/raid1/www/Hosts/bankrupt/TCR_Public/070731.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 31, 2007, Vol. 11, No. 179
Headlines
ABITIBI-CONSOLIDATED: Shareholders Vote "FOR" AbitibiBowater Inc.
ADVANCED COMM: Posts $344,019 Net Loss in Quarter Ended March 31
AMERICAN AXLE: Earns $34 Million in Second Quarter Ended June 30
AMERICAN CAPITAL: Arranges $710 Mil. Loan for Appleseed's Brands
AMERIMARK DIRECT: Moody's Places Corporate Family Rating at B2
ARION INSURANCE: Chapter 15 Petition Hearing Set for Aug. 8
ASSOCIATED ESTATES: Earns $8.8 Million for Second Quarter 2007
ATLAS PIPELINE: Anadarko Deal Cues S&P to Cut Debt Rating to B+
AVALON RE: Fitch Lifts Rating on Class A Notes to BB+ from BB-
AXA INSURANCE: Court Sets Aug. 15 Chap. 15 Petition Hearing
BALL CORP: Earns $105.9 Million in Second Quarter 2007
BARNEYS NEW YORK: S&P Places Corporate Credit Rating at B
BEAR STEARNS: S&P Puts BB Prelim Rating on $3.533M Class E Certs.
BEST-METROPOLITAN: Case Summary & 20 Largest Unsecured Creditors
BKC LLC: Voluntary Chapter 11 Case Summary
BOYD GAMING: Appoints Keith E. Smith as Chief Executive Officer
BRYN MAWR: Fitch Assigns BB Rating on Classes E-2 & E-1 Notes
CALPINE CONSTRUCTION: S&P Affirms Junk Corporate Credit Rating
CAREY INT'L: Constrained Liquidity Cues S&P's Negative Watch
CAVALRY CONSTRUCTION: Case Summary & 16 Largest Unsec. Creditors
CELANESE CORP: Posts $117 Million Second Quarter 2007 Net Loss
CHENIERE ENERGY: Closes Sale of 9 Million Shares for $325 Million
CLEAR CHANNEL: 2nd Qtr. 2007 Net Income Increases to $236 Mil.
CLEARLY CANADIAN: Posts $2.2 Mil. Net Loss in Qtr. Ended March 31
CMALT: Fitch Rates $3.421 Million Class B-5 Certificates at B
COLON END: Case Summary & 20 Largest Unsecured Creditors
COMMERCIAL VEHICLE: S&P Places BB- Rating Under Negative Watch
CONDOR INSURANCE: Chapter 15 Petition Summary
CONSOL ENERGY: Earns $153 Million in Second Quarter Ended June 30
COSINE COMM: Earns $122,000 in Second Quarter Ended June 30
CRDENTIA CORP: Posts $6.6 Million Net Loss in Qtr. Ended March 31
CRESTED CORP: Completes Sale of Stake in Uranium One
DADE BEHRING: Siemens Merger Prompts Moody's to Hold Ba1 Rating
DAYTON SUPERIOR: June 29 Balance Sheet Upside-Down by $99.4 Mil.
DND TECH: March 31 Balance Sheet Upside-down by $8.6 Million
DYNAMOTIVE ENERGY: Posts $3.2 Mil. Net Loss in Qtr. Ended March 31
FAMILY FINANCE: Case Summary & Five Largest Unsecured Creditors
FANNIE MAE: To Redeem Securities Totaling $265 Million
FIRST INTERNATIONAL: Fitch Affirms Ratings on 11 Note Classes
FUNCTIONAL RESTORATION: Section 341(a) Meeting Moved to Aug. 30
GATEHOUSE MEDIA: Moody's Holds B1 Corporate Family Rating
GENERAL CABLE: Completes Sr. Floating Rate Notes Exchange Offer
GENOIL INC: Incurs CDN$1.8 Million Net Loss in Qtr. Ended March 31
HARBOURVIEW CDO: S&P Cuts Rating to B- and Removes Negative Watch
HIBISCUS SUITES: Case Summary & 20 Largest Unsecured Creditors
HINES HORTICULTURE: Posts $46.5 Million Net Loss in Full Year 2006
HORNBECK OFFSHORE: To Acquire Nabors' Sea Mar Fleet for $186 Mil.
HORIZON LINES: Earns $9.6 Million in Second Quarter Ended June 24
HORIZON LINES: S&P Rates Proposed $300MM Convertible Notes at B
HOUSING FINANCE: S&P Cuts Rating on Series 2001D Bonds to "BB"
INLAND EMPIRE: Fitch Mulls Rating $23MM S. 2007E Bonds at BB
ITC^DELTACOM: March 31 Balance Sheet Upside-Down by $107.8 million
J.P. MORGAN: Fitch Rates $2.8 Million Class B-5 Certificates at B
JAMES BELL: Case Summary & 18 Largest Unsecured Creditors
JARDEN CORP: Planned $700MM Loan Add-On Cues S&P to Hold Ratings
JMG EXPLORATION: Earns $1.9 Million in Quarter Ended March 31
JMG EXPLORATION: Extends Due Diligence Period for Iris Acquisition
KARA HOMES: Wants Solicitation Period Extended Until October 9
LEBARON DRYWALL: Exclusive Plan Filing Deadline Moved to Oct. 10
LEXICON UNITED: March 31 Balance Sheet Upside-down by $389,774
LYONDELL CHEMICAL: Earns $176 Million in Quarter Ended June 30
MAPS CLO: Moody's Rates $16 Million Class D Notes at Ba2
MEGA BRANDS: Moody's Downgrades Corporate Family Rating to B1
MEDTRONIC INC: $3.9BB Kyphon Deal Cues Moody's to Review Ratings
MENNONITE GENERAL: Fitch Lifts Rating on $43.2MM Bonds to BB-
MIRANT CORP: Mirant Lovett Wants Confirmation Hearing Recommenced
MORGAN STANLEY: S&P Holds Low-B Ratings on 7 Certificate Classes
NEW RIVER: Want to Hire Charles Nichols as Accountant
NYLSTAR INC: Files Schedules of Assets & Liabilities
OGLEBAY NORTON: S&P Revises Watch to Negative from Developing
ONEIDA LTD: S&P Holds 'B' Corporate Credit Rating
OPPENHEIMER HOLDINGS: Moody's Lifts Outlook to Positive
ORLANDO CITYPLACE: Section 341(a) Meeting Scheduled on August 20
PAYLESS SHOESOURCE: Poor Cash Flow Cues S&P to Cut Rating to B+
PEOPLE'S CHOICE: Seeks Sept. 28 Extension of Plan Filing Period
PINE RIVER: Exclusive Plan Filing Date Extended Until Aug. 31
POINT THERAPEUTICS: Discloses Additional Mgt. Staff Reductions
PORTRUSH PETROLEUM: Posts CDN$73,191 Net Loss in 1st Qtr. 2007
PROMETRIC: Thomson Deal Cues Moody's Ba3 Secured Facilities Rating
ROSEDALE CLO: Moody's Rates $12.5 Million Class E Notes at Ba2
RURAL/METRO CORP: Moody's Affirms B2 Corporate Family Rating
SACO I: Poor Collateral Performance Prompts S&P to Lower Ratings
SAINT VINCENT'S: Wants to Obtain $55MM Financing from MPA Lender
SYMBION INC: Second Quarter 2007 Earnings Down to $3.9 Million
UNIVERSITY HEIGHTS: Has Until Nov. 27 to File Chapter 11 Plan
VENTAS INC: Unit Amends $600 Million Unsec. Bank Credit Facility
W.R. GRACE: Judge Fitzgerald Terminates Exclusive Periods
WCI COMMUNITIES: Impeded Sale Cues S&P to Junk Credit Rating
WERNER LADDER: Disclosure Statement Hearing Moved to Aug. 23
* Large Companies with Insolvent Balance Sheets
*********
ABITIBI-CONSOLIDATED: Shareholders Vote "FOR" AbitibiBowater Inc.
-----------------------------------------------------------------
Abitibi-Consolidated Inc.'s shareholders have voted in favor of
the combination of Abitibi-Consolidated and Bowater Incorporated.
The vote on the plan of arrangement required to effect the
combination occurred at a Special Meeting of shareholders of
Abitibi-Consolidated. Approximately 80% of the vote cast were
voted in favor of the combination. In addition, no material
amount of shares dissented from the transaction.
"I am very pleased to see that our shareholders share the same
perspective on the benefit of the proposed combination with
Bowater," said John Weaver, president and CEO of Abitibi-
Consolidated, said. “We believe AbitibiBowater will be a global
leader with a brighter future than either company would have on
its own. We believe the combination with Bowater, which is
expected to generate annualized synergies of at least
$250 million, will enhance financial flexibility, increase cash
flow, and create a better opportunity to unlock future value."
The combined company, which will be called AbitibiBowater Inc.,
will produce a wide-range of newsprint, commercial printing
papers, market pulp and wood products. AbitibiBowater will own or
operate 32 pulp and paper facilities and 35 wood products
facilities located in the United States, Canada, the United
Kingdom and South Korea.
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.
ADVANCED COMM: Posts $344,019 Net Loss in Quarter Ended March 31
----------------------------------------------------------------
Advanced Communications Technologies Inc.'s consolidated balance
sheet at March 31, 2007, showed $5.7 million in total assets and
$7.3 million in total liabilities, resulting in a $1.6 million
total stockholders' deficit.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $1.7 million in total current
assets available to pay $3.9 million in total current liabilities.
The company reported a net loss of $344,019 on net sales of
$2.62 million for the third quarter ended March 31, 2007, compared
with a net loss of $284,621 on net sales of $2.55 million for the
same period ended March 31, 2006.
Cyber-Test, the company's core operating business unit,
experienced a $91,000, or 3.6%, increase in net sales for the
three months ended March 31, 2007, compared to the three months
ended March 31, 2006. Encompass, which ceased operations in
California effective June 30, 2006, recorded no sales in the three
months ended March 31, 2007, compared to $26,000 in the same
period in 2006.
The increase in net loss is mainly a result of a decrease in gross
profit, primarily attributable to a change in product mix, and
other expense of $50,000 incurred in the the quarter ended March
31, 2007, which represents a reserve for possible additional
payments in connection with the Pacific Magtron International
Corp. bankruptcy proceeding and litigation settlement. This was
partly offset by a decrease in operating expenses.
Gross profit decreased to $815,000 for the three months ended
March 31, 2007, as compared to $896,000 for the three months ended
March 31, 2006, with gross margins declining to 31.1% from 35.1%
for the comparable periods.
Total operating expenses decreased to $1.09 million for the three
months ended March 31, 2007, compared to total operating expenses
of $1.16 million for the same period last year.
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?2116
Going Concern Doubt
Berenson LLP in New York raised substantial doubt about Advanced
Communications Technologies, Inc.'s ability to continue as a going
concern after auditing the company's financial statements for the
fiscal year ended June 30, 2006. The auditing firm pointed to the
company's net loss and working capital deficiency.
About Advanced Communications
Based in New York, Advanced Communications Technologies Inc.
(OTC BB: ADVC.OB) -- http://www.advancedcomtech.net/-- is a
public holding company specializing in the consumer electronic
aftermarket service and supply chain, known as reverse logistics.
Its wholly-owned subsidiary and principal operating unit,
Encompass Group Affiliates Inc. acquires and operates businesses
that provide office and consumer electronics repair services.
Encompass owns Cyber-Test Inc., an office and consumer electronic
equipment repair company based in Florida and the company's
principal operating business. Encompass ceased the operations of
PMIC in California effective June 30, 2006. The company currently
operates in one business segment, the repair and refurbishment
component of the reverse logistics industry.
AMERICAN AXLE: Earns $34 Million in Second Quarter Ended June 30
----------------------------------------------------------------
American Axle & Manufacturing Holdings Inc.'s earnings in the
second quarter of 2007 were $34 million. This compares to
earnings of $20.4 million in the second quarter of 2006.
The company's earnings in the second quarter of 2007 reflect the
impact of special charges and other non-recurring operating costs
of $7 million, primarily related to incremental attrition program
activity. Its second quarter earnings in 2007 also reflect the
impact of an additional $5.5 million charge, for the write-off of
unamortized debt issuance costs and other costs related to the
prepayment of the $250 million term loan due 2010.
Earnings in the second quarter of 2006 included a one-time non-
cash charge of $2.4 million, to write off unamortized debt
issuance costs related to the cash conversion of approximately
$128.4 million of the company's senior convertible notes due in
2024. The company's earnings in the second quarter of 2006 also
reflect the impact of an unfavorable tax adjustment of
$2.6 million, related to the settlement of foreign jurisdiction
tax liabilities.
Earnings in the first half of 2007 were $49.4 million, compared
wit earnings in the fist half of 2006 of $29.1 million.
Net sales in the second quarter of 2007 were $916.5 million as
compared to $874.6 million in the second quarter of 2006. Customer
production volumes for the full-size truck and SUV programs AAM
currently supports for GM and The Chrysler Group were
approximately the same as compared to the prior year. The company
estimates that customer production volumes for its mid-sized truck
and SUV programs were down 18% in the quarter on a year-over-year
basis. Non-GM sales represented approximately 24% of The
company's total sales in the second quarter of 2007.
Net sales in the first half of 2007 were $1.7 billion,
approximately the same as the first half of 2006. Gross margin was
11.5% in the first half of 2007 as compared to 9% for the first
half of 2006. Operating income for the first half of 2007 was
$94.8 million or 5.5% of sales as compared to $55.5 million or
3.2% of sales for the first half of 2006.
Net cash provided by operating activities in the first half of
2007 was $234.6 million as compared to $99.7 million in the first
half of 2006. Capital spending in the first half of 2007 was down
$80.5 million on a year-over-year basis to $75.5 million.
Reflecting the impact of this activity and dividend payments of
$15.8 million, the company's free cash flow of $143.3 million in
the first half of 2007 represents an improvement of $215.1 million
as compared to the first half of 2006.
Balance sheet as of June 30, 2007, listed $3 billion total assets,
$2.1 billion total liabilities, and $856.5 million total
stockholders' equity.
Management's Comments
"Through the first half of 2007, AAM is on track to achieve its
annual objectives for sales growth, margin expansion and free cash
flow generation," said the company's Co-Founder, Chairman of the
Board & chief executive officer Richard E. Dauch. "Our solid
operating performance and strong cash flow in the second quarter
of 2007 reflects [the company]'s continuing emphasis on
productivity gains, process efficiencies and structural cost
reductions. We will continue to focus on these and other
initiatives as part of our long-term strategic commitment to
achieving sustainable global cost competitiveness."
"[The company]'s world-class quality, warranty, delivery and
launch performance, and advanced technology are major
differentiators in today's global automotive supply market," said
Mr. Dauch. "The continued expansion of [the company]'s new
business backlog is evidence that we are successfully delivering
on our long-term strategic goals of expanding our product
portfolio, served markets, customer base and global manufacturing
footprint. We are especially pleased with the growth in our
backlog of orders from new customers in fast-growing global
markets."
About American Axle & Manufacturing
American Axle & Manufacturing Holdings Inc. (NYSE: AXL) --
http://www.aam.com/-- manufactures, engineers, designs and
validates driveline and drive train systems and related components
and modules, chassis systems and metal-formed products for light
trucks, sport utility vehicles and passenger cars. In addition to
locations in the United States (in Michigan, New York and Ohio),
the company also has offices or facilities in Brazil, China,
Germany, India, Japan, Luxembourg, Mexico, Poland, South Korea
and the United Kingdom.
* * *
As reported in the Troubled Company Reporter on July 3, 2007,
Fitch Ratings has affirmed American Axle & Manufacturing Holdings'
Inc. 'BB' Issuer Default Rating. At the same time, Fitch affirmed
American Axle & Manufacturing Inc.'s Issuer Default Rating at
'BB'; Senior unsecured revolving credit facility at 'BB'; Senior
unsecured term loan at 'BB'; and Senior unsecured notes at 'BB'.
The Rating Outlook has been revised to Stable from Negative.
AMERICAN CAPITAL: Arranges $710 Mil. Loan for Appleseed's Brands
----------------------------------------------------------------
American Capital Strategies Ltd. arranged, together with UBS
Securities LLC, a $710 million committed financing package for
Appleseed's Brands, the largest multi-channel marketer of private
label apparel for men and women aged 55 and over.
The investment supports Appleseed's Brands' recent acquisitions
and the refinancing of existing debt.
American Capital is serving as joint lead arranger and
administrative agent for the facilities and has funded
$480 million in a revolving credit facility, first and second lien
loans and junior notes at closing. UBS is serving as joint lead
arranger for the facilities and has funded $230 million in a
revolving credit facility and first lien loans. Following the
syndication of the first lien facilities, American Capital will
hold the majority of the $200 million second lien facilities and
$50 million in junior notes. Golden Gate Capital is the equity
sponsor.
"We are delighted to be leading this transaction as we continue to
support the growth of Golden Gate Capital's catalog portfolio,"
said Darin Winn, American Capital Regional Managing Director. "We
have now partnered with Golden Gate seven times over 18 months in
highly successful collaborations. They have again chosen us as
their partner from an intensely competitive field due to our deep
understanding of the company's business, ability to syndicate the
first lien facilities post-closing and to hold the second lien
facility. "
"Golden Gate Capital has established an unparalleled track record
of achieving significant operational improvements across its
rapidly growing and diverse multi-channel marketing portfolio,"
said Natasha Volyanskaya, American Capital Principal. "Led by a
world-class management team, Appleseed's Brands has established
itself as the leading multi-channel marketer of apparel for the
aging baby boomer generation -- the fastest-growing U.S.
demographic."
"We selected American Capital as our financing partner once again
due to their attractive and flexible financing structure, ability
to hold junior debt tranches and high level of professionalism,"
said Joshua Olshansky, Golden Gate Capital Principal. "American
Capital has played a critical role in facilitating our growth
strategy within the multi-channel marketing industry and we are
pleased with their continued commitment and our growing
partnership."
American Capital has invested directly and through its funds under
management over $11 billion in the last 12 months, over $7 billion
year to date and about $990 million quarter to date. Not
including funds under management, American Capital has invested
over $8 billion in the last 12 months, about $5.4 billion year to
date and about $800 million quarter to date.
As of June 30, 2007, American Capital shareholders have enjoyed a
total return of 578% since the company's August 1997 IPO -- an
annualized return of 22% assuming reinvestment of dividends.
