bowater.com/ -- produces coated and specialty papers and newsprint. In addition, the company sells bleached market pulp and lumber products. Bowater has 12 pulp and paper mills in the United States, Canada, and South Korea. In North America, it also owns two converting facilities and 10 sawmills. Bowater's operations are supported by approximately 835,000 acres of timberlands owned or leased in the United States and Canada and 28 million acres of timber cutting rights in Canada. Bowater operates six recycling plants and is one of the world's largest consumers of recycled newspapers and magazines. About Abitibi-Consolidated Inc. Headquartered in Montreal, Quebec, Abitibi-Consolidated Inc. (NYSE: ABY, TSX: A) -- http://www.abitibiconsolidated.com/-- supplies newsprint and commercial printing papers and produces wood products, serving clients in some 70 countries from its 45 operating facilities. Abitibi-Consolidated is one of the recyclers of newspapers and magazines in North America. * * * As reported in the Troubled Company Reporter on June 20, 2007, Standard & Poor's Ratings Services lowered its ratings, including the long-term corporate credit rating to 'B' from 'B+', on Abitibi-Consolidated Inc. The outlook is negative. ADVANTA BUSINESS: S&P Affirms BB Ratings on Five Note Classes ------------------------------------------------------------- Standard & Poor's Ratings Services upgraded the class B notes issued out of Advanta Business Card Master Trust's series 2001-A to 'A+' from 'A'. Concurrently, S&P affirmed the ratings on all other classes from this series, as well as on all of the classes issued out of the ADVANTA series. The upgrade reflects solid performance of the master trust's underlying pool of credit card receivables. Net losses have shown significant and sustained improvement in their gradual decline from an average of 8.98% in 2002 to an average of 3.52% in 2006. In addition, average payment rates increased or remained stable during the same period. The net loss and payment rate performances reflect the sustained improvement in the trust's credit quality and Advanta's emphasis on rewards-based strategies. The reward programs are geared toward encouraging customer loyalty and originating a greater percentage of transactors or borrowers with a propensity to pay a good portion, if not the full balance, of their credit cards each month. Advanta's enhanced underwriting guidelines, coupled with a favorable macroeconomic environment, also contributed to the positive performance trends. These developments resulted in a decrease in credit enhancement levels for Advanta Business Card Master Trust's ADVANTA series class A notes to 17.00% from 18.50% and for the class B notes to 8.50% from 9.50%. Standard & Poor's expects the current credit enhancement levels to be sufficient to support the series 2001-A class B notes at the higher rating and has affirmed the ratings on all outstanding tranches of the ADVANTA series class A, B, C, and D notes. Rating Raised Advanta Business Card Master Trust Asset-backed notes series 2001-A Rating ------ Series Class To From ------ ----- -- ---- 2001-A B A+ A Ratings Affirmed Advanta Business Card Master Trust Asset-backed notes series 2001-A Series Class Rating ------ ----- ------ 2001-A A AAA 2001-A C BBB 2001-A D BB Advanta Business Card Master Trust Asset-backed notes ADVANTA series Series Class Rating ------ ----- ------ 2004-C1 C BBB 2004-D1 D BB 2005-A1 A AAA 2005-A2 A AAA 2005-A3 A AAA 2005-A4 A AAA 2005-B1 B A 2005-C1 C BBB 2005-D1 C BBB 2006-A1 A AAA 2006-A2 A AAA 2006-A3 A AAA 2006-A4 A AAA 2006-A5 A AAA 2006-A6 A AAA 2006-A7 A AAA 2006-B1 B A 2006-B2 B A 2006-C1 C BBB 2006-D1 D BB 2006-D2 D BB 2006-D3 D BB 2007-A1 A AAA 2007-A2 A AAA 2007-A3 A AAA 2007-A4 A AAA ALBERTO DELGADO: Case Summary & Twelve Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Alberto J. Toledo Delgado Liza A. Adorno Garcia H.C. 04 Box 30270 Hatillo, PR 00659 Bankruptcy Case No.: 07-03764 Chapter 11 Petition Date: July 3, 2007 Court: District of Puerto Rico (Old San Juan) Debtor's Counsel: Wigberto Lugo Mender, Esq. Lugo Mender & Co. Centro Internacional de Mercadeo Road 165 torre 1, Suite 501 Guaynabo, PR 00968 Tel: (787) 707-0404 Total Assets: $4,457,395 Total Debts: $4,035,780 Debtor's Twelve Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Eurobank value of collateral: $351,412 P.O. Box 191009 $145,545 San Juan, PR 00919-1009 Farmer Home Farm Services $155,226 Agency 1562 Avenue Miramar Suite 2, Caribbean Cinema Building Arecibo, PR 00612 Federacion Asociaciones $105,000 Pecuarias de PR P.O. Box 2635 Mayaguez, PR 00681-2635 B.B.V.A. value of collateral: $85,000 $51,700 A.P.L.H. Asociacion $60,000 Productores Leche Hatillo P.O. Box 2635 Mayaguez, PR 00681-2635 Tender Mills, Inc. $50,000 Banco Popular de PR $33,938 U.S. Department of $2,478 Education Direct Loan Servicing Center Manuel Valentin & Associates $2,175 Money Express $1,956 Banco Popular de PR $1,181 Puerto Rico $66 ALLIANT HOLDINGS: S&P Assigns Counterparty Credit Rating at B- -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' counterparty credit rating to Alliant Holdings I Inc. (formerly known as Alliant Resources Group Inc.). Standard & Poor's also said that the outlook on Alliant is stable. At the same time, Standard & Poor's assigned its 'B-' senior secured bank loan rating to Alliant's proposed $420 million of senior secured credit facilities, which consist of a $360 million seven-year first-lien senior secured loan and a $60 million six- year revolver. In addition, Standard & Poor's assigned its 'CCC' senior unsecured debt rating to Alliant's proposed $290 million eight-year second-lien senior unsecured notes. The proceeds will be used to finance a proposed $1.1 billion acquisition of Alliant by private-equity sponsor The Blackstone Group and management. In addition, the proceeds will refinance Alliant's $348.4 million of existing net debt. Following the acquisition by Blackstone, Alliant's highly leveraged capital structure will constrain its financial flexibility. "The ratings actions are in response to the company's plans to further leverage its balance sheet, resulting in weakened adjusted fixed-charge coverage," said Standard & Poor's credit analyst Tracy Dolin. "Partially offsetting the more leveraged balance sheet is both Blackstone and management's commitment to one-time equity contributions of $358 million and $160 million, respectively." Standard & Poor's believes the weakened financial flexibility following the LBO and debt raising to acquire JLT USA in late 2006 is a significant constraint to the rating. Standard & Poor's recognizes a shift in ownership interests and believes the company will not raise additional debt that will exceed tolerances for the current rating structure. The ratings are also based on the company's experienced management team, competitive position as the 13th-largest insurance broker, diversified revenue base, and peer-leading organic revenue growth rates. Alliant's reinstated position to accept contingent commissions allows it to regain this competitive edge and should help produce better margins. Despite the company's improved competitive position through the JLT USA acquisition, there are potential integration risks and a counterbalance of revenue productivity. In addition, another credit risk can emerge if Alliant produces high loss ratios in any of its programs. Partially offsetting our concerns is Alliant's strong track record of sustaining carrier relationships and client renewal rates in its MGA program. Standard & Poor's believes that the company will continue to remain cash-flow positive and meet its restrictive covenants in the near to intermediate term. Alliant's 2007 pretax operating income and ROR will stay marginal because of interest expenses and amortization of intangible assets. However, this negative effect will be somewhat alleviated in the following years as the company gradually pays down its debt. Standard & Poor's expects Alliant to sustain its marginal competitive position through peer-leading organic revenue growth in 2007 and 2008. Nevertheless, Alliant will be challenged to sustain the same level of organic revenue growth during a softening property/casualty rate environment in 2007 and 2008. If the company's interest-coverage and debt-leverage metrics fall short of our expectations, the outlook or ratings could be revised downward. This is increasingly likely if, given the level of increased debt, the company's margins compress precipitating unsatisfactory coverage metrics. If the company is able to improve its financial profile materially such that these metrics exceed S&P's expectations significantly, Standard & Poor's will consider revising the outlook to positive. ALLIS-CHALMERS: Strata Enters New Employment Agreement with CEO --------------------------------------------------------------- Strata Directional Technology, Inc, a wholly-owned subsidiary of Allis-Chalmers Energy Inc., entered into a new employment agreement with David K. Bryan, President and Chief Executive Officer of Strata, effective July 1, 2007. The term of the agreement is for three years. Pursuant to the agreement, Mr. Bryan is entitled to an annual base salary of $250,000 and will be eligible for an annual incentive bonus up to a maximum of 100% of his base salary if the company achieves certain performance goals. Under the agreement, Mr. Bryan will also receive a $1,000 monthly car allowance. If Mr. Bryan's employment is terminated without cause or if he resigns within a six month period of being constructively terminated, he will receive i. his unearned salary for the remainder of the Agreement, ii. compensation for accrued, unused vacation as of the date of termination and iii. any further compensation that may be provided by the terms of any benefit plans in which he participates and the terms of any outstanding equity grants. About Allis-Chalmers Allis-Chalmers Energy Inc. (NYSE: ALY) -- http://www.alchenergy.com/-- is a Houston based multi-faceted oilfield services company. It provides services and equipment to oil and natural gas exploration and production companies, domestically in Texas, Louisiana, New Mexico, Colorado, Oklahoma, Mississippi, Utah, Wyoming, Arkansas, Alabama, West Virginia, offshore in the Gulf of Mexico, and internationally primarily in Argentina and Mexico. Allis-Chalmers provides rental services, international drilling, directional drilling, tubular services, underbalanced drilling, and production services. * * * As of June 2007, Allis-Chalmers Energy carries Moody's Investors Service's B2 Corporate Family Rating. ALPER HOLDINGS: Case Summary & Nine Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Alper Holdings U.S.A., Inc. 245 Park Avenue-24th New York, NY 10167 Bankruptcy Case No.: 07-12148 Type of Business: The Debtor is engaged in the real estate business. Chapter 11 Petition Date: July 13, 2007 Court: Southern District of New York (Manhattan) Debtor's Counsel: Luc A. Despins, Esq. Milbank, Tweed, Hadley & McCloy, L.L.P. 1 Chase Manhattan Plaza New York, NY 10005 Tel: (212) 530-5000 Fax: (212) 530-5219 Estimated Assets: $10 Million to $50 Million Estimated Debts: $1 Million to $10 Million Debtor's Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ State of Connecticut income tax $140,160 c/o Commissioner of Revenue Services P.O. Box 2974 Hartford, CT 06104 Joseph P. Day Realty Corp. trade debt $17,366 c/o Joseph Tiechman 9 East 40th Street New York, NY 10016 Tel: (212) 889-7460 Fax: (212) 779-9691 Becher Della Torre & Co. trade debt $10,500 c/o Joseph Gitto 76 North Walnut Street Ridgewood, NJ 07450 Tel: (201) 652-4040 Fax: (201) 652-4041 Gerling America Insurance trade debt $5,000 Co. Neal & Harwell, P.L.C. trade debt $9,013 Weil, Gotshal & Manges, trade debt $3,584 L.L.P. Duffy, Sweeney & Scott, trade debt $2,097 Ltd. Schrader-Bridgeport contractual $0 International, Inc. indemnity-P.&S. -Schrader Auto ArvinMeritor, Inc. contractual $0 indemnity-P.&S. -Schrader Auto ALPHA MEDIA: Moody's Rates Corporate Family Rating at B1 -------------------------------------------------------- Moody's Investors Service assigned a B1 first time Corporate Family rating to Alpha Media Group Inc. in connection with its proposed acquisition of Dennis Publishing Inc. Alpha Media is controlled by funds managed by Quadrangle Group LLC. The B1 Corporate Family rating reflects the significantly higher debt burden and leverage which the proposed acquisition financing will place on the company, as well as its reliance upon advertising spending in men's lifestyle magazines. In addition, the ratings reflect a recent decline in Alpha Media's top line results, a significant decline in newsstand sales of its flagship publication in 2006 compared to 2004, the high level of competition posed by stronger and higher rated rivals, and the challenge of replacing business lost at Stuff magazine with increased sales of Blender magazine and Alpha Media's digital offerings. The rating recognizes the value that advertisers attach to the targeted 18-34 male demographics which Alpha Media can deliver, the loyalty of its readership and the barriers which face potential new entrants to the male lifestyle publishing space. Details of the rating action are: Ratings assigned: -- $15 senior first lien secured revolving credit facility - Ba3, LGD3, 36% -- $120 senior secured first lien term loan -- Ba3, LGD3, 36% -- $40 senior secured second lien term loan -- B3, LGD5, 83% -- Corporate family rating -- B1 -- Probability of Default rating -- B1 The rating outlook is stable. The stable outlook incorporates Alpha Media's dependable top line and an expectation that its new management will succeed in revitalizing profitability, in part, by renegotiating vendor contracts. Headquartered in New York City, Alpha Media Group is a leading publisher of men's lifestyle focused publications, following its acquisition of Dennis Publishing. The company recorded pro-forma sales of $177 million in 2006. BARBARA BARKER: Case Summary & Nine Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Barbara R. Barker P.O. Box 16888 Atlanta, GA 30321 Bankruptcy Case No.: 07-70036 Chapter 11 Petition Date: June 29, 2007 Court: Northern District of Georgia (Atlanta) Judge: Robert Brizendine Debtor's Counsel: David R. Trippe, Esq. P.O. Box 193 Sautee Nacoochee, GA 30571 Tel: (706) 878-7030 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Countrywide Home Lending conventional real $824,802 450 American Street estate mortgage Credit Reporting S. Simi Valley, CA 93065 Homebanc Mortgage conventional real $640,500 2002 Summit Boulevard, estate mortgage Suite 100 Atlanta, GA 30319 Monogram Bank North credit card $46,469 America 4060 Ogletown/Stan De5-019-03-07 Newark, DE 19713 Citibank credit card $13,216 Capital One note loan $4,049 Gemb/empire charge account $2,352 H.S.B.C./N.E.I.M.N. charge account $1,129 M.C.Y.D.S.N.B. charge account $410 Paul Roman unknown BCBG MAZ: Moody's Downgrades Corporate Family Rating to B3 ---------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating of BCBG Maz Azria Group, Inc. to B3 from B1 and assigned a negative outlook. The downgrade reflects the company's significant decline in profitability as a result of the operating losses and cash burn generated by the Max Rave division, nearly 24% of sales, which has resulted in sizable erosion in cash flow from operations. The downgrade with a negative outlook also reflects the company's inability to provide its bank group with its fiscal year 2006 financial statements and Moody's expectation that the company will likely need an amendment to or waiver of its financial covenants. In addition, Moody's withdrew the rating on two of BCBG's credit facilities which have been replaced with new, unrated facilities. These ratings have been downgraded: -- Corporate family rating to B3 from B1; -- Probability of default rating to B3 from B1; -- $159.5 million senior secured term loan B to B3; LGD3-47% from B1; LGD3-48%. These ratings have been withdrawn: -- $150 million senior secured revolving credit facility at Ba2; LGD2-20%; -- $80 million senior secured third lien term loan at B3; LGD5- 76%. BCBG acquired the assets of Max Rave, formerly G+G Retail, in February 2006 after the company had undergone a distressed debt exchange and a bankruptcy filing. The acquisition was financed with about 38% equity and 62% debt. Since the acquisition has closed, the Max Rave division has been generating significant operating losses versus original expectations of turning profitable during 2006. As a result of the purchase accounting requirements surrounding the Max Rave acquisition, the new and unrated $150 million second lien financing and $200 million Asset Based Revolving credit facility, the company's completion of its 2006 audited statements has been delayed. The company received the necessary waivers to extend the filing of its audited statements with the bank group until July 31, 2007. However, given its performance trend, Moody's expects that BCBG will likely need an additional amendment or waiver to its financial covenants as well. The B3 corporate family rating reflects the underperformance of the company's Max Rave division, which has resulted in a significant cash burn at the company and significant deterioration in credit metrics, including Debt/EBITDA that Moody's estimates to be over six times and negative free cash flow. The rating category also reflects the company's very high business risk as a fashion forward women's apparel retailer, as well as its high seasonality and small scale. While profitability has eroded due to the underperformance of Max Rave, BCBG continues to generate margins ahead of its peer group as a result of the continued solid performance of the BCBG core business. In addition, the company continues to maintain a credible market position as reflected by its stable of well recognized brand names. The ratings also consider the company's strong reliance on its founder Max Azria, as well as BCBG's status as a private company, which excludes it from SEC requirements such as Sarbanes-Oxley and the reporting of material events. The negative outlook reflects Moody's expectation that the company will likely need an additional waiver or amendment as a result of a violation of its financial covenants, as well as the risk that the company will be unable to reduce the cash flow drain as a result of the operating losses at Max Rave. Given the negative outlook, it is highly unlikely that ratings would be upgraded over the near term. However, the rating outlook could be stabilized should the company successfully obtain an amendment or waiver to its financial covenants while evidencing an ability to turn around the cash burn at the Max Rave division. BCBG Max Azria Group, Inc., headquartered in Vernon, California is an apparel retailer and wholesaler. It operates over 530 retail stores, 57 factory stores, and 102 partnership shops in the United States primarily under the BCBG and Max Rave nameplates. In addition, it distributes to over 400 wholesale doors under the BCBGMaxAzria, TO THE MAX, Maxime, dorothee bis, Herve Leger, BCBGirls, Parallel, and maxandcleo brand names. Revenues for the LTM period ended Sept. 30, 2006 were about $645 million. BCE INC: Inks Acquisition Deal with Teachers' Private Consortium ---------------------------------------------------------------- BCE Inc. has entered into a definitive agreement to be acquired by an investor group led by Teachers' Private Capital, the private investment arm of the Ontario Teachers' Pension Plan, Providence Equity Partners Inc. and Madison Dearborn Partners LLC, the purchaser has agreed to purchase all of the outstanding Series AA Preferred Shares for a price of $25.76 per share, together with accrued but unpaid dividends. Pursuant to an amendment to the Definitive Agreement, dated as of July 12, 2007, the purchaser has also agreed to purchase any Series AB Preferred Shares that might be issued by BCE on Sept. 1, 2007, on the conversion of the Series AA Preferred Shares, for a price of $25.50 per share, together with accrued but unpaid dividends. Similarly, the purchaser has agreed to purchase any Series AD Preferred Shares that might be issued by BCE on March 1, 2008, on the conversion of the Series AC Preferred Shares for a price of $25.50 per share, together with accrued but unpaid dividends. The board of BCE Inc. has received opinions as to the fairness, from a financial point of view, of the consideration to be paid for the preferred shares from BCE Inc.'s financial advisors. The company has sent a conversion notice to the holders of its Series AA Cumulative Redeemable First Preferred Shares, in accordance with the terms of its articles. About Ontario Teachers' Pension Plan Headquartered in Toronto, Ontario, Teachers' Private Capital -- http://www.otpp.com/-- is North America's private investors, providing equity and mezzanine debt capital for large and mid- sized companies, venture capital for developing industries, and financing for a growing portfolio of infrastructure and timberland assets worldwide. It is an independent corporation responsible for investing the fund and administering the pensions of Ontario's 271,000 active and retired teachers. About Providence Equity Partners Inc. Headquartered in Providence, Rhode Island, Providence Equity Partners Inc. - http://www.provequity.com/-- is a private equity firm specializing in equity investments in media, entertainment, communications and information companies around the world. Providence has offices in New York, London, Hong Kong and New Delhi. About Madison Dearborn Partners Based in Chicago, Illinois, Madison Dearborn Partners is a private equity investment firm. MDP focuses on private equity transactions across a broad spectrum of industries, including basic industries, communications, consumer, energy and power, financial services, health care and real estate. About BCE Inc. Headquartered in Montreal, Quebec, BCE Inc. (TSX/NYSE: BCE) -- http://www.bce.ca/-- is a communications company, providing comprehensive and innovative suite of communication services to residential and business customers in Canada. Under the Bell brand, the company's services include local, long distance and wireless phone services, high-speed and wireless Internet access, IP-broadband services, information and communications technology services (or value-added services) and direct-to-home satellite and VDSL television services. Other BCE holdings include Telesat Canada and an interest in CTVglobemedia. * * * As reported in the Troubled Company Reporter on July 5, 2007, Fitch Ratings downgraded BCE's Issuer Default Rating and Senior unsecured debt rating to BB- from BBB+. BOSTON SCIENTIFIC: To Pay $195 Mil. to Settle Product Lawsuits -------------------------------------------------------------- Boston Scientific Corporation disclosed that an agreement has been reached to settle claims associated with a series of product communications issued by Guidant Corporation in 2005 and 2006. Boston Scientific acquired Guidant Corporation last year. Under the terms of the agreement, subject to certain conditions, Boston Scientific will pay a total of $195 million. The agreement includes approximately 4,000 claims of individuals that have been consolidated in the U.S. District Court for the District of Minnesota in a Multi-District Litigation. The agreement was reached during mediation sessions conducted before U.S. Magistrate Judge Arthur J. Boylan in Minneapolis. As reported in the Troubled Company Reporter on June 15, 2007, Boston Scientific's motions to dismiss some product-liability claims against the company over implantable heart defibrillators has been rejected by a federal court judge, Reuters said on its Web site. In addition, the agreement includes an undetermined number -- but not all -- of additional similar claims throughout the country. As a result of the agreement, the trials in the bellwether cases in the MDL scheduled to start on July 30 have been suspended pending implementation of the agreement. "We are pleased by this resolution, which is in the best interest of all involved," Jim Tobin, President and Chief Executive Officer of Boston Scientific, said. "It will better allow us to focus