American Capital has paid a total of $1.7 billion in dividends and
paid $24.24 dividends per share since IPO at $15 per share.
About Appleseed's Brands
Appleseed's Brands markets private label apparel for men and women
aged 55 and over in the U.S. It was formed in 2005 when Golden
Gate Capital bought Johnny Appleseed's and The TOG Shop. During
2005, the company also purchased Draper's and Damon's and then
acquired Norm Thompson Outfitters and Haband the following year.
Appleseed's manages eight catalogs, each targeting a distinct
profile of mature women and together providing merchandise across
the entire price-point spectrum. Appleseed's uses a combination
of catalogues, letter mailings and the Internet for direct
marketing. The company is headquartered in Beverly, MA.
About Golden Gate Capital
Golden Gate Capital is a San Francisco-based private equity
investment firm with about $3.4 billion of capital under
management. In addition to Appleseed Brands, American Capital has
invested with Golden Gate in six other portfolio companies,
including Inovis International Inc., provider of business-to-
business (B2B) software and services; Aspect Software Inc.,
provider of contact center software solutions for businesses
worldwide; Appleseed's Inc. and The Tog Shop, direct marketers of
specialty apparel; Haband Inc., one of America's oldest direct
mail-order houses; and Venus Swimwear Inc., direct marketer of
women's swimwear and sportswear.
American Capital and its affiliates invest from $5 million to
$800 million per company in North America and EUR5 million to
EUR500 million per company in Europe.
About American Capital
American Capital Strategies Ltd. in Bethesda, Maryland (Nasdaq:
ACAS) -- http://www.americancapital.com/-- is a publicly traded
buyout and mezzanine fund with capital resources of approximately
$7 billion. American Capital invests in and sponsors management
and employee buyouts, invests in private equity buyouts, provides
capital directly to early stage and mature private and small
public companies and through its asset management business is a
manager of debt and equity investments in private companies and
commercial loan obligations. American Capital provides senior
debt, mezzanine debt and equity to fund growth, acquisitions,
recapitalizations and securitizations. American Capital can
invest up to $300 million per transaction.
* * *
As reported in the Troubled Company Reporter on July 11, 2007,
Moody's Investors Service assigned a Baa2 rating to American
Capital Strategies Ltd. $500 million combined debt offering.
In addition, Moody's assigned a (P)Baa2 senior, unsecured and a
(P)Ba1 preferred stock rating to ACAS's $5 billion shelf
registration. The ratings outlook is stable.
AMERIMARK DIRECT: Moody's Places Corporate Family Rating at B2
--------------------------------------------------------------
Moody's Investors Service assigned a B2 first time corporate
family rating to AmeriMark Direct, LLC in connection with the
financing of its acquisition of Dr. Leonard's Healthcare Corp.
The outlook is stable.
First time ratings assigned are:
-- Corporate family rating of B2;
-- Probability of default rating of B2;
-- $20 million senior secured 6-year revolving credit at Ba3
(LGD 2, 30%);
-- $185 million senior secured 6-year first lien term loan at Ba3
(LGD 2, 30%), and
-- $110 million senior secured 7-year second lien term loan at
Caa1 (LGD 5, 82%).
The acquisition by AmeriMark of Dr. Leonard's, with the purchase
price representing a multiple of about 8 times, is expected to be
immediately accretive even without potential synergies. The
$20 million revolver and $185 million term loan will share first
liens on all assets, with the $110 million term loan secured by a
second lien on all assets.
AmeriMark's B2 corporate family rating balances its favorable
market position in the direct marketing segment with credit
metrics that are relatively weak for the rating category, the
depth and breadth of competition for its products from several
channels, including internet-based retailers as well as
traditional brick and mortar retailers, and a solid and
experienced management team. The potential for synergies and
other benefits from its acquisition of Dr. Leonard's outweigh the
integration risk, which is expected to be minimal.
AmeriMark Direct, LLC, founded in 1969 and headquartered in
Cleveland, Ohio, is a direct marketer of women's apparel and
accessories, personal care products, health related merchandise
and continuity membership programs, and upon completion of its
acquisition of Dr. Leonard's Health Care Corp. will sell through a
total of ten catalog titles.
ARION INSURANCE: Chapter 15 Petition Hearing Set for Aug. 8
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on Aug. 8, 2007, 10:00 a.m., New York time,
to consider responses and objections, if any, to the Chapter 15
petition filed on July 9, 2007, by Tamsin Victoria Walker for
Arion Insurance Company Limited as the company's foreign
representative.
Interested parties have until 5:00 p.m., New York time on
Friday, Aug. 3, 2007, to file their responses or objections
to the petition.
Lawyers at Allen & Overy LLP in New York City represent the
Foreign Representative in this case.
Arion is a Bermuda insurance company. The case is In Re
Arion Insurance Company Limited, (Bankr. S.D. N.Y. Case No.
07-12108).
ASSOCIATED ESTATES: Earns $8.8 Million for Second Quarter 2007
--------------------------------------------------------------
Associated Estates Realty Corporation reported net income
applicable to common shares of $8.8 million, for the second
quarter ended June 30, 2007, compared with net income applicable
to common shares of $26.7 million, for the second quarter ended
June 30, 2006.
The results for the second quarter of 2007 include $1.6 million in
defeasance costs and/or prepayment costs associated with the
repayment of $32 million in debt and $172,000 of costs associated
with the repurchase of 111,500 depository shares of the company's
Class B Preferred Shares.
Included in the company's second quarter results was the
contribution of $1.6 million related to the settlement of a
lawsuit. Excluding the above costs and settlement proceeds, core
FFO growth increased 13.6 percent, based on improved same
community results and lower interest costs.
Total revenue for the quarter was $38.5 million compared with
$34.9 million for the second quarter of 2006, an increase of
10.3%.
Commenting on the company's quarterly results, John Shannon,
senior vice president of operations, said, "Our performance is
ahead of what we expected over the last several quarters. We're
full, we're pushing rents and we're burning off concessions and
making good headway in terms of successfully executing our long-
term strategic plan to shed non-core assets and move into higher
growth markets."
First Half Performance
For the six months ended June 30, 2007, net income applicable to
common shares was $8 million compared to net income applicable to
common shares of $17.8 million for the period ended June 30, 2006.
Funds from operations for the first six months ended June 30, 2007
were $0.37 per share and include defeasance and/or prepayment
costs of $4.2 million, or about $0.25 per share associated with
the repayment of $62.9 million in debt and $172,000, or about
$0.01 per share of costs associated with the repurchase of 111,500
depository shares of the company's Class B Preferred Shares.
Excluding these costs, FFO for the first half of 2007 would have
been $0.63 per share. Included in the company's first half
results was the contribution of $1.6 million or about $0.09 per
common share related to the settlement of a lawsuit.
Revenues for the six month period ended June 30, 2007 for the
company's same community portfolio were up 4.8% and total property
operating expenses for the same community portfolio increased 2%,
resulting in a 7.2% increase in NOI compared with the first six
months of 2006.
Increased Acquisition/Disposition Activities
During the quarter, the company completed the sale of a 949-unit
high-rise property in Euclid, Ohio, a suburb of Cleveland. The
$34.6 million sale price reflects a blended cap rate of 4.5% based
on trailing 12 month NOI and after a 3.0 percent management fee
and $500 per unit of capex.
Year to date dispositions total $39.8 million. Also during the
quarter, the company acquired a 268-unit Class AA property in
Norfolk, Virginia and acquired its joint venture partner's 51%
interest in an 843-unit, Class A property in the greater Atlanta
market. The Norfolk acquisition represents the company's initial
move into the Virginia marketplace and the Georgia acquisition
bolsters the company's presence in the robust Atlanta marketplace.
Year to date acquisitions total $91.3 million.
2nd Quarter Earnings
Stock Repurchases
During the quarter the company completed the repurchase of 111,500
depository shares of the company's 8.7% Class B Series II
Preferred Shares for $2.9 million, leaving $19.5 million available
under the previously board authorized $50.0 million stock
repurchase program.
2007 Outlook
As a result of the increased acquisition activity completed during
the second quarter and the expected acceleration of second half
2007 dispositions, the company now expects to acquire $90 million
to $150 million of properties in 2007 and to dispose of
$100 million to $150 million of properties.
Previously the company had reported that it expected to acquire
$50 million of properties in 2007 and dispose of $50 to
$75 million of properties. At the same time, the company is
adjusting its 2007 full year FFO guidance from a range of $1.08 to
$1.12 per share to a range of $1.19 to $1.23 per share to reflect
the $0.09 per share of additional rental revenue related to the
settlement that occurred during the second quarter and a $0.02 per
share increase in the company's full year core operating
expectations.
About Associated Estates
Headquartered in Richmond Heights, Ohio, Associated Estates Realty
Corporation (NYSE: AEC) -- http://www.aecrealty.com/-- is a real
estate investment trust. The REIT directly or indirectly owns,
manages or is a joint venture partner in 103 multifamily
communities containing a total of 20,650 units located in nine
states.
* * *
As reported in the Troubled Company Reporter on July 23, 2007,
Moody's Investors Service affirmed the ratings of Associated
Estates (senior unsecured debt shelf rating at (P)B1) and revised
its rating outlook for the REIT to positive, from stable.
ATLAS PIPELINE: Anadarko Deal Cues S&P to Cut Debt Rating to B+
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Atlas Pipeline Partners L.P. to 'B+' from 'BB-'
following the company's acquisition of control of Anadarko
Petroleum Corp.'s interests in the Chaney Dell and Midkiff-Benedum
natural gas gathering and processing systems for
$1.85 billion.
At the same time, S&P assigned its 'BB-' rating and '2' recovery
rating to the company's $1.13 billion senior secured credit
facility, and lowered its existing ratings on the company's 8.125%
senior unsecured notes to 'B' from 'B+'. The ratings are removed
from CreditWatch with negative implications, where they were
originally placed on May 21, 2007. The outlook is stable.
Although a significant portion of the purchase price was funded by
privately placing $1.125 billion of equity, the acquisition has a
leveraging impact on a total debt to EBITDA basis and adds
commodity price risk.
"Management's growth targets are high given historical EBITDA
figures, and present integration risk," said Standard & Poor's
credit analyst Plana Lee.
Also, the complex transaction includes the creation of two joint
ventures with Anadarko that put distance between lenders and
acquired assets. The joint ventures will not be guarantors of the
credit facilities.
AVALON RE: Fitch Lifts Rating on Class A Notes to BB+ from BB-
--------------------------------------------------------------
Fitch Ratings has upgraded the long-term credit ratings of the
class A variable-rate notes of Avalon Re Ltd. to 'BB+' from 'BB-'
and affirmed the LTCR of the class B and C notes. In addition,
Fitch has revised the distressed recovery ratings of the Class B
notes to 'DR3' from 'DR4' and to 'DR4' from 'DR5' for the class C
notes. The rating actions affect $405 million of Avalon Re
variable-rate notes.
Avalon Re provides coverage to Oil Casualty Insurance, Ltd., a
Bermuda-based insurer, on a three-year excess of loss reinsurance
contract that attaches when losses exceed $300 million. The
upgrade reflects a significant decline in the estimated
probability of loss for the class A variable rate notes. The
estimated loss statistics have declined primarily because the
second year of the three-year transaction passed without the
occurrence of additional loss events. (However, OCIL incurred $10
million of loss development on events that occurred prior to June
1, 2006.) One year ago, the class A note holders were exposed if
an additional three events occurred in the next two years. Today,
the class A note holders are exposed if three events occur in the
next year. The estimated expected loss statistics of both the
class B and C notes also declined. While those changes were not
significant enough to change the LTCR of those note classes, the
recovery prospects improved sufficiently to warrant changes in the
DR ratings of the two classes.
The losses recorded to date by OCIL have not exceeded the
attachment point and, therefore, have not been ceded to Avalon Re
and have not resulted in a current loss of principal or interest
to note holders. The Class A, B and C note holders are exposed to
the third, fourth and fifth $150 million loss, respectively,
occurring within the three-year risk period. The notes pay 90% of
the loss incurred by OCIL.
Fitch continues to monitor OCIL's insurance losses. If OCIL
incurs additional insurance losses, note holders will suffer a
loss. Holders of the class C notes will suffer a loss first. If
the class C notes are exhausted by subsequent losses, holders of
the class B notes will then suffer a loss, followed by holders of
the class A notes if the Class B notes are exhausted. If a loss
of any magnitude occurs, Fitch will likely downgrade the class C
notes. Fitch may also downgrade the class A or B notes, depending
on the magnitude of the loss and the time remaining before the
notes' maturities.
Avalon Re is a Cayman Islands-domiciled insurance company formed
solely to issue the variable-rate notes, enter into a reinsurance
contract with OCIL, and to conduct activities related to the
notes' issuance. The variable-rate notes are insurance-linked
collateralized securities that will suffer a loss of principal if
OCIL's aggregate insured losses exceed a specified threshold that
varies by note class.
The affected notes are:
Avalon Re, Ltd.
-- $135 million Class A variable rate notes due June 6, 2008
upgraded to 'BB+' from 'BB-';
-- $135 million Class B variable rate notes due June 6, 2008
affirmed at 'CCC'; distressed recovery rating revised to
'DR3' from 'DR4';
-- $135 million Class C variable rate notes due June 6, 2008
affirmed at 'CCC-'; distressed recovery rating revised to
'DR4' from 'DR5'.
AXA INSURANCE: Court Sets Aug. 15 Chap. 15 Petition Hearing
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing at 9:45 a.m. Eastern Time on Aug. 15, 2007,
to consider the Chapter 15 petition filed by Philip Heitlinger, as
foreign representative of Axa Insurance UK PLC, Ecclesiastical
Insurance Office Plc, GLOBAL General and Reinsurance Company
Limited, and MMA IARD Assurances Mutuelles.
Responses to the petition are due Aug. 8, 2007.
The Debtors had written reinsurance business in the London market
through a reinsurance pool that went into a run-off on Nov. 1,
2002.
Reinsurance pools that enter into a run-off, typically completes
in 20 or more years, cease underwriting new business and seek to
determine, settle and pay all liquidated claims of their insureds
as they rise. To shorten the run-off and reduce administrative
cost, the Debtors have each entered into a scheme of arrangement
under English Law (collectively, the "Schemes". The Schemes apply
to all business written by the companies within the pool.
On Feb. 28, 2007, the companies met with Scheme Creditors, after
being allowed by the High Court in the UK on Dec. 12, 2006. The
High Court also confirmed that Mr. Heitlinger has authority to
request recognition and a permanent injunction order under Chapter
15 of the Bankruptcy Code on the December 12 order.
On July 9, 2007, the High Court sanctioned the Schemes, which were
voted in favor of by the requisite majorities of Scheme Creditors.
Lawyers at Chadbourne & Parke LLP in New York City represent
the Foreign Representative in this case.
The jointly administered cases were filed on June 9, 2007 (Bankr.
S.D. N.Y. Case Nos. 07-12110 and 07-12113). The Debtors' Chapter
15 filing has been reported in the Troubled Company Reporter on
July 11, 2007.
BALL CORP: Earns $105.9 Million in Second Quarter 2007
------------------------------------------------------
Ball Corporation reported second quarter earnings of
$105.9 million on sales of $2.03 billion, compared to
$129.8 million in 2006 when second quarter results included a
$45.2 million after-tax gain for property insurance recovery from
a fire in a manufacturing facility in Germany.
For the first six months of 2007, Ball's earnings were
$187.1 million on sales of $3.73 billion. First half 2006
results, which included the property insurance gain, were earnings
of $174.2 million on sales of $3.21 billion.
During the fourth quarter of 2006, Ball changed its method of
inventory accounting for certain inventories from the last-in,
first-out method to the first-in, first-out method. Results for
2006 have been adjusted to reflect the accounting change.
“Operating earnings for both the second quarter and the first half
were up compared to a year ago," said R. David Hoover, chairman,
president and chief executive officer. “Operating earnings in all
business segments except plastic packaging, Americas, were ahead
of last year through the first six months."
Operation Highlights
Earnings for the quarter in the metal beverage packaging,
Americas, segment were $82.6 million on sales of $816.7 million.
The metal food and household products packaging, Americas, segment
second quarter results were earnings of $11.1 million on sales of
$284 million, compared to $4.8 million on sales of $295.2 million
in 2006.
Earnings in the plastic packaging, Americas, segment for the
second quarter of 2007 were $7.1 million on sales of
$198.7 million, compared to $8.8 million on sales of
$197.5 million in 2006.
Earnings in the aerospace and technologies segment were
$15.6 million on sales of $194.1 million during the second quarter
of 2007, compared to $8.3 million on sales of $175.4 million in
the same period a year ago.
Outlook
Raymond J. Seabrook, executive vice president and chief financial
officer, said it now appears the company's planned fourth quarter
payment into its North American pension funds will be smaller than
earlier anticipated.
“Because of good pension asset performance, we believe the amount
needed to fund the North American pension plans to the 95% level
will be in the range of $45 million, or $27 million after-tax,
rather than the $70 million we initially estimated," Mr. Seabrook
said.
“We have been focused on free cash flow, as can be seen from our
results through the first half, and we now expect adjusted full-
year free cash flow to be at least $400 million," Mr. Seabrook
said. “The higher free cash flow estimate includes a forecast of
$300 million for capital spending, net of insurance recoveries.
The increase in the capital spending estimate is related in part
to 2008 capacity additions for Europe, where we are essentially
sold out this year and next."
“The first six months of 2007 were the best half-year in Ball
Corporation's 127-year history in terms of sales and earnings,"
Hoover said. “In recent years our second half performance
typically has been better than our first half, but this year we do
not expect that will be the case, though our overall outlook
remains positive.
“We will continue business integration activities to improve our
metal food and household products packaging segment. We expect
both the metal food and household products packaging and the
plastic packaging segments to be much better in the second half,"
Hoover said. “We have several beverage can growth opportunities
internationally. Our aerospace and technologies segment has had a
stellar first half of 2007, and the long-term outlook for that
segment is positive.
“We are working hard on the opportunities and challenges in 2007,
and when the year is over, we believe that it will be viewed as
another excellent year for Ball Corporation," Mr. Hoover said.
About Ball Corp.
Headquartered in Broomfield, Colorado, Ball Corporation (NYSE:
BLL) -- http://www.ball.com/-- is a supplier of high-quality
metal and plastic packaging products and owns Ball Aerospace &
Technologies Corp., which develops sensors, spacecraft, systems
and components for government and commercial customers. The
company employs 15,500 people worldwide.
* * *
As of July 30, 2007, the company holds Moody's Ba1 long-term
corporate family rating, bank loan debt, senior unsecured debt,
and probability of default rating. The outlook is stable.
Standard & Poor's rates the company's long-term foreign and local
issuer credits at BB+ with a stable outlook.
Fitch also rates the company's bank loan debt at BB+ and long-term
issuer default rating and senior unsecured debt at BB. The
outlook is stable.
BARNEYS NEW YORK: S&P Places Corporate Credit Rating at B
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Barneys New York Inc., a luxury specialty apparel
retailer. At the same time, S&P assigned its bank loan and
recovery rating to the company's proposed $280 million term loan
maturing 2014. The facility is rated 'B', the same as the
corporate credit rating on Barneys, with a '3' recovery rating,
reflecting the expectation of meaningful recovery (50%-70%) of
principal in the event of default. The outlook is negative.
"Although management has demonstrated a good track record over the
past several years through building Barneys' brand and
strengthening performance," said Standard & Poor's credit analyst
David Kuntz, "execution risk associated with the company's
expansion strategy remains. We expect available cash to fund
growth and little improvement in credit protection metrics."
BEAR STEARNS: S&P Puts BB Prelim Rating on $3.533M Class E Certs.
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Bear Stearns Small Balance Commercial Mortgage Loan
Trust 2007-1's $117.78 million commercial mortgage pass-through
certificates series 2007-1.
The preliminary ratings are based on information as of July 27,
2007. Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.
The preliminary ratings reflect the credit support provided by the
subordinate classes of certificates, the liquidity provided by the
trustee, the economics of the underlying loans, and the geographic
and property type diversity of the loans. Standard & Poor's
analysis determined that, on a weighted average basis, the pool
has a debt service coverage of 1.43x based on an actual constant
of 8.24%, a DSC of 0.97x based on a weighted average stressed
constant of 13.9%, a beginning LTV of 85.1%, and an ending LTV of
48.8%.
Preliminary Ratings Assigned
Bear Stearns Small Balance Commercial Mortgage
Loan Trust 2007-1
Class Rating Amount Recommended credit
Support
----- ------ ------ --------------
A AAA $99,230,000 15.750%
X-1* AAA - N/A
X-2* AAA - N/A
B AA $3,092,000 13.125%
C A $3,239,000 10.375%
D BBB $4,564,000 6.500%
E BB $3,533,000 3.500%
F NR $4,121,857 0.000%
* Interest-only class with a notional amount.
N/A -- Not applicable.
NR -- Not rated.
BEST-METROPOLITAN: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Best-Metropolitan Towel & Linen Supply Co., Inc.
45 Kosciusko Street
Brooklyn, NY 11205
Bankruptcy Case No.: 07-12302
Type of business: The Debtor provides linen supply services.
Chapter 11 Petition Date: July 26, 2007
Court: Southern District of New York (Manhattan)
Judge: James M. Peck
Debtor's Counsel: David Y. Wolnerman, Esq.
Greenberg Traurig, L.L.P.
200 Park Avenue, New York, NY 10166
Tel: (212) 801-9200
Fax: (212) 801-6400
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
------ --------------- ------------
N.Y.C. Board utilities $323,791
Direct Correspondence
D.E.P.-B.C.S. Customer
Service
P.O. Box 739 055
Elmhurst, NY 11373
Tel: (718) 595-7000
United States District judgment $140,000
Court for the Southern
District of New York
Attention: J. Michael
McMahon, Clerk of Court
500 Pearl Street
New York, NY 10007-1312
Tel: (212) 805-0136
Baltic Leasing Co. trade debt $81,293
1999 Marcus Avenue,
Suite 300
P.O. Box 5485
Lake Success, NY
91040-5485
Tel: (516) 791-4500,
(516) 792-2117
Environmental Control utility fines $76,570
Board & penalties
Amalgamated Services and trade union dues $67,172
Allied Industries Fund
Approved Oil Company utilities $65,150
Akin Gump Strauss professional $49,500
services
New York State Insurance insurance $45,627
Fund
Paramount Textile, Inc. trade debt $42,237
Strategic Energy utilities $34,209
Parisier Industries, Inc. trade debt $27,515
Lovell Safety Management Co. trade debt $26,647
Graham Laundry Machinery Co. trade debt $24,554
Con Edison utilities $15,138
Hermin & Beinin professional $13,911
services
Drive By Mart-Citco trade debt $11,940
Best Manufacturing Group trade debt $11,118
A-1 Flatwork Ironer trade debt $5,965
Specialists, Inc.
City Waste Services of waste removal $4,053
N.Y., Inc.
Laundry Logic trade debt $4,036
BKC LLC: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: BKC LLC
36 Rathbun Road
Natick, MA 01760
Bankruptcy Case No.: 07-14645
Chapter 11 Petition Date: July 27, 2007
Court: District of Massachusetts (Boston)
Judge: Joan N. Feeney
Debtor's Counsel: Gary W. Cruickshank, Esq.
21 Custom House Street, Suite 920
Boston, MA 02110
Tel: (617) 330-1960
Fax: (617) 330-1970
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.
BOYD GAMING: Appoints Keith E. Smith as Chief Executive Officer
---------------------------------------------------------------
Boyd Gaming Corporation has named Keith E. Smith, 47, as its chief
executive officer, effective Jan. 1, 2008. Mr. Smith will succeed
William S. Boyd, 75, who will assume the newly created position of
executive chairman.
As executive chairman, Bill Boyd will remain actively involved
with the strategic direction and vision of the company, while
providing more time for him to focus on customer and employee
relations. In addition to chairing the company's board of
directors, he will also remain as a member of the company's
management committee.
Boyd Gaming chief financial officer, Paul J. Chakmak will succeed
Mr. Smith as chief operating officer, also effective Jan. 1, 2008.
The company intends to begin a search for Mr. Chakmak's successor
in the near future.
"Keith has been a key player in the growth and success of our
company over the last 17 years," Mr. Boyd said. “His talent as a
senior executive, his vision and leadership skills, and his 25
years of experience in our business, give me every confidence that
he is the right person to take Boyd Gaming to the next level.
Most importantly, Keith understands and supports the culture that
has come to define and differentiate our company over the last
30 years. We are at the beginning of a transformational new
chapter in our company's history, making this an ideal time for a
new person to assume the chief executive role."
"Since joining our company in 2004, Paul has quickly established
himself as a valuable member of our senior management team,
Mr. Boyd added. His familiarity with our company and industry
make him the ideal candidate to succeed Keith in the chief
operating officer role. I look forward to working closely with
the both of them in the years to come."
Mr. Smith was named president of Boyd Gaming in 2005 and has been
chief operating officer since 2001. He joined the company as
corporate controller in 1990, and was promoted to senior vice
president, and subsequently executive vice president of operations
in 1998. Mr. Smith has more than 25 years of experience in the
industry, including various executive positions with Aztar
Corporation.
Mr. Chakmak, 42, joined Boyd Gaming in 2004 as senior vice
president finance and treasurer. He was promoted to executive
vice president and chief financial officer in June 2006.
Previously, he was a senior member of CIBC World Markets' West
Coast Leveraged Finance Group, where he led the firm's debt
origination and structuring group for various sectors, including
the gaming, lodging and leisure industries. Mr. Chakmak has more
than 18 years of banking experience.
"Our close bond with our employees and our guests has always been
an important element to our culture and our success, and in my new
position, I will now have more time to interact with both,"
Mr. Boyd added.
About Boyd Gaming Corporation
Headquartered in Las Vegas, Boyd Gaming Corporation (NYSE: BYD) --
http://www.boydgaming.com/-- is a diversified owner and operator
of 17 gaming entertainment properties located in Nevada, New
Jersey, Mississippi, Illinois, Indiana, Louisiana and Florida.
The company is also developing Echelon Place, a world class
destination on the Las Vegas Strip, expected to open in the third
quarter 2010.
* * *
Fitch Ratings affirmed Boyd Gaming's Issuer Default Rating at
'BB-', Senior Secured Credit Facility at 'BB', and Senior
Subordinated Debt at 'B+'. The Rating Outlook remains Stable.
BRYN MAWR: Fitch Assigns BB Rating on Classes E-2 & E-1 Notes
-------------------------------------------------------------
Fitch assigns these ratings to Bryn Mawr CLO II Ltd.
-- $126,000,000 class A-1 revolving notes, due 2019 'AAA';
-- $250,000,000 class A-2 term notes, due 2019 'AAA';
-- $20,000,000 class B notes, due 2019 'AA';
-- $40,223,000 class C notes, due 2019 'A';
-- $27,865,000 class D notes, due 2019 'BBB';
-- $900,000 class E-1 notes, due 2019 'BB';
-- $900,000 class E-2 notes, due 2019 'BB'.
CALPINE CONSTRUCTION: S&P Affirms Junk Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook to stable
from negative and affirmed its 'CCC-' corporate credit rating and
'CCC+' rating on the outstanding first and second lien debt at
Calpine Construction Finance Co. L.P. The negative outlook
reflected the risk that CCFC could be dragged into the Calpine
Corp. (D/--/--) bankruptcy. With Calpine's recent filing of a
plan of reorganization, Standard & Poor's believes that this risk
has receded to an extent that allows revise the rating outlook to
stable.
Calpine Energy Services, a 100% subsidiary of Calpine Corp. that
is the major offtaker of CCFC's capacity, is in bankruptcy, as is
Calpine Operating Services, the operator of the plants. The
rating on CCFC's debt thus remains constrained in the 'CCC'
category. CCFC has some external contracts, but these may be
terminated in 2009. Calpine is currently expected to emerge from
bankruptcy in 2008 and CCFC's ratings will likely change along
with those of Calpine.
"The stable outlook reflects our greater confidence that CCFC will
no longer be pulled into the Calpine bankruptcy, as well as our
expectation that CES will continue to meet its obligations under
its contract with CCFC," said Standard & Poor's credit analyst
Swami Venkataraman. "Rating movement is largely expected to be on
the upside, although the timing is uncertain and linked to Calpine
Corp.'s emergence from bankruptcy."
CCFC is a 100%-owned Calpine subsidiary that owns six
geographically diverse merchant natural gas combined-cycle
generating assets in five different energy regions with a total
capacity of 3,347 MW. CFC is the 100% owner of all of the plant
assets. The Hermiston unit is 100% owned by CCFC through
subsidiaries Calpine Hermiston LLC and CPN Hermiston LLC, which
both guarantee the notes and the term loan. All of the plants are
completed and operating.
CAREY INT'L: Constrained Liquidity Cues S&P's Negative Watch
------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
its 'CCC+' corporate credit rating, on Carey International Inc. on
CreditWatch with negative implications. The CreditWatch placement
reflects Standard & Poor's increasing concerns regarding the
company's near-term liquidity position.
"Ratings on Carey reflect the limousine company's highly leveraged
capital structure and extremely constrained liquidity position,"
said Standard & Poor's credit analyst Lisa Jenkins. "The
CreditWatch placement reflects the likelihood of a downgrade over
the very near term if the company does not address its liquidity
issues."
Demand for Carey's services is affected by economic conditions and
the degree of competition in its various market segments.
Financial results over the past year have been adversely affected
by costs and delays associated with technology upgrades and
competitive challenges. Carey is especially vulnerable to
cyclical, competitive, and cost pressures due to its limited scale
and highly leveraged capital structure. Debt to EBITDA is
aggressive, at more than 6x, and the company currently has very
limited borrowing capacity under its credit agreement. In
addition, it will face covenant issues shortly if it does not
improve liquidity.
Standard & Poor's will monitor liquidity and meet with management
to discuss the company's operating prospects and liquidity
outlook. S&P will likely lower ratings over the near term if the
company does not take action to bolster liquidity.
CAVALRY CONSTRUCTION: Case Summary & 16 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Cavalry Construction, Inc.
100 A Oak Street
Mount Vernon, NY 10550
Bankruptcy Case No.: 07-22707
Type of business: The Debtor owns and operates a masonry company
that operates primarily as a subcontractor on
various public improvement construction project
in the New York Metropolitan area, Westchester
County and other surrounding counties.
Chapter 11 Petition Date: July 27, 2007
Court: Southern District of New York (White Plains)
Judge: Adlai S. Hardin Jr.
Debtor's Counsel: Arlene Gordon Oliver, Esq.
Rattet & Pasternak, L.L.P.
550 Mamaroneck Avenue, Suite 510
Harrison, NY 10528
Tel: (914) 381-7400
Fax: (914) 381-7406
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
Debtor's 16 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Local 79 Mason Tenders $393,913
District Council
520 Eighth Avenue, Suite 600
New York, NY 10018
State Insurance Fund $55,677
Workers Comp.
Local 1 Pointers Cleaners & $39,408
Caulkers Welfare Fund
66-05 Woodhaven Boulevard
Rego Park, NY 10374
Advanta Bank Corp. $25,552
M.G.C. Stone $24,780
Casa Building Supplies $23,240
Local 1 Bricklayers Fringe $17,817
Benefits
Capital One $4,321
Drillco $2,540
Bay Crane $2,063
G.E. Capital $1,910
Office Depot $1,321
Trenwyth Industries $1,100
Local 14 Operating Engineers $1,003
Benefits Fund
C.I.D.C. $930
Independent Welding $157
CELANESE CORP: Posts $117 Million Second Quarter 2007 Net Loss
--------------------------------------------------------------
Celanese Corporation reported net loss of $117 million for the
three months ended June 30, 2007. The quarter net loss included
about $265 million in pre-tax expenses primarily related to the
company's debt refinancing transaction completed in the second
quarter. The company had net earnings of $103 million a year ago.
Net sales of $1.5 billion, a 7% increase from the prior year,
including sales from the acquisition of the acetate flake, tow and
film business of Acetate Products Limited. Operating profit
decreased to $71 million from $152 million in the same period last
year.
Increased pricing in acetyls on continued strong global demand,
the successful startup of the company's acetic acid unit in
Nanjing, China, ongoing growth in Ticona's advanced engineered
materials business, and positive currency effects helped to offset
the impact related to an unplanned acetic acid production outage
at the company's Clear Lake, Texas facility that occurred in May
2007.
This year's results included $105 million of other expenses
primarily related to a long-term management compensation program
payable upon the exit of the company's private equity sponsor, and
previously announced revitalization plans for the company's
emulsions and polyvinyl alcohol businesses.
First Half 2007
Net sales for the first six months of 2007 were $3.1 billion, an
8% increase from the same period last year, due to the inclusion
of sales from the APL acquisition, higher volumes in Ticona,
favorable currency impacts, and higher pricing in acetyls on
continued strong global demand. Operating profit was
$277 million, a decrease of 10% from the prior year, driven by
other expenses in the second quarter of 2007. affiliate income,
and strong first quarter 2007 operating results. Net earnings for
the second quarter of 2007 were $84 million, compared with net
earnings for the second quarter of 2006 of $220 million.
As of June 30, 2007, the company's balance sheet showed total
assets of about $7.4 billion, total liabilities of $6.7 billion,
an total stockholders' equity of $656 million.
"The loss of acetic acid production at our Clear Lake facility
regrettably affected our customers and had an impact on our
earnings," said David Weidman, chairman and chief executive
officer. "However, the solid performance of our specialty
businesses in the quarter demonstrates the underlying strength of
these global franchises and the successful startup of our Nanjing,
China facility positions the company well for future growth."
Recent Highlights
-- Closed debt refinancing transaction, which will increase the
company's operational and financial flexibility and lower
interest expense by $10 million to $15 million per quarter
versus 2006.
-- Announced restructuring plans for the U.K. operations of its
recently acquired APL business to capture synergies related
to its integration with the Acetate Products business.
-- Completed the $330 million stock repurchase program
authorized by its board of directors in June 2007. Under the
program, purchased a total of about 8.5 million of its Series
A common shares at an average price of $38.88 per share.
Through June 30, 2007, the company had repurchased
about $258 million, or 7.3 million shares.
-- Named Sandra Beach Lin executive vice president of Celanese
and president of Ticona, the company's advanced engineered
materials business. She replaces Lyndon Cole, who has
announced his retirement.
-- Named John J. Gallagher III executive vice president and
president, Acetyls and Celanese Asia.
-- Named Steven M. Sterin senior vice president and chief
financial officer.
-- Completed ownership transition with the final sale of shares
from funds affiliated with The Blackstone Group L.P.
-- Transitioned to a fully independent board of directors with
the election of Farah M. Walters; also announced the
resignations of Anjan Mukherjee and James A. Quella, both
with The Blackstone Group L.P.
Cash Flow
During the first six months of 2007, the company generated
approximately $79 million in cash flow from operations compared
with $167 million in the prior year period.
During the second quarter, the company used $706 million in cash
primarily associated with its comprehensive recapitalization plan
which includes debt repayments of $211 million, debt refinancing
costs of $240 million and share repurchases of $258 million.
Cash and cash equivalents at the end of the period were
$470 million, a decrease of $321 million from the end of 2006, and
a decrease of $645 million from the end of the first quarter of
2007. Net debt at the end of the second quarter was $2.9 billion,
an increase of $208 million and $541 million, compared to the
fourth quarter of 2006 and the first quarter of 2007,
respectively.
Outlook
"The underlying fundamentals of our business are strong. Global
demand remains robust and our growth strategies are on track to
deliver on our commitments to increase shareholder value," said
Weidman. "Unfortunately, due to uncertainty regarding the
timeline of repair and expected restart date of the Clear Lake
acetic acid unit, we are unable to provide short-term financial
guidance at this time."
About Celanese Corporation
Celanese Corporation – http://www.celanese.com/-- offers products
found in consumer and industrial applications that are
manufactured in North America, Europe and Asia. Net sales totaled
$6.7 billion in 2006, with over 60% generated outside of North
America. Based in Dallas, Texas, the company employs about 8,900
employees worldwide.
* * *
As reported in the Troubled Company Reporter on March 9, 2007,
Standard & Poor's Ratings Services revised the outlook on Celanese
US Holdings LLC, a subsidiary of Celanese Corp., to positive from
stable. It also affirmed the 'BB-' corporate credit and 'B'
unsecured debt ratings.
At the same time, based on preliminary terms and conditions,
Standard & Poor's assigned a 'BB-' senior secured bank loan rating
and a recovery rating of '3' to Celanese US Holdings' pending
$3.628 billion senior secured credit facilities.