our time and resources on developing innovative products to serve physicians and patients." Based in Natick, Massachusetts, Boston Scientific Corporation, (NYSE: BSX) -- http://www.bostonscientific.com/-- develops, manufactures and markets medical devices, specializing in a broad range of interventional and cardiac rhythm management devices. * * * As reported in the Troubled Company Reporter on May 11, 2007, Moody's placed Boston Scientific Corporation's ratings including its (P) Ba1 subordinated shelf and (P) Ba2 preferred stock ratings under review for possible downgrade. The rating action reflects Moody's expectation that, absent any material debt reduction, financial strength measures over the near term will be below those identified for an investment grade company under Moody's Global Medical Products & Device Industry Rating Methodology. BOWATER INC: ISS Urges Abitibi Shareholders to Vote for Merger -------------------------------------------------------------- The Institutional Shareholder Services Inc. has recommended that Abitibi-Consolidated Inc.'s shareholders vote "for" the proposed combination with Bowater Incorporated. ISS is the provider of corporate governance and proxy voting solutions. "We are very pleased that, after completing an independent and comprehensive review, ISS has recommended to support the proposed combination," John Weaver, president and CEO of Abitibi- Consolidated, said. "In my view, this represents another confirmation of the strategic and economic benefits the proposed combination will create for our shareholders, in particular with the $250 million synergies. It is good to see ISS confirming what the Board of directors has recommended in a unanimous vote. We encourage shareholders to vote "for" the proposed combination with Bowater," Mr. Weaver added. The combined company will be called AbitibiBowater Inc., which will own or operate 32 pulp and paper facilities and 35 wood product facilities located mainly in Eastern Canada and the Southeastern U.S. Copies of the definitive joint proxy statement/prospectus/ management information circular and the filings with the SEC and the Canadian securities regulatory authorities that will be incorporated by reference in the definitive joint proxy statement/prospectus/management information circular can be obtained, without charge, by directing a request to: Abitibi-Consolidated Attention: Investor Relations Department 1155 Metcalfe Street, Suite 800 Montreal, Quebec, Canada H3B 5H2 Telephone (514) 875-2160 or Bowater Incorporated Attention: Investor Relations Department 55 E. Camperdown Way Greenville, SC, USA, 29602 Telephone (864) 282-9473 About Abitibi-Consolidated Inc. Headquartered in Montreal, Quebec, Abitibi-Consolidated Inc. (NYSE: ABY, TSX: A) -- http://www.abitibiconsolidated.com/-- supplies newsprint and commercial printing papers and produces wood products, serving clients in some 70 countries from its 45 operating facilities. Abitibi-Consolidated is one of the recyclers of newspapers and magazines in North America. About Bowater Incorporated Bowater Inc. (NYSE: BOW, TSX: BWX) -- http://www.bowater.com/ -- produces coated and specialty papers and newsprint. In addition, the company sells bleached market pulp and lumber products. Bowater has 12 pulp and paper mills in the United States, Canada, and South Korea. In North America, it also owns two converting facilities and 10 sawmills. Bowater's operations are supported by approximately 835,000 acres of timberlands owned or leased in the United States and Canada and 28 million acres of timber cutting rights in Canada. Bowater operates six recycling plants and is one of the world's largest consumers of recycled newspapers and magazines. * * * As reported in the Troubled Company Reporter on June 20, 2007, Standard & Poor's Ratings Services lowered its ratings on Bowater Inc., including its corporate credit rating, to 'B' from 'B+'. The outlook is negative. BPO MANAGEMENT: Posts $1.4 Million Net Loss in Qtr. Ended March 31 ------------------------------------------------------------------ BPO Management Services Inc. reported a net loss of $1.4 million on total revenues of $2.0 million for the first quarter ended March 31, 2007, compared with a net loss of $470,508 on total revenues of $1.6 million for the same period ended March 31, 2006. Results for the first quarter ended March 31, 2007, includes approximately $600,000 in non-cash charges related to the issue of bridge loan warrants, management stock options and balance sheet amortization/depreciation expense items. In addition, the company experienced higher than normal SG&A expenses associated with integration activities related to recently acquired business units and professional service expenses associated with new acquisition activity. The company closed the quarter with $612,017 in cash and cash equivalents. "Looking to the second quarter of 2007, we plan to complete our previously announced capital raise with C. E. Unterberg, Towbin, the integration of Novus and the acquisition of both DocuCom and HRMS. While we are not going to give formal guidance for the second quarter at this time, as we strive toward profitability, we will expect to see strong sales momentum and revenue growth across all divisions and a reduction in non-cash interest expense in the second quarter," commented Patrick Dolan, chief executive officer. At March 31, 2007, the company's consolidated financial statements showed $8.1 million in total assets, $6.8 million in total liabilities, and $1.3 million in total stockholders' equity. The company's consolidated balance sheet at March 31, 2007, also showed strained liquidity with $2.1 million in total current assets available to pay $6.1 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?204c Going Concern Doubt As reported in the Troubled Company Reporter on April 23, 2007, Kelly & Company, in Costa Mesa, Calif., expressed substantial doubt about BPO Management Services Inc. fka netGuru Inc.'s ability to continue as a going concern after auditing the company's financial statements for the year ended Dec. 31, 2006. The auditing firm pointed to the company's net losses for the year ended Dec. 31, 2006. The firm also noted the company's reliance upon private equity funding to fund its operating capital requirements. About BPO Management Headquartered in Anaheim Hills, Calif., BPO Management Services Inc. (OTC BB: BPOM.OB) -- http://www.bpoms.com/-- is a business process outsourcing service provider that offers a diversified range of on-demand services, including human resources, information technology, enterprise content management, and finance and accounting, to support the back-office functions of middle market enterprises on an outsourced basis. BRIAN SNYDER: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Brian L. Snyder Deborah L. Snyder dba Performance & A-1 Auto & Truck Repair dba A-1 Brake & Alignment 8560 Stuart Court West Chester, OH 45069 Bankruptcy Case No.: 07-13132 Chapter 11 Petition Date: July 2, 2007 Court: Southern District of Ohio (Cincinnati) Debtor's Counsel: Alfred Wm. Schneble, Esq. Schneble, Cass & Associates Co., L.P.A. 11 West Monument Avenue, Suite 402 Dayton, OH 45402 Tel: (937) 222-1232 Fax: (937) 222-5622 Total Assets: $1,196,817 Total Debts: $1,792,262 Debtor's 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of America credit card $72,811 P.O. Box 15726 purchases Wilmington, DE 19886 Chase credit card $50,482 P.O. Box 15153 purchases Wilmington, DE 19886 American Express credit card $41,304 P.O. Box 0001 purchases Los Angeles, CA 90096 Wells Fargo credit card $38,188 purchases Capital One Bank credit card $22,093 purchases Regina Galloway loan $18,197 Farm Bureau Bank credit card $15,362 purchases Brian Snyder, Jr. loan $15,164 Credit Card Relief debt restructuring $14,061 fee Citi Cards credit card $13,096 purchases Discover Card credit card $11,040 purchases Target credit card $5,860 purchases CARLA SILVA: Case Summary & 19 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Carla Silva fdba Gemtech Builder's, Inc. 6304 Little Joe Northwest Albuquerque, NM 87120 Bankruptcy Case No.: 07-11544 Chapter 11 Petition Date: June 28, 2007 Court: District of New Mexico (Albuquerque) Judge: Mark B. McFeeley Debtor's Counsel: Gerald R. Velarde, Esq. 2531 Wyoming Boulevard Northeast Albuquerque, NM 87112-1027 Tel: (505) 248-1828 Fax: (505) 843-8369 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtor's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wells Fargo $200,000 Loss Recovery Center P.O. Box 30095 Walnut Creek, CA 94598-9977 Chase Manhattan Marketing $276,719 3415 Vision Drive Columbus, OH 43219 George Chavez value of collateral: $110,000 1836 San Ygnacio Southwest $43,056 Albuquerque, NM 87105 Clovis Metal $49,927 Roof U.S.A. $34,835 Cabinet & Custom $33,505 Solutions Grant & Associates $31,942 Mechanical Toby's Doors, Inc. $31,877 Bauman Loewe Witt & $30,795 Maxwell for Philadelphia Insurance Skyview Plumbing $30,570 State Employees C.U. $30,326 C.&E. Concrete, Inc. $28,445 Lynx Electric $27,316 David Stedman & Caterina $25,000 Vidoli Bank of America $24,234 Rocky Mountain Roofing Co. $22,725 Mesa Floor Coverings, Inc. $20,500 Citibank $20,315 High Desert Roofing $16,590 CASTLE ROCK: General Unsecured Creditors to Get 100% Under Plan --------------------------------------------------------------- Castle Rock 25 Partners LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement explaining its Chapter 11 Plan of Reorganization. Treatment of Claims Under the Plan, Administrative and Priority Claims will be paid in full on the effective date. RBC Centura Bank's Secured Claims will retain its mortgage lien. On the 15th day of the month after the effective date, the Debtor will commence monthly payments of interest equal to the prime rate plus 1% on RBC Centura's allowed secured claim. The Debtor and RBC Centura will execute new loan documents with standard covenants and mutually agreed release prices for property sold after the confirmation the Debtor's plan. Stanchina Family Partners LLC's Secured Claim will receive $2,115,674 in full satisfaction of its allowed secured claims. Town of Castle Rock and Douglas County School District will each be reimbursed by the Debtor at least: i. $1,384,212; or ii. 50% of the actual cost of certain improvements performed on the Douglas County's property. General Unsecured Claims will receive distribution from the escrow fund equal to 100% without interest over a period of 5 years from the effective date. Holders of Equity Interest against the Debtor will retain their membership interest. Headquartered in Orlando, Flordia, Castle Rock 25 Partners LLC, filed for Chapter 11 protection on Feb. 5, 2007 (Bankr. M.D. Fl. Case No: 07-00384). R. Scott Shuker, Esq., Jimmy D Parrish, Esq, and Jacqueline E. Ferris, Esq., at Latham Shuker Barker Eden & Beaudine LLP, represents the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in this case to date. When the Debtors filed for bankruptcy, it listed assets and debts between $1 million and $100 million. CDC COMMERCIAL: S&P Lifts Ratings on Eight Certificate Classes -------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on eight classes of commercial mortgage pass-through certificates from CDC Commercial Mortgage Trust 2002-FX1. Concurrently, S&P affirmed its ratings on the remaining classes from this transaction. The raised and affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios. The transaction's credit profile benefits from the defeasance of $296 million (51%) of the pool's collateral. As of the June 15, 2007, remittance report, the collateral pool consisted of 52 loans and one real estate owned asset with an aggregate balance of $581.9 million, down from 56 loans with a balance of $637.5 million at issuance. The master servicer, Capmark Finance Inc., provided year-end 2006 financial statements for 99% of the pool, which excludes the defeased collateral. Based on this information, Standard & Poor's calculated a weighted average debt service coverage of 1.37x for the pool, down from 1.43x at issuance. All of the loans in the pool are current except for the one REO asset that is with the special servicer ($3.9 million, 1%). An appraisal reduction amount of $974,268 is in effect for this REO asset. To date, the trust has experienced only one loss totaling $762,093. The top 10 loans secured by real estate have an aggregate outstanding balance of $214.5 million (37%). The weighted average DSC for the top 10 loans was 1.24x for year-end 2006, down from 1.41x at issuance. The lower DSC reflects the significant decline in net cash flow for three of the top 10 loans, which are also on the master servicer's watchlist and discussed below. Standard & Poor's reviewed property inspections provided by Capmark for all of the assets underlying the top 10 loans, and all were characterized as "good." In addition, Standard & Poor's recently conducted a site visit and property management meeting for the largest loan, Seattle SuperMall ($59 million, 10%). The property is performing well with a reported DSC of 1.66x and occupancy of 96% as of year-end 2006. The property appears to be in good condition. Capmark reported a watchlist of nine loans with an aggregate outstanding balance of $61.2 million (11%). Three of the top 10 loans comprise approximately 80% ($49.2 million) of the total loans on the watchlist. Details of these three loans are: -- The largest loan on the watchlist and third-largest loan in the pool, Marriott Islandia, is secured by a 278-room full-service hotel built in 1987 in Islandia, New York, in central Long Island. The master servicer placed this loan on the watchlist due to a low DSC. As of year-end 2006, the DSC was 0.88x, and occupancy was 63%. The low occupancy is a result of new competition in the area within the past five years. -- The seventh-largest loan, Baldwin Towers ($12.7 million, 2%) is secured by a 178,726-sq.-ft. office building built in 1928 in Eddystone, Pennsylvania, 15 miles south of Philadelphia. The loan appears on the watchlist because of a low DSC of 0.59x as of year-end 2006. The most recent rent roll, dated March 31, 2007, shows the property is 50% occupied. -- Signature Place Apartments is the eighth-largest loan ($10.5 million, 2%) and is secured by a 261-unit multifamily apartment complex in West Des Moines, Iowa. As of year-end 2006, the occupancy was 94%, but the DSC was only 0.82x. The low DSC resulted from lower base rent in a weak rental market. The second-largest loan, Parkview Tower ($31.9 million, 5.5%), is not on the servicer's watchlist; however, it reported a low DSC of 1.10x as of year-end 2006. The loan is secured by two office buildings with a total of 354,780 sq. ft. in King of Prussia, Pennsylvania, which is northwest of Philadelphia. The occupancy as of year-end 2006 was 86%. There is one asset ($3.9 million, 1%) with the special servicer, also Capmark. Two class C office buildings totaling 62,817 sq. ft. in King of Prussia, Pennsylvania secure the 215-217 West Church Road loan. The buildings were constructed in 1965 and renovated in 1998. The loan was transferred to the special servicer for payment default and became REO in May 2007. An agreement has been reached with a prospective buyer to sell the property. The due diligence period has ended and the sale is expected to close by the end of July 2007. An ARA totaling $974,268 is in effect. 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 CDC Commercial Mortgage Trust 2002-FX1 Commercial mortgage pass-through certificates series 2002-FX1 Rating ------ Class To From Credit enhancement ----- -- ---- ---------------- G AA AA- 11.92% H AA- A- 10.28% J A- BBB+ 7.81% K BBB BBB- 5.62% L BB+ BB 4.52% M BB BB- 3.70% N BB- B+ 3.02% P B+ B 2.47% Ratings Affirmed CDC Commercial Mortgage Trust 2002-FX1 Commercial mortgage pass-through certificates series 2002-FX1 Class Rating Credit enhancement ----- ------ ---------------- A-1 AAA 26.43% A-2 AAA 26.43% B AAA 22.05% C AAA 20.41% D AAA 16.85% E AAA 15.48% F AA+ 14.11% X-CL AAA N/A X-CP AAA N/A N/A - Not applicable. CENTERSTAGING CORP: March 31 Balance Sheet Upside-down by $10.3MM ----------------------------------------------------------------- CenterStaging Corp.'s consolidated balance sheet at March 31, 2007, showed $8.2 million in total assets, $17.9 million in total liabilities, and $638,126 in interest of consolidated variable interest entity, resulting in a $10.3 million total stockholders' deficit. The company's consolidated balance sheet at March 31, 2007, also showed strained liquidity with $2.4 million in total current assets available to pay $11.0 million in total current liabilities. The company reported a net loss of $5.0 million on revenue of $1.4 million for the third quarter ended March 31, 2007, compared with a net loss of $4.4 million on revenue of $1.1 million for the same period ended March 31, 2006. The increase in revenues was due to providing production services and equipment rentals for more shows and to increased studio and equipment rentals. The increase in net loss is primarily due to the increase in salaries and wages, partly offset by the increase in gross profit and the decrease in SG&A expenses. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?2197 Going Concern Doubt As reported in the Troubled Company Reporter on Oct. 10, 2006, Stonefield Josephson expressed substantial doubt about CenterStaging Corp. fka Knight Fuller Inc.'s ability to continue as a going concern after auditing the company's financial statements for the year ended June 30, 2006. The auditing firm pointed to the company's substantial net losses and stockholders' deficit of $5,811,626 at June 30, 2006. About CenterStaging Based in Burbank, California, CenterStaging Corp. (OTC BB: CNSC.OB) -- is the parent company of CenterStaging Musical Production Inc. and its division rehearsals.com. The company provides rehearsal and production services for all facets of the entertainment industry. The 150,000 square foot facility features 11 rehearsal studios, one sound stage, a high-definition broadcast center, thousands of musical instruments and backline equipment in Burbank, Calif. The facility houses rehearsals.com which is envisioned as a gateway into the professional artist's workshop, and provides streaming video as well as digital audio programming, exclusive performances, candid artist interviews and intimate lessons from the masters. CHARLES CHRISTIAN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Charles L. Christian dba Christian Construction Co. dba Seagrove Beach Properties, L.L.C. dba Pensiula Point Development, L.L.C. dba Eagle Bay Investments, L.L.C. dba Eagle One Development, L.L.C. 4935 East Coast Highway 30A-Suite 3 Santa Rosa Beach, FL 32459 Bankruptcy Case No.: 07-50208 Type of business: The Debtor is engaged in the construction industry. Chapter 11 Petition Date: June 26, 2007 Court: Northern District of Florida (Panama City) Debtor's Counsel: Charles M. Wynn, Esq. P.O. Box 146 Marianna, FL 32447 Tel: (850) 526-3520 Fax: (850) 526-5210 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Trustmark National Ban secured-lot that is $652,500 248 East Capitol Street being foreclosed on Jackson, MS 39201 at this time with Cove Point Internal Revenue Service income tax $355,000 S.B.S.E.: S.C.: Insolvency, Territory 5 400 West Bay Street, Suite 35045 Stop 5730-G.R.P. 4 Jacksonville, FL 32202-4437 Abn Amro Mortgage Group conventional real $173,569 2600 West Big Beaver Road estate mortgage Troy, MI 48084 Region/Ams credit line $167,555 secured-2nd mortgage on ex-wife house Bob Cannon $150,000 Ed Lewis $100,000 William H. Smith $100,000 William E. Lark $50,000 Prosperity Bank automobile-truck $48,470 Rosemary Beach Property $17,858 Owners Bank of America credit card $16,217 Cap One Bk. credit card $7,747 AMEX credit card $5,690 Fia C.S.N.A. credit card $5,262 Panhandle Educators F. credit card $4,988 Regions Bank $4,930 Gemb/Dilla charge account $2,039 Panhandle Bolt and Supplies $900 Art's Appliance Superstore $764 Summer's Edge Home association fees $793 Owners Association CITATION CORP: Vulnerable Profile Cues S&P's B+ Corporate Credit ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' corporate credit rating to Birmingham, Alabama-based Citation Corp. The previous rating on Citation, an auto supplier, was withdrawn upon the company's bankruptcy filing in March 2007, and the rating assigned reflects the company's new capital structure since its emergence from bankruptcy in April. The outlook is stable. Standard & Poor's also assigned its 'BB' debt rating and '1' recovery rating to Citation's $65 million asset-based revolving credit facility. In addition, Standard & Poor's assigned its 'B+' debt rating and '3' recovery rating to the company's $30 million term loan. "The ratings on Citation reflect the company's vulnerable business profile as a manufacturer of cast and machined parts for the challenging auto and commercial truck industries," said Standard & Poor's credit analyst Gregg Lemos-Stein. Cyclical and often volatile demand, high capital intensity, and pricing pressure are inherent factors of Citation's businesses, and they are only partly offset by the company's substantially reduced leverage and improved credit metrics resulting from its recapitalization. The company's business and financial strategies are expected to evolve over time, which also is considered a risk, as the company is controlled by small group of investors, some of whom were former lenders. Citation, with about $550 million in revenues, produces iron and aluminum components used in chassis and suspension, brake, powertrain, and industrial applications. Auto and light-truck manufacturers account for approximately 48% of Citation's sales, medium- and heavy-duty truck makers about 24%, and other industrial customers 28%. Citation's customer base is concentrated and consists mostly of larger auto and truck suppliers, many of which are under pricing pressures of their own and facing volume declines. Geographic diversity is also limited as Citation derives little revenue from the generally more favorable auto supplier markets outside North America. More positively, Citation does have surcharge arrangements with customers that allow it to recover rising scrap steel costs over time, which had been a serious risk factor in the past and a contributor to the company's 2004 bankruptcy. CITIGROUP MORTGAGE: Moody's Rates Class M-11 Certificates at Ba2 ---------------------------------------------------------------- Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Citigroup Mortgage Loan Trust 2007-WFHE3 and ratings ranging from Aa1 to Ba2 to the subordinate certificates in the deal. The securitization is backed by Wells Fargo Bank, N.A. originated adjustable-rate (69%) and fixed-rate (31%) subprime mortgage loans acquired by Citigroup Global Markets Realty Corp. The ratings are based primarily on the credit quality of the loans and on protection from subordination, excess spread, overcollateralization, an interest rate cap and an interest rate swap agreement provided by Swiss Re Financial Products Corporation. After taking into account the benefits of mortgage insurance, Moody's expects collateral losses to range from 4.05% to 4.55%. Wells Fargo Bank, N.A. will service the loans. Moody's assigned Wells Fargo Bank, N.A. its top servicer quality rating of SQ1 as a primary servicer of subprime residential mortgage loans. The complete rating actions are: Citigroup Mortgage Loan Trust 2007-WFHE3 Asset-Backed Pass-Through Certificates, Series 2007-WFHE3 -- Cl. A-1, Assigned Aaa -- Cl. A-2, Assigned Aaa -- Cl. A-3, Assigned Aaa -- Cl. M-1, Assigned Aa1 -- Cl. M-2, Assigned Aa2 -- Cl. M-3, Assigned Aa2 -- Cl. M-4, Assigned Aa3 -- Cl. M-5, Assigned A1 -- Cl. M-6, Assigned A2 -- Cl. M-7, Assigned A3 -- Cl. M-8, Assigned A3 -- Cl. M-9, Assigned Baa1 -- Cl. M-10, Assigned Baa3 -- Cl. M-11, Assigned Ba2 CLAREGOLD TRUST: Moody's Rates $2.1 Mil. Class L Certs. at (P)B3 ----------------------------------------------------------------- Moody's Investors Service assigned these provisional ratings to securities to be issued by ClareGold Trust, Commercial Mortgage Pass-Through Certificates, Series 2007-2. -- Class