CHENIERE ENERGY: Closes Sale of 9 Million Shares for $325 Million
-----------------------------------------------------------------
Cheniere Energy Inc. completed the purchase of 9,175,595 shares of
its common stock under an option agreement with Credit Suisse
International at a cash price of $35.42 per share, for an
aggregate purchase price of about $325 million.
Cheniere's option to purchase the shares was part of an issuer
call spread entered into in July 2005 by Cheniere and Credit
Suisse in connection with Cheniere's issuance of $325 million of
2.25% Convertible Senior Notes due 2012. Cheniere elected
physical settlement of the option thereby requiring Credit Suisse
to deliver 9,175,595 shares to Cheniere, which has reduced
Cheniere's issued and outstanding common stock to 47,274,148
shares to date.
Based in Houston, Texas, Cheniere Energy, Inc. (AMEX: LNG) --
http://www.cheniere.com/-- operates a network of three,
100-percent owned, onshore LNG receiving terminals, and related
natural gas pipelines, along the Gulf Coast of the U.S. The
company is in the early stages of developing a business to market
LNG and natural gas. To a limited extent, it is also engaged in
oil and natural gas exploration and development activities in the
Gulf of Mexico. The company operates four business segments, LNG
receiving terminal; natural gas pipeline; LNG and natural gas
marketing; and oil and gas exploration and development.
* * *
As of July 30, 2007, the company holds Standard & Poor's "B" long-
term foreign and local issuer credit ratings. The outlook is
stable.
CLEAR CHANNEL: 2nd Qtr. 2007 Net Income Increases to $236 Mil.
--------------------------------------------------------------
Clear Channel Communications Inc. reported revenues of
$1.8 billion in the second quarter ended June 30, 2007, an
increase of 5% from the $1.7 billion reported for the second
quarter of 2006. Included in the company's revenue is a
$29 million increase due to movements in foreign exchange;
excluding the effects of these movements in foreign exchange,
revenue growth would have been 4%.
Clear Channel's operating expenses increased 6% to $1.1 billion
during the second quarter of 2007, compared to 2006. Included in
the company's 2007 expenses is a $24.3 million increase due to
movements in foreign exchange; excluding the effects of these
movements in foreign exchange, growth in expenses would have been
3%.
Clear Channel's net income increased 19% to $236 million in the
second quarter 2007, as compared to $197.5 million in the second
quarter of 2006.
The company's OIBDAN was $636.8 million in the second quarter of
2007, a 6% increase from 2006. The company defines OIBDAN as net
income adjusted to exclude non-cash compensation expense and the
following line items presented in its Statement of Operations:
Discontinued operations, Minority interest, net of tax; Income tax
benefit (expense); Other income (expense) - net; Equity in
earnings of nonconsolidated affiliates; Interest expense; Gain on
disposition of assets - net; and, D&A. See reconciliation of
OIBDAN to net income at the end of this press release.
Liquidity and Financial Position
For the six months ended June 30, 2007, cash flow from operating
activities was $659 million, cash flow used by investing
activities was $201.3 million, cash flow used by financing
activities was $566.7 million, and net cash provided by
discontinued operations was $84.8 million for a net decrease in
cash of $24.2 million.
As of June 30, 2007, 73% of the company's debt bears interest at
fixed rates while 27% of the company's debt bears interest at
floating rates based upon LIBOR. The company's weighted average
cost of debt at June 30, 2007, was 6.2%.
As of July 26, 2007, the company had about $873 million available
on its bank credit facility.
As of June 30, 2007, the company had total assets of
$18.8 billion, total liabilities of $10.5 billion, and total
stockholders' equity of $8.3 billion.
Mark P. Mays, chief executive officer of Clear Channel
Communications, commented, "Our second quarter radio revenues were
ahead of the industry, while our outdoor unit continued to post
solid growth. We continue to make progress in strengthening our
diverse portfolio of out-of-home media properties. Our focus
remains on transitioning our assets to meet the shifting demands
of our audiences, as well as our advertisers by offering
compelling content, expanding our distribution capabilities and
investing in our brands."
Proposed Merger Transaction
On May 17, 2007, the company amended its agreement to be acquired
by a group of private equity funds led by Bain Capital Partners,
LLC and Thomas H. Lee Partners L.P. to provide for an increase to
$39.20 per share in the price shareholders will receive in cash
for each share of common stock they hold. As an alternative to
receiving the $39.20 per share cash consideration, the company's
unaffiliated shareholders will be offered the opportunity, on a
purely voluntary basis, to exchange some or all of their shares of
common stock on a one-for-one basis for shares of Class A common
stock in the new corporation formed by the private equity group to
acquire the company.
In addition, each shareholder will be entitled to receive
additional per share consideration, if the merger closes after
Jan. 1, 2008. The stock election is subject to both individual
and aggregate caps. The maximum number of shares of Class A common
stock of the new corporation that may be issued in the merger is
about 30.6 million. If all these shares are issued, they will
represent about 30% of the outstanding voting securities of the
new corporation immediately following the closing of the merger.
The merger is subject to shareholder approval, antitrust
clearances, FCC approval and other customary closing conditions.
The company's shareholders of record as of 5 p.m. Eastern Daylight
Savings Time on July 27, 2007, will be entitled to vote on the
merger at a special meeting. The date and time of the special
meeting has not yet been set.
Cash Dividend on Common Stock
Clear Channel Communications announced today that its Board of
Directors declared a quarterly cash dividend of $0.1875 per share
on its Common Stock. The dividend is payable on Oct. 15, 2007, to
shareholders of record at the close of business on Sept. 30, 2007.
Radio and Television Divestitures
On April 20, 2007, the company entered into a definitive agreement
to sell its Television Group. The company estimates net proceeds
after taxes and customary transaction costs will be about
$1.1 billion. The results of operations for the Television Group
are reported as assets and liabilities from discontinued
operations in the consolidated balance sheet and as discontinued
operations in the consolidated statements of operations. The
Television Group's 2006 revenue and operating expenses were
$359.3 million and $272.4 million, respectively. The transaction
is expected to close in the fourth quarter of 2007, subject to
regulatory approvals and other customary closing conditions.
Clear Channel previously is also attempting to divest 448 radio
stations in 88 markets. As of June 30, 2007, the company had
entered into definitive agreements to sell 389 radio stations in
77 markets for a total consideration of about $871.5 million. To
date, the company has completed the sale of 29 of these radio
stations for total consideration of $75.8 million. The company
expects the remaining transactions to close during the second half
of 2007. The company estimates that aggregate net proceeds after
taxes and customary transaction costs for these 389 stations will
be about $781 million.
Subsequent to June 30, 2007, the company has entered definitive
agreements to sell 13 radio stations in 2 markets for a total
consideration of about $4 million. The company continues to
pursue the divestiture of 46 radio stations in 9 markets. These
remaining stations that are not under definitive agreements had
OIBDAN of about $7 million in 2006. There can be no assurance
that any or all of these stations will ultimately be divested and
the company reserves the right to terminate the sales process at
any time.
For the consolidated company, current management forecasts show
corporate expenses of $180 million to $190 million for the full
year 2007, excluding costs associated with the pending merger
transaction.
The company currently forecasts overall capital expenditures for
2007 of $325 million to $350 million, excluding any capital
expenditures associated with new contract wins the Company may
have during 2007.
About Clear Channel
Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a global media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers. The company's businesses
include radio, television and outdoor displays. Outside U.S., the
company operates in 11 countries -- Norway, Denmark, the United
Kingdom, Singapore, China, the Czech Republic, Switzerland, the
Netherlands, Australia, Mexico and New Zealand.
* * *
As reported in the Troubled Company Reporter on April 23, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured debt ratings on Clear Channel Communications
Inc. to 'B+' from 'BB+'. The ratings remain on CreditWatch with
negative implications, where they were placed on Oct. 26, 2006,
following the company's announcement that it was exploring
strategic alternatives to enhance shareholder value.
CLEARLY CANADIAN: Posts $2.2 Mil. Net Loss in Qtr. Ended March 31
-----------------------------------------------------------------
Clearly Canadian Beverage Corp. reported a net loss of
$2.2 million for the first quarter ended March 31, 2007, compared
with a net loss of $2.0 million for the same period ended
March 31, 2006.
Sales were $1.5 million for the three months ended March 31, 2007,
compared with $1.7 million for the three months ended March 31,
2007, a decrease of 13.8% or $235,000. The overall decrease in
sales was due to the decline in sales of the company's beverage
product lines. Offsetting this decline was the impact of adding
$548,000 of snack food sales of DMR Food Corporation beginning
Feb. 7, 2007.
The increase in net loss is primarily due to an increase in
general and administrative expenses, partly offset by a decrease
in selling and stock-based compensation expenses, as well as gain
on sale of investments of of $201,000 recognized in the prior year
quarter, absent in 2007.
General and administrative expenses increased due to the addition
to remuneration and payroll expense of the fair value of stock
options and warrants granted after the end of the first quarter of
2006 for marketing and consulting services which added $637,000 to
remuneration expense in the first quarter of 2007.
Selling expenses decreased by approximately $161,000 due to lower
variable remuneration, marketing costs and retail support
associated with decreased sales.
Stock based compensation expenses decreased to $714,000 in the
first quarter of 2007 compared with $869,000 in the first quarter
of 2006.
At March 31, 2007, the company's consolidated balance sheet showed
$14.0 million in total assets, $4.4 million in total liabilities,
and $9.6 million in total stockholders' equity.
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?21e8
Cash Flows from Operating Activities
Operating losses for the three months ended March 31, 2007, used
cash of $1.2 million, compared with cash used for operating
activities of $635,000 for the three months ended March 31, 2006.
Going Concern Doubt
KPMG LLP of Vancouver, B.C. expressed substantial doubt about
Clearly Canadian Beverage Corp.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006. The auditing firm
pointed to the company's recurring losses from operations and
insufficient working capital to meet its planned business
objectives.
Operations for the three months ended March 31, 2007, have been
funded primarily from cash reserves raised by the issuance of
capital stock.
About Clearly Canadian
Based in Vancouver, B.C., Clearly Canadian Beverage Corporation --
http://www.clearly.ca/-- markets premium alternative beverages
and products, including Clearly Canadian(R) sparkling flavoured
water and Clearly Canadian O+2(R) oxygen enhanced water beverage,
which are distributed in the United States, Canada and various
other countries. Since its inception, the Clearly Canadian brand
has sold over 90 million cases equating to over 2 billion bottles
worldwide.
CMALT: Fitch Rates $3.421 Million Class B-5 Certificates at B
-------------------------------------------------------------
Fitch rated CMALT (CitiMortgage Alternative Loan Trust), series
2007-A7 REMIC pass-through certificates as:
-- $927,153,658 classes IA-1 through IA-8, IA-IO, IIA-1 through
IIA-4, IIA-IO, IIIA-1, IIIA-2, IIIA-IO, and A-PO
certificates (senior certificates) 'AAA';
-- $24,927,000 class B-1 'AA';
-- $8,309,000 class B-2 'A';
-- $6,353,500 class B-3 'BBB';
-- $4,398,000 class B-4 'BB';
-- $3,421,000 class B-5 'B'.
The $2,933,825 class B-6 is not rated by Fitch.
The 'AAA' rating on the senior certificates reflects the 5.15%
subordination provided by the 2.55% class B-1, the 0.85% class B-
2, the 0.65% class B-3, the 0.45% privately offered class B-4, the
0.35% privately offered class B-5, and the 0.30% privately offered
class B-6. In addition, the ratings reflect the quality of the
mortgage collateral, strength of the legal and financial
structures, and CitiMortgage, Inc.'s servicing capabilities (rated
'RPS1' by Fitch) as primary servicer.
As of the cut-off date (July 1, 2007), the mortgage pool consists
of 2,869 conventional, fully amortizing, 10-30-year fixed-rate
mortgage loans secured by first liens on one- to four-family
residential properties with an aggregate principal balance of
approximately $977,495,983, located primarily in California
(32.08%), New York (11.16%) and Florida (7.64%). The weighted
average current loan to value ratio of the mortgage loans is
72.57%. Approximately 74.67% of the loans were originated under a
reduced documentation program. Condo and co-op properties account
for 10.59% of the total pool. Cash-out refinance loans and
investor properties represent 37.23% and 9.11% of the pool,
respectively. The average balance of the mortgage loans in the
pool is approximately $340,710. The weighted average coupon of
the loans is 6.598% and the weighted average remaining term is 353
months.
COLON END: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Lead Debtor: Colon End Parenthesis Trust, L.L.C.
c/o William F. Perkins
1100 Spring Street Northwest, Suite 450
Atlanta, GA 30309-2847
Bankruptcy Case No.: 07-71813
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
C.E.P. Holdings, Inc. 07-71810
Type of business: The Debtor sells securities.
Chapter 11 Petition Date: July 27, 2007
Court: Northern District of Georgia (Atlanta)
Debtors' Counsel: James R. Sacca, Esq.
Greenberg Traurig, L.L.P.
3290 Northside Parkway Northwest, Suite 400
Atlanta, GA 30327
Tel: (678) 553-2100
Fax: (678) 553-2686
Estimated Assets Estimated Debts
---------------- ---------------
Colon End Parenthesis Unstated Unstated
Trust, L.L.C.
C.E.P. Holdings, Inc. Unstated Unstated
A. Colon End Parenthesis Trust, LLC's 20 Largest Unsecured
Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Kho Yulianita $20,305
Darmo Baru Brant 10 No. 1
Surabaya, Indonesia 60189
Dima Ivanov $15,510
Zenkulinkel Mordi Nen 4416
Mordi, AS Libya 17124
Denny Jayapranata $11,056
Neserke Majer 23/11
Kolly, KS 17124 Burindi
Sal Frausto $9,253
Eric Clement $9,026
Diana Mika $9,000
Kenichi Honda $9,000
Teppo R $8,881
Javier Hita $8,000
I.T. Group, Inc. $7,816
Maurice Garner $7,577
Lina Hall $7,545
Kevin Copeland $7,500
Tanya Talley $7,500
Steven Wadsworth $7,489
Tami McBryde $7,474
Mary Dukett $6,863
John Petrelli $6,241
Nanami Bombassei $6,002
Molly Boyd $5,599
B. C.E.P. Holdings, Inc. does not have any creditors who are not
COMMERCIAL VEHICLE: S&P Places BB- Rating Under Negative Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit rating and other ratings on Commercial Vehicle Group Inc.
on CreditWatch with negative implications. The CreditWatch
placement follows the company's sharply reduced earnings guidance
for 2007. The CreditWatch action reflects S&P's concerns that
much weaker-than-expected performance during the downturn in the
commercial-truck market, apparently exacerbated by unfavorable
product mix shifts and significant OE volume volatility, may harm
the company's credit profile more than previously expected. In
addition, in the second half of 2007, a financial covenant
violation under CVG's bank facility is possible, which could be
more difficult to resolve in an uncertain financial market.
However, CVG has virtually no draws on its $100 million revolver.
The New Albany, Ohio-based truck components manufacturer had
$150 million of total balance-sheet debt at June 30, 2007.
CVG's earnings have fallen significantly short of expectations in
the first half of 2007, because about 50% of revenues are
generated from the sale of components to the North American Class
8 truck market that has experienced a steeper decline in demand
than in the 2001 down cycle. CVG's market risk is concentrated in
North America where nearly 90% of its revenues are generated.
EBITDA for the first half of 2007 fell 67%, year over year,
despite CVG's variable cost structure that should have allowed it
to flex labor costs down with declining volumes. Furthermore, the
markets lack visibility regarding the timing of the expected
upturn. Market watchers presume the upturn will result from pent-
up demand following a prolonged period of new engine testing and
acceptance, since the relatively high average fleet age will
trigger replacement sales. CVG's unfavorable product mix in the
first half of 2007, however, could impair its ability to recover.
S&P expect to resolve the CreditWatch listing after meeting with
management to discuss near-term liquidity issues and intermediate-
term earnings prospects following the expected market upturn.
CONDOR INSURANCE: Chapter 15 Petition Summary
---------------------------------------------
Petitioners: Richard Fogerty
Kroll (Cayman) Limited
P.O. Box 1102
Bermuda House, 4th Floor
Cayman Financial Centre
Grand Cayman
Cayman Islands, BWI
-- and --
William Tacon
Kroll (BVI) Limited
P.O. Box 4571
Road Town
Tortol
British Virgin Islands
Debtor: Condor Insurance Limited
c/o Richard Fogerty and William Tacon
Joint Official Liquidators Kroll(Cayman)
P.O. Box 1102 Bermuda House
4th Fl Cayman Financial Centre
Grand Cayman KY1-1102
Cayman Islands, BWI
Case No.: 07-51045
Type of Business: Promed Casualty Insurance Company Ltd. and
Promed Reinsurance Ltd. is seeking to collect
assets in the U.S. to satisfy an arbitration
award it obtained in their adversary proceedings
against the Debtors in 2006. Promed argues that
the Debtors hold $2.38 million in a UBS Bank.
The Petitioners say that they have been unable
to confirm the existence of such account.
Chapter 15 Petition Date: July 26, 2007
Court: Southern District of Mississippi (Gulfport)
Judge: Edward Gaines
Petitioners' and
Debtors' Counsel: David W. Parham, Esq.
Baker & McKenzie LLP
2001 Ross Avenue
Suite 2300
Dallas, TX 75201
Tel: (214) 978-3000
-- and --
Nicholas Van Wiser, Esq.
P.O. Box 1939
Biloxi, MS 39533
Tel: (228) 432-8123
Fax: (228) 432-7029
-- and --
Laurie D. Babich, Esq.
Baker & McKenzie LLP
2001 Ross Avenue, Suite 2300
Dallas, TX 75201
Tel: (214) 978-3000
Fax: (214) 978-3099
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
CONSOL ENERGY: Earns $153 Million in Second Quarter Ended June 30
-----------------------------------------------------------------
CONSOL Energy Inc. reported earnings of $153 million for its
second quarter ended June 30, 2007, compared with $111 million for
the same period a year ago.
Net cash from operating activities was $271.1 million for the
quarter just ended, compared with $196.6 million for the June 2006
quarter, an increase of approximately 38%. The improvement in net
cash from operating activities reflects changes in net working
capital.
Cost of goods sold, including Purchased Gas Costs and Gas Royalty
Interest Costs, increased 8.5%, reflecting higher labor and labor-
related benefit costs, higher supply costs and higher short-term
incentive compensation expense.