A-1, $248,580,000, rated (P)Aaa -- Class A-2, $177,835,000, rated (P)Aaa -- Class B, $9,745,000, rated (P)Aa2 -- Class C, $8,913,000, rated (P)A2 -- Class D, $11,844,000, rated (P)Baa2 -- Class E, $2,377,000, rated (P)Baa3 -- Class F, $4,160,000, rated (P)Ba1 -- Class G, $1,783,000, rated (P)Ba2 -- Class H, $1,188,000, rated (P)Ba3 -- Class J, $1,188,000, rated (P)B1 -- Class K, $594,000, rated (P)B2 -- Class L, $2,139,000, rated (P)B3 -- Class X, $475,378,737*, rated (P)Aaa. * Initial Notional Amount COMMUNICATIONS CORPORATION: Files Amended Disclosure Statement -------------------------------------------------------------- Communications Corporation of America, White Knight Holdings, Inc., with their respective debtor-affiliates, on July 11, 2007, filed with the U.S. Bankruptcy Court for the Western District of Louisiana an Amended Disclosure Statement explaining their Joint Chapter 11 Plan of Reorganization. The Debtors inform the Court that the First Lien Lenders supports the plan and thus they have started commencing solicitations with respect to these Lenders. The Debtors disclose that the First Lien Lenders' Secured Claims are secured by substantially all of their assets. Summary of Communication Corp.s' Plan Under the Plan, holders of First Lien Lenders' Secured Claims will receive: (a) $5 million in cash; (b) the Secured Term Loan; and (c) 10 million shares of Communication Corp.'s New Common Stock. Holders of Trade claims will be paid in full but without interest. Holders of Communication Corporation's equity intrests and preferred interests, as well as general unsecured claims, will receive no distribution under the plan. Exit Financing The Debtors disclose that the First Lien Lenders will provide a $10 million exit facility for Communications Corp. To the extent necessary, after using $7.5 million of Communication Corp.'s cash on hand, borrowing under the exit facility may be used to pay claims payable under Communication Corp.'s plan. Summary of White Knight's Plan Under White Knight's plan, the First Lien Lenders will be issued: (a) 100% of White Knight's New Common Stock; and (b) White Knights Guaranty, wherein Reorganized White Knight and affiliates will guaranty Reorganized Communication Corp.'s obligations under the exit facility. Trade Claims will be paid in full but without interest. White Knight's common equity interests and general unsecured claims will be cancelled and holders will receive no distribution under the plan. About White Knight Headquartered in Lafayette, Louisiana, White Knight Holdings, Inc., is a media, television and broadcasting company. White Knight and its affiliates own eight television stations in four markets. Three of the markets are in Louisiana while one is in Texas. White Knight and five of its affiliates filed for chapter 11 protection on June 7, 2006 (Bankr. W.D. La. Case Nos. 06-50422 through 06-50427). On July 11, 2007, five affiliates, who exist to hold the FCC licenses of the television stations owned by the company, filed for chapter 11 protection (Bankr. W.D. La.). R. Patrick Vance, Esq., and Matthew T. Brown, Esq., at Jones, Walker, Waechter, Poitevent, Carrere & Denegre, LLP, represents White Knight and its debtor-affiliates in their restructuring efforts. White Knight and its debtor-affiliates' chapter 11 cases are jointly administered under Communication Corporation of America's chapter 11 case. About Communications Corp. of America Headquartered in Lafayette, Louisiana, Communications Corporation of America, is a media and broadcasting company. The company and its affiliates collectively own 15 television station in 10 markets. Four of these markets are in Louisiana, five are in Texas and one is in Indiana. Communications Corporation and 10 of its affiliates filed for bankruptcy protection on June 7, 2006 (Bankr. W.D. La. Lead Case No. 06-50410). On July 11, 2007, nine affiliates, who exist to hold the FCC licenses of the television stations owned by the company, filed for chapter 11 protection (Bankr. W.D. La.). Douglas S. Draper, Esq., William H. Patrick III, Esq., and Tristan Manthey, Esq., at Heller, Draper, Hayden, Patrick & Horn, LLC, represents Communications Corporation and its debtor-affiliates. Taylor, Porter, Brooks & Phillips LLP serves as counsel to the Official Committee of Unsecured Creditors. When Communications Corporation and its debtor-affiliates filed for protection from their creditors, they estimated assets and debts of more than $100 million. The Communications Corp. - White Knight Connection White Knights Operating Subsidiaries operate television stations under multiple agreements with ComCorp Broadcasting, primarily related to advertising, sales, promotion services and administrative services. CUMMINS INC: Board Increases Cash Dividend by 39% ------------------------------------------------- The Cummins Inc. Board of Directors increased the company's quarterly cash dividend on common stock by 39% to 25 cents per share, up from 18 cents per share. The dividend is payable on August 31 to shareholders of record on August 17. The dividend increase is the second for Cummins in the past year - the company increased its dividend 20% in July 2006 - and comes four months after the company announced a 2-for-1 stock split. On a split-adjusted basis, Cummins stock has nearly doubled in 2007. "After three consecutive years of record financial results, the company continues to perform extremely well," said Tim Solso, Cummins Chairman and Chief Executive Officer. "The company's actions are indicative of the board's continued confidence in the company's ability to grow profitably and generate strong cash flow." "The company's strong financial performance has resulted in significant positive cash flow, which has allowed us to strengthen our balance sheet and invest in profitable growth," Solso said. "At the same time, we understand the need to reward our shareholders' confidence in Cummins by returning value on their investment through increased share price, growing dividends and repurchasing stock. The decision by the board is a strong statement of that commitment." From 2003 through the end of 2006, Cummins produced an average annual total return of about 46% - more than triple that of the S&P 500 and more than double that of the company's peer group. About Cummins, Inc. Headquartered in Columbus, Indiana, Cummins Inc. (NYSE: CMI) -- http://www.cummins.com/-- designs, manufactures, distributes, and services engines and related technologies, including fuel systems, controls, air handling, filtration, emission solutions and electrical power generation systems. Cummins serves customers in more than 160 countries through its network of 550 company- owned and independent distributor facilities and more than 5,000 dealer locations. * * * The company's Junior Convertible Subordinated Debentures carry Fitch's 'BB' rating with a stable outlook. DAYTONA BEACH: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Daytona Beach Investment Fund, L.L.C. 5125 8th Avenue South Gulfport, FL 33707 Bankruptcy Case No.: 07-05939 Chapter 11 Petition Date: July 11, 2007 Court: Middle District of Florida (Tampa) Judge: K. Rodney May Debtor's Counsel: Michael C. Markham, Esq. Johnson, Pope, Bokor, Ruppel & Burns, L.L.P. P.O. Box 1368 Clearwater, FL 33757 Tel: (727) 461-1818 Fax: (727) 443-6548 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor did not file a list of its 20 largest unsecured creditors. DILLARD'S INC: Sales Down by $2.1 Mil. for Five Weeks Ended July 7 ------------------------------------------------------------------ Dillard's, Inc.'s sales for the five weeks ended July 7, 2007 were $620.7 million compared to sales for the five weeks ended July 1, 2006 of $622.8 million. Total sales were unchanged on a percentage basis for the five-week period. Sales in comparable stores decreased 1%. Sales for the 22 weeks ended July 7, 2007 were $2.9 billion compared to sales for the 22 weeks ended July 1, 2006 of $3 billion. Total sales declined 3% for the 22-week period. Sales in comparable stores declined 4%. During the five weeks ended July 7, 2007, sales in the Central region were above the company's average performance trend. Sales were slightly below trend in the Western region and below trend in the Eastern region. During the five weeks ended July 7, 2007, sales in the home, furniture and other category and the juniors' and children's category were significantly below trend. About Dillards Headquartered in Little Rock, Arkansas, Dillard's Inc. (NYSE: DDS) -- http://www.dillards.com/-- retails fashion apparel and home furnishing. The company's stores operate with one name, Dillard's, and span 29 states. Dillard's stores offer a broad selection of merchandise, including products sourced and marketed under Dillard's exclusive brand names. * * * As of July 16, 2007, the company holds Moody's Ba3 long-term corporate family rating and probability of default rating. Moody's also rates its senior unsecured debt at B1 and subordinated debt at B2. The outlook is stable. DIRECTED ELECTRONICS: Financial Concerns Cue S&P's Neg. Outlook --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Vista, California-based Directed Electronics Inc. to negative from stable. The ratings on the company, including the 'B+' corporate credit rating, were affirmed. "The revision reflects our concern about DEI's prospective financial performance in light of softer consumer electronic markets following a period of significant acquisition activity," said Standard & Poor's credit analyst Kenneth Shea. Declining SIRIUS satellite radio subscription sales in the near term will also pressure cash generation. DEI makes and markets premium home audio equipment and certain SIRIUS-branded satellite radio products marketed to consumers. The company also designs and markets consumer-branded, professionally installed electronic automotive security and convenience systems. The company's business risks arise from its exposure to highly competitive end markets, its need for continuous technological development to refresh product offerings, and its concentrated supplier base. DEI's modest revenue and asset base make the company quite vulnerable to customer pricing power and swings in demand. These fundamental risks are alleviated to an extent by the company's leading market position in the consumer auto security market, strong brand names, good customer diversity, and extensive distribution network. Additionally, the relatively new market for satellite radio products is expected to decline over the near-term. DEI has an exclusive arrangement with SIRIUS to provide certain products through the first quarter of 2008, by when there could be clarity on the impact to DEI of the proposed merger of SIRIUS with XM Radio. DIXIE GROUP: Restates Annual and Quarterly Financial Results ------------------------------------------------------------ The Dixie Group, Inc. had received comments from the Securities and Exchange Commission regarding its Annual Report on Form 10-K for the fiscal year ended Dec. 30, 2006. As a result of those comments, the company amended and restated its Annual Report on Form 10-K for the year ended Dec. 30, 2006, and its Quarterly Reports on Form 10-Q for the quarterly periods ended July 1, 2006, and Sept. 30, 2006. The amendments did not affect the company's net income, net income per share, total cash flow, balance sheets, or stockholders' equity, for any periods. The company filed amended reports for the affected periods to correct these classification errors: * The classification of certain pension expenses as costs of discontinued operations; and * The classification of certain income tax payments as investing activities. The amendments reclassified certain pension expenses from discontinued operations to continuing operations in the company's Consolidated Statements of Operations and Consolidated Statements of Cash Flows for the fiscal year ended Dec. 30, 2006 and Dec. 31, 2005, and the company's Consolidated Condensed Statements of Operations and Consolidated Condensed Statements of Cash Flows for the three and six months ended July 1, 2006, and the nine months ended Sept. 30, 2006. The company had classified pension expenses related to employees of its textile operations based on its interpretation that APB 30 requires that such expenses be accounted for as costs of discontinued operations. The pension expenses included in discontinued operations related to former employees of the Company's textile operations, which were discontinued in 1998 and sold in 1999 and prior years. The company's original classification of such pension costs and their presentation in its consolidated financial statements was reviewed with Ernst & Young, LLP, the company's independent registered public accounting firm, which concurred with the company's presentation. Based on a review of its presentation, the company reclassified these expenses as cost of continuing operations in accordance with the requirements of SFAS 88, as clarified by the answer to Question 37 in the FASB Special Report, "A Guide to Implementation of Statement 88 on Employers' Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and for Termination Benefits: Questions and Answers." In determining its original classification for the income tax payments, as cash flows from investing activities, the Company considered the fact that these income tax payments directly related to the sale of a business and discussed the presentation with its independent registered public accounting firm, which concurred with that presentation. The amendment reclassified these income tax payments as cash flows from operating activities in accordance with paragraph 23(c) of SFAS 95. The company revised its presentation of comprehensive income to prominently display the details of comprehensive income in its Consolidated Statements of Stockholders' Equity and Comprehensive Income and also made other conforming changes to the company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The company also revised its discussion of disclosure controls and procedures and its report on internal control over financial reporting in its Report on Form 10-K for the fiscal year ended Dec. 30, 2006, to discuss the above-referenced restatement and how such restatement affected its CEO's and CFO's conclusion regarding its disclosure controls and procedures and internal control over financial reporting. Solely because of the restatement, current interpretations of PCAOB Auditing Standard No. 2 require that the Company conclude, and it has concluded, that its internal control over financial reporting was not effective as of Dec. 30, 2006. The company has remediated the control deficiency represented by its classification of the pension costs and income tax payments by the restatement, and the company's CEO and CFO have concluded that, as of the date hereof, its internal control over financial reporting is effective. About The Dixie Group Inc. The Dixie Group Inc. (NASDAQ:DXYN) -- http://thedixiegroup.com/-- sells and makes carpets and rugs to higher-end residential and commercial customers through the Fabrica International, Masland Carpets, and Dixie Home brands. * * * Dixie Group's subordinated debt and probability of default carry Moody's B3 and B1 ratings respectively, while its long-term foreign and local corporate credits carry Standard & Poor's B+ rating. DOWNSTREAM DEVELOPMENT: Moody's Rates $235 Million Notes at B3 -------------------------------------------------------------- Moody's Investors Service assigned a B3 (LGD-4, 58%) rating to Downstream Development Authority's $235 million senior notes. A B3 corporate family rating, B3 probability of default rating and stable rating outlook were also assigned. Proceeds from the senior notes, along with a committed $20 million furniture and equipment financing and planned $20 million vendor financing, will be used to fund the design, development, construction, and opening of the Downstream Casino Resort to be located in northeast Oklahoma. The casino will be owned and operated by the Quapaw Tribe of Oklahoma. The B3 corporate family rating considers that, although most of the financing as well as a guaranteed maximum price construction contract will be in place, the plans and specifications for the Downstream Casino Resort are in an early stage of development which could delay or increase the cost of completing the casino. The rating also reflects the small size and single asset profile of the Authority, net revenues for the first full year following opening is expected to be less than $200 million, competition from neighboring casinos in northeast Oklahoma, and the longer-term uncertainty regarding the approval of gaming in Kansas. Positive ratings consideration is given to the established nature of the proposed casino's primary and secondary market areas, the good risk/reward profile of the development project, and the funded interest reserve which will cover the first three interest payments, the last of which is expected to be paid six months after the scheduled completion date. The stable outlook anticipates that the Authority will be able to obtain the necessary vendor financing, and that peak leverage during construction will be below 4 times. Leverage is limited by a 2.5 times fixed charge coverage incurrence test. However, there will be carve-outs for additional debt that will not be governed by the debt incurrence test including up to $45 million of FF&E facilities and $10 million of additional indebtedness. Additionally, once the project is operating, the Authority has the option to incur an additional $50 million to be used solely for the development of casino resort amenities and/or a hotel tower, subject to a 2 fixed charge incurrence test. Material delays, construction difficulties, and/or a slower than expected ramp-up within six months of opening could result in a downgrade. Additionally, the loss of the use of land, which is owned by the Tribe but not held in trust and comprises part of the parking space, could also have a negative impact on ratings. Completion of the entire casino project by October 2008 and within the current budgeted amount along with a ramp-up at or greater than initial expectations could result in a one-notch upgrade. The Downstream Development Authority is a wholly-owned unincorporated instrumentality of the Quapaw Tribe of Oklahoma, a federally-recognized Indian tribe located in northeast Oklahoma. The Authority was formed in May 2007 to develop and operate the Downstream Casino Resort. DOWNSTREAM DEVELOPMENT: S&P Assigns Corp. Credit Rating at B- ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Downstream Development Authority, established by the Quapaw Tribe of Oklahoma to operate the Downstream Casino Resort. The rating outlook is negative. At the same time, Standard & Poor's assigned it's 'B-' rating to the Authority's proposed $235 million senior secured notes due 2015. The notes will be sold privately under Rule 144A of the Securities Act of 1933. Proceeds from the notes, together with a committed $20 million furniture and equipment loan and planned vendor financing, will be used to fund the construction and development of the Downstream Casino Resort in northeast Oklahoma at the border of Missouri. The casino is expected to include: -- Seventy thousand square feet of gaming space, -- Two thousand gaming machines, -- Thirty table games, -- A 15-table poker room, -- A 226-room full service hotel, -- A steakhouse and various food and beverage amenities, -- Retail space and meeting space, and -- Twenty-Two hundred parking spaces. Total hard construction costs are expected to be approximately $140 million, $132.5 million of which is under a guaranteed maximum price contract. Construction is expected to begin this summer, with an anticipated opening date of summer 2008 for the casino, and fall 2008 for the hotel. "The 'B-' rating on the Authority reflects our view that the facility's border location is somewhat challenged, a high degree of competition, and high pro forma debt levels based on our estimates for operating metrics," said Standard & Poor's credit analyst Ariel Silverberg. There are about 300,000 people located within about an hour drive time from the proposed site in Downstream's primary market, which is based to the east of the property since existing competition is located to the west. In addition, the facility has construction and ramp-up related risks, and a lack of cash flow diversity as a single property. These factors are somewhat tempered by the resort's direct access off Interstate 44 and the quality of the proposed facility, which, once constructed, is expected to be one of the more upscale properties in the area. Also, the escrowing of three interest payments associated with the ramp-up of the property reduces risk. Given that the notes will not be registered, financial information for Downstream will not be made publicly available. However, Standard & Poor's expects pro forma leverage to be high upon the resort's opening. EAGLEPICHER CORP: S&P Rates Proposed $220MM Facilities at BB- ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' rating to Inkster, Michigan-based EaglePicher Corp.'s proposed $220 million senior secured first-lien credit facilities. S&P also assigned a '1' recovery rating, indicating a very high expectation (90% to 100%) of recovery in the event of payment default. At the same time, S&P affirmed its 'B' corporate credit rating on EaglePicher. The outlook is stable. The first-lien facilities consist of a $70 million revolving credit and a $150 million term loan. In addition, the company is borrowing $70 million under a secured second-lien facility that will not be rated. Borrowings under the new facilities will be used to refinance existing debt. Also, the company has entered into a definitive agreement to sell its EP Boron LLC division, and net proceeds from the sale, estimated at $65 million, will be used to reduce debt. "The ratings on EaglePicher reflect its aggressive financial profile and a vulnerable business position due to challenges in serving the troubled North American auto industry," said Standard & Poor's credit analyst Clarence Smith. EaglePicher is a niche provider to automotive, aerospace, defense, and other manufacturing industries. The company has five operating subsidiaries that are organized into three units: automotive, filtration, and technologies. EAST VALLEY: Narrow Business Focus Cues S&P's B+ Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issuer credit rating to the East Valley Tourism Development Authority. The rating outlook is stable. The Authority is an instrumentality of the California-based Cabazon Band of Mission Indians, through which it operates the Fantasy Springs Resort and Casino near Palm Springs, California. Standard & Poor's also assigned its 'B+' rating to the Authority's $290 million senior secured notes, which will be offered in two series, one fixed rate due in 2015, and the other floating rate due in 2014. The allocation between the floating- and fixed-rate notes has not yet been finalized. These securities are being issued pursuant to Rule 144A of the Securities Act of 1933 without registration rights. Proceeds from the issue will be used to refinance existing debt, build a full-service spa and 150 additional hotel rooms, make improvements to the existing casino, and fund various payments to the Cabazon Tribe. "The 'B+' corporate credit rating reflects the Authority's narrow business focus operating in a single market, the existence of well-established competition, the potential for expanded competition, and the substantial expansion of the business beyond its previous scope," said Standard & Poor's credit analyst Guido DeAscanis. "These factors are tempered by favorable recent operating results and the solid demographics of the market." The Authority's financials will not be publicly available. However, growth has been strong: Fantasy Springs has averaged double-digit growth rates in gaming revenue, gross revenue, and EBITDA during the past several years, although the property's EBITDA base is fairly modest. EBITDA margins compare favorably to Standard & Poor's rated gaming universe and other Native American casinos, in part due to the Tribe's modest revenue share arrangement with California under its compact. Leverage will likely spike next year, because the projects incurring the debt will not be open at that time. Once the spa and additional hotel rooms come online, however, we expect that leverage will be adequate for the current rating. During the recent audit of The Authority's financials, two instances of material weakness were identified. S&P have reviewed the underlying circumstances and are comfortable with these issues within the bounds of the current rating. ECHOSTAR COMM: March 31 Balance Sheet Upside-down by $30.5 Million ------------------------------------------------------------------ Echostar Communications Corp.'s consolidated balance sheet at March 31, 2007, showed $9.07 billion in total assets and $9.10 billion in total liabilities, resulting in a $30.5 million total stockholders' deficit. The company reported net income of $157.1 million on total revenue of $2.64 billion for the first quarter ended March 31, 2007, compared with net income of $147.3 million on total revenue of $2.30 billion for the same period ended March 31, 2006. The increase in total revenue is mainly due to the increase in DISH Network "Subscriber-related revenue" which totaled $2.55 billion for the three months ended March 31, 2007, an increase of $357 million or 16.3% compared to the same period in 2006. The increase in net income is mainly a result of the increase in total revenue which was partly offset by the increase in total costs and expenses. Total costs and expenses increased to $2.30 billion for the quarter ended March 31, 2007, from $2.03 billion for the same period last year. This was mainly attributable to the increase in subscriber-related expenses, total subscriber acquisition costs, general and administrative expenses, and depreciation and amortization and amortization expenses. The company recorded $74 million of "Litigation expense" during the three months ended March 31, 2006, as a result of the jury verdict in the Tivo lawsuit. Earnings before interest, taxes, depreciation and amortization was $658 million during the three months ended March 31, 2007, an increase of $73 million or 12.6% compared to the same period in 2006. Restricted and unrestricted cash, cash equivalents and marketable investment securities as of March 31, 2007, totaled $2.34 billion, compared to $3.20 billion, as of Dec. 31, 2006. The $865 million decrease in restricted and unrestricted cash, cash equivalents and marketable investment securities primarily related to the redemption of the company's 53/4% Convertible Subordinated Notes due 2008. Free cash flow, which is defined as net cash flows from operating activities less purchases of property and equipment, decreased to $173.7 million for the three months ended March 31, 2007, compared to free cash flow of $332.2 million for the same period last year. The $158 million decline in free cash flow during the three months ended March 31, 2007, compared to the same period in 2006 resulted from a decrease in net cash flows from operating activities of $126 million, or 19.9%, and an increase in purchases of property and equipment of $32 million, or 10.7%. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?2083 About EchoStar Communications EchoStar Communications Corporation (Nasdaq: DISH) -- http://www.echostar.com/-- serves more than 13.4 million satellite TV customers through its DISH Network(TM), a pay-TV provider in the country since 2000. DISH Network's services include hundreds of video and audio channels, Interactive TV, HDTV, sports and international programming, together with professional installation and 24-hour customer service. EchoStar has been a leader for more than 25 years in satellite TV equipment sales and support worldwide. * * * Echostar Communications carries Fitch's BB- Issuer Default Rating. EL TALLER: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: El Taller Colaborativo, P.C. 550 Broad Street, 5th Floor Newark, NJ 07102 Tel: (973) 424-6420 Bankruptcy Case No.: 07-19793 Type of Business: The Debtor is a certified minority-owned business enterprise and an New Jersey-certified small business enterprise that provides architectural, engineering, planning, landscape architecture, and construction management firm services. See http://www.etcpc.com/ Chapter 11 Petition Date: July 13, 2007 Court: District of New Jersey (Newark) Judge: Novalyn L. Winfield Debtor's Counsel: Bruce D. Buechler, Esq. Wojciech F. Jung, Esq. Lowenstein Sandler, P.C. 65 Livingston Avenue Roseland, NJ 07068 Tel: (973) 597-2308, (973) 597-2464 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 550 Broad Street, L.L.P. $132,436 P.O. Box 36082 Newark, NJ 07188-0026 Fong & Associates, Inc. $107,068 c/o Duane Morris, L.L.P. Attention: Jonathan L. Swichar, Esq. 30 South 17th Street Philadelphia, PA 19103 Daniel Mann Johnson $77,463 Mendenhall 20 Exchange Place, 15th Floor New York, NY 10005 Michael Baker, Jr., Inc. $66,130 American Express $39,818 Bank of America $34,586 TRIP Consultants Corp. $25,387 Carella, Byrne, Bain, $22,572 Gilfillan, Cecchi Oxford Health Plan $19,853 Verizon $19,301 Aetna Medical $18,392 R.S. Knapp Co., Inc. $18,205 Effective Air Balance, Inc. $17,000 Banc of America Leasing $15,773 Hoagland, Longo, Moran, $13,093 Dunst & Doukas Travelers Property Casualty $12,678 Co. of NJ Brinkerhoff Environmental $9,655 Services Harvey Pennington, P.C. $9,461 Thomas Becker & Bothwell, $9,281 L.L.C. Diners Club $9,045 FEC RESOURCES: Posts Net Loss of CDN$3.3 Million in 2006 -------------------------------------------------------- FEC Resources Inc. reported a net loss of CDN$3.3 million for the year ended Dec. 31, 2006, compared with net income of CDN$10.4 million for the year ended Dec. 31, 2005. The company reported zero revenues in both periods. Results for the year ended Dec. 31, 2005, included CDN$10.5 million gain on dilution of investment in Forum Energy Plc, versus a gain of CDN$337,000 in 2005. Results for 2005 also included a recovery of impairment charges of CDN$4.7 million, versus nil for 2006 as a result of the sale of Forum Exploration Inc. in 2005. General and Administration expenses were CDN$843,000 for the year ended Dec. 31, 2006, versus CDN$3.3 million for the year ended Dec. 31, 2005. The difference is mainly due to compensation expense in 2005 of CDN$2.2 million. Accretion on long term debt was CDN$453,000 versus CDN$58,000 for the previous year. Interest expense for the year was CDN$736,000 versus $507,000 for the previous year. The difference was mainly a result of the interest on the increase in debentures outstanding. Gain on disposition of investments was CDN$425,000 for 2006 versus nil for 2005. The change was a result of the sale of FEP shares sold in 2006. Loss on write-down of trading securities was CDN$369,000 for the year versus a loss of CDN$52,000 for the previous year. This reflected a change in market value of the Langley Investment Trust Plc shares held by the company prior to the exercise of the price protection clause by Langley Investment Trust Plc. Equity in loss of investments in Lascogon, Metalore and FEP was CDN$1.4 million for the year versus CDN$714,000 for the previous year. At Dec. 31, 2006, the company's consolidated balance sheet showed CDN$13.3 million in total assets, CDN$3.7 million in total liabilities, and CDN$9.6 million in total stockholders' equity. The company's consolidated balance sheet at Dec. 31, 2006, also showed strained liquidity with CDN$539,670 in total current assets available to pay CDN$3.7 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the year ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?2196 Going Concern Doubt Amisano Hanson, Chartered Accountants, in Vancouver, Canada, conducted its audit of FEC Resources Inc. for the years ended Dec. 31, 2006, and 2005, in accordance with Canadian GAAP, which do not permit reference to conditions which cast substantial doubt about the company's ability to continue as a going concern when these are adequately disclosed in the financial statements. The company has experienced significant operating losses and cash outflows from operations in the years ended Dec. 31, 2006, 2005, and 2004, and have no producing properties. About FEC Resources FEC Resources Inc. (OTC BB: FECOF.OB) -- http://fecresources.com/ -- is and independent oil and gas exploration and development company which owns 32.04% of Forum Energy PLC, a UK company incorporated in April 2005 through the consolidation of the Philippine assets of Forum Energy Corp. and Sterling Energy Plc of the UK. FITNESS COMPANY: Case Summary & 40 Largest Unsecured Creditors -------------------------------------------------------------- Lead Debtor: The Fitness Company Holdings Group, Inc. 118 Headquarters Plaza Morristown, NJ 07960 Bankruptcy Case No.: 07-10936 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- The Fitness Company, Inc. 07-10937 The Fitness Company Management 07-10938 Group, Inc. The Fitness Company Ownership 07-10939 Group, Inc. Type of Business: The Debtors owns and operates fitness centers. See http://www.thefitnesscompany.com/ Chapter 11 Petition Date: July 13, 2007 Court: District of Delaware (Delaware) Judge: Peter J. Walsh Debtors' Counsel: Kathleen Campbell Davis, Esq. Campbell & Levine, L.L.C. 800 North King Street, Suite 300 Wilmington, DE 19801 Tel: (302) 426-1900 Fax: (302) 426-9947 Estimated Assets Estimated Debts ---------------- --------------- The Fitness Company $1 Million to $1 Million to Holdings Group, Inc. $100 Million $100 Million The Fitness Company, Inc. $1 Million to Less than $100 Million $50,000 The Fitness Company $10,000 to $100,000 to Management Group, Inc. $100,000 $1 Million The Fitness Company $1 Million to $1 Million to Ownership Group, Inc. $100 Million $100 Million A. The Fitness Company Holdings Group, Inc.'s Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American Express Business various exercise unknown Finance Corp. equipment 4 Campus Drive, 2nd Floor Parsippany, NJ 07054 Rose-Wein, L.L.C.-The lease arrearages unknown Club, L.L.C. 128 Litchfield Road New Milford, GT 06776 B. The Fitness Company Management Group, Inc's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ WithumSmith + Brown trade creditor $252,243 5 Vaughn Drive Princeton, NJ 08540 Gibbons, Del Deo, Dolan, trade creditor $21,264 Griflinger & Vecchlone P.O. Box 827018 Philadelphia, PA 10182 Alferl-70 Wood Avenue trade creditor $10,854 Associates c/o Alferi-Property Management 399 Thornall Street 15th Floor Edison, NJ 08818 C.B.I.Z. Benefits & trade creditor $2,975 Insurance Service Cananwill, Inc. trade creditor $2,103 I.H.R.S.A. trade creditor $1,059 New York City Department trade creditor $1,050 of Adm. Tribunal Hanover Insurance Co. trade creditor $840 Windsor Park Charity Fund trade creditor $500 Danka Office Imaging trade creditor $484 Volkswagen Credit trade creditor $448 McDevitt Youmans trade creditor $395 Federal Express shipping $296 Arctic Coolers trade creditor $251 Conexis trade creditor $165 Premium Assignment Corp. trade creditor $50 Awards Plus trade creditor $19 A.C.T. Telconferencing conferencing $1 Canada, Inc. services C. The Fitness Company Ownership Group, Inc's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ River Drive Construction trade creditor $29,000 River Drive Center 3 611 River Drive Elmwood Park, NJ 07407-1341 Nomura Asset Corp. as trade creditor $24,383 MortSec Roc Jersey Associates, L.L.C. P.O. Box 11351 New York, NY 10286 Donna Chasey liability $10,000 498 West Park Avenue Oakhurst, NJ 07755 Kellie Colao liability $8,700 Jersey Coast Roofing liability $8,500 Pringle Quinn Anzano, P.C. trade creditor $7,939 Karen Denby liability $5,000 Leyla Mine Tandag liability $5,000 Alphagraphics liability $7,500 Carella, Byrne, Bain, trade creditor $6,926 Gilfillan, Cecchi, Stewart & Olstein Burke Construction trade creditor $7,483 Gibbons, Del Deo, Dolan, trade creditor $7,362 Griffinger & Vecchione J.C.P.&L. trade creditor $7,328 Air Dynamic Systems trade creditor $5,433 Garden State Laboratories, trade creditor $4,001 Inc. Glasstech Specialist, Inc. trade creditor $4,001 B. Keith Controls, Inc. trade creditor $3,341 Mitchell Gas Co. trade creditor $2,958 P.S.E.&G. Co. trade creditor $2,880 Anton Mannik trade creditor $2,529 D. The Fitness Company, Inc. does not have creditors who are not insiders. FORD MOTOR: Mulling Sale of Volvo Brand, Sources Say ---------------------------------------------------- Ford Motor Co. is mulling on selling its Volvo unit in an effort to boost U.S. operations, the Wall Street Journal reports citing people familiar with the matter. The move marks an about face for the automaker who had previously denied it was selling its Volvo division. As reported in the Troubled Company Reporter on June 13, 2007, the company employed help from investment banks including Goldman Sachs, HSBC and Morgan Stanley to explore the sale of its Jaguar and Land Rover brands. Ford had previously entered into a definitive agreement to sell Aston Martin to a consortium comprised of David Richards, John Sinders, Investment Dar and Adeem Investment Co. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. * * * To date, Ford Motor Company still carries Standard & Poor's Ratings Services 'B' long-term foreign and local issuer credit ratings and negative ratings outlook. At the same time, the company carries Moody's Caa1 issuer and senior unsecured debt ratings and negative ratings outlook. GRANT FOREST: Moody's Affirms B2 Corporate Family Rating -------------------------------------------------------- Moody's Investors Service revises Grant Forest Products Inc.'s rating outlook to negative from stable. Concurrently, the company's B2 corporate family rating was affirmed. The negative outlook reflects the prospects for a protracted weak oriented strandboard pricing environment, Grant's core product, as the company ramps up one new mill and completes construction on a second new mill. Poor market conditions for OSB have reduced cash flow and will continue to hamper cash flow generation until such time that the US housing market conditions improve and absorb current and scheduled OSB capacity additions. In addition, market developments have extended the timing of Moody's debt amortization expectations related to the financing of the two new OSB mills. OSB pricing has been below cash costs for the past few quarters from a combination of declining housing starts and new OSB capacity additions, which has translated into very weak margins and cash flow that are sub-standard for a B2 rating. Although there has been some improvement in OSB prices very recently, Moody's believes that with the additional increase in OSB capacity coupled with the sub prime mortgage crisis further depressing housing starts, sustained improvement in OSB pricing is not expected until 2009. Should OSB pricing drop to below cash costs for a sustained period of time and financial results deteriorate from expected levels, or should liquidity arrangements become impaired, the company's rating may be lowered. Rating/Outlook Actions: -- Corporate family rating affirmed at B2 -- Outlook: Changed to Negative from Stable Grant's ratings are influenced primarily by the extremely volatile pricing of its core product - oriented strandboard, coupled with the high debt level, the company's relatively modest size and its product line and geographic concentration. The company's competitive assets and relatively low cost position, good fiber access, and debt reduction initiatives demonstrated in the past and expected to be repeated when cash flow is available, somewhat offset these challenges. Moody's last rating action on Grant was in February 2007 when the corporate family rating was downgraded to B2 from Ba3. Headquartered in Toronto, Ontario, Grant Forest Products Inc. is a privately held manufacturer of oriented strandboard, a wood-based building material that competes with plywood in many applications. The company owns and operates two manufacturing facilities in Ontario, Canada, and is in the ramp up stage of one mill and is in the construction stage of a second mill in South Carolina that will double Grant's production when fully operational. Grant also owns a 50% joint venture interest in a facility located in Alberta, Canada. GXS WORLDWIDE: Moody's Affirms Corporate Family Rating at B2 --------------------------------------------------------------- Moody's revised GXS Worldwide Inc.'s outlook to stable from negative, affirmed the company's B2 corporate family rating, and rated the individual debt instruments comprising the company's pending new capital structure. The company is refinancing its capital structure with $560 million of first and second lien debt and an unrated $55 million unsecured holding company PIK note. By moving some of the debt to a holding company PIK note, GXS lowers leverage at GXS Worldwide, Inc. and reduces its cash interest burden. The change in outlook is driven by the improving core business, diminishing effect from the declining G International and legacy businesses and the company's new capital structure which moderately lowers cash interest expense. While revenue and EBITDA will likely continue to moderately decline in the short run, the stable outlook reflects Moody's expectation that the company's EBITDA will stabilize in the near to mid term as growth in the core business offsets the declining legacy and G International businesses and the company recognizes significant cost savings from their planned system and network consolidation. These ratings were affirmed: -- Corporate family rating -- B2 -- Probability of default -- B2 These ratings were assigned pending the close of the transaction: -- $50 million senior secured revolving credit facility due 2012, Ba3, LGD3 (31%) -- $378.5 million senior secured first lien term loan due 2012, Ba3, LGD3 (31%) -- $131.5 million senior secured second lien term loan due 2014, Caa1, LGD5 (79%) These ratings will be withdrawn upon close of the transaction: -- $50 million senior secured revolving credit facility due 2010, Ba3 -- $286.5 million senior secured first lien term loan due 2011, Ba3 -- $100 million senior secured second lien term loan due 2012, B3 -- $165 million senior subordinated notes due 2012, Caa1 Ratings could face downward pressure or the outlook could be returned to negative if the company's EBITDA levels exhibit more than minimal declines. Moody's does not anticipate that ratings would be upgraded in the near term. Headquartered in Gaithersburg, Maryland, GXS Worldwide, Inc. provides supply chain management network services and software. Revenues were $386 million in fiscal 2006. GXS WORLDWIDE: S&P Affirms B Rating and Revises Outlook to Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Gaithersburg, Maryland-based GXS Worldwide Inc. At the same time, Standard & Poor's revised its outlook on GXS to stable from negative. Standard & Poor's also assigned its 'B+' bank loan rating and '2' recovery rating to the company's proposed $429 million first-lien senior secured bank facility, reflecting the expectation for substantial (70%-90%) recovery in the event of a payment default. In addition, Standard & Poor's assigned its 'B-' bank loan rating and '5' recovery rating to the company's proposed $132 million second-lien senior secured term loan, reflecting its expectation for modest (10%-30%) recovery in the event of a payment default. "The revision of the outlook to stable reflects GXS' relatively stable GAAP EBITDA despite substantial declines in total revenues over the past few years, stabilization of revenues in GXS' core business segment, and the improvement to the company's liquidity profile provided by the proposed new bank facilities," said Standard & Poor's credit analyst Ben Bubeck. Proceeds from the proposed bank facilities, along with $55 million of payment-in- kind HoldCo subordinated notes and a small portion of cash from the balance sheet, will be used to refinance GXS' existing debt and to cover fees and expenses. The ratings on GXS reflect its declining revenue base, presence in a highly competitive and narrow niche marketplace, and high debt leverage. While GXS holds a leading market share in its addressed niche, competition from both other players in the electronic data interchange segment, as well as alternative technologies, has negatively affected revenues over the past few years. These are only partially offset by a leading market position, limited debt maturities over the intermediate term, and Standard & Poor's expectation for continued stable EBITDA generation. HOLLINGER INT'L: Black Guilty of Fraud and Obstruction of Justice ----------------------------------------------------------------- Conrad Black, former chief executive officer of Hollinger International Inc., nka Sun-Times Media Group Inc., was found guilty Friday, of stealing millions of dollars from the company, according to various news agencies. Mr. Black was found guilty three counts of mail fraud and one count of obstruction of justice. Various reports disclose that three codefendants were also convicted of the same three fraud counts: * ex-Hollinger Vice President Peter Atkinson, * ex-Chief Financial Officer John Boultbee, and * ex-General Counsel Mark Kipnis. The Honorable Amy St. Eve of the U.S. District Court for the Northern District of Illinois set Nov. 30, 2007, as the sentencing date. As reported in the Troubled Company Reporter on March 21, 2007, that Mr. Black was accused of 17 counts of fraud, money- laundering, tax evasion, obstruction of justice and racketeering, which could result up to 101 years in jail, $164 million in fines, and $92 million in possible forfeitures. Betting Odds In a previous report published in the Troubled Company Reporter, BetUS.com, an online sportsbook, posted odds regarding the outcome of Mr. Black's trial BetUS.com posted these odds on the Conrad Black trial: * What will be the outcome of Conrad Black's trial? -- He will be found guilty on all charges - 2/1 -- He will be found guilty on some charges - 1/3 -- He will be found not guilty on all charges - 10/1 -- Mistrial will be declared - 20/1 -- Other outcome - 30/1 * Will Conrad Black be sentenced to jail time if found guilty of any charge? -- Yes - 1/50 -- No - 25/1 * If Conrad Black is sentenced to jail time, how long will it be? -- Over 5 Years - 5/6 -- Under 5 Years - 5/6 == Note prop refers to jail time sentenced not served * How Much Money will Conrad Black be ordered to pay if convicted of any wrong doings? -- Over 2 million - 5/6 -- Under 2 million - 5/6 == Note Forfeitures do not count * If forced to serve jail time, will Conrad Black serve his sentence (even in part) in Canada? -- Yes - 3/1 -- No - 1/5 * Will Conrad Black regain his Canadian nationality before Dec. 31, 2008? -- Yes - 5/1 -- No - 1/10 * Will Conrad Black be divorced before Dec. 31, 2008? -- Yes - 5/1 -- No - 1/10 * Will Conrad Black be stripped of his Lord title before Dec. 31, 2009? -- Yes - 50/1 About Hollinger Inc. Based in Toronto, Ontario, Hollinger Inc. (TSX: HLG.C)(TSX: HLG.PR.B) -- http://www.hollingerinc.com/-- owns approximately 70.1% voting and 19.7% equity interest in Sun-Times Media Group Inc. (formerly Hollinger International Inc.), a media company with assets which include the Chicago Sun-Times newspaper and Suntimes.com and a number of community newspapers and websites serving communities in the Chicago area. At Dec. 31, 2006, the company's balance sheet showed total assets of $172,210,000 and total liabilities of $245,589,000, resulting in a $73,379,000 total stockholders' deficit. HYDROCHEM INDUSTRIAL: Moody's Junks Rating on 2nd Lien Loan ----------------------------------------------------------- Moody's Investors Service assigned B1 and Caa1 to the first and second lien senior secured credit facilities of HydroChem Industrial Services, Inc. respectively and affirmed the B2 Corporate Family and Probability of Default ratings. The facilities were used to finance the acquisition of HydroChem by Harvest Partners, LLC., which took place on June 8, 2007. Moody's also withdrew the ratings on the $150 million 9.25% senior subordinated notes as these have been tendered under a put option triggered by the acquisition. Moody's