Depreciation, depletion and amortization increased 1.7%,
reflecting various coal assets and other projects placed in
service after the 2006 period.
Taxes other than income decreased 5.6%, due to lower severance and
other taxes attributable to lower sales volumes for the coal
segment, particularly from Central Appalachia.
As of June 30, 2007, CONSOL Energy had no short-term debt and had
$1.13 billion in total liquidity, which is comprised of
$246.5 million of cash, an available accounts receivable
securitization facility of $10.9 million and $876.7 million
available for borrowing under its $1 billion bank facility.
As of June 30, 2007, CNX Gas Corporation had no short-term debt
and had $245.1 million in total liquidity, which is comprised of
$60 million of cash and $185.1 million available for borrowing
under its $200 million bank facility.
Shares Repurchase
The company has repurchased 4,244,800 shares at an average price
of $33.44 per share under a $300 million authorization from the
board of directors for the period Jan. 1, 2006 through Dec. 31,
2007. Shares are repurchased at the company's discretion on the
open market. No shares were repurchased during the quarter
because of the pending AMVEST acquisition.
Developments During the Quarter
In April, the company amended its trade accounts receivable
securitization facility to allow CONSOL Energy to receive up to
$150 million, an increase in capacity of $25 million from the
previous facility, and to permit the issuance of letters of credit
against the facility.
On June 11, a CONSOL Energy subsidiary sold certain coal assets in
Northern Appalachia to CNX Gas for $45 million, plus a future
payment which has an estimated present value of approximately
$6.5 million.
CNX Gas subsequently entered into a definitive agreement to
acquire the coalbed methane and gas interests to approximately
1,037,000 gross acres from Peabody Energy. In exchange for
coalbed methane and gas interests, CNX Gas transferred the coal
assets acquired from CONSOL Energy and $15 million to Peabody
Energy, resulting in a pre-tax gain of $50.1 million.
On June 18, a CONSOL Energy subsidiary agreed to acquire AMVEST
Corporation and certain of its subsidiaries and affiliates,
including AMVEST West Virginia Coal and Vaughan Railroad Company,
for approximately $335 million, subject to adjustments.
The transaction is expected to close at the end of July 2007.
AMVEST West Virginia Coal is comprised of Fola Coal Company,
Little Eagle Coal Company, Powellton Coal Company, and Terry Eagle
Coal Company and utilizes surface, underground, and highwall
mining methods. AMVEST's coal reserves consist of approximately
200 million tons of high quality, low sulfur steam and high-vol
metallurgical coal. The Vaughan Railroad Company is a common
carrier short line railroad that connects the Fola and Little
Eagle coal operations and other potential shippers to the CSX and
Norfolk Southern rail interchanges. The 18 miles of track that
comprises the Vaughan Railroad is capable of accommodating 130 car
trains.
On June 20, a CONSOL Energy subsidiary sold the rights to Alliance
Resource Partners L.P. of certain western Kentucky coal in the
Illinois Basin for $53.3 million cash paid at closing. The
assets, located in Webster and Hopkins counties, Kentucky, are not
core to CONSOL Energy's long-range, strategic plan. The assets
sold consist of approximately 13,500 acres of leased and fee coal
reserves and resources, which, in the aggregate, are estimated to
contain 78.4 million tons of steam coal from the Kentucky No. 9,
No. 11, and No 13 coal seams. The transaction resulted in a pre-
tax gain of $49.9 million.
In June, CONSOL Energy completed a $1 billion Senior Secured Loan
Agreement, effective June 27, 2007, to replace an existing
facility of $750 million. The new agreement, which includes more-
favorable pricing and flexibility, provides for a five-year
$1 billion revolving credit facility. The syndicated facility was
subscribed at about $1.2 billion. The annual pre-tax benefits of
the new pricing are expected to be approximately $4 million. Also
in June, CONSOL Energy paid $45 million to redeem the final
segment of Consolidation Coal Company's maturing medium-term
notes. CCC is a subsidiary of CONSOL Energy.
At June 30, 2007, Consol Energy's balance sheet showed total
assets of $5.9 billion, total liabilities of $4.6 billion and
total shareholders' equity of $1.3 billion.
About CONSOL Energy Inc.
Headquartered in Atlanta, Georgia, CONSOL Energy Inc. (NYSE: CNX)
-- http://www.consolenergy.com/-- is a multi-energy producer of
coal, gas and electricity. CONSOL produces both high-Btu coal and
gas, which collectively fuels two-thirds of all U.S. power
generation, from reserves located mainly east of the Mississippi
River. CONSOL Energy is a fuel supplier to the electric power
industry in the northeast quadrant of the United States. In
addition, CONSOL Energy has expanded the use of its vast property
holdings by brokering various industrial and retail development
projects and overseeing timber sale and forestry management
activities both in the U.S. and abroad. The company also
maintains the private research and development facilities devoted
to coal and energy utilization and production.
* * *
CONSOL Energy Inc. carries Moody's Investor Services "Ba2" long
term corporate family rating and probability of default rating,
which were placed in March 2006 with a stable outlook.
COSINE COMM: Earns $122,000 in Second Quarter Ended June 30
-----------------------------------------------------------
CoSine Communications Inc. reported Thursday net income of
$122,000 for the three months ended June 30, 2007, as compared to
a net income of $205,000 for the three months ended June 30, 2006.
Net income for the six months ended June 30, 2007 was $216,000, as
compared to net income of $79,000 in the six months ended June 30,
2006.
Effective Dec. 31, 2006, the company have ceased all customer
service operations and, accordingly, there were no revenues
recognized for the three and six month periods ended June 30,
2007. Revenues for the three and six month periods ended June 30,
2006 were $520,000 and $1.1 million, respectively, all of which
was earned from service contracts.
Net income decreased $83,000 for the current quarter compared with
the same period last year due to the decrease in interest income
and other income, partly offset by the decrease in general and
administrative expenses.
For the three month period ended June 30, 2007, interest income
and other income was $292,000, as compared to $452,000 for the
three month period ended June 30, 2006. The decrease from 2006 to
2007 is due primarily to the one-time sale of patents in the prior
year.
General and administrative expenses were $170,000 for the three
month period ended June 30, 2007, as compared to $234,000 for the
three month period ended June 30, 2006, respectively. The
decrease in general and administrative expenses is mainly due to
the decrease in non=cash charges related to equity issuances.
At June 30, 2007, the company's consolidated balance sheet showed
$23.0 million in total assets, $268,000 in total liabilities, and
$22.7 million in total stockholders' equity.
Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2007, are available for
free at http://researcharchives.com/t/s?21e2
Going Concern Doubt
As reported in the Troubled Company Reporter on March 28, 2007,
Burr, Pilger & Mayer LLP expressed substantial doubt about CoSine
Communications Inc.'s ability to continue as a going concern after
auditing the firm's financial statements for the years ended
Dec. 31, 2006, and 2005. The auditing firm pointed to the
company's actions in September 2004 to terminate most of its
employees and discontinue production activities in an effort to
conserve cash.
At June 30, 2007, the company has an accumulated deficit of
$516 million.
About CoSine Communications
Based in San Jose, California, CoSine Communications, Inc. (OTC:
COSN.PK) -- http://www.cosinecom.com/-- used to be a provider of
carrier network equipment products and services, until the fourth
quarter of 2004 when it decided to discontinue these product
lines. In 2006, the company completed the wrap-up of its carrier
services business. The company also sold the remaining assets of
its carrier network products business with the sale of its patent
portfolio in March 2006 and the sale of the rights to the related
intellectual property in November 2006.
CRDENTIA CORP: Posts $6.6 Million Net Loss in Qtr. Ended March 31
-----------------------------------------------------------------
Crdentia Corp. reported a net loss of $6.6 million on revenues of
$9.02 million for the first quarter ended March 31, 2007, compared
with a net loss of $1.4 million on revenues of $8.98 million for
the same period ended March 31, 2006.
Revenues have increased in 2007 compared to 2006 due principally
to the acquisition of Staff Search Ltd. in April 2006. However,
the increase in revenue was offset in part by decreases in revenue
related to closing portions of the company's operations in
California and to the loss of customers related to litigation
surrounding the TravMed acquisition.
The significant increase in net loss is mainly due to the increase
in non-cash stock based compensation and interest expense.
Additionally, the company recorded a gain from settlement of
acquisition claim of $1.1 million in 2006, representing the fair
value of the stock returned on the date of the settlement by a
seller of one of the company's 2003 acquisitions.
SG&A expenses in 2007 increased to $3.0 million in the quarter
ended March 31, 2007, from $2.6 million in 2006. SG&A expenses in
2007 included $503,333 of expenses related to a severance
agreement with the company's former chief executive officer.
Non-cash stock based compensation increased to $3.4 million in the
three months ended March 31, 2007, compared to $378,260 in the
three months ended March 31, 2006, principally attributable to
expense of $3.0 million associated with the accelerated vesting of
some of the restricted shares and the severance agreement with the
company's former chief executive officer.
Interest costs increased to $2.1 million in the three months ended
March 31, 2007, compared to $1.2 million in the three months ended
March 31, 2006, due primarily to a prepayment penalty and the
write-off of deferred financing costs associated with the
refinancing of the company's term note and revolving credit
facility with Bridge Finance and costs associated with the
conversion of a portion of the company's debentures.
At March 31, 2007, the company's consolidated balance sheet showed
$23.9 million in total assets, $15.5 million in total liabilities,
and $8.4 million in total stockholders' equity.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $7.1 million in total current
assets available to pay $13.6 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?2163
Going Concern Doubt
KBA Group LLP, in Dallas, expressed substantial doubt about
Crdentia Corp.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
years ended Dec. 31, 2006, and 2005. The auditing firm reported
that the company has incurred net losses totaling $16.1 million
and $6.3 million for the years ended Dec. 31, 2006, and 2005,
respectively, and has used cash flows from operating activities
totaling $4.1 million and $5.1 million for the years ended
Dec. 31, 2006, and 2005, respectively. Additionally, at Dec. 31,
2006, the company's current liabilities exceed their current
assets by $8.1 million.
About Crdentia Corp.
Headquatered in Dallas, Texas, Crdentia Corp. (OTCBB: CRDT)
-- http://www.crdentia.com/ -- is a provider of healthcare
staffing services to 1,500 healthcare providers in 49 states.
Crdentia provides temporary healthcare staffing comprised of
travel and per diem nursing, locum tenens, and allied healthcare
staffing.
CRESTED CORP: Completes Sale of Stake in Uranium One
----------------------------------------------------
Crested Corp. and US Energy Corp. have liquidated all of their
shares of Uranium One Inc. related to their uranium assets sale on
April 30, 2007.
On May 1, 2007, USEG and CBAG liquidated 4.4 million shares of the
6,607,605 shares received on April 30, 2007. The net cash
received from that transaction on a consolidated basis and as
totaled $61,044,600, or $13.87 per share. On Thursday, July 26,
2007, USEG and CBAG received final net proceeds from the sale of
their remaining 2,207,605 shares of $29,679,400 on a consolidated
basis, or $13.45 per share.
The final sale of USEG's and CBAG's Uranium One shares was
executed on July 12, 2006 and settled on July 26, 2007. In
addition to the receipt of funds from the sale of Uranium One
shares, USEG and CBAG also received approximately $7,300,000 in
funds from various agencies related to the release of various
uranium asset reclamation bonds that were assumed by Uranium One.
USEG and CBAG's remaining uranium asset is a 4% Net Profits
Interest on the reportedly 50 million pound uranium deposit at
Green Mountain in Wyoming, which is owned by Rio Tinto Inc.
Additionally, if certain conditions are met by Uranium One under
its Asset Purchase Agreement with USEG and CBAG, the companies
stand to receive up to an additional $40 million in cash payments
from Uranium One in the future.
"The sale of our shares of Uranium One in no way reflects any lack
of confidence in Uranium One executing on their business plan to
become a major global uranium producer," Mark J. Larsen, president
of USEG, said. “Rather, it is illustrative of our corporate
vision to build our cash position and avoid speculation in the
securities markets. "With over $100 million in cash in the bank,
our goal is to invest and leverage our resources effectively into
select mineral investments including oil and gas that can deliver
recurring revenues to our shareholders. Meanwhile, we will focus
very strongly on working closely with our operating partner, Kobex
Resources Ltd., to advance our 'world class' Lucky Jack molybdenum
project," he added.
About Uranium One Inc.
Headquartered in Vancouver, British Columbia, Uranium One Inc.
(TSE and JSE: SXR) –- http://www.uranium1.com/-- is engaged in
uranium exploration activities in the Athabasca Basin of
Saskatchewan, the United States, South Africa, Australia and the
Kyrgyz Republic.
About US Energy Corp.
Headquartered in Riverton, Wyoming, US Energy corp. –
http://www.usnrg.com/-- is a diversified natural resource company
with interests in molybdenum, gold and oil & gas.
About Crested Corp.
Headquartered in Riverton, Wyoming, Crested Corp. (OTC BB: CBAG)
develops and leases mineral properties. The company primarily
focuses on hard rock minerals, including lead, zinc, silver,
molybdenum, gold, uranium, and oil and gas properties. It also
engages in the production of petroleum properties and marketing of
minerals through equity investees.
* * *
As reported in the Troubled Company Reporter on April 24, 2007,
Moss Adams LLP cited several factors that raise substantial
doubt about the ability of Crested Corp. to continue as a going
concern after auditing the company's financial statements as of
Dec. 31, 2006. The factors were the company's significant losses
from operations and working capital deficit of $3,730,800 as of
Dec. 31, 2006. Moss Adams also stated that a substantial portion
of Crested's obligation is [owed] to an affiliated entity.
DADE BEHRING: Siemens Merger Prompts Moody's to Hold Ba1 Rating
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Dade Behring
Inc. following the announcement that the company entered into a
definitive merger agreement with Siemens (Aa3 senior unsecured
rating - negative outlook) where Siemens will acquire all of the
outstanding shares of Dade for $77.00/share in cash.
Siemens expects to commence a tender offer for all outstanding
shares of Dade's common stock by Aug. 8, 2007. Moody's believes
that the transaction may close within six months.
Moody's anticipates withdrawing Dade's ratings, including its
Corporate Family Rating, upon the closing of the transaction.
Following the recent amendment of Dade's credit facility, Moody's
is withdrawing the facility, LGD, and Probability of Default
ratings for the prior revolving credit facility. Moody's does not
rate the amended facility.
These ratings of Dade Behring Inc. were affirmed:
-- Corporate Family Rating: Ba1
-- SGL-1
These ratings were withdrawn:
-- Senior secured credit facility, Ba1
-- Probability of Default rating, Ba1
Dade Behring, Inc., based in Deerfield, IL, is a leading
manufacturer and distributor of in vitro diagnostic products and
services to clinical laboratories. The company's revenues for the
twelve months ended March 31, 2007 were about $1.8 billion.
DAYTON SUPERIOR: June 29 Balance Sheet Upside-Down by $99.4 Mil.
----------------------------------------------------------------
Dayton Superior Corporation's balance sheet at June 29, 2007,
showed $336.5 million in total assets and $435.9 million in total
liabilities, resulting in a $99.4 million total stockholders'
deficit.
Dayton Superior had net sales of $138 million for its second
quarter ended June 29, 2007, up 6% from $130 million in 2006.
Gross profit increased 15% to $44 million from $39 million,
reflecting gains in all three segments, as favorable pricing and
ongoing cost improvement programs continued to expand margins.
Net income was $4 million for the 2007 second quarter,
significantly increased from net income of $1 million, on fewer
shares outstanding, for the prior year period.
Eric R. Zimmerman, Dayton Superior's president and chief executive
officer, said, "We are pleased with our operating performance this
quarter as gross profit margins demonstrated continued
improvement. Considering that the construction industry has
experienced weather challenges all year long and that the spring
ramp up in non-residential construction activity is kicking in a
bit later this year, these results validate the work that the
Dayton Superior team is doing to improve our processes and our
customer service while expanding sales. Gross profit less SG&A is
up 29% for the quarter."
Sales of Dayton Superior's concrete construction related products
increased 7% to $117 million, stemming mostly from higher selling
prices. Equipment rental revenues at $15 million were essentially
flat with year-earlier levels, while the revenues from sales of
used rental equipment declined.
Gross profit on product sales was $34 million, or 29% of product
sales, compared with $29 million and 26% in the second quarter of
2006. Rental gross profit was $7 million, or 45% of rental
revenue, compared with $6 million, or 41% of rental revenue, in
the second quarter of 2006. Before excluding depreciation of $4
million, rental gross profit was flat with year-earlier levels at
$11 million, or 71% of rental revenue. Second quarter gross profit
as a percent of sales of used rental equipment increased to 72%
from 70% in last year's second quarter.
Selling, general, and administrative expenses were flat compared
to 2006 levels at 19% of sales.
Stock compensation expense was $1 million in the second quarter
stemming from the vesting of restricted common stock issued in
connection with our December IPO. In the second quarter of 2006,
Dayton Superior recorded $1 million in gains on disposals of
property. There was no such recurring benefit in 2007.
For the first six months of 2007, Dayton Superior had a net loss
of $4 million, or 21 cents per share, on net sales of $237
million. For the first six months of 2006, the net loss was $8
million, or 76 cents per share, on net sales of $232 million.
Earlier this month, Dayton Superior elected to defer an announced
refinancing of much of its outstanding long-term debt due to
unfavorable market conditions. The Company intends to monitor
those conditions over the next several months and reconsider its
refinancing plans as conditions evolve.
"We are driving improvements throughout our business and we expect
our markets to remain steady as there is continuing strength in
the non-residential construction sector. Industry forecasts remain
bullish for this year and we believe 2007 will meet our
expectations, and, further, that 2008 will show steady growth,"
Zimmerman said.
About Dayton Superior
Headquartered in Dayton, Ohio, Dayton Superior Corporation
(NASDAQ: DSUP) -- http://www.daytonsuperior.com/-- provides
specialized products consumed in non-residential, concrete
construction. The company is also a concrete forming and shoring
rental company serving the domestic, non-residential construction
market.
DND TECH: March 31 Balance Sheet Upside-down by $8.6 Million
------------------------------------------------------------
DND Technologies Inc's consolidated balance sheet at March 31,
2007, showed $1.0 million in total assets and $9.6 million in
total liabilities, resulting in an $8.6 million total
stockholders' deficit.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $808,161 in total current assets
available to pay $9.6 million in total current liabilities.