changed the outlook of HydroChem on May 7, 2007 to stable from positive following the announcement of the acquisition and the expected effect on leverage and other credit metrics. The purchase price of $334 million represents an estimated multiple of 8.5 times adjusted EBITDA of $39.2 million for the twelve months ended March 31, 2007. Changes in the capital structure which had initially been proposed include the upsizing of the first lien term loan by $20 million to $150 million, the upsizing of the second lien term loan by $10 million to $60 million, and a reduction in the first lien revolver commitment by $10 million to $40 million. The transaction also includes a combination of 13.5% PIK term loan at the parent level, and equity of $95 million mostly in the form of cumulative preferred shares. HydroChem's ratings are constrained by the high initial leverage for the B2 rating category, the company's relatively small size, the high acquisition multiple given limited long-term revenue growth prospects as the trend toward exporting US manufacturing continues, and the company's significant exposure to the petrochemical and refining industry. Rating constraints also include a high percentage of intangibles on the balance sheet comprising about 70% of assets. The ratings benefit from the company's position in the industrial cleaning services industry, long-standing client relationships, high quality customer base, a stable underlying business, a geographically diverse revenue stream, relatively small individual job size, and solid top line growth over the last two years along with trends toward single-vendor service relationships and centralized purchasing which should favor larger organizations over smaller contractors. Given the high level of initial financial leverage, a downgrade could result from weak or negative free cash flow generation resulting from a slowdown in industrial production and associated reduction in cleaning and maintenance expenditures, declining operating margins, unanticipated increases in capital expenditures, or dilutive debt-financed acquisitions. HydroChem's weak positioning in the B2 Corporate Family rating category and the company's relatively recent history of leveraged buyouts means that an upgrade is unlikely in the medium term. Moody's took these rating actions: -- Affirmed the B2 Corporate Family Rating; -- Affirmed the B2 Probability of Default Rating. -- Assigned B1 (LGD 3, 32%) to the $40 million first lien revolver due 2013; -- Assigned B1 (LGD 3, 32%) to the $150 million first lien term loan B due 2013 (inclusive of the delayed draw portion); -- Assigned Caa1 (LGD 5, 81%) to the $60 million senior secured second lien term loan due 2014; -- Withdrew the Caa1 (LGD 5, 84%) rating on the $150 million 9.25% senior subordinated notes, due 2013 which have been put to the company; The outlook for the ratings is stable. Moody's withdrew the existing ratings on the credit facilities as initially proposed. Headquartered in Deer Park, Texas, HydroChem Industrial Services, Inc. is a leading North American provider of industrial cleaning services to a diversified client base of over 800 customers, often under long-term contracts, including Fortune 500 and S&P Global 1200 companies. The company offers hydroblasting, industrial vacuuming, chemical cleaning, and tank cleaning and related services at over 90 operating locations, many of which are on the Gulf Coast. The company's revenues are generated from services to the petrochemical industry (51.6%), oil refining (25.6%), utilities (12.6%), pulp and paper mills (2.2%), with the remainder (8%) coming from other industries. The company is owned by Harvest Partners, LLC. Revenue for the twelve months ended March 31, 2007 was $247 million. HYDROCHEM INDUSTRIAL: S&P Holds CCC+ Rating on 2nd Lien Loan ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its loan and recovery ratings on HydroChem Industrial Services Inc.'s senior secured first-lien and second-lien bank credit facilities. The first-lien bank loan rating is 'B+' and the recovery rating is '2', indicating the expectation for substantial (70%-90%) recovery in the event of a payment default. The second-lien bank loan rating is 'CCC+' and the recovery rating is '6', indicating negligible (0%-10%) recovery in the event of a payment default. The affirmation reflects several changes to the facilities, including the reduction of the first-lien revolving credit facility to $40 million from $50 million. The $30 million first- lien term loan B will remain the same, and the delayed draw portion of the first-lien term loan B will increase to $120 million from $100 million. Finally, the delayed draw second-lien term loan will increase to $60 million from $50 million. Ratings List HydroChem Industrial Services Inc. Corporate credit rating B/Stable/-- Affirmed Ratings Senior secured first-lien bank credit facilities B+ Recovery rating 2 Senior secured second-lien term loan CCC+ Recovery rating 6 HYLAND SOFTWARE: Moody's Rates Corporate Family Rating at B2 ------------------------------------------------------------ Moody's Investors Service assigned a B2 corporate family rating to Hyland Software, Inc. and also assigned ratings to the credit facilities to be used to finance the acquisition of Hyland by the private equity firm Thoma Cressey Bravo. The first lien credit facilities were assigned a B1 rating and the second lien term loan was assigned a Caa1 rating. The ratings outlook is stable. The B2 corporate family rating reflects i. the small size of the company; ii. high leverage and low interest coverage; and iii. company's relatively small market share in a highly competitive industry with significantly larger players. The rating incorporates the company's i. high level of recurring maintenance revenues and high renewal rates; ii. diverse customer base; and iii. the expectation that the company will continue to generate positive free cash flow. These ratings were assigned: -- Corporate family rating: B2 -- Probability of default rating: B2 -- $20 million 5-year First lien Revolving Credit Facility: B1, LGD3, 37% -- $80 million 6-year First Lien Senior Secured Term Loan: B1, LGD3, 37% -- $30 million 7-year Second Lien Senior Secured Term Loan: Caa1, LGD5, 89% The ratings could be downgraded if: i. there is a decline in maintenance revenues evidenced partly through declining revenue retention rate; ii. Hyland is unable to generate positive free cash flow; or iii. there is a further increase in leverage either as a result of debt financed acquisitions or declining revenue and profitability measures due to competitive pressures or business execution missteps. The ratings could be pressured upwards were the company to i. significantly deleverage, with debt to EBITDA falling to less than 4x; ii. sustain high growth in revenues with improvement in profitability metrics; and iii. generate significant positive free cash flow such that FCF/ Debt is greater than 10% on a sustained basis. Headquartered in Westlake, Ohio, Hyland Software, Inc. is a provider of enterprise content management software, focusing on mid-tier organizations, as well as divisions of large organizations. The company generated revenues of $89 million for the LTM ended June 30, 2007. INTEGRA TELECOM: High Business Risks Cue S&P's B- Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Portland, Oregon-based Integra Telecom Inc., a competitive local exchange carrier. The outlook is positive. At the same time, S&P assigned bank loan and recovery ratings to Integra Telecom Holdings Inc.'s proposed $1.035 billion secured credit facilities, which are guaranteed by Integra Telecom Inc. The secured first-lien facilities--consisting of a $50 million revolver and $715 million term loan--are rated 'CCC+', one notch below the corporate credit rating. The recovery rating is '5', indicating an expectation for modest (10%-30%) recovery in the event of payment default. The $270 million secured second-lien term loan is rated 'CCC', two notches below the corporate credit rating, with a '6' recovery rating indicating an expectation for negligible (0%-10%) recovery in the event of payment default. Integra Telecom Inc.'s proposed $215 million senior unsecured floating-rate PIK loan is rated 'CCC'. Integra is acquiring Minneapolis, Minnesota-based Eschelon Telecom Inc. (B-/Stable/--) for $703 million. S&P expect to withdraw the ratings on Eschelon, also a CLEC, upon completion of the financing transaction as its debt will be repaid. Proceeds of $1.2 billion, coupled with $40 million of cash, will be used to fund the $559 million equity purchase price of Eschelon, redeem $462 million of Integra debt and $144 million of Eschelon debt, and pay about $75 million of accrued interest, tender costs, and transaction fees. Integra's total debt is expected to be about $1.3 billion on an operating lease-adjusted basis. "The ratings on Integra reflect a high degree of business risk and a highly leveraged financial risk profile," said Standard & Poor's credit analyst Allyn Arden. Total debt to EBITDA is elevated at about 8.2x on an operating lease-adjusted basis and including 50% debt-like treatment of the existing preferred stock. Integra provides integrated telecommunications services to approximately 124,000 small and midsize enterprise customers in 11 states in the Western U.S. primarily through unbundled network elements leased from the incumbent local exchange carrier. INT'L MANAGEMENT: Trustee Taps GlassRatner for Valuation Services ----------------------------------------------------------------- William F. Perkins, the Chapter 11 Trustee for International Management Associates LLC and its debtor-affiliates ask the United States Bankruptcy Court for the Northern District of Georgia for permission to employ GlassRatner Advisory & Capital Group LLC as provider of valuation services, nunc pro tunc June 13, 2007. The firm will assist the Trustee with services relating to the valuation of a limited partnership interest held by the Debtors. The Trustee tells the Court that it is selling the Debtors' 28.75% limited partnership interest in GAA Partridge Inn Hotel Partners LP to GAA Partridge. The firm's professionals billing rates: Professionals Hourly Rates ------------- ------------ Ian Ratner, CPA $350 Carla Sklenka, CPA $295 Leanne Gould, CPA $265 Others $135 - $185 Ian Ratner, CPA, a member of the firm, assures the Court the Court that he does not hold any interest adverse to the Debtors' estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Court. Mr. Ratner can be reached at: Ian Ratner, CPA 3391 Peachtree Road, Suite 330 Atlanta, GA 3032 Tel: (678) 904-1990 Fax: (678) 904-1991 http://www.glassratner.com/ Headquartered in Atlanta, Georgia, International Management Associates, LLC -- http://www.imafinance.com/-- managed hedge funds for investors. The company and nine of its affiliates filed for chapter 11 protection on March 16, 2006 (Bankr. N.D. Ga. Case No. 06-62966). David A. Geiger, Esq., and Dennis S. Meir, Esq., at Kilpatrick Stockton LLP, represent the Debtors in their restructuring efforts. James R. Sacca, Esq., at Greenberg Traurig, LLP, and Mark S. Kaufman, Esq., at McKenna Long & Aldridge, LLP, represent the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they did not state their total assets but estimated total debts to be more than $100 million. On April 28, 2006, the Court appointed William F. Perkins as the Debtors' chapter 11 trustee. Kilpatrick Stockton LLP represents Mr. Perkins. INTERNATIONAL PAPER: Names Timothy Nicholls as CFO and Senior VP ---------------------------------------------------------------- International Paper Co. has elected Timothy S. Nicholls as senior vice president and chief financial officer, effective Dec. 1, 2007. "Tim's global business, finance and operations experience make him an excellent choice to be our next CFO," John Faraci, chairman and chief executive officer of International Paper, said. "He will be a strong addition to our leadership team as we continue to execute our transformation plan." Mr. Nicholls, 45, is currently vice president and executive project leader on special assignment related to the company's potential joint venture with Russian pulp and paper company, Ilim Pulp. He has also served as vice president and chief financial officer of the company's European operations, based in Brussels, Belgium, and as president of the company's former Canadian pulp and wood products business. Mr. Nicholls began his career in the paper industry with Union Camp Corporation in 1991, where he held positions in finance, business management, and planning and development in both U.S. and non-U.S. packaging operations. When International Paper acquired Union Camp in 1999, he became general manager of the emerging markets segment of the combined company's corrugated packaging business and later became director of finance and planning for the industrial packaging sector. Mr. Nicholls earned his Bachelor's degree in Business Administration from the University of South Carolina in Spartanburg, and has an MBA from the University of Georgia in Athens. About International Paper Headquartered in Stamford, Connecticut, International Paper Co. (NYSE: IP) -- http://www.internationalpaper.com/-- is an uncoated paper and packaging company with primary markets and manufacturing operations in North America, Europe, Russia, Latin America, Asia and North Africa. International Paper employs approximately 54,000 people in more than 20 countries, and serves customers worldwide. * * * International Paper Co. carries Moody's Investors Service Ba1 senior subordinate rating and Ba2 Preferred Stock rating. IRON AGE: Taps Richardson as Accountants on Profit Sharing Plan --------------------------------------------------------------- Iron Age Corporation and its debtor-affiliate, Iron Age Canada, Ltd., ask permission from the U.S. Bankruptcy Court for the District of Massachusetts to employ Richardson & Company P.C. as accountants with respect to the Debtors' profit sharing plan. The firm will: a) conduct final audits of the plan for the plan years 2006 and 2007; and b) prepare audited financial statements with respect to the Plan, prepared in accordance generally accepted accounting principles. John J. Antonelli, a shareholder of the firm, tells the Court that the firm's professionals bill: Professional Designation Hourly Rate ------------ ----------- ----------- Steven M. Richardson Managing $280 Shareholder John J. Antonelli, Jr. Shareholder $250 Mark E. O'Reilly Accounting and $205 Auditing Manager Team Member Accounting and $170 Auditing Senior Team Member Accounting and $120 Auditing Staff Team Member Accounting and $85 Auditing Manager Mr. Antonelli assures the Court that the Firm is "disinterested" as that term is defined in Section 101(a) of the U.S. Bankruptcy Code. About Iron Age Based in Westborough, Mass., Iron Age Corporation -- http://www.ironageshoes.com/-- is a specialty distributor of work and safety footwear. The company and its affiliate, Iron Age Canada Ltd., filed for chapter 11 protection on Jan. 22, 2007 (Bankr. D. Mass. Case Nos. 07-40217 & 07-40219). Christopher J. Panos, Esq., and Kathleen Rahbany, Esq., at Craig and Macauley, P.C., represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. JORDYN HOLDINGS: Wants Court Nod to Sell Florida Real Estate ------------------------------------------------------------ Jordyn Holdings IV, LLC asks permission from the U.S. Bankruptcy Court for the Middle District of Florida to sell certain real estate property located in Lee County, Florida. In November 2005, the Debtor entered into and closed a contract with Copperhead Development, Inc. to purchase 298 acres of real estate consisting of a golf course and related property for $40,000,000. In order to finance the purchase, the Debtor conveyed a purchase-money mortgage and note to The Banker's Bank for a large portion of the purchase price. The Banker's Bank note will mature under its own terms in January 2008. On or about the same date that the Debtor purchased the Golf Course Property and Community from Copperhead, the Debtor entered into an agreement to sell substantially all of the golf course portions of the Golf Course Property and Community to Nueva Inversiones, LLC. Pursuant to an amended agreement, the Debtor agreed to transfer title to the Subject Property to Nueva if and only after Nueva paid certain deposits to the Debtor in full and in accordance with the amended agreement. Until recently, the Debtor had been making monthly mortgage payments to Banker's Bank from the payments the Debtor had been receiving from Nueva pursuant to the agreements. Several months ago, however, Nueva failed to pay the necessary deposits, and the parties were therefore unable to close on a significant portion of the Subject Property due to Nueva's default. As a result of Nueva's default, the Debtor has been unable to satisfy its mortgage obligations to Banker's Bank. The Bank's loan balance is currently at approximately $13,000,000, and maturation of the note is forthcoming. In addition, due to the hardship caused by Nueva's default, the Debtor subsequently filed for bankruptcy. The proposed sale is intended to encompass all of the Debtor's real estate, leases, and appurtenances relating to the Subject Property. The Debtor believes that through a nationally advertised auction, the Debtor will be able to generate a buyer who will purchase the Subject Property for an amount that will satisfy the Bank's mortgage and provide additional funds for the benefit of the estate. About Jordyn Holdings Based in Sarasota, Florida, Jordyn Holdings IV LLC filed for Chapter 11 bankruptcy protection on June 13, 2007 (Bankr. M.D. Fla. Case No. 07-05006). Richard J. McIntyre, Esq., at The McIntyre Law Firm, P.L., represents the Debtor in its restructuring efforts. An Official Committee of Unsecured Creditors has been appointed in the Debtor's bankruptcy case. In its schedules of assets and liabilities, the Debtor listed total assets of $56,390,000, and total liabilities of $23,841,627. K-SEA TRANSPORTATION: S&P Places BB- Rating on Negative Watch ------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'BB-' corporate credit rating on K-Sea Transportation Partners L.P. on CreditWatch with negative implications. The CreditWatch placement follows the company's recent announcement that it is acquiring Smith Maritime Ltd. and Sirius Maritime LLC, two tank barge companies located in Hawaii and Seattle, Washington, respectively, in a debt-financed transaction. As of March 31, 2007, K-Sea had about $230 million of lease-adjusted debt outstanding. "The pending acquisitions will increase K-Sea's barrel capacity significantly and bolster its business position but will also result in a substantial increase in debt," said Standard & Poor's credit analyst Lisa Jenkins. The total purchase price consists of approximately $195 million in cash and assumed debt plus K-Sea common units valued at approximately $10 million. K-Sea expects to fund the cash portion of the purchase price with additional debt, which it will then refinance. K-Sea is a coastwise tank barge operator, providing marine transportation of refined petroleum products in the East, West, and Gulf Coast regions of the United States. K-Sea operates under a master limited partnership structure and distributes a significant amount of its cash to unitholders. As a result, the company's ability to repay debt is limited. Current ratings are based on an assumption that the company will maintain a distribution coverage ratio in the 1.1x-1.2x area and debt to EBITDA in the 3x-4x area. As of March 31, 2007, the distribution coverage ratio was about 1.2x and debt to EBITDA was about 3.6x. To resolve the CreditWatch, Standard & Poor's will meet with management to discuss the business and financial implications of the pending acquisitions. In addition, S&P will assess the company's current operating outlook, the potential for additional debt-financed acquisitions, capital spending plans, and management's financial policies and goals. S&P will likely lower ratings if it appears that credit protection measures will deteriorate and stay below previously expected levels. KESSLER HOSPITAL: Disclosure Statement Hearing Set on July 23 ------------------------------------------------------------- The Honorable Judith H. Wizmur of the United States Bankruptcy Court for the District of New Jersey will convene a hearing on July 23, 2007, at 2:00 p.m., at JHW-Courtroom 4B in Camden, New Jersey to consider the adequacy of William B. Kessler Memorial Hospital Inc.'s Disclosure Statement explaining its Chapter 11 Plan of Reorganization. Treatment of Claims Under the Plan, Administrative and Priority Tax Claims will be paid in full. Secured Claim of Northern Healthcare Capital Inc. will be paid in full. Northern Healthcare will be paid in accordance with the final order approving debtor-in-possession financing and the loan documents completed by the Debtor prepetition and postpetition. The Secured Claim of Berenato & Pullia and Mar-Dor Building will be paid in full. Other Secured Claims Secured Claims of Creditors Holding Liens on Equipment are composed of: -- Central Atlantic Leasing -- Winthorp Resources Corp. -- Abbot Labs. -- L.A. Barrington -- Sensory Management Services LLC The Debtor will pay the value of the creditors' collateral over 5 years with interest at 7% per annum. Creditors will receive monthly payments sufficient to fully amortize and pay the secured claim over 60 months. The Debtor will make monthly payments to Priority Claims of Creditors with Non-union, Non-Taxing Authority Employee Related Claims over 18 months commencing on the effective date sufficient to satisfy all of the claims 100%. The Debtor will cure Local 1199C and JNESCO's claims over18 months in equal monthly installments on the effective date. General Unsecured Claims will be paid in full of their respective claims and liens in this manner: i. commencing six months after the effective date, the Debtor will make six annual payments of $166,000 to the distribution trustee for deposit into to distribution trust to be distributed, pro rata, to unsecured creditors; and ii. proceeds of all avoidance litigation commenced by the estates' representative will be paid to the distribution trust after payment of any counsel fees and costs. The distribution trust will make annual distributions to beneficiaries on a pro rata basis. Holders of Equity Interests against the Debtor will not receive any distribution under the Plan. Based in Hammonton, New Jersey, William B. Kessler Memorial Hospital, Inc. -- http://www.kesslerhospital.org/-- is a non- profit corporation that operates a hospital. The Company filed for chapter 11 protection on Sept. 13, 2006 (Bankr. D. N.J. Case No. 06-18680). Albert A. Ciardi, III, Esq., at Ciardi & Ciardi, P.C., represents the Debtor in its restructuring efforts. Carol A. Slocum, Esq., at Klehr Harrison Harvey Branzburg & Ellers, represents the Official Committee of Unsecured Creditors. As of its bankruptcy filing, the Debtor disclosed total assets of $5,906,300 and total liabilities of 12,602,600. LOTHIAN OIL: Court Okays Haynes and Boone as Bankruptcy Counsel --------------------------------------------------------------- Lothian Oil Inc. and its debtor-affiliates obtained authority from the U.S. Bankruptcy Court for the Western District of Texas, to employ Haynes and Boone, LLP as general bankruptcy counsel. The firm is expected to: a) provide the Debtors with respect to their powers and duties as debtors-in-possession under the Bankruptcy Code and the continued management of their business operations; b) advise the Debtors with respect to their responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the Court; c) prepare and file motions, orders, applications, other pleadings, adversary proceedings, and other legal documents on behalf of the Debtors as may be necessary in the administration of the cases; d) represent the Debtors and to protect the interest and in all matters pending before the court; and e) represent the Debtors in negotiations with their creditors and in the preparation and confirmation of a plan of reorganization. The firm will charge the Debtors for