DND Technologies Inc. reported a net loss of $157,602 on total
revenue of $620,048 for the first quarter ended March 31, 2007,
compared with a net loss of $417,823 on total revenue of $2.0
million for the same period ended March 31, 2006.
The decrease in revenue was primarily due to a decrease in
systems/chiller sales of $723,984 and a decrease in the parts,
assemblies, and consumables category of $627,150.
The decrease in net loss is primarily due to the decrease in sales
and marketing costs, general and administrative expenses and
interest expense, partly offset by the decrease in gross profit.
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?2153
Going Concern Doubt
Farber Hass Hurley & McEwen LLP, in Camarillo, California,
expressed substantial doubt about DND Technologies Inc.'s ability
to continue as a going concern after auditing the company's
consolidated financial statements for the year ended Dec. 31,
2006. The auditing firm reported that the company has incurred a
loss of approximately $1,893,000 in 2006, has negative working
capital of approximately $8,600,000, and is in default on the
majority of its term debt.
About DND Technologies
Headquartered in Chandler, Arizona, DND Technologies Inc.
(Other OTC: DNDT.PK) -- operates as a holding company for Aspect
Systems Inc. Aspect Systems Inc. -- http://www.aspectsys.com/--
manufactures, assembles, markets and services semiconductor wafer
fabrication equipment for the worldwide semiconductor industry.
DYNAMOTIVE ENERGY: Posts $3.2 Mil. Net Loss in Qtr. Ended March 31
------------------------------------------------------------------
For the three months ended March 31, 2007, the company reported a
net loss of $3.2 million, compared with a net loss of $3.3 million
for the same period a year earlier. When stock-based compensation
is excluded, Dynamotive's first quarter net loss was $2.4 million,
compared with $2.0 million during 2006. The slightly lower loss
for the quarter is due mainly to the lower stock based
compensation, largely offset by increased activity in most
business areas.
As at March 31, 2007, the company had cash and cash equivalents of
$4.4 million, compared to $11.7 million at March 31, 2006. The
lower cash level is mainly due to capital expenditures for
building the new, modular intermediate BioOil(R) production plant
at Guelph, Ontario, and upgrading the established West Lorne,
Ontario, facility.
Commenting on the company's activities during the quarter
president and chief executive officer Andrew Kingston said: “We
continued our steady progress in the first quarter of 2007 with
the commissioning of our Guelph plant under way and work on West
Lorne accelerating. We have now completed our initial production
run of intermediate-grade biofuel - BioOil Plus - at Guelph and we
expect to have both plants operational in the third quarter;
signalling full commercial operation. Furthermore, our activities
in Europe, the U.S., Latin America and China continued at an
increased pace, with commercial project prospects in each of these
markets.
“Strategically, we continue to have constructive discussions with
Mitsubishi, and we are consolidating our partnerships with
Consensus Business Group, Evolution Biofuels and Tecna.
Internally, we continue to grow our capabilities in every area of
the Dynamotive organization, and our progress can be easily
monitored through our website, which we update regularly,"
continued Kingston.
At March 31, 2007, the company's consolidated balance sheet showed
$44.3 million in total assets, $7.3 million in total liabilities,
$1.3 million in non-controlling interest, and $33.7 million in
total stockholders' equity.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $6.6 million in total current
assets available to pay $6.7 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?21e0
Going Concern Doubt
BDO Dunwoody LLP, in Vancouver, Canada, conducted its audit of
Dynamotive Energy Systems Corp.'s consolidated financial
statements for the years ended Dec. 31, 2006, and 2005, in
accordance with Canadian reporting standards which do not permit a
reference to conditions and events casting substantial doubt about
the company's ability to continue as a going concern when these
are adequately disclosed in the financial statements.
Dynamotive Energy incurred a loss of $14.3 million for the year
ended Dec. 31, 2006. The company's ability to continue as a going
concern is dependent on achieving profitable operations,
commercializing its BioOil production technology and obtaining the
necessary financing in order to develop this technology.
About Dynamotive Energy
Dynamotive Energy Systems Corporation (OTC BB: DYMTF.OB) --
http://www.dynamotive.com/-- is an energy solutions provider
headquartered in Vancouver, Canada, with offices in the USA, UK
and Argentina. Its carbon/greenhouse gas neutral fast pyrolysis
technology uses medium temperatures and oxygen-less conditions to
turn dry waste biomass and energy crops into BioOil(TM) for power
and heat generation. BioOil(TM) can be further converted into
vehicle fuels and chemicals.
FAMILY FINANCE: Case Summary & Five Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Family Finance Realty, Inc.
870 Governor Drive
Costa Mesa, CA 92627
Bankruptcy Case No.: 07-12291
Type of business:
Chapter 11 Petition Date: July 29, 2007
Court: Central District Of California (Santa Ana)
Judge: Theodor Albert
Debtor's Counsel: Michael N. Sofris, Esq.
468 North Camden Drive, Suite 200
Beverly Hills, CA 90210
Tel: (310) 229-4505
Fax: (310) 388-0535
Total Assets: $1,640,375
Total Debts: $1,640,375
Debtor's Five Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
People's Choice Home Loan, value of $260,000
Inc. collateral:
P.O. Box 52678 $230,000
Irvine, CA 92619
Fremont Investment and $88,000
Loans
P.O. Box 25100
Santa Ana, CA 92799
Family Mortgage Solutions, trade debt $15,000
Inc.
1990 North California
Boulevard, Suite 830
Walnut Creek, CA 94596
Monica Galli trade debt $10,000
Oasis Community Association $1,375
FANNIE MAE: To Redeem Securities Totaling $265 Million
------------------------------------------------------
Fannie Mae will redeem these securities at a redemption price
equal to 100% of the principal amount redeemed, plus accrued
interest thereon to the dates of redemption:
a) Principal Amount: $250,000,000
Security Type : MTN
Interest Rate : 5.750%
Maturity Date : Aug. 7, 2009
Cusip No. : 31359MU84
Redemption Date : Aug. 7, 2007
b) Principal Amount: 15,000,000
Security Type : MTN
Interest Rate : 5.340%
Maturity Date : Feb. 7, 2012
Cusip No. : 3136F8FF7
Redemption Date : Aug. 7, 2007
Fannie Mae aka Federal National Mortgage Association (NYSE: FNM) –
http://www.fanniemae.com/-- is a shareholder-owned company with a
public mission. The company exists to expand affordable housing
and bring global capital to local communities in order to serve
the U.S. housing market. Fannie Mae has a federal charter and
operates in America's secondary mortgage market to ensure that
mortgage bankers and other lenders have enough funds to lend to
home buyers at low rates.
* * *
Moody's Investor Services rated Fannie Mae's bank financial
strength at B+ in March 2005.
FIRST INTERNATIONAL: Fitch Affirms Ratings on 11 Note Classes
-------------------------------------------------------------
As part of its monthly portfolio review, Fitch Ratings affirms
these First International Bank transactions:
FNBNE Business Loan Notes, series 1998-A
-- Class A affirmed at 'AA';
-- Class M-1 affirmed at 'BBB';
-- Class M-2 affirmed at 'BB'.
FIB Business Loan Notes, series 1999-A
-- Class A affirmed at 'A+';
-- Class M-1 affirmed at 'BBB';
-- Class M-2 affirmed at 'BB'.
FIB Business Loan Notes, series 2000-A
-- Class A affirmed at 'B-/DR2';
-- Class M-1 remains at 'C/DR6';
-- Class M-2 remains at 'C/DR6';
-- Class B remains at 'C/DR6'.
FIB SBA Loan-Backed Adjustable Rate Certificates, series 1999-1
-- Class A affirmed at 'B/DR1';
-- Class M remains at 'C/DR4';
-- Class B remains at 'C/DR6'.
FIB SBA Loan-Backed Adjustable Rate Certificates, series 2000-1
-- Class A affirmed at 'CCC'/DR3';
-- Class M remains at 'C/DR6'.
FIB SBA Loan-Backed Adjustable Rate Certificates, series 2000-2
-- Class A affirmed at 'BB+';
-- Class M affirmed at 'B-/DR1'.
The affirmed classes are performing within expectations and have
not experienced any significant changes since Fitch's last rating
actions. These transactions have relatively stabilized in
performance, with delinquency levels declining and the default
pace lessening.
Fitch's analysis incorporated a review of collateral
characteristics of the defaulted loans to determine recovery
expectations. In its analysis, Fitch reviewed each transaction on
an individual loan basis. All loans over 60 days delinquent were
deemed defaulted loans. Loans were applied loss and recovery
expectations based on collateral characteristics and historical
recovery performance. All loans over 180 days received a further
stress by discounting the remaining loan balance. After
determining expected losses on each loan, these expectations were
applied to outstanding balances. Fitch was then able to assess
the impact on enhancement levels.
Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.
FUNCTIONAL RESTORATION: Section 341(a) Meeting Moved to Aug. 30
---------------------------------------------------------------
The United States Trustee for Region 21 will continue the
meeting of Functional Restoration Medical Center Inc.'s creditors
on Aug. 30, 2007, 9:00 a.m., at 21051 Warner Center Lane, Room
105, in Woodlands Hills, California.
The Court originally scheduled the meeting of the Debtor's
creditors for April 15, 2007.
This is the first meeting of creditors after the Debtor's chapter
11 case was converted to a Chapter 7 liquidation.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible officer of
the Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Based in Encino, California, Functional Restoration Medical
Center, Inc., is the second largest owner and operator of MRI
centers in Southern California. The Debtor filed for chapter 11
protection on Mar. 9, 2006 (Bankr. C.D. Calif. Case No. 06-10306).
Daniel A. Lev, Esq., at SulmeyerKupetz, represented the Debtor in
its restructuring efforts. David K. Gottlieb was appointed as the
Chapter 11 trustee. When the Debtor filed for protection from its
creditors, its estimated assets and debts between $10 million and
$50 million.
On Feb. 28, 2007, the Court converted the Debtor's case to a
chapter 7 liquidation proceeding. Mr. Gottlieb was appointed as
the chapter 7 trustee. Steven T. Gubner, Esq., at Ezra Brutzkus
& Gubner, represents the Trustee.
GATEHOUSE MEDIA: Moody's Holds B1 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service confirmed GateHouse Media Operating,
Inc.'s B1 Corporate Family rating following the company's recent
announcements:
i. that it had successfully completed a common stock offering
with net proceeds of about $330 million and
ii. that it has agreed to sell The Herald Dispatch for
$77 million.
Gatehouse plans to use combined net proceeds of about $407 million
in part to fully repay its $300 million unrated bridge loan and
repay $77 million under its term loan. This concludes the review
for possible downgrade that was initiated on March 16, 2007,
following the company's announcement that it had agreed to acquire
9 publications from The Copley Press.
Details of the rating action are:
Rating confirmed:
-- Senior secured first lien revolving credit facility- B1, LGD3,
35%
-- Senior secured term loan B -- B1, LGD3, 35%
-- Senior secured term loan C -- B1 , LGD3, 35%
-- Senior secured delayed draw term loan -- B1, LGD3, 35%
-- Corporate Family rating -- B1
-- Probability of Default rating -- B2
The rating confirmation reflects Moody's expectation that
GateHouse's leverage, coverage and liquidity metrics will not be
materially impacted by the conclusion of two recent acquisitions,
which have almost doubled the size of the company and increased
its debt burden by over $400 million.
The rating continues to reflect GateHouse's continuing high
leverage, the acquisitiveness of its management team, its
vulnerability to spending on print advertising, overall declining
circulation trends for its newspapers, the impact of rising
newsprint costs, and the limited growth prospects of the newspaper
publishing industry.
Ratings also reflect the company's dividend policy which is like
to continue consume most of its free cash flow to the detriment of
debt holders. The ratings are supported by the defensibility and
diversification of GateHouse's community newspaper model, the
longstanding reputation of its newspaper titles, the company's
proven ability to access the US equity markets, and barriers to
competitive entry due to the inability of most of its small rural
markets to support more than one local newspaper.
The stable rating outlook reflects the predictability of
GateHouse's business model, its relatively low capital spending
requirements and the absence of any meaningful debt maturities
prior to 2014.
On July 23 2007, GateHouse completed the sale of 18.7 million
shares of common stock resulting in net proceeds of $330 million
which it used to fully repay its $300 million bridge loan. In
addition, in June 2007, GateHouse signed a definitive agreement to
sell The Herald Dispatch and related publications, which it
recently acquired from Gannett, for a purchase price of
$77 million, in a sale which is expected to close by the end of
August 2007. The B1 CFR is based upon management's
representations that the company will use the full proceeds from
this sale to pay down its term loan debt.
In April 2007, GateHouse completed the acquisition of nine
publications from The Copley Press; Inc. in a transaction valued
at about $380 million and in May 2007 completed the acquisition of
four daily newspapers from Gannett Co., Inc. for a purchase price
of $410 million.
Headquartered in Fairport, New York, GateHouse Media Operating,
Inc. is a leading US publisher of local newspapers and related
publications. Pro forma for announced acquisitions and the sale
of The Herald Dispatch, the company recorded sales of about
$700 million in the fiscal year ended December 2006.
GENERAL CABLE: Completes Sr. Floating Rate Notes Exchange Offer
---------------------------------------------------------------
General Cable Corporation has completed its offer to exchange an
aggregate principal amount of $125 million of its Senior Floating
Rate Notes due 2015, and an aggregate principal amount of
$200 million of its 7.125% Senior Fixed Rate Notes Due 2017, which
was registered under the Securities Act of 1933, as amended for
all of its $125 million principal amount restricted Senior
Floating Rate Notes due 2015, and all of its $200 million
principal amount restricted 7.125% Senior Fixed Rate Notes due
2017, from the registered holders thereof.
This Offer to Exchange was effected pursuant to the terms of a
registration rights agreement entered into by the company and
Goldman Sachs& Co., as representative for the Holders of the Old
Notes, in connection with the private placement of the Old Notes
in March 2007.
The Offer to Exchange expired at 5:00 p.m., Eastern Standard Time,
on July 26, 2007. Based on information provided by U.S. Bank
National Association, the agent for the exchange offer,
$325 million of General Cable's $325 million principal amount Old
Notes were validly tendered and not withdrawn pursuant to the
Offer to Exchange.
This amount represents 100% of the outstanding principal amount of
Old Notes. General Cable has accepted for exchange all of the Old
Notes outstanding. General Cable intends to issue the New Notes
for all such exchanged Old Notes as soon as practicable.
Holders of the Old Notes may obtain further information on
Exchange Offer by calling the exchange agent at (800) 934-6802.
About General Cable Corporation
Headquartered in Highland Heights, Kentucky, General Cable
Corporation (NYSE: BGC) -- http://www.generalcable.com/-- makes
aluminum, copper, and fiber-optic wire and cable products. It
has three operating segments: industrial and specialty (wire and
cable products conduct electrical current for industrial and
commercial power and control applications); energy (cables used
for low-, medium- and high-voltage power distribution and power
transmission products); and communications (wire for low-voltage
signals for voice, data, video, and control applications).
Brand names include Carol and Brand Rex. It also produces power
cables, automotive wire, mining cables, and custom-designed
cables for medical equipment and other products. General Cable
has locations in China, Australia, France, Brazil, the Dominican
Republic and Spain.
* * *
As reported in the Troubled Company Reporter on March 13, 2007,
Moody's Investors Service assigned a rating of B1 to the
$325 million senior unsecured notes of General Cable Corporation
consisting of $125 million of floating rate notes and $200 million
fixed rate notes. Concurrently, Moody's affirmed all other
ratings for this issuer. The rating outlook remains stable.
GENOIL INC: Incurs CDN$1.8 Million Net Loss in Qtr. Ended March 31
------------------------------------------------------------------
Genoil Inc. reported a net loss of CDN$1.8 million for the first
quarter ended March 31, 2007, compared with a net loss of
CDN$2.1 million for the same period ended March 31, 2006.
During the quarter ended March 31, 2007, the company did not
generate any revenue. It has not to date attained commercial
operations in connection with its various patents and technology
rights.
The decrease in net loss is mainly due to decreases in stock-based
compensation expenses, development expenses and interest expenses,
partly offset by increases in administrative expenses and
accretion of convertible notes. The decrease in stock-based
compensation is a result of option forfeitures during the quarter
and the declining balance of deferred stock-based compensation.
At March 31, 2007, the company's consolidated balance sheet showed
CDN$5.4 million in total assets, CDN$4.0 million in total
liabilities, and CDN$1.4 million in total stockholders' equity.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with CDN$613,903 in total current assets
available to pay CDN$1.8 million in total current liabilities.
Full-text copies of the company's consolidated financial
statements for the quartr ended March 31, 2007, are available for
free at http://researcharchives.com/t/s?21de
Liquidity
The company used CDN$1.1 million of cash in its operations during
the quarter.
This was financed through CDN$3.9 million raised in August 2006
via the issuance of 4.86 million common shares at US$0.73 in a
private placement. A further CDN$2.1 million was raised on the
exercise of options and warrants since August 2006.
Going Concern Doubt
BDO Dunwoody LLP's audit report on Genoil Inc. is expressed in
accordance with Canadian reporting standards which do not permit
reference to conditions and events which cast substantial doubt
about the company's ability to continue as a going concern when
these are adequately disclosed in the financial statements.
As at Dec. 31, 2006, the company has incurred a loss of
CDN$13.9 million for the year and has accumulated losses of
CDN$43.8 million since inception. The ability of the company to
continue as a going concern is in substantial doubt and is
dependent on achieving profitable operations, commercializing its
upgrader technology, and obtaining the necessary financing in
order to develop this technology further.
As at March 31, 2007, the company had incurred accumulated losses
of CDN$45.6 million.
About Genoil Inc.
Headquartered in Calgary, Canada, Genoil Inc. (OTC BB: GNOLF.OB)
(CDNX: GNO.V) -- http://www.genoil.net/-- is an international
engineering technology development company focused on providing
innovative solutions to the oil and gas industry through the use
of proprietary technologies. The company's business activities
are primarily directed to the development and commercialisation of
its upgrader technology, which is designed to economically convert
heavy crude oil into light synthetic crude.
HARBOURVIEW CDO: S&P Cuts Rating to B- and Removes Negative Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A notes issued by HarbourView CDO III Ltd., a CDO of ABS
transaction, to 'B-' from 'BBB-' and removed it from CreditWatch,
where it was placed with negative implications on July 5, 2007.