professionals' services rendered with these hourly rates: Professional Designation Hourly Rate ------------ ----------- ----------- Charles A. Beckham, Esq. Partner $625 Blaine F. Bates, Esq. Partner $470 Eric Terry, Esq. Partner $470 Kourtney Lyda, Esq. Associate $385 Abigail Ottmers, Esq. Associate $315 Brooks Hamilton, Esq. Associate $280 Jermaine Johnson Paralegal $195 To the best of the Debtors' knowledge the firm does not hold or represent an interest adverse to the estate and is "disinterested" as the term is defined in the Bankruptcy Code. Based in Midland, Texas, Lothian Oil Inc. is a privately owned oil and gas company. Lothian and six affiliates filed for chapter 11 protection on June 13, 2007 (Bankr. W.D. Tex. Case No. 07-70121). Charles A. Beckham, Jr., Esq., E. Brooks Hamilton, Esq., and Eric Terry, Esq., at Haynes & Boone LLP, represent the Debtors in their restructuring efforts. When Lothian sought bankruptcy, it listed assets and debts between $1 million to $100 million. MASSACHUSETTS EYE: Moody's Rates Series 1998 Bonds at Ba1 --------------------------------------------------------- Moody's Investors Service affirmed the Ba1 rating on Massachusetts Eye and Ear Infirmary's outstanding Series 1998 bonds, $23.7 million outstanding, issued through the Massachusetts Health and Educational Facilities Financing Authority. The rating outlook is stable. Moody's analysis incorporates a $20 million parity borrowing from a Mass HEFA Pool Loan program which occurred in Spring, 2007. Legal Security Bonds are secured by a gross revenue pledge of the obligated group which includes MEEI, the parent organization and the faculty physician division. MEEI's 2005 $14 million pool loan borrowing and the 2007 pool loan borrowing, $20 million, are parity to the Series 1998B bonds. Interest Rate Derivatives: None Strengths -- Strong cash position with $76.7 million or 175 days cash on hand and 214% cash-to-debt at the end of FY 2006. The addition of the recent $20 million debt issuance reduces the ratio to a still above average 138%. Investment allocation is more akin to a private university; 85% of unrestricted cash invested in equities and alternative investments, which may provide for more upside returns but has more limited short- term liquidity -- Niche provider of highly specialized ophthalmology and otolaryngology services and teaching site for Harvard Medical School; MEEI continues to adjust to the migration of patient modalities to the outpatient setting; about 85% of MEEI's patient service revenues reflect outpatient business -- Stable financial performance with slight improvement in FY 2006 although profit margins remain weak with -1.1% operating margin and 5% operating cash flow margin -- Bonded debt matures in 2011 Challenges -- Material increase in leverage (60%) with recent $20 million parity borrowing to fund operating room renovations and other capital needs. Pro forma debt coverage measures weaken to 5.13 times debt to cashflow from 3.03 times and 1.83 times maximum annual debt service coverage from a more favorable 2.26 times -- Inpatient volumes continue to decline annually and total surgeries declined 2.7% due to the loss of a few key physicians who have since been replaced, highlighting the demand for these subspecialists and risks of a being a highly specialized provider -- Relatively small size of $167 million total revenue, physician base and limited diversification of revenue create credit risk and limited ability to generate a material profit margin Outlook The stable outlook on MEEI's Ba1 rating reflects our belief that financial performance should continue to produce adequate debt service coverage measures. What could change the rating - Up -- Materially improved financial performance and debt coverage measures; stabilization of inpatient volumes and increase in outpatient cases; no decline in liquidity What could change the rating - Down -- Continued downturn in financial performance; material liquidity declines Key Indicators Assumptions & Adjustments: -- Based on financial statements for Foundation of the Massachusetts Eye and Ear Infirmary, Inc. -- First number reflects audit year ended Sept. 30, 2005 -- Second number reflects audit year ended Sept. 30, 2006 with $20 million pool borrowing added -- Investment income removed from total operating revenues; investment returns smoothed at 6% unless otherwise noted -- $1.4 million of one-time expenses removed from FY 2005 results -- Unrestricted cash is net of permanently restricted funds and temporarily restricted funds -- $7.5 MM of market valuation on alternative investments added to unrestricted cash in FY 2005 -- Inpatient admissions: 1,263; 1237 -- Outpatient visits: 228,845; 239;455 -- Total operating revenues: $155 million; $167 million -- Moody's-adjusted net revenue available for debt service: $11.4 million; $13.4 million -- Total debt outstanding: $39.8 million; $55.7 million -- Maximum annual debt service: $5.9 million; $7.3 million -- MADS Coverage with reported investment income: 1.94 times; 1.57 times -- Moody's-adjusted MADS Coverage with normalized investment income: 2.26 times; 1.83 times -- Debt-to-cash flow: 3.03 times; 5.17 times -- Days cash on hand: 175 days; 174 days -- Cash-to-debt: 215%; 138% -- Operating margin: -1.1%; -1.7% -- Operating cash flow margin: 5.0%; 5.0% MCJUNKIN CORP: Moody's Reviews B1 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service placed the ratings of McJunkin Corporation (B1 corporate family rating) under review for possible downgrade following the announcement that it intends to merge with Red Man Pipe & Supply Co, a distributor of consumable oilfield and industrial supplies, tubular products, pipes, valves, and fittings. The review for downgrade reflects the likelihood of increased total debt following this transaction. The McJunkin ratings under review are: -- Corporate family rating -- B1 -- Probability-of-default rating -- B1 -- $300mm Sr sec revolving credit facility due 2012 - Ba1 -- $575mm Sr sec term loan due 2014 - B2 Moody's expects the transaction to be financed with equity and additional debt, which would result in a meaningful increase in McJunkin's debt. The merger is subject to regulatory approval and securing committed financing. It is expected to close in the third quarter of 2007. The review will include an assessment of the capital structure of the merged entities as well as potential strategic and cost benefits that could be derived from the newly formed company, as well as integration issues. McJunkin Corporation, headquartered in Charleston, West Virginia, is a relatively large distributor of pipes, valves, and fittings, serving the five major end markets in the process industry: petroleum refinery, chemical processing, gas distribution and transmission, natural gas and oil exploration and production. NARROWSTEP INC: May 31 Balance Sheet Upside-down by $1.2 Million ---------------------------------------------------------------- Narrowstep Inc.'s company's consolidated balance sheet at May 31, 2007, showed $7.9 million in total assets, and $9.1 million in total liabilities, resulting in a $1.2 million total stockholders' deficit. The company reported a net loss of $3.3 million on total revenue of $1.6 million for the first quarter ended May 31, 2007, compared with a net loss of $1.2 million on total revenue of $1.1 million for the same period last year. The increase in total revenue is attributable to the increase in narrowcasting and other revenues, partly offset by the decrease in production services revenue. Narrowcasting and other revenues for the three months ended May 31, 2007, increased to $1.4 million, compared to $836,513 reported for the three months ended May 31, 2006. Production services revenues for the three months ended May 31, 2007, decreased to $175,633, a decrease of $132,377, or 43%, compared to $308,010 for the three months ended May 31, 2006. This decrease is consistent with the company's strategic plan to focus its resources on narrowscasting and to deemphasize production services as a revenue source. The increase in net loss is primarily due to the increase in consolidated costs and expenses, partly offset by the increase in total revenue. Consolidated costs and expenses for the three months ended May 31, 2007 were $4.7 million, an increase of $2.3 million, or 98%, compared to $2.4 million for the three months ended May 31, 2006. Full-text copies of the company's consolidated financial statements for the quarter ended May 31, 2007, are available for free at http://researcharchives.com/t/s?2198 Going Concern Doubt As reported in the Troubled Company Reporter on June 5, 2007, Rothstein, Kass & Company P.C., in Roseland, N.J., expressed substantial doubt about Narrowstep Inc.'s ability to continue as a going concern after auditing the company's financial statements for the year ended Feb. 28, 2007. The auditing firm noted that the company has reported significant losses from operations, had an accumulated deficit, utilized a significant amount of cash from operations, and requires additional financial to fund future operations. About Narrowstep Inc Headquartered in London, England, Narrowstep Inc. -- (OTC BB: NRWS) -- http://www.narrowstep.com/-- provides broadband television services. Narrowstep's proprietary technologies and customer-focused services enable TV channels to be delivered over the Internet. The company's telvOS(TM) and nBed(TM) technologies enable the most comprehensive delivery of video to mobile, wireless, Internet, broadband, VOIP and entirely new IP-delivered broadcast services. ORBITZ WORLDWIDE: S&P Rates Proposed $800MM Facility at BB- ----------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Orbitz Worldwide Inc., a major operating subsidiary of Travelport LLC (B/Stable/--). The outlook is stable. At the same time, S&P assigned 'BB-' ratings to Orbitz's proposed $800 million secured credit facility, consisting of a $75 million revolver, $600 million senior secured term loan, and $125 million synthetic letter-of-credit facility. The recovery rating is '1', indicating expectations of substantial (90%-100%) recovery of principal in the event of a payment default. The revolver matures in 2013, while the term loan and synthetic letter-of-credit facility mature in 2014. "Proceeds from the credit facility, to be entered into in conjunction with a proposed IPO, will be used to reduce debt at Travelport, Orbitz's parent, and to provide excess cash to Orbitz," said Standard & Poor's credit analyst Betsy Snyder. "Entering into the credit facility is contingent upon a successful IPO." Ratings on Orbitz Worldwide reflect the majority stake in the company that will continue to be held by its parent Travelport LLC (B/Stable/--) upon completion of its IPO; an aggressive financial profile; and the seasonal and cyclical nature of the travel industry. Ratings also incorporate the company's major position in on-line travel distribution and the strong cash flow this business tends to generate. Travelport will continue to own approximately 60% of Orbitz after the IPO is complete, with most of the proceeds from the offering used to reduce Travelport debt. As a result, Orbitz ratings will be constrained by ratings on Travelport. Travelport is owned by affiliates of the Blackstone Group and Technology Crossover Ventures, together with One Equity Partners. In recent months, Travelport added over $2 billion of debt to finance a merger with Worldspan L.P. (expected to be completed in the third quarter of 2007) and to pay a $1.1 billion dividend to its owners just seven months after its acquisition. The outlook reflects Travelport's stable outlook. If Travelport were to reduce its stake in Orbitz to a greater extent than that of the proposed IPO, S&P would review ratings on Orbitz for a potential rating action. An outlook revision to negative is not considered likely over the near to intermediate term. ORESTE'S MANAGEMENT: Case Summary & 77 Largest Unsecured Creditors ------------------------------------------------------------------ Lead Debtor: Oreste's Management Corp. P.O. Box 1830 Coamo, PR 00769 Bankruptcy Case No.: 07-03948 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Tequila's Mexican Bar & Grill 07-03949 Oreste's Bar & Grill-Santa Isabel, Inc. 07-03950 Wake Up Sport Bar, Inc. 07-03952 Edgardo O. Rivera Rodriguez 07-03954 Type of business: The Debtor owns and operates bars. Chapter 11 Petition Date: July 13, 2007 Court: District of Puerto Rico (Old San Juan) Judge: Brian K. Tester Debtors' Counsel: Modesto Bigas Mendez, Esq. P.O. Box 7462 Ponce, PR 00732 Tel: (787) 844-1444 Estimated Assets Estimated Debts ---------------- --------------- Oreste's Management Corp. $10,000 to $1 million to $100,000 $100 million Tequila's Mexican Bar & $100,000 to $1 million to Grill $1 million $100 million Oreste's Bar & Grill-Santa $100,000 to $100,000 to Isabel, Inc. $1 million $1 million Wake Up Sport Bar, Inc. $100,000 to $100,000 to $1 million $1 million Edgardo O. Rivera $1 million to $1 million to Rodriguez $100 million $100 million A. Oreste's Management Corp's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Oreste's Service Station, $371,752 Inc. P.O. Box 1830 Coamo, PR 00769-1830 Internal Revenue Service $230,142 Mercantil Plaza Office 914 2 Ponce de Leon, PDA 27 1/2 San Juan, PR 00918-1693 Tequila's Mexican Bar & Grill, $222,718 Inc. P.O. Box 1830 Coamo, PR 00769-1830 Banco Santander $210,793 Wake Up Sport Bar, Inc. $172,177 Oreste's Bar & Grill $163,628 Santa Isabel, Inc. Departamento de Hacienda $152,976 Oreste's Bar & Grill Coamo $62,104 Eurolease $61,920 Banco Santander $42,462 Fondo del Seguro del Estado $38,397 Departamento del Trabajo $36,081 y Rec Hum Liberty Financial, Inc. $17,172 Banco Santander $10,378 A.I.C. Credit Corp. $2,887 Centennial $885 Puerto Rico Telephone Co. $6 B. Tequila's Mexican Bar & Grill's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Oreste's Management Corp. $598,848 P.O. Box 1830 Coamo, PR 00769-1830 Internal Revenue Service $145,837 Mercantil Plaza Ofic 914 2 Ponce de Leon, PDA 27 1/2 San Juan, PR 00918-1693 Banco Santander $91,632 P.O. Box 191080 San Juan, PR 00919-1080 Departamento de Hacienda $73,094 Wake Up Sport Bar, Inc. $69,231 Crim $56,617 Oreste's Service Station, Inc. $52,350 Oreste's Bar & Grill Coamo $42,500 Oreste's Bar & Grill Santa $33,298 Isabel, Inc. Eurolease $30,536 American Express Corp. $30,000 Plaza Santa Isabel $23,928 Fondo del Seguro del $22,016 Estado AMEX $20,000 Departamento de Trabajo Y $14,970 Rec Hum Ballester Hermanos, Inc. $13,873 Provisiones Legrand $13,653 R.G. Premier Bank $12,000 Mendez & Company, Inc. $10,345 C. Oreste's Bar & Grill-Santa Isabel, Inc's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Oreste's Management Corp. $202,791 P.O. Box 1830 Coamo, PR 00769-1830 Gobierno Municipal de Santa $96,346 Isabel Patente Municipal Oreste's Bar & Grill Coamo $40,731 Internal Revenue Service $38,698 Tequila's Mexican Bar & $31,098 Grill, Inc. Departamento de Hacienda $26,729 Crim $16,577 Eurolease $16,498 Wake Up Sport Bar, Inc. $16,410 Provisiones Legrand $10,284 Oreste's Service Station, Inc. $9,598 Departamento del Trabajo Y $8,032 Rec Hum V. Suarez & Co. $6,759 Doral Bank $8,075 Ballester Hermanos, Inc. $2,944 Internal Revenue Service $2,568 Autoridad de Energia $634 D. Wake Up Sport Bar, Inc.'s 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Credi-Coop San Blas $467,020 P.O. Box 319 Coamo, PR 00769-0319 Oreste's Management Corp. $154,741 P.O. Box 1830 Coamo, PR 00769-1830 CACSI $23,349 Credi-Coop San Blas $20,613 Eurolease $15,719 Crim $9,603 Oreste's Service Station, Inc. $9,200 Orese's Bar & Grill Santa Isabel, $8,170 Inc. Tequila's Mexican Bar & Grill, $6,763 Inc. Provisiones Legrand $2,950 Ballester Hermanos, Inc. $2,810 Autoridad de Energia $1,587 Destileria Serralles, Inc. $1,217 Gobierno Municipal de Coamo $586 Autoridad de Acueductos y $92 Alcantarillados E. Edgardo O. Rivera Rodriguez's Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Oreste's Management Corp. $205,048 P.O. Box 1830 Coamo, PR 00769-1830 Coop San Blas loan; value of $120,000 P.O. Box 319 Coamo P.R. collateral: 00769-0319 $225,000 $25,000 Coop CACSI $25,000 P.O. Box 812 Santa Isabel, PR 00757-0812 Coop Valvarena $6,500 Banco Bilbao Viscaya-PR $4,008 Doral Bank $2,500 Fondo Del Seguro Del Estado $2,423 Banco Popular $1,309 Crim $767 PHILLIPS-VAN HEUSEN: Good Performance Cues S&P to Lift Ratings -------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit and senior secured debt ratings on New York City-based apparel company Phillips-Van Heusen Corp. to 'BBB-' from 'BB+'. At the same time, the senior unsecured rating was raised to BB+' from 'BB', remaining one notch below the corporate credit rating because of its junior position relative to the amount of secured debt in the capital structure. The ratings were removed from CreditWatch, where they were placed with positive implications on June 14, 2007, after the company reported strong first-quarter results. PVH had about $400 million in debt outstanding at May 7, 2007. The outlook is stable. "The upgrade reflects the improving trends in PVH's operating performance and credit protection measures, and our expectation that this positive momentum will continue," said Standard & Poor's credit analyst Susan Ding. PVH has successfully integrated past acquisitions, executed its strategy of diversifying its reliance on its legacy dress shirt business, and has benefited from its lucrative Calvin Klein licensing model. Credit protection measures have steadily improved. PVH has successfully expanded its Calvin Klein franchise, revitalized its legacy men's dress shirt businesses by expanding into the mid-tier national chains, and improved the operating performance of all business divisions. The ratings on PVH reflect the company's dominant market position in the men's dress shirt market, its portfolio of well-known brand names, and a diversified base of distribution. The ratings also reflect management's successful integration of past acquisitions, and its improving operating results. These factors are somewhat offset by the company's participation in the highly competitive apparel industry, the cyclicality and fashion risk inherent in the industry, and the integration risk related to the company's somewhat acquisitive growth strategy. PLAYTEX PRODUCTS: Energizer Deal Cues Moody's to Review Ratings --------------------------------------------------------------- Moody's Investors Service placed all ratings of Playtex Products Inc.'s under review for possible upgrade. The review was prompted by the company's announcement that it signed a definitive agreement by which Energizer Holdings, Inc. will acquire PYX in an all-cash transaction valued at about $1.9 billion, including the assumption of debt, about $700 million. The transaction remains subject to governmental and regulatory approvals as well as approval of the shareholders of PYX, and is expected to close in the fall of 2007. LGD assessments are also subject to change. The review for possible upgrade reflects the materially better credit risk profile and credit metrics of ENG, even on a proforma basis, than PYX. It is Moody's understanding that ENG will commence tender offers for all of PYX's senior secured notes due 2011 and senior subordinated notes due 2011. Moody's review will focus on the successful execution of the acquisition, the post transaction credit profile of the company, and the successful tender offers for PYX's outstanding debt. Ratings placed under review for possible upgrade include: -- Corporate family rating of B2; -- Probability of default rating of B2; -- $150 million senior secured revolving credit facility due 2010 of Ba3; -- $290 million senior secured notes due 2011 of Ba3; and -- $289 million 9.375% senior subordinated notes due 2011 of Caa1. Playtex Products, Inc., (NYSE: PYX) with executive offices in Westport, Connecticut, is a leading marketer, manufacturer and distributor of a diversified portfolio of consumer and personal products including infant care, feminine care, and skin care items. Total proforma revenues, including sales from Hawaiian Tropic, for the last twelve months ended March 31, 2007 were about $750 million. PLAYTEX PRODUCTS: Energizer Deal Cues S&P's Positive CreditWatch ---------------------------------------------------------------- Standard & Poor's Ratings Services placed all of its ratings on Playtex Products Inc., including the 'B+' corporate credit rating, on CreditWatch with positive implications. This action follows the announcement of a definitive agreement by which Energizer Holdings Inc. will acquire Playtex in a transaction with a total enterprise value of approximately $1.9 billion. The transaction is expected to close in fall 2007. Energizer will finance the transaction through cash and existing and new committed credit facilities. Playtex had approximately $590 million of funded debt as of March 31, 2007. "The CreditWatch listing reflects our expectation that the combination of Energizer and Playtex will enhance Playtex's business risk position and financial profile," said Standard & Poor's credit analyst Patrick Jeffrey. Estimated leverage, on a pro forma basis for the combined companies, would improve from Playtex's current lease and pension adjusted levels of about 5x. However, as part of this transaction, Playtex's 8% senior secured notes due 2011 and its 9.375% senior subordinated notes due 2011 are expected to be tendered prior to or at closing of the transaction in which case Standard & Poor's would withdraw all of its existing ratings on Playtex Products. RADIATION THERAPY: Moody's Affirms B1 Corporate Family Rating ------------------------------------------------------------- Moody's Investors Service affirmed the ratings of Radiation Therapy Services, Inc. following the announcement that the company increased the size of its senior secured credit facility by $50 million by exercising its Term B loan accordion feature. The proceeds were used to reduce amounts outstanding under the company's $140 million revolving credit facility. The affirmation of the ratings, including the B1 Corporate Family Rating, reflects the continued positive performance of the company following the initiation of the ratings in December 2005. Ratings affirmed/LGD assessments revised: -- Senior secured revolving credit facility due 2010, to B1 (LGD3, 30%) from B1 (LGD3, 31%) -- Senior secured term loan due 2012 (inclusive of $50 million add-on), to B1 (LGD3, 30%) from B1 (LGD3, 31%) -- Corporate Family Rating, B1 -- Probability of Default Rating, B2 -- Speculative Grade Liquidity Rating, SGL-2 The ratings outlook is stable. Radiation Therapy is the largest owner and operator of radiation treatment facilities in the US. At March 31, 2007, the company operated 79 facilities offering a range of radiation therapy alternatives to cancer patients. Moody's estimates that the company's revenues for the twelve months ended March 31, 2007 were about $318 million. RAPTOR NETWORKS: Dismisses Comiskey & Company as Auditing Firm --------------------------------------------------------------- Raptor Networks Technology Inc. notified Comiskey & Company, P.C, that the company intends to engage new certifying accountants and thereby were dismissing Comiskey as the company's independent registered public accounting firm. The company's decision to change accountants was approved by the company's audit committee and board of directors. The reason for the change was to allow the company to engage a larger firm with offices in a local area that the company believes has greater resources to provide the company with the auditing and tax services the company requires. The audit report dated March 17, 2007 of Comiskey on the company's consolidated financial statements and consolidated financial statement schedules as of and for the years ended Dec. 31, 2006 and 2005 did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles, except that the audit report contained a separate paragraph stating: "The accompanying financial statements are presented assuming the company will continue as a going concern. As more fully described in Note 1 to the financial statements, the company has sustained accumulated losses from