The rating was placed on CreditWatch earlier this month following
an increase in the number of defaulted assets in the previous
quarter. The two ABS commercial assets that were recently
classified as defaults have an aggregate principal balance of
$11.10 million, which is approximately 11% of the total principal
balance of the performing collateral. In addition, S&P expect the
recovery rates on these new defaults to be lower than the rates
originally modeled for the cash flow analysis.
Standard & Poor's notes that in June 2005, the class A noteholders
directed the trustee to accelerate the maturity of all of the
notes. The directive followed an event of default under section
5.1(i) of the indenture triggered in March 2005. Since then, all
available cash--after meeting specific expenses and paying class A
interest--was and will continue to be diverted to pay down the
class A notes.
Even though the current class A balance is approximately 29% of
its original size following the paydowns, the recent defaults
impaired the credit enhancement to the notes, leading to the
downgrade. Any additional default, especially with a poor
recovery rate, is likely to impair the existing credit support.
Rating Lowered and Removed from Creditwatch Negative
HarbourView CDO III Ltd.
Rating
------
Class To From
----- -- ----
A B- BBB-/Watch Neg
HIBISCUS SUITES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: Hibiscus Suites, L.L.C.
1735 Stickney Point Road
Sarasota, FL 34231
Bankruptcy Case No.: 07-06539
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Robert M. Brilliant 07-06534
Hibiscus Suites II, L.L.C. 07-06542
Type of business: The Debtor owns and operates a hotel that
features one- or two-bedroom suites with fully
equipped kitchens and daily in-room coffee. See
http://www.hibiscussuites.com/
Chapter 11 Petition Date: June 27, 2007
Court: Middle District of Florida (Tampa)
Judge: Catherine Peek
Debtors' Counsel: Scott A. Stichter, Esq.
Stichter, Riedel, Blain & Prosser, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602-4700
Tel: (813) 229-0144
Fax: (813) 229-1811
Estimated Assets Estimated Debts
---------------- ---------------
Hibiscus Suites Less than $1 Million to
$10,000 $100 Million
Robert M. Brilliant $100,00 to $1 Million to
$1 Million $100 Million
Hibiscus Suites II, L.L.C. Less than $1 Million to
$10,000 $100 Million
A. Hibiscus Suites does not have a list of its largest unsecured
creditors.
B. Robert M. Brilliant does not have a list of its largest
unsecured creditors.
C. Hibiscus Suites II, LLC's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Forward Line $75,690
501 Colorado Avenue,
Suite 204
Santa Monica, CA 90401
Harvey Miller $40,000
6 Philip Street
Peabody, MA 01960
Marriot Rewards $27,306
P.O. Box 15298
Wilmington, DE 19850
Bank of America/M.B.N.A. $27,071
G.E. Money Bank/Lowe's $21,739
Citi Drivers Edge $15,802
Home Depot Credit Services $14,767
Discover $14,135
Florida Department of $4,495
Revenue
Williams, Parker $3,800
Sarasota Chamber of $1,801
Commerce
American Hotel Register Co. $1,454
Michael Morgan, Esq. $1,152
Visit Florida $584
Anderson Electric Supply, Inc. undetermined
Bruce Dawson undetermined
Willie Farmer undetermined
First Plumbing & Air undetermined
Conditioning
Gaya Builders, Inc. undetermined
Graybar Financial undetermined
Services
HINES HORTICULTURE: Posts $46.5 Million Net Loss in Full Year 2006
------------------------------------------------------------------
Hines Horticulture Inc. reported a net loss of $46.5 million for
the year ended Dec. 31, 2006, compared with a net loss of
$1.8 million for the year ended Dec. 31, 2005.
Net sales of $232.6 million for the fiscal year ended Dec. 31,
2006, decreased $12.8 million, or 5.2%, from net sales of
$245.3 million in 2005. The decline in net sales was primarily
due to the persistent rain in the Pacific Northwest, Northern
California and Southwest which the company experienced in the
first and second quarters of 2006, which reduced consumer demand
and also led to delayed product availability during that time
period. Additionally, the company's facility in South Carolina
reported less sales volume as a result of lost market share
primarily in the mid-Atlantic markets.
The increase in net loss is primarily due to lower net sales
volume, lower gross profit margin, the loss from discontinued
operations.
The company reported lower gross profit of $96.8 million for the
fiscal year ended Dec. 31, 2006, compared to gross profit of
$124.3 million in 2005. The decline in gross profit was primarily
due to overall lower net sales, a lower of cost or market
adjustment and a reserve for excess inventory of $5.7 million at
the company's Trenton, South Carolina facility in the third
quarter of 2006.
Loss from continuing operations before income taxes of
$32.3 million for the fiscal year ended Dec. 31, 2006, increased
$30.3 million from loss from continuing operations before income
taxes of $2.0 million in 2005.
Benefit from income taxes was $12.6 million for the fiscal year
ended Dec. 31, 2006, compared to benefit from income taxes of
$700,000 in the fiscal year ended Dec. 31, 2005.
Loss from discontinued operations, net of income taxes, for the
fiscal year ended Dec. 31, 2006, of $26.8 million increased
$26.2 million from loss from discontinued operations, net of tax
of $500,000 in 2005. The increase in loss from discontinued
operations was primarily due to exit and disposal costs, asset and
other impairment charges totaling $29.0 million recorded during
the fiscal year ended Dec. 31, 2006.
At Dec. 31, 2006, the company's consolidated balance sheet showed
$340.3 million in total assets, $331.1 million in total
liabilities, and $9.2 million in total stockholders' equity.
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?21ea
Liquidity and Capital Resources
Net cash used in operating activities of continuing operations was
$8.1 million for the fiscal year ended Dec. 31, 2006, compared to
net cash provided by operating activities of continuing operations
of $3.9 million for 2005. The increase in cash used by operating
activities was mainly due to the decline in gross profit during
the period, partially offset by reduced working capital levels.
Net cash provided by financing activities of continuing operations
was $7.0 million for the fiscal year ended Dec. 31, 2006, compared
to net cash used of $48.0 million for 2005. Net cash provided by
financing operations in 2006 primarily represents the receipt of
$14.3 million of cash proceeds from the Lagoon Valley land sale.
Borrowing availability and amount outstanding as of Dec. 31, 2006,
under the company's Old Senior Credit Facility were $20.2 million
and $3.1 million, respectively.
At Dec. 31, 2006, the company had $178.1 million total outstanding
indebtedness.
About Hines Horticulture
Headquartered in Irvine, California, Hines Horticulture Inc.
(NASDAQ: HORT) -- http://www.hineshorticulture.com/-- operates
commercial nurseries in North America, producing a broad
assortment of container grown plants. Hines Horticulture sells
nursery products primarily to the retail segment, which includes
premium independent garden centers, as well as leading home
centers and mass merchandisers, such as Home Depot, Lowe's and
Wal-Mart.
* * *
As reported in the Troubled Company Reporter on July 5, 2007,
Standard & Poor's Ratings Services lowered its ratings on Irvine,
California-based Hines Horticulture Inc., including its corporate
credit rating to 'CCC+' from 'B-'. The outlook is developing.
HORNBECK OFFSHORE: To Acquire Nabors' Sea Mar Fleet for $186 Mil.
-----------------------------------------------------------------
Hornbeck Offshore Services Inc. entered into a definitive asset
purchase agreement with certain affiliates of Nabors Industries
Ltd. to acquire 20 offshore supply vessels and their related
business for cash consideration of $186 million, plus the cost of
any fuel inventory on such vessels. The Sea Mar Fleet is
comprised of ten 200 class DP-1 new generation OSVs and ten
conventional OSVs.
The company also agreed to purchase one 285-foot DP-2 new
generation OSV currently under construction at a domestic shipyard
with an anticipated fourth quarter 2008 delivery. The expected
cost of this newbuild vessel, prior to allocation of construction
period interest, is about $34 million, of which about $7.3 million
will be paid to Nabors at closing.
All of the vessels to be acquired by Hornbeck Offshore are U.S.
flagged and qualify for U.S. coastwise trade under the “Jones Act"
except for one of the conventional vessels, which is foreign-
flagged. In addition, under a separate agreement and effective
upon closing, Hornbeck Offshore will manage five Nabors-owned
Mexican flagged vessels currently operating offshore Mexico.
The Sea Mar acquisition will be funded with cash on-hand and is
expected to be immediately accretive to earnings. Cash utilized
for this transaction will not alter the company's plans to fund
its previously announced newbuild and conversion programs from
remaining cash on-hand and projected cash flows from operations.
Closing is subject to customary conditions, including third party
consents and regulatory approvals, and is expected to occur in
early August 2007.
Todd Hornbeck, the company's Chairman, President and CEO,
commented, “We are very excited about not only acquiring a well
regarded fleet of new generation OSVs, but also the opportunity to
attract Sea Mar's highly respected mariners and its shoreside
management and support staff to become part of the Hornbeck
Offshore team. Sea Mar has an outstanding reputation for quality
and safety, and we believe that its operational culture is very
similar to our own."
About Hornbeck
Based in Covington, Louisiana, Hornbeck Offshore Services Inc.
-- http://www.hornbeckoffshore.com/-- through its subsidiaries,
provides offshore supply vessels for the offshore oil and gas
industry primarily in the United States Gulf of Mexico and
internationally.
* * *
As of July 30, 2007, the company holds Moody's Ba3 long-term
corporate family rating, senior secured debt, and probability of
default. The outlook is negative.
Standard & Poor's also placed the company's long-term foreign and
local issuer credit ratings at BB-. The outlook is stable.
HORIZON LINES: Earns $9.6 Million in Second Quarter Ended June 24
-----------------------------------------------------------------
Horizon Lines Inc. reported a $9.6 million net income for the
second quarter of 2007, compared to net income of $6.4 million for
the second quarter of 2006. After adjustment to exclude the non-
recurring loss on extinguishment of debt in 2007 and secondary
offering expenses in 2006, and to retroactively apply tonnage tax
to 2006, adjusted net income was $10 million in 2007's second
quarter, versus $9.7 million in the second quarter of 2006.
Operating revenue grew by $5.9 million or 2% in the second quarter
of 2007 to $295.7 million, compared to $289.8 million for the
second quarter of 2006.
Operating income in the second quarter of 2007 was $22.9 million
versus $22.4 million in 2006's second quarter. Absent non-
recurring secondary offering expenses, adjusted operating income
in the second quarter of 2006 would have been $23.3 million.
As of June 24, 2007, the company had total assets of
$892.1 million, total liabilities of $676.1 million, and total
stockholders' equity of $261 million.
"Despite some lingering volume softness, we once again overcame
challenges and delivered solid earnings in the second quarter of
2007", said Chuck Raymond, chairman, president and chief executive
officer. "Benefits generated by our Horizon EDGE process re-
engineering and customer service program, stringent cost controls
and unit revenue and cargo mix improvements, all combined to more
than offset the volume shortfall. We completed our Transpacific
(TP1) fleet enhancement initiative and all five new vessels are
now deployed and are operating in the new TP1 service. Investment
in our business continued with the addition of 707 new
refrigerated containers and 238 new flat racks. Finally, we
initiated a process to refinance our capital structure that we
expect will result in reduced interest expense going forward when
completed in the third quarter of 2007."
The company updated its earnings guidance for the full year 2007,
with projections of operating revenue at around $1.2 billion,
EBITDA at $168 million to $173 million, diluted earnings per share
at $1.46 to $1.58 and free cash flow at $30 million to
$37 million. Earnings guidance for the third quarter of 2007 was
also provided, with forecasts of operating revenue of $314 million
to $322 million, EBITDA of $49 million to $52 million and diluted
EPS of $0.56 to $0.63. The earnings guidance for the third
quarter and full year does not reflect any impact from the
company's recently announced planned refinancing.
About Horizon Lines
Headquartered in Charlotte, North Carolina, Horizon Lines Inc.
(NYSE: HRZ) -- http://www.horizonlines.com/-- is a Jones Act
container shipping and integrated logistics company and is the
parent company of Horizon Lines Holding Corp. and Horizon Lines
LLC. Horizon Lines also provides ocean transportation, trucking,
terminal and warehousing operations. It owns Horizon Services
Group that offers transportation management systems and software
solutions to shippers, carriers, and other supply chain
participants. The company accounts for about 37% of total U.S.
marine container shipments from the continental U.S. to the three
non-contiguous Jones Act markets -- Alaska, Hawaii, and Puerto
Rico, and to Guam.
* * *
As reported in the Troubled Company Reporter on July 3, 2007,
Standard & Poor's Ratings Services raised its corporate credit
rating on Horizon Lines Inc. to 'BB-' from 'B'. The rating on the
bank loan was raised from to 'BB' from 'B+'; the recovery rating
remains '2', indicating expectations of substantial (70%-90%)
recovery in the event of a payment default. The rating on the
senior unsecured notes was raised to 'B' from 'CCC+'. The outlook
is now stable.
HORIZON LINES: S&P Rates Proposed $300MM Convertible Notes at B
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to
Horizon Lines Inc.'s (BB-/Stable--) proposed $300 million senior
convertible notes offering due 2012. Proceeds from the notes
offering, combined with proceeds from a planned new credit
facility, will be used primarily to repay its outstanding 9%
senior notes due 2012 and its 11% senior discount notes due 2013.
The company launched a tender offer for these notes on July 17,
2007. The tender offer expires on July 30, 2007. The Charlotte,
North Carolina-based shipping company currently has about
$800 million of lease-adjusted debt.
"Ratings on Horizon Lines reflect the company's highly leveraged
financial profile and participation in the capital-intensive and
competitive shipping industry," said Standard & Poor's credit
analyst Lisa Jenkins.
Horizon Lines primarily transports goods between the continental
U.S. and Alaska, Puerto Rico, Hawaii, and Guam. The company's
financial performance has improved over the past year, primarily
due to higher freight rates, a better cargo mix, and improved
operating efficiencies, which have more than offset the impact of
weaker conditions in the Puerto Rican market over the past year.
The company has various initiatives in place to bolster operating
efficiencies, including adding newer ships to the fleet. S&P
expect this to result in improved credit metrics over the
intermediate term and have factored that into S&P's ratings.
Total debt to EBITDA is estimated to be close to 5x and should
stay at or below this level. While earnings are expected to show
modest improvement over the near to intermediate term, adjusted
debt levels will fluctuate over time, depending upon the timing of
investments in the fleet. As a result, there is likely to be some
variability in the financial profile over time.
Rating List
Horizon Lines Inc.
Corporate Credit Rating BB-/Stable/--
New Rating Assigned
$300 Mil. Convertible Notes Due 2012 B
HOUSING FINANCE: S&P Cuts Rating on Series 2001D Bonds to "BB"
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on District
of Columbia Housing Finance Agency's (Parkway Overlook East and
West Apartments) multifamily housing revenue bond series 2001D to
'BB' from 'A' and placed the rating on CreditWatch with developing
implications. The downgrade on the series D bonds which are
secured by a pledge of Section 236 interest reduction payments
reflects the uncertainty about the continuance of the payments.
The IRP under the agreement may be terminated if the mortgage
related to the FHA-insured bonds is extinguished or for other
reasons as defined in the IRP agreement documents. The
termination of the IRP could cause the holders of the series D
bonds to lose all or part of their investment or expected return,
and the issuer is not responsible for the IRP. As of July 23,
2007, all IRP have been received as requested by the trustee. The
series D bonds currently have a debt service reserve fund held
with the trustee which is funded at three months' maximum annual
debt service. The final maturity on the bonds is Dec. 1, 2008.
If the IRP is discontinued there may not be sufficient funds
available to pay bondholders in full which would result in a
default on the bonds. The rating may be raised if Standard &
Poor's receives assurances that the IRP will continue to be paid
in amounts sufficient to fully cover principal and interest on the
bonds when due.
As of June 15, 2007, all bondholders have been paid semiannual
debt service as required. Standard & Poor's will continue to
monitor the situation.
INLAND EMPIRE: Fitch Mulls Rating $23MM S. 2007E Bonds at BB
------------------------------------------------------------
Fitch expects to rate Inland Empire Tobacco Securitization
Authority Tobacco Settlement Asset-Backed Bonds, Series 2007 as:
-- $84,245,000 Series 2007A Senior Turbo Current Interest
Bonds, due June 1 2021 'BBB';
-- $51,601,882 Series 2007B Senior Convertible Turbo Capital
Appreciation Term Bonds, due June 1, 2026 'BBB';
-- $61,555,702 Series 2007C Turbo Capital Appreciation Term
Bonds, due June 1, 2036 'BBB';
-- $36,222,095 Series 2007C Turbo Capital Appreciation Term
Bonds, due June 1, 2047 'BBB';
-- $29,494,505 Series 2007D Turbo Capital Appreciation Term
Bonds, due June 1 2057 'BBB-';
-- $23,583,134 Series 2007E Turbo Capital Appreciation Term
Bonds, due June 1, 2057 'BB'.
ITC^DELTACOM: March 31 Balance Sheet Upside-Down by $107.8 million
------------------------------------------------------------------
ITC^Deltacom Inc.'s consolidated balance sheet at March 31, 2007,
showed $420.7 million in total assets, $454.1 million in total
liabilities, and $74.4 million in total convertible redeemable
preferred stock, resulting in a $107.8 million total stockholders'
deficit.
For the quarter ended March 31, 2007, the company reported total
operating revenues of $121.8 million, a net loss of $15.3 million,
and net earnings before interest, taxes, depreciation and
amortization (EBITDA) of $16.8 million. This compares with total
operating revenues of $119.9 million, a net loss of $14.9 million,
and EBITDA of $11.9 million for the quarter ended March 31, 2006.
"Our goal is to provide our customers an outstanding experience
and the most innovative products in the marketplace while growing
the company's earnings," said Randall E. Curran, ITC^DeltaCom's
chief executive Officer. “Our first quarter results, including an
18% annualized increase in facilities-based voice lines and the
success of our Simpli-Business product offering, illustrate that
we're making solid progress towards that goal."
Among its operating highlights for the first quarter,
ITC^DeltaCom:
-- Increased earnings before interest, taxes, depreciation and
amortization, or EBITDA, to $16.8 million, a 25% annualized
growth rate over the preceding quarter and a 41% increase
over the first quarter of 2006;
-- Increased business local revenues for the fourth consecutive
quarter, with an increase of $5.7 million, or 10%, over the
first quarter of 2006;
-- Reported net growth in billable retail business voice lines
in service for the sixth consecutive quarter, with an
increase of approximately 8,700 lines, ending the quarter
with 403,551 voice lines in service;
-- Grew its core, facilities-based business voice lines in
service by approximately 13,200 lines, representing an
annualized growth rate of approximately 18%;
-- Increased the percentage of local retail voice lines for
which service is provided on its own network to 77%, up from
70% at the end of the first quarter of 2006;
-- Demonstrated strong growth in its equipment sales and related
services business, increasing revenues by 18% over the fourth
quarter of 2006 and by 50% over the first quarter of 2006;
-- Reported continued improvement in gross margin, as it reduced
cost of services and equipment, excluding depreciation and
and amortization, from 52.0% percent of total revenue for the
first quarter of 2006 to 47.7% for the first quarter of 2007,
representing $6.1 million or 11% growth in gross margin for
the first quarter of 2006; and
-- Enhanced its future liquidity position with a $7.5 million
capital lease commitment.
"We're pleased to report strong results for the first quarter,
including a 25% sequential increase in quarterly EBITDA" said
Richard E. Fish, executive vice president and chief financial
officer. "Even though Wholesale Services revenue is down for the
quarter on a year over year basis, volume activity in that channel
remains very active. Sustained growth in our core facilities-
based voice lines is building a strong foundation as we continue
to pursue profitable growth and focus on managing our cost
structure more efficiently."
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?210a
About ITC^DELTACOM
Headquartered in Huntsville, Alabama, ITC^DeltaCom Inc. (OTC BB:
ITCD.OB) -- http://www.deltacom.com/-- provides, through its
operating subsidiaries, integrated telecommunications and
technology services to businesses and consumers in the
southeastern United States. ITC^DeltaCom has a fiber optic
network spanning approximately 14,500 route miles, including more
than 11,000 route miles of owned fiber, and offers a comprehensive
suite of voice and data communications services, including local,
long distance, broadband data communications, Internet
connectivity, and customer premise equipment to end-user
customers.
ITC^DeltaCom has interconnection agreements with BellSouth,
Verizon, SBC, CenturyTel and Sprint for resale and access to
unbundled network elements and is a certified competitive local
exchange carrier (CLEC) in Arkansas, Texas, Virginia and all nine
BellSouth states.
* * *
As reported in the Troubled Company Reporter on July 12, 2007,
Moody's Investors Service assigned a B3 corporate family rating to
ITC^Deltacom, Inc., and a B2 rating for the proposed $240 million
first lien credit facilities at Interstate Fibernet Inc.,
Deltacom's wholly owned subsidiary.
J.P. MORGAN: Fitch Rates $2.8 Million Class B-5 Certificates at B
-----------------------------------------------------------------
J.P. Morgan Mortgage Trust mortgage pass-through certificates,
series 2007-S3, are rated by Fitch Ratings as:
-- $1.8 billion classes 1-A-1 through 1-A-114, 2-A-1 through 2-
A-4, A-P, A-X, A-R, and the non-offered class P 'AAA';
-- $36.9 million class B-1 'AA';
-- $12.9 million class B-2 'A';
-- $6.5 million class B-3 'BBB';
-- $5.5 million non-offered class B-4 'BB';
-- $2.8 million non-offered class B-5 'B'.
The 'AAA' rating on the senior classes reflects the 3.75% credit
enhancement provided by the 2.00% class B-1, the 0.70% class B-2,
the 0.35% class B-3, the 0.30% non-offered class B-4, the 0.15%
non-offered class B-5 and the 0.25% non-offered and non-rated
class B-6 certificates.
Fitch believes the above credit enhancement will be adequate to
support mortgagor defaults as well as bankruptcy, fraud and
special hazard losses in limited amounts. In addition, the
ratings also reflect the quality of the underlying mortgage
collateral, and the strength of the legal and financial
structures.
This transaction contains certain classes designated as
exchangeable certificates and others as regular certificates.
Classes 1-A-3, 1-A-8, 1-A-10, 1-A-17, 1-A-35 through 1-A-38, 1-A-
42 through 1-A-48, 1-A-51 through 1-A-53, 1-A-64 through 1-A-92,
and 1-A-96 through 1-A-114 and are exchangeable certificates.
Class 1-A-1, 1-A-2, 1-A-4 through 1-A-7, 1-A-9, 1-A-11 through 1-
A-16, 1-A-18, 1-A-19 through 1-A-34, 1-A-39 through 1-A-41, 1-A-
49, 1-A-50, 1-A-54 through 1-A-63, 1-A-93 through 1-A-95, 2-A-1
through 2-A-4, A-P, A-X, A-R, P and B-1 through B-6 are regular
certificates.
The holder of the REMIC certificates in any REMIC combination may
exchange all or part of each class of such REMIC certificates for
a proportionate interest in the related exchangeable certificates.
The holder of each class of exchangeable certificates may also
exchange all or part of such class for a proportionate interest in
each such class of REMIC certificates or other exchangeable
certificates in the related REMIC combination.
The classes of REMIC certificates and exchangeable certificates
that are outstanding on any date and the outstanding principal
balances of these classes will depend upon the aggregate
distributions of principal made to such classes, as well as any
exchanges that have occurred on or prior to such date. For the
purposes of the definitions and the calculation of the class
principal amount of any class of REMIC certificates, to the extent
that exchanges of REMIC certificates for exchangeable certificates
occur, the aggregate class principal amount of the REMIC
certificates will be deemed to include the class principal amount
of the related exchangeable certificates issued in the exchange
and the class principal amount of such exchangeable certificates
will be deemed to be zero. REMIC certificates in any REMIC
combination and the related exchangeable certificates may be
exchanged only in the specified proportion that the original
principal balances of such certificates bear to one another.
Holders of exchangeable certificates will be the beneficial owners
of an interest in the REMIC certificates in the related REMIC
combination and will receive a proportionate share, in the
aggregate, of the distributions on those certificates. With
respect to any distribution date, the aggregate amount of
principal and interest distributable to any exchangeable classes
and the REMIC certificates in the related REMIC combination then
outstanding on such distribution date will be equal to the
aggregate amount of principal and interest otherwise distributable
to all of the REMIC certificates in the related REMIC combination
on such distribution date if no exchangeable certificates were
then outstanding.
The trust consists of 3,476 first-lien residential mortgage loans
with stated maturity of not more than 30 years with an aggregate
principal balance of $1,844,825,085 as of the cut-off date,
July 1, 2007. The mortgage pool has a weighted average original
loan-to-value ratio of 71.32% with a weighted average mortgage
rate of 6.400%. The weighted-average FICO score of the loans is
741. The average loan balance is $530,732 and the loans are
primarily concentrated in California (25.43%), New York (13.05%),
and Florida (10.51%).
Wells Fargo Bank National Association (rated 'RMS1') will serve as
master servicer. U.S. Bank, National Association will serve as
trustee. JPMorgan Chase Bank, N.A ('RPS1') will service 71.67% of
the mortgage loans as of the closing date, American Home ('RPS3+')
will service 26.52% of the mortgage loans as of the closing date
(on Nov. 1, 2007 American Home will transfer 98.93% of the loans
they service to JPMorgan Chase Bank, NA), and certain other
servicers that will individually service no more than 10% of the
mortgage loans. J.P. Morgan Acceptance Corporation I, a special
purpose corporation, deposited the loans in the trust which issued
the certificates. For federal income tax purposes, the trustee
will elect to treat all or portion of the assets of the trust
funds as comprising multiple real estate mortgage investment
conduits.
JAMES BELL: Case Summary & 18 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: James Keith Bell
405 Silver Creek Lane
Norwalk, CT 06850
Bankruptcy Case No.: 07-50427
Chapter 11 Petition Date: July 27, 2007
Court: District of Connecticut (Bridgeport)
Judge: Alan H.W. Shiff
Debtor's Counsel: Matthew K. Beatman
Zeisler and Zeisler, P.C.
558 Clinton Avenue
P.O. Box 3186
Bridgeport, CT 06605
Tel: (203) 368-4234
Fax: (203) 367-9678
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
Debtor's List of its XX Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
American Express $34,620
P.O. Box 1270
Newark, NJ 07101
Bank of America $39,027
P.O. Box 15102
Wilmington, DE 19886
Chrysler Financial $27,181
P.O. Box 2993
Milwaukee, WI 53201
Bank of America $20,305
GMAC $17,448
Tirola & Herring $13,877
Discover Card $11,381
CitiBusiness Card $10,380
Citi Cards $8,098
Anthem Blue Cross Blue Shield $7,602
Bank of America $6,629
Discover Motiva Card $6,603
U.S.A. $6,000
Capital One $4,897
American Express $1,960
Connecticut Light & Power $1,689
Allstate Insurance TB $599
Allstate Insurance $331
JARDEN CORP: Planned $700MM Loan Add-On Cues S&P to Hold Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its bank loan and
recovery ratings on Jarden Corp.'s (B+/Stable/--) senior secured
financing in light of its planned $700 million add-on to its
existing $975 million senior secured term loan B. Pro forma for
the incremental term loan, the secured financing will consist of a
$200 million revolver and a $1.675 billion term loan. The 'BB-'
rating is one notch higher than the corporate credit rating. The
recovery rating of '2' indicates the expectation for substantial
(70%-90%) recovery in the event of a payment default.
The company has within its existing credit facilities a provision
to increase its term borrowings by up to $750 million, from which
the planned $700 million incremental term loan B will be funded.
Proceeds will be used to help finance the pending acquisition of
K2 Inc. (BB/Watch Neg./--), which is expected to close in August.
S&P have not factored into its recovery analysis any of the
remaining up-to-$50 million in incremental term loan capacity, as
it is uncommitted. However, should Jarden request and receive
additional term loans, Standard & Poor's will review its loan and
recovery ratings to determine whether any changes are warranted.
The ratings on Rye, NY-based Jarden Corp. reflect the highly
competitive and challenging operating environment in the company's
Consumer Solutions segment, its aggressive acquisition
orientation, and its high debt leverage. These risk factors are
somewhat offset by the company's diversified business portfolio,
increased scale following a series of acquisitions, organic
growth, and good market positions within numerous product
categories. The acquisition of K2, with its portfolio of well-
known brands, enhances Jarden's business profile, diversifies its
product portfolio, and will strengthen the company's presence in
the sporting goods, marine, and outdoor retail channels.
Ratings List
Ratings Affirmed
Jarden Corp.
Corporate Credit Rating B+/Stable/--
Senior Secured Financing BB- (Recovery Rating: 2)
JMG EXPLORATION: Earns $1.9 Million in Quarter Ended March 31
-------------------------------------------------------------
JMG Exploration Inc. reported net income of $1.9 million for the
first quarter ended March 31, 2007, compared with a net loss of
$1.0 million for the same period ended March 31, 2006.
Revenues were $131,720 and $452,735 for the three month periods
ended March 31, 2007 and 2006. The decrease in revenue was
principally due to the sale of oil and gas assets in North Dakota.
The increase in net income is principally due to a decrease in
operating expenses, resulting in a decreased net loss from
operations of $460,569, compared to a net loss from operations of
$985,456 for the same period last year, and a gain of $2.4 million
from the sale of the company's oil and gas properties in North
Dakota in January 2007.
The decrease in operating expenses was due to the decrease in
depletion, depreciation and impairment expense.
Depletion, depreciation and impairment expense were $235,893 and
$1.0 million for the three months ending March 31, 2007, and 2006.
This decrease was due to impairment charges of $4.9 million
recorded in the year ended Dec. 31, 2006, that reduced the
depletable cost basis and the sale of oil and gas assets in North
Dakota effective January 2007.
Gain on Sale of Oil and Gas Properties
On Nov. 3, 2006, JMG signed an Offer Letter to sell its working
interests in the Bakken lands and wells in North Dakota to an arms
length party for approximately $5.5 million, subject to
adjustment. The transaction was effective Oct. 1, 2006, and
closing of the transaction, following normal title and
environmental due diligence, occurred Jan. 30, 2007. The
properties included in this sale are classified as "Oil and gas
properties held for resale" on the balance sheet as of Dec. 31,
2006.
At March 31, 2007, the company's consolidated balance sheet showed
$10.2 million in total assets, $2.8 million in total liabilities,
and $7.4 million in total stockholders' equity.
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?21e3
Going Concern Doubt
Hein & Associates LLP, in Irvine, Calif., expressed substantial
doubt aobut JMG Exploration Inc.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006. The auditing firm
reported that the company has not realized a profit from
operations since its incorporation on July 16, 2004, and it is in
a negative working capital position as of Dec. 31, 2006.
The company reported that the sale of certain properties on
Jan. 30, 2007, provided additional cash flow towards the company's
ongoing operations, however, as of March 31, 2007, the company had
an accumulated deficit of $19.6 million, and has insufficient
working capital to fund development and exploratory drilling
opportunities. JMG is presently exploring a range of strategic
alternatives, including a possible sale or merger with another
party.
About JMG Exploration
JMG Exploration Inc. (NYSEArca: JMG) is an independent energy
company that explores for, develops and produces natural gas,
crude oil and natural gas liquids in Canada and the United States.
Currently, all of the company's proved reserves are located in the
United States.
JMG EXPLORATION: Extends Due Diligence Period for Iris Acquisition
------------------------------------------------------------------
JMG Exploration Inc. has extended its due diligence period for the
completion of the acquisition of Iris Computers Ltd., one of the
leading distributors of IT products in India, until Aug. 15, 2007.
As part of the due diligence process, the chief executive officer
and a director of JMG traveled to India last month to perform on
site due diligence on Iris' operations. During their visit, the
due diligence team reviewed Iris' largest operating facility in
Delhi and interviewed key management and clients. In addition to
Iris' lawyers and accountants, the team also met with senior
Indian representatives for both HP and IBM, key suppliers for
Iris, as well as representatives from Citibank India, one of Iris'
key bankers.
JMG and Newco Group, a holding company whose sole asset is a
controlling interest in Iris, have mutually agreed to increase
JMG's current shareholder ownership interest from 25% to 37.5% of
the merged JMG/Newco entity. The Board of Directors has
determined that JMG's oil and gas assets will be placed in a
subsidiary corporation of the company for the benefit of JMG's
shareholders at a record date to be determined. The additional
diligence period will allow JMG's Board of Directors to address
the remaining diligence issues outstanding. The proposed merger
is subject to the availablity of 3 years US GAAP audited
financials for Iris which are currently being finalized by a US
based audit firm.
The company's entry into a non-binding letter of intent to acquire
a controlling interest in Iris Computers Ltd was announced by the
company on April 27, 2007. Under the terms of the letter of
intent, JMG would acquire all of the issued shares of Newco Group.
Iris Computers Ltd is one of the largest distributors of computer
hardware and peripherals in India. Iris was established in 1995
by Sanjiv Krishen, an entrepreneur with over 30 years in the
computer distribution business in India and the Middle East.
JMG Exploration Inc. (NYSEArca: JMG) is an independent energy
company that explores for, develops and produces natural gas,
crude oil and natural gas liquids in Canada and the United States.
Currently, all of the company's proved reserves are located in the
United States.
Going Concern Doubt
Hein & Associates LLP, in Irvine, Calif., expressed substantial
doubt aobut JMG Exploration Inc.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006. The auditing firm
reported that the company has not realized a profit from
operations since its incorporation on July 16, 2004, and it is in
a negative working capital position as of Dec. 31, 2006.
The company reported that the sale of certain properties on
Jan. 30, 2007, provided additional cash flow towards the company's
ongoing operations, however, as of March 31, 2007, the company had
an accumulated deficit of $19.6 million, and has insufficient
working capital to fund development and exploratory drilling
opportunities.
KARA HOMES: Wants Solicitation Period Extended Until October 9
--------------------------------------------------------------
Kara Homes Inc. and its debtor-affiliates ask the United States
Bankruptcy Court for the District of New Jersey to extend, until
Oct. 9, 2007, their exclusive period to solicit acceptances to the
Disclosure Statement explaining their Chapter 11 Plan of
Reorganization, as amended.
David L. Bruck, Esq., at Greenbaum Roew Smith and Davis LLP, said
that the Debtors' request for extension will cover the anticipated
solicitation and confirmation period. The Debtors, Mr. Bruck
added, are drafting a supplement to the Disclosure Statement.
The Debtors require more time to solicit acceptances of that Plan
if the Court does not approve their Disclosure Statement before
Aug. 10, 2007.
The Debtors assure the Court that the request for extension will
not prejudice the rights of any creditors.
Headquartered in East Brunswick, New Jersey, Kara Homes Inc.
aka Kara Homes Development LLC, builds single-family homes,
condominiums, town homes, and active-adult communities. The
company filed for chapter 11 protection on Oct. 5, 2006 (Bankr.
D. N.J. Case No. 06-19626). On Oct. 9, 2006, nine affiliates
filed separate chapter 11 petitions in the same Bankruptcy Court.
On Oct. 10, 2006, 12 more affiliates filed chapter 11 petitions.
On June 8, 2007, 20 more affiliates filed separate chapter 11
petitions.
David L. Bruck, Esq., at Greenbaum, Rowe, Smith, et al.,
represents the Debtors. Michael D. Sirota, Esq., at Cole,
Schotz, Meisel, Forman & Leonard represents the Official
Committee of Unsecured Creditors. Traxi LLC serves as the
Debtors' crisis manager. The Debtors engaged Perry M.
Mandarino as chief restructuring officer, and Anthony Pacchia
as chief financial officer. When Kara Homes filed for protection
from its creditors, it listed total assets of $350,179,841 and
total debts of $296,840,591.
LEBARON DRYWALL: Exclusive Plan Filing Deadline Moved to Oct. 10
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Alaska extended,
until Oct. 10, 2007, LeBaron Drywall Inc.'s exclusive period to
file a plan of reorganization.
The Court also extended the Debtor's exclusive period to solicit
acceptances of that Plan to Dec. 31, 2007.
Based in Anchorage, Alaska, LeBaron Drywall Inc. builds
condominiums. The company filed for Chapter 11 protection on
February 21, 2007 (Bankr. D. Alaska Case No. 07-00070). John C.
Siemers, Esq., at Burr Pease & Kurtz, represents the Debtor in its
restructuring efforts. Erik J. Leroy, Esq., serves as the Debtor's
co-counsel. No Official Committee of Unsecured Creditors has been
appointed in this case. When the Debtor filed for protection from
its creditors, it listed estimated assets of $18,955,000.
LEXICON UNITED: March 31 Balance Sheet