operations totaling more than $58.5 million at Dec. 31, 2006. This condition, and the fact that the company has had no significant sales of its products to date, raise substantial doubt about its ability to continue as a going concern. Management's plans to address these conditions are also set forth in Note 1 to the financial statements. The accompanying financial statements do not include any adjustments which might be necessary if the company is unable to continue." During the years ended Dec. 31, 2006 and 2005 and the subsequent interim period through July 6, 2007, there were no disagreements with Comiskey on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures which disagreements, if not resolved to Comiskey's satisfaction, would have caused Comiskey to make reference to the subject matter of the disagreement in connection with its report. Engagement of New Certifying Accountants The company engaged Stonefield Josephson, Inc. as the company's new independent auditors. The company has not consulted with Stonefield during the two most recent fiscal years and through July 6, 2007 regarding the application of accounting principles to a specific completed or contemplated transaction, or the type of audit opinion that might be rendered on the company's consolidated financial statements or as to any disagreement or event as described in Item 304(a)(1)(iv) of Regulation S-B under the Securities Act of 1933, as amended. About Raptor Networks Headquartered in Santa Ana, Calif., Raptor Networks Technology Inc. (OTC BB: RPTN.OB) -- http://www.raptor-networks.com/-- is focused on the design, production and sale of standards-based, proprietary high-speed network switching technologies. The company's "distributed network switching technology" allows users to upgrade their traditional networks to allow for more efficient management of high-bandwidth applications. REAR STILL: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Rear Still Hill Road, LLC 29 Ward Place P.O. Box 473 West Haven, CT 06516 Tel: (203) 937-1156 Bankruptcy Case No.: 07-31556 Chapter 11 Petition Date: July 12, 2007 Court: District of Connecticut (New Haven) Judge: Lorraine Murphy Weil Debtor's Counsel: Amy P. Blume, Esq. Bershtein, Volpe & McKeon, P.C. 105 Court Street, 3rd Floor New Haven, CT 06511 Tel: (203) 777-5800 ext. 109 Fax: (203) 777-5806 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor does not have any creditors who are not insiders. REPRO MED: May 31 Balance Sheet Upside-down by $755,511 ------------------------------------------------------- Repro Med Systems Inc.'s consolidated balance sheet at May 31, 2007, showed $1,038,930 in total assets and $1,794,441 in total liabilities, resulting in a $755,511 total stockholders' deficit. The company reported a net loss of $178,520 on net sales of $397,417 for the first quarter ended May 31, 2007, compared with a net loss of $207,314 on net sales of $347,725 for the same period ended May 31, 2006. The increase in net sales is attributable to the increase in domestic sales of the FREEDOM60(R) Syringe Infusion System and related accessories, partly offset by the decrease in sales of RES-Q-VAC(R) and related accessories. The decrease in net loss is mainly attributable to the increase in net sales and the decrease in selling, general and administrative expenses, partly offset by the increase in cost of goods sold. Net cash used in operating activities decreased to $33,127 for the first quarter ended May 31, 2007, compared with net cash used in operations of $67,522 for the same period in 2006. Full-text copies of the company's consolidated financial statements for the quarter ended May 31, 2007, are available for free at http://researcharchives.com/t/s?2193 Going Concern Doubt As reported in the Troubled Company Reporter on June 8, 2007, Meyler & Company LLC, in Middletown, New Jersey, expressed substantial doubt about Repro-Med Systems Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Feb. 28, 2007, and 2006. The auditing firm pointed to the company's accumulated deficit and existing uncertain conditions the company faces relative to its ability to obtain capital and operate successfully. About Repro-Med Systems Hreadquartered in Chester, New York, Repro-Med Systems Inc. (OTC BB: REPR.OB) -- http://www.rmsmedicalproducts.com/-- engages in the design and manufacture of medical devices for medical respiratory products and infusion therapy worldwide. It offers FREEDOM60 Syringe Infusion Pump for ambulatory medication infusions. In addition, Repro-Med Systems offers RES-Q-VAC, an emergency airway suction system, hand-operated suction device that removes fluids from a patient's airway by attaching the RES-Q-VAC pump to various proprietary sterile and nonsterile single-use catheters sized for adult and pediatric suctioning. Repro-Med Systems was co-founded by Andrew I. Sealfon in 1980. RIDER BENNETT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Rider Bennett, LLP 1792 Lexington Ave North St. Paul, MN 55113 Bankruptcy Case No.: 07-32546 Type of Business: The Debtor is a law firm. Chapter 11 Petition Date: July 12, 2007 Court: Robert J. Kressel Debtor's Counsel: Douglas W. Kassebaum, Esq. Clinton E. Cutler, Esq. Fredrikson & Byron, P.A. 200 South Sixth Street, Suite 4000 Minneapolis, MN 55402 Tel: (612) 492-7292 Fax: (612) 492-7077 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Merrill Communications LLC Goods & Services $100,520 CM-9638 Saint Paul, MN 55170 Thomson West Goods & Services $92,526 West Payment Center P.O. Box 6292 Carol Stream, IL 60197-6292 Shepherd Data Services Inc. Goods & Services $56,015 527 Marquette Avenue, Suite 400 Minneapolis, MN 55402 LaBreche Murray Goods & Services $45,952 Public Relations CB Richard Ellis Investors Goods & Services $32,924 Qwest Goods & Services $16,694 Dell Marketing L.P. Goods & Services $16,427 Ajilon Professional Staffing Goods & Services $16,250 Whyte & Hirschboeck Goods & Services $15,853 Edge International Goods & Services $15,067 G3 Technology LLC Goods & Services $14,884 Automotive Safety Goods & Services $14,712 Research Inc. Heartland Investigative Group Goods & Services $12,696 Pro Staff Goods & Services $12,623 MSP Communications Goods & Services $12,183 Bassford Remele P.A. Goods & Services $11,479 Corporate Express Inc. Goods & Services $9,748 General Binding Corp. Goods & Services $8,800 D'Amico Catering Goods & Services $6,635 Brookfield Properties Lease Unknown SAFETY GUIDE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Safety Guide of Alabama, LLC P.O. Box 210128 Montgomery, AL 36121 Bankruptcy Case No.: 07-30976 Type of Business: The Debtor manufactures street signage and traffic equipment. The Debtor's sole members, Michael Costanzo & Anne Sahlie Marcato, filed for Chapter 11 protection on June 10, 2007 (Bankr. M.D. Ala. Case No. 07-30824). Chapter 11 Petition Date: July 12, 2007 Court: Middle District Of Alabama (Montgomery) Debtor's Counsel: Collier H. Espy, Jr., Esq. Espy, Metcalf & Espy, P.C. P.O. Box 6504 Dothan, AL 36302-6504 Tel: (334) 793-6288 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Contech Construction Products $155,301 9025 Centre Pointe Drive Suite 400 West Chester, OH 45069 Walpar $144,900 P.O. Box 28650 Birmingham, AL 35228-0007 Delta Landscape of Georgia Inc. $91,608 5800 Oakbrook Parkway, Suite A-1 Norcross, GA 30093 Plastic Safety Systems Inc. $63,734 Columbus Quarry LLC $59,691 Wachovia Bank $56,330 John Deere Credit $46,805 Legacy Concrete $42,601 Palomar Ins. Co. $40,077 American Signal Co. $38,493 American Express Business Finance $37,187 Caterpillar Financial Services $36,820 Bradley Arant Rose & White $35,479 3M Company $32,178 The Cat Rental Store $30,520 Allsafe Service & Materials Co. $29,107 Dat Trucking Inc. $27,793 Nippon Carbide Industries $27,251 Universal ECS Inc. $24,334 Jackson Thornton & Co. P.C. $22,485 SAKS INCORPORATED: Sales Down by 3.9% for Five Weeks Ended July 7 ----------------------------------------------------------------- Saks Incorporated reported that owned sales totaled $237.6 million for the five weeks ended July 7, 2007 compared to $247.3 million for the five weeks ended July 1, 2006, a 3.9% decrease. Comparable store sales decreased 5.6% for the five-week period. As previously disclosed, May comparable store sales were positively impacted by a promotional calendar shift, and consequently, management expected that June comparable store sales would be negative. On a quarter-to-date basis, for the two months ended July 7, 2007, owned sales totaled $486.5 million compared to $425.8 million for the two months ended July 1, 2006, a 14.3% increase. Comparable store sales increased 12.5% for the two months combined. Management continues to expect low-double digit comparable store sales growth for the second fiscal quarter. On a year-to-date basis, for the five months ended July 7, 2007, owned sales totaled $1.3 million compared to $1.1 million for the five months ended July 1, 2006, a 15.4% increase. Comparable store sales increased 13.7% for the five-month period. For June, the strongest categories at Saks Fifth Avenue stores were men's apparel, accessories, and shoes; women's contemporary and designer sportswear; handbags; and fragrances. The softest categories at Saks Fifth Avenue were jewelry and women's modern bridge apparel. Saks Direct and Saks Off 5th performed well for the month. About Saks Incorporated Based in Birmingham, Alabama, Saks Incorporated (NYSE: SKS) -- http://www.saksincorporated.com/-- operates Saks Fifth Avenue Enterprises, which consists of 54 Saks Fifth Avenue stores, 49 Saks Off 5th stores, and Saks.com. The company also operates 39 Parisian stores and 57 Club Libby Lu specialty stores. * * * As reported in the Troubled Company Reporter on June 1, 2007, Fitch Ratings has affirmed its Issuer Default Rating of Saks Incorporated at 'B' and its rating of the company's secured bank credit facility at 'BB/RR1'. In addition, Fitch has upgraded the company's senior unsecured notes to 'B+/RR3' from 'B/RR4'. The Rating Outlook has been revised to Stable from Negative. SANTA BARBARA: U.S. Trustee Wants Case Converted to Chapter 7 ------------------------------------------------------------- The Honorable Robin Riblet of the U.S. Bankruptcy Court for the Central District of California will convene a hearing on Sept. 12, 2007, at 2:00 p.m., at 1415 State Street, Courtroom 201 in Santa Barbara, to convert Santa Barbara Beaching Holding LLC's chapter 11 bankruptcy proceeding to a chapter 7 liquidation, or, in the alternative, dismiss the Debtor's case. Pursuant to the requirements of the U.S. Trustee and Local Bankruptcy Rules, the Debtor failed to: -- file operating reports for the period March, April, May and June 2007; and -- pay quarterly fees for the first quarter of 2007. In addition, the Trustee tells the Court that the Debtor still has not filed any disclosure statement and plan of reorganization. Headquartered in Santa Barbara, Calif., Santa Barbara Beach Holding LLC filed for chapter 11 protection on November 22, 2006 (Bankr. C.D. Calif. Case No. 06-10887). Howard J. Weg, Esq., at Peitzman Weg & Kempinsky LLP represents the Debtor. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtors filed for bankruptcy, it listed assets at $54,000,000 and debts at $75,483,486. STANDARD AERO: Prices $200 Mil. of 8-1/4% Senior Notes Offering --------------------------------------------------------------- Standard Aero Holdings Inc. has determined the price for its offering to purchase for cash any and all of its outstanding $200,000,000 aggregate principal amount of 8-1/4% Senior Subordinated Notes due 2014. The Offer was conducted in connection with the merger pursuant to which Dubai Aerospace Enterprise Ltd will acquire Standard Aero Acquisition Holdings, Inc., the company's direct parent company, and Piedmont/Hawthorne Holdings Inc. Subject to the terms and conditions of the merger agreement by and among DAE, Standard Aero Holdings and Landmark Aviation, the acquisition will be completed through the mergers of SAH Merger Sub Inc. and LMA Merger Sub Inc., each of which is an indirect wholly owned subsidiary of DAE, with and into Standard Aero Holdings and Landmark Aviation. As a result of the mergers, Standard Aero Holdings and Landmark Aviation will each become indirect wholly owned subsidiaries of DAE. The completion of the Offer is conditioned on the closing of the Mergers. It is expected that the company will execute a supplemental indenture to the indenture governing the Notes to eliminate substantially all of the restrictive covenants, certain events of default provisions and certain defeasance provisions in the Indenture. The Supplemental Indenture will become effective immediately upon execution, but will not become operative until a majority in aggregate principal amount of the outstanding Notes have been accepted for purchase pursuant to the terms of the Offer. The total consideration for holders of the Notes who validly tendered Notes and delivered consents on or prior to the expiration of the consent solicitation of 5:00 p.m., New York City time, on July 13, 2007, will be $1,091.18 per $1,000 principal amount of the Notes, which includes $30 per $1,000 principal amount of the Notes validly tendered and accepted for purchase. Holders who validly tender their notes after the Consent Time, but prior to 12:00 midnight, New York City time, on July 27, 2007, unless extended or earlier terminated, will be eligible to receive the total consideration less the Consent Payment. In either case, all holders who validly tender their notes will receive accrued and unpaid interest up to, but not including, the date of settlement. The total consideration was determined as of 2:00 p.m., New York City time, on July 13, 2007, and will be paid in cash and calculated based on a fixed spread pricing formula, in part, upon a fixed spread of 50 basis points over the yield on the 4.875% U.S. Treasury Note due Aug. 15, 2009. The yield on the reference security was 4.953 % and the tender offer yield was 5.453%. Barclays Capital Inc. is acting as sole Dealer Manager for the Offer and as the Solicitation Agent for the Consent Solicitation. Barclays Capital Inc. can be contacted at (212) 412-4072 (collect) or (866) 307-8991 (toll-free). Global Bondholder Services Corporation is the Information Agent and Depositary and can be contacted at (212) 430-3774 (collect) or (866) 470-4200 (toll free). Copies of the Offer Documents and other related documents may be amended from time to time and may be obtained from the Information Agent. About Standard Aero Standard Aero Holdings Inc. -- http://www.standardaero.com/-- is an independent provider of aftermarket maintenance, repair and overhaul services for gas turbine engines used primarily for military, regional and business aircraft. Standard Aero provides MRO services on a wide range of aircraft and industrial engines and provides its customers with comprehensive, value-added maintenance engineering and redesign solutions. The company has over 2,500 employees in six different countries, with main operations located in the United States, Canada and the Netherlands. * * * As reported in the Troubled Company Reporter on April 9, 2007, Moody's Investors Service placed the ratings of Standard Aero Holdings Inc. in review for possible downgrade. Standard Aero has a corporate family rating of B2. STANDARD PACIFIC: Fitch Affirms BB Issuer Default Rating -------------------------------------------------------- Fitch Ratings has affirmed these ratings on Standard Pacific Corp.: -- Issuer Default Rating 'BB'; -- Senior unsecured debt 'BB'; -- Unsecured bank credit facility 'BB'; -- Senior subordinated debt 'B+'. Fitch's rating affirmation applies to approximately $1.72 billion in senior unsecured debt (including $272 million outstanding under the company's revolving line of credit) and $149.3 million in senior subordinated notes. Fitch has also revised Standard Pacific's Rating Outlook to Negative from Stable. The Negative Outlook for Standard Pacific reflects the more challenging outlook for homebuilders, the current and expected near term deterioration in credit metrics for the company, and pressures from credit tightening, which particularly affect the entry level buyer, and high cancellation rates, which add to speculative inventory totals. While the company continues to reduce its speculative inventory, the level of unsold homes remains high, accounting for about 61% of the company's total homes under construction. The housing sector is in the midst of a meaningful, multi-year downturn. Standard Pacific has been increasing its sales and marketing efforts focusing on reducing speculative inventory, reducing its lot supply, reassessing land positions, renegotiating option contracts and reducing overhead and direct construction costs. During this current downturn Standard Pacific, like most builders, has leveraged the financial flexibility of land options, walking away from overpriced lots. These builders also have reported meaningful charges associated with write-downs of land values. Fitch will also continue to closely monitor the trends of the broad housing market in its assessment of the appropriate credit ratings for all homebuilders. Future ratings and Outlooks will be influenced by broad housing market trends as well as company specific activity, such as land and development spending, general inventory levels, speculative inventory activity, gross and net new order activity and free cash flow trends. The ratings for Standard Pacific are based on the company's successful execution of its business model, relatively conservative land policies and geographic and product line diversity. The company has been an active consolidator in the homebuilding industry which has contributed to the above average growth, but has kept debt levels a bit higher than its peers in recent years. Management has also exhibited an ability to quickly and successfully integrate its acquisitions. In any case, now that the company has reached current scale there may be somewhat less use of acquisitions going forward and acquisitions may be smaller relative to Standard Pacific's current size. It is unlikely that Standard Pacific will make an acquisition over the coming year. Risk factors include the inherent cyclicality of the homebuilding industry. The ratings also manifest the company's aggressive, yet controlled growth strategy and Standard Pacific's capitalization, size and still somewhat heavy exposure to California markets. The company's EBITDA, EBIT and FFO to interest ratios tend to be somewhat below the average public homebuilder, as does inventory turnover. Standard Pacific's leverage is somewhat higher and debt to EBITDA ratio is slightly above the averages of its peers. However, the company's margins are substantially above the average of other public builders. Standard Pacific employs conservative land and construction strategies. The company typically options or purchases land only after necessary entitlements have been obtained so that development or construction may begin as market conditions dictate. The company extensively uses a combination of lot options and JVs. The use of non-specific performance rolling options gives Standard Pacific the ability to renegotiate price/terms or void the option which limits down side risk in market downturns and provides the opportunity to hold land with minimal investment. At present 15.3% of its lots are controlled through options and 24.3% are controlled in JVs. Fitch views Standard Pacific's partnerships and joint ventures to be strategically and financially material to the company's operations. However, the manageable leverage levels and the supply of land in attractive markets held in the partnerships mitigate this risk to some extent. The company's unconsolidated homebuilding and land development joint ventures leverage was 58.4% at the end of the 2007 first quarter. Standard Pacific's consolidated homebuilding leverage was 52.8%. Adjusting for off- balance sheet commitments, Standard Pacific's adjusted homebuilding debt to adjusted capital was 60%. Fitch expects the company to continue to reduce the level of investment in inventories and to use the cash generated to pay down debt and reduce leverage to the lower end of its target range of 45%-55% by year-end 2007. Standard Pacific has pursued growth opportunities within and adjacent to existing markets. The company has also diversified geographically during the past few years by expanding into some of the largest homebuilding markets in the United States. Since 1998, they have expanded through acquisition into Arizona, Colorado, Florida and the Carolinas. Each of the acquisitions included substantial, strategic lot inventories as well as experienced management teams. As a result of these acquisitions, Standard Pacific's non-California divisions represented over 74% of homes delivered in 2006, compared to just over 20% of deliveries in calendar1997. Standard Pacific amended its $1.1 billion revolving line of credit on April 27, 2007. The term was extended from August 2009 to May 2011 and allowed the company a one-time temporary reduction in its minimum interest coverage ratio covenant, concurrent with a temporary tightening of its leverage covenant as well as a prohibition on share repurchases during the reduced interest coverage period. The same covenant modifications were made to Standard Pacific's $100 million senior Term Loan A and $250 million senior Term Loan B facilities. As of March 31, 2007, the company had $272 million in debt outstanding under its $1.1 billion revolving credit facility and $61.7 million in issued but undrawn letters of credit outstanding. TOTAL SAFETY: $10MM Additional Loan Cues S&P to Affirm Ratings -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its bank loan and recovery ratings on the $100 million senior secured credit facilities of Total Safety U.S. Inc. (B-/Stable/--), after the company proposed $10 million in additional loans. The first-lien facilities, which now consist of an $85 million term loan and a $15 million revolving credit facility, are rated 'B-', same as the corporate credit rating on the company. The recovery rating is '3', indicating the expectation of meaningful (50%-70%) recovery in the event of a payment default. The rating on the company's $40 million second-lien facility is 'CCC', two notches below the corporate credit rating, with a recovery rating of '6', indicating the expectation of negligible (0%-10%) recovery in the event of a payment default. Total Safety will use proceeds from the $10 million first-lien add-on loan for acquisitions and to pay down its revolving credit facility. Ratings List Total Safety U.S. Inc. Corporate Credit Rating B-/Stable/-- $100 mil 1st-lien fac B- (Recovery rtg: 3) $40 mil 2nd-lien fac CCC (Recovery rtg: 6) TRAVELPORT HOLDINGS: Lower Proceeds Cue S&P to Revise Outlook ------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Travelport Holdings Ltd. and its major operating subsidiary, Travelport LLC, to stable from positive. The outlook change reflects lower-than-expected proceeds from the proposed IPO of Travelport LLC's Orbitz subsidiary. All ratings, including its 'B' corporate credit rating, are affirmed. "Although $535 million of the expected $578 million of proceeds from the proposed Orbitz IPO will be used repay Travelport debt, this amount is insufficient to warrant a ratings upgrade," said Standard & Poor's credit analyst Betsy Snyder. "As a result, the company's financial profile will not improve to the extent previously expected." In the first half of 2007, Travelport added over $2 billion of debt to its capital structure to fund a $1.1 billion dividend to its owners just seven months after its acquisition, and $1.090 billion to fund the merger with Worldspan L.P., a transaction expected to close in the third quarter of 2007. Travelport is owned by affiliates of the Blackstone Group and Technology Crossover Ventures, together with One Equity Partners. If the IPO is unsuccessful, any material improvement to Travelport's financial profile will be constrained by the $2 billion of incremental debt added in the first half of 2007 and carrying costs associated with that debt. Ratings reflect Travelport's highly leveraged financial profile, limited financial flexibility, and the seasonal and cyclical nature of the travel industry. Ratings also incorporate the company's major position in travel distribution and the strong cash flow this business generates. Proceeds from the IPO will be used to reduce Travelport debt and approximately $530 million of proceeds from Orbitz's new $600 million credit facilities will be used to repay Travelport debt. However, on a consolidated basis, the net effect on debt reduction and improvement in the company's credit ratios will not be as material as ratings had anticipated. Travelport's expected EBITDA interest coverage of less than 2x, funds from operations to debt in the mid-single-digit percent area, and debt to EBITDA of around 7x are all weaker-than-expected due primarily to the incremental debt added to the balance sheet. Travelport is a major travel distributor that operates in both the B2B sector, primarily through Galileo and GTA; and B2C sector, primarily through Orbitz, ebookers, and CheapTickets, on a global basis. Travelport's three major businesses are Galileo (57% of revenues), Orbitz (30% of revenues), and GTA (13% of revenues). Galileo is a major GDS, which focuses primarily on electronic travel distribution services that connect travel suppliers to travel agencies, who then distribute these services to their customers. Any significant improvement in the company's financial profile will be constrained by its heavy debt level. S&P could revise the outlook to positive if the Orbitz IPO succeeds and Travelport sells off a further stake and uses proceeds to reduce debt. An outlook revision to negative is not considered likely over the near to intermediate term. TRIOMPHE RE: Moody's Rates $40 Million Term B Facility at Ba1 ------------------------------------------------------------- Moody's assigned these ratings to Triomphe Re Limited's Senior Secured Credit Facilities: -- Baa2 to the $24 million Term A facility -- Ba1 to the $40 million Term B facility. "Launched in January 2007, Triomphe Re is a licensed Class 3 Bermuda reinsurer which provides quota share retrocessional coverage for two years, exclusively to the PARIS RE Group, and is what is commonly termed a 'sidecar'," notes analyst Pano Karambelas. Pursuant to the quota share agreement, PARIS RE will pass on (cede) -- and Triomphe Re will assume -- a portion of the premiums and losses (24% in year 1) of PARIS RE non-proportional property portfolio comprising catastrophe excess of loss and property per risk treaties. The underlying treaties cover both residential and commercial property risks worldwide. In return, PARIS RE will receive fee income in the form of ceding and profit sharing commissions. Triomphe Re has been capitalized with $121 million of equity and $64 million of term loans, substantially all of which has been placed into collateral trusts for potential claim obligations to PARIS RE. Collateral assets must be invested in Aa or better, or P-1 rated securities. The difference in ratings between the Term A facility and the Term B facility reflects the difference in priority between the two tranches with respect to payment of interest and principal. The ratings for the term loans are supported by Moody's probabilistic analysis, using a financial model, to determine both the probability of default and expected loss to lenders in each tranche. The most important input into the financial model is the probability curve of net losses derived by PARIS RE. Moody's stressed the base curves to reflect non-modeled elements as well Moody's judgment regarding the uncertainties inherent in peril modeling. The PDs and ELs determined by the analysis were then compared to Moody's idealized default rates and expected loss rates. Finally, the assigned ratings also contemplate a number of additional qualitative considerations including the level of alignment of interests between stakeholders and the absence of an independent review of the catastrophe modeling work. Key rating factors include: Model Risk Catastrophe modeling is the most important risk factor. Although the subject portfolio benefits significantly from worldwide diversification across a range of perils, model risk is a heightened concern in this transaction reflecting use of low resolution exposure data, and perils and regions where little historical data is available for calibration of models. The subject portfolio does not exclusively comprise catastrophe excess of loss contracts, but includes property per risk business, the majority of which was modeled using proprietary models. The base curve was derived using commercial catastrophe modeling software, and largely reflects the catastrophe excess of loss portion of the subject portfolio. The models were run with storm surge, loss amplification, and fire following earthquake and also included further adjustments made by PARIS RE to add conservatism in circumstances where they believed that commercial models underestimate the exposure. About 5% of total catastrophe event limits were not modeled using commercial models. Moody's stressed the base curve to account for several items: i. inherent uncertainty in peril modeling, particularly with respect to peril-zones where little historical data is available for model calibration; ii. low resolution data, particularly for peril-zones where detailed exposure data is not available; iii. non-modeled elements like loss adjustment expenses, extra- contractual obligations, inflation and exposure growth; and iv. un-modeled business lines, 5% of total event limits. Finally, Moody's does not expect the per risk business to be a significant driver of defaults to the debt, given its modest share of the overall subject business and largely attritional loss profile. That said, there exists ample potential for the underestimation of both the attritional and "catastrophe correlated" components of this business. As a result, Moody's stress tested a separate probability curve of losses for the per risk book, contemplating both increased levels of attritional losses and catastrophe volatility, and incorporated the simulation results in the financial model. Alignment of Interests In Moody's opinion, there is a reasonable alignment of interests between PARIS RE and and Triomphe Re. First, the potential for "cherry picking" by PARIS RE is limited since the subject portfolio consists of the entirety of PARIS RE's worldwide property non-proportional business. Second, PARIS RE is counter- party to a two-year quota share covering the same subject portfolio on substantially similar terms and conditions, negotiated with a traditional third-party reinsurer, which gives some comfort regarding a fair alignment of interests with respect to the Triomphe Re quota share. Third, PARIS RE must retain at least 50% of the subject portfolio, which is comparable to what we've seen in most sidecars. However, any reinsurance purchased by PARIS RE, would not inure to the benefit of the sidecar. Commutation Mechanism Triomphe Re and PARIS RE will terminate their reinsurance relationship through a commutation following the two-year risk period. Triomphe Re will extinguish its liability to PARIS RE by paying PARIS RE a consideration equal to amount of loss reserves, as estimated by PARIS RE in accordance with its customary procedures. If losses are significant, then PARIS RE has the option to delay the commutation up to 12 months while losses are being determined which should help reduce estimation error. Portfolio and Risk Profile Moody's views the globally diversified subject business favorably, which excludes terrorism, retrocession, marine & aviation, casualty, proportional covers, unlimited covers, and facultative business. As a "losses occurring" transaction, the 2007 subject portfolio includes U.S. catastrophe business written in the second half of 2006. However, the range of covered perils and underlying business lines is fairly broad and the mix may shift over time. In addition, the deal is subject to pricing uncertainty, depending upon the level of catastrophe activity in 2007-2008. Since 2002, the property per risk contracts in the subject book feature occurrence limits, thereby dampening the "catastrophe correlation" between the per risk and the catastrophe excess of loss books. These ratings have been assigned with a stable outlook: Triomphe Re Limited -- $24 million senior secured term loan (Term A facility) at Baa2; Triomphe Re Limited -- $40 million senior secured term loan (Term B facility) at Ba1. PARIS RE Holdings is a Switzerland-domiciled reinsurer, formed in 2006 to acquire the ongoing reinsurance business of AXA Re. PARIS RE is a global provider of reinsurance solutions through operating subsidiaries located in Bermuda, Paris, Miami, Montreal, Zug, and Washington D.C. During 2006, the company wrote $1.6 billion of gross premiums written. As of Dec. 31, 2006, shareholders' equity was $2.1 billion. UNIVERSAL COMPRESSION: Unit to Redeem $175 Million Senior Notes --------------------------------------------------------------- Universal Compression Inc., subsidiary of Universal Compression Holdings Inc., will redeem all $175 million of its remaining outstanding 7.25% Senior Notes due 2010. The indenture governing the notes permits the unconditional redemption of all of the notes at a redemption price of 103.625% plus accrued and unpaid interest up to and including the date fixed for redemption. The expected date of redemption is Aug. 13, 2007. The Bank of New York is the trustee and redemption agent for the notes. Formal notice of the redemption setting forth the redemption procedures will be made to bondholders on July 13, 2007. The redemption of the notes is part of the refinancing plan of Universal and Hanover Compressor Company implemented in anticipation of the closing of their pending merger, which is currently expected to occur on Aug. 20, 2007, if the conditions to the closing have been satisfied as of that date. As part of the refinancing plan, Exterran Holdings Inc., which will be the publicly traded holding company after the completion of the merger, has engaged Wachovia Capital Markets LLC and J. P. Morgan Securities Inc. to arrange and syndicate a senior secured credit facility, consisting of a revolving credit facility and a term loan, and has engaged Wachovia to provide a new asset- backed securitization facility to Exterran. The primary purpose of these new facilities will be to fund the redemption or repurchase of all of Universal's and Hanover's outstanding debt other than Hanover's convertible debt securities and the credit facility of Universal's publicly traded subsidiary, Universal Compression Partners L.P. The new facilities will replace Universal's and Hanover's existing bank lines and Universal's existing asset-backed securitization facility. The closing of the new facilities is subject to the receipt of sufficient commitments from participating lenders and the execution of mutually satisfactory documentation. About Universal Compression Holdings Headquartered in Houston, Texas, Universal Compression Holdings, Inc., (NYSE: UCO) -- http://www.universalcompression.com/-- is a natural gas compression services company, providing a full range of contract compression, sales, operations, maintenance and fabrication services to the domestic and international natural gas industry. * * * As reported in the Troubled Company Reporter on Feb. 8, 2007, Standard & Poor's Ratings Services affirmed the 'BB' corporate credit ratings on Universal Compression Holdings Inc. and its related entity Universal Compression Inc. VINTAGE FAIRE: Case Summary & Eight Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Vintage Faire, LLC P.O. Box 150338 San Rafael, CA 94915 Bankruptcy Case No.: 07-10845 Chapter 11 Petition Date: July 15, 2007 Court: Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: Michael C. Fallon, Esq. Suite 100 East Street, Suite 219 Santa Rosa, CA 95404 Tel: (707) 546-6770 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its Eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Middle Lake LLC $379,730 1924 Fourth Street San Rafael, CA 94901 Lake County Tax Collector $16,802 255 North Forbes Street Room 215 Lakesport, CA 95453 De Leon Engineering Engineering Services $3,117 125 Park Street Lakeport, CA 95453 Stein & Lubin LLP Legal Services $3,088 TJKM Transportation Consultants $1,607 State Farm Insurance Insurance Services $251 ORO Editions $250 Secretary of State 2007 $25 VIRTUAL FONLINK: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Virtual Fonlink, Inc. dba Creditel 1875 Century Park East, Suite 600 Los Angeles, CA 90067 Bankruptcy Case No.: 07-10930 Type of Business: The Debtor manufactures radio & T.V. broadcasting & communications equipment. Chapter 11 Petition Date: July 13, 2007 Court: District of Delaware (Delaware) Judge: Mary F. Walrath Debtor's Counsel: Christopher M. Samis, Esq. Chun I. Jang, Esq. John Henry Knight, Esq. Michael Joseph Merchant, Esq. Richards, Layton & Finger, P.A. 920 North King Street One Rodney Square Wilmington, DE 19801 Tel: (302) 651-7845 Fax: (302) 651-7701 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Z Capital, Inc. $697,260 1015 Gayley Avenue, Suite 200 Los Angeles, CA 90024 Tel: (310) 666-8883 Fax: (310) 666-8883 Randal Tumura $682,903 20 Ascension Irvine, CA 92612 Tel: (949) 856-1302 Brent Hamill $520,529 561 Casey Key Road Nokomis, FL 34275 Digital Financial Services (DFG) $448,551 845 East 4800 South, Suite 100 Murray, UT 84107 Don Sanders $420,329 180 West Park Avenue, Suite 150 Elmhurst, IL 60125 Tel: (630) 530-9700 Gale Martin, M.D. $415,808 310 Crest Road Southern Pines, NC 28387 Heavenly Properties $255,744 18400 Coastline Drive Malibu, CA 90265 Tel: (310) 968-4799 Georges F. Elias $229,613 Randy Ward $180,000 Michael Cortrell $171,320 Ioannis Pallikaris $144,795 Michael Winterburn $144,700 Karl Stonecipher, M.D. $141,931 Gary Walker $130,434 James Salz, M.D. $129,973 Demetri Vrotsos $129,481 Andrew Shayne $129,143 Helene Prelsky $127,615 Michael & Brenda Murphy $116,194 Dr. Phil Roberts $116,194 WHOLE FOODS: SEC Conducts Probe Over CEO's Internet Postings ------------------------------------------------------------ The U.S. Securities and Exchange Commission is initiating an informal query on Whole Foods Market Inc.'s Chief Executive Officer John Mackey over his alleged postings in internet message boards, various reports say. According to the reports, Mr. Mackey, using the name "rahodeb," has been posting information about his company that contradicted past public statements. The SEC is reviewing whether Mr. Mackey's posts were misleading about the company's performance. The reports disclose that Mr. Mackey has also been bad mouthing competitors, including Wild Oats Markets Inc., which Whole Foods is about to acquire. The anonymous postings of Mr. Mackey were revealed when the U.S. Federal Trade Commission initiated a lawsuit, as reported in the Troubled Company Reporter on June 21, 2007, seeking to block the proposed merger between the two companies. About Wild Oats Markets Headquartered in Boulder, Colorado, Wild Oats Markets Inc. -- http://www.wildoats.com/-- is a natural and organic foods retailer in North America with annual sales of approximately $1.2 billion. Wild Oats Markets was founded in Boulder, Colorado in 1987. Wild Oats Markets currently operates 110 stores in 24 states and British Columbia, Canada under four banners: Wild Oats Marketplace (nationwide), Henry's Farmers Market (Southern California), Sun Harvest (Texas), and Capers Community Market (British Columbia). About Whole Foods Market Founded in 1980 in Austin, Texas, Whole Foods Market, Inc. (NASDAQ: WFMI) -- http://www.wholefoodsmarket.com/-- is a natural and organic foods supermarket. In fiscal year 2006, the company had sales of $5.6 billion and currently has more than 190 stores in the United States, Canada, and the United Kingdom. * * * As reported in the Troubled Company Reporter on May 1, 2007, Standard & Poor's Ratings Services said that while the ratings on Whole Foods Market Inc., including the 'BBB-' corporate credit rating, currently remain on CreditWatch with negative implications, where they were placed on Feb. 22, 2007, S&P will lower the corporate credit rating to 'BB+' from 'BBB-' upon closure of its acquisition of Wild Oats Inc. At this time, ratings will also be removed from CreditWatch. The outlook will be stable. * Moody's Issues Corrections on Previously Released Actions ----------------------------------------------------------- Moody's Investors Service's disclosed correction on rating actions previously released. Moody's say that the rating action for Terwin Mortgage Trust Series 2005-3SL, Class B-5 appeared incorrectly and the correct rating action is: -- Series 2005-3SL, Class B-5, downgraded from Ba1 to B1 The rating actions for GSAMP Trust 2006-FM2 omitted one tranche: -- Cl. B2, Downgraded to Caa2 from Ba2 Corrected rating actions for Long Beach Mortgage Loan Trust 2006-7 are: -- Cl. M-9, Downgraded to Ba2 from Baa3 -- Cl. M-10, Downgraded to B1 from Ba1 The rating actions for GSAMP Trust 2006-FM2 omitted one tranche: -- Cl. B2, Downgraded to Caa2 from Ba2 Corrected rating actions for Long Beach Mortgage Loan Trust 2006-7 are: -- Cl. M-9, Downgraded to Ba2 from Baa3 -- Cl. M-10, Downgraded to B1 from Ba1 * NachmanHaysBrownstein Appoints Four Restructuring Professionals ----------------------------------------------------------------- NachmanHaysBrownstein, Inc. has appointed four new professionals mainly in its restructuring and turnaround fields. Jon Jensen and John Keefe have joined the firm as Managing Directors, and Tom Gantt and Noel Parsons have joined as Senior Consultants. John Keefe has been appointed Managing Director in New York. Mr. Keefe specializes in the development of strategic direction and restructuring plans, and has served as CEO, CFO and CRO for troubled companies in a variety of industries. Prior to joining NHB, he founded several companies including a high technology venture capital investment partnership and a provider of Enterprise Software Solutions for business infrastructure management. Jon Jensen, CTP has been appointed Managing Director in Philadelphia. Mr. Jensen has more than 35 years of experience in the turnaround field, and has served as CEO, COO, and CFO for domestic and international companies in the distribution, manufacturing, high technology and pharmaceutical industries. He is a Certified Turnaround Professional and a member of the Turnaround Management Association and the American Bankruptcy Institute. Tom Gantt has been named a Senior Consultant in Washington, D.C. Mr. Gantt has over 20 years of executive management experience, including leading change as a COO for non-profit organizations and managing the financial and administrative services of a large Federal Government educational institute. He has led Federal Government contracting engagements as a turnaround specialist and has significant experience with minority contractors currently in or emerging from the Federal SBA 8(a) program. Noel Parsons, CMC has been named a Senior Consultant in Charlotte. Mr. Parsons has over 25 years of sales management and business development experience in the banking, distribution and manufacturing industries. He is a Certified Management Consultant and specializes in developing financing options for distressed companies. He will also support the firm's business development in the banking and asset-based lending industries throughout the southeastern United States. About NachmanHaysBrownstein Based in Philadelphia, NachmanHaysBrownstein, Inc. -- http://www.nhbteam.com/-- is one of the country's leading turnaround and crisis management firms, having been included among the "Outstanding Turnaround Firms" in Turnarounds & Workouts for the past twelve consecutive years. NHB demonstrates leadership in corporate renewal by creating value and preserving capital through turnaround and crisis management, financial advisory, investment banking and fiduciary services to financially challenged companies throughout America, as well as through their investors, lenders and trade creditors. NHB focuses on producing lasting performance improvement and maximizing the business' value to stakeholders by providing the leadership and credibility required to reconcile the client's objectives, economic reality and available alternatives to establish an achievable goal. * Large Companies with Insolvent Balance Sheets ----------------------------------------------- Total Shareholders Total Working Equity Assets Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------------ ------- -------- Abraxas Petro ABP (22) 118 (4) AFC Enterprises AFCE (25) 162 4 Alaska Comm Sys ALSK (29) 551 19 Alliance Imaging AIQ (4) 678 50 Bare Escentuals BARE (189) 184 91 Blount International BLT (98) 448 135 CableVision System CVC (5,349) 9,654 (638) Calpine Corp CPNLQ (7,348) 18,594 (3,055) Carrols Restaurant TAST (24) 453 (28) Cell Therapeutic CTIC (101) 94 24 Centennial Comm CYCL (1,090) 1,393 92 Charter Comm CHTR (6,345) 15,177 (1,015) Cheniere Energy CQP (168) 2,104 108 Choice Hotels CHH (70) 305 (55) Cincinnati Bell CBB (773) 1,951 27 Claymont Stell PLTE (50) 150 67 Compass Minerals CMP (46) 691 157 Corel Corp. CRE (21) 271 (42) Crown Holdings CCK (225) 6,582 310 Crown Media HL CRWN (519) 759 64 CV Therapeutics CVTX (90) 356 263 Cyberonics CYBX (16) 137 (28) Dayton Superior DSUP (106) 312 60 Deluxe Corp DLX (40) 1,223 (402) Denny's Corporation DENN (221) 444 (67) Depomed Inc. DEPO (37) 37 16 Domino's Pizza DPZ (561) 421 39 Dun & Bradstreet DNB (458) 1,392 (238) Echostar Comm DISH (30) 9,066 1,150 Eisntein Noah Re BAGL (131) 135 (9) Embarq Corp EQ (331) 8,983 (409) Emeritus Corp. ESC (112) 953 (55) Empire Resorts I NYNY (10) 71 12 Encysive Pharmaceutical ENCY (122) 87 52 Enzon Pharmaceutical ENZN (55) 369 180 Epix Pharmaceutical EPIX (51) 112 39 Extendicare Real EXE-U (20) 1,316 29 Foamex Intl FMXI (272) 579 150 Ford Motor Co F (3,447) 281,491 (8,138) Gencorp Inc. GY (65) 1,037 31 General Motors GM (3,202) 185,198 (5,059) Graftech International GTI (86) 772 241 Healthsouth Corp. HLS (1,602) 3,238 (398) I2 Technologies ITWO (15) 185 32 ICOS Corp ICOS (18) 285 112 IDEARC Inc IAR (8,755) 1,508 171 IMAX Corp IMX (33) 243 84 Incyte Corp. INCY (104) 325 261 Indevus Pharma IDEV (144) 76 36 Intermune Inc ITMN (55) 249 195 Isolagen Inc ILE (48) 49 21 Ista Pharmaceuticals ISTA (15) 48 18 Jazz Pharmaceuticals JAZZ (195) 201 47 Koppers Holdings KOP (70) 671 177 Life Sciences LSR (1) 237 25 Lodgenet Entertainment LNET (54) 274 8 McMoran Exploration MMR (47) 446 (31) Mediacom Comm MCCC (110) 3,620 (269) National Cinemed NCMI (585) 401 43 Neurochem Inc NRM (34) 61 20 New River Pharma NRPH (110) 152 (19) Nexstar Broadcasting NXST (80) 709 23 NPS Pharm Inc. NPSP (213) 180 (219) ON Semiconductor ONNN (138) 1,441 309 Protection One PONN (85) 441 (1) Qwest Communication Q (1,534) 20,701 (1,440) Radnet Inc. RDNT (48) 396 31 Ram Energy Resources RAME (2) 184 (6) Regal Entertainment RGC (130) 3,085 (131) Riviera Holdings RIV (28) 221 13 RSC Holdings Inc RRR (408) 3,281 (3,410) Rural Cellular RCCC (587) 1,362 183 Rural/Metro Corp. RURL (93) 298 38 Savvis Inc. SVVS (14) 640 145 Sealy Corp. ZZ (154) 1,021 61 Senorx Inc SENO (4) 16 2 Sipex Corp SIPX (12) 53 7 St. John Knits Inc. SJKI (52) 213 80 Station Casinos STN (178) 3,694 (46) Stelco Inc STE (83) 2,788 656 Sun-Times Media SVN (369) 929 (265) Suncom Wire-CL SCWH (433) 1,639 209 TechTarget TTGT (66) 94 31 Town Sports Int. CLUB (20) 436 (52) Unisys Corp. UIS (5) 3,913 317 Weight Watchers WTW (1,053) 1,019 (82) Western Union WU (172) 5,354 972 Westmoreland Coal WLB (108) 759 (55) Worldspace Inc. WRSP (1,641) 527 85 WR Grace & Co. GRA (467) 3,628 912 XM Satellite XMSR (445) 1943 (76) Xoma Ltd. XOMA (6) 70 28 ********* 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/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. 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. Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, John Paul C. Canonigo, Sheena Jusay, and Peter A. Chapman, Editors. Copyright 2007. 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 $775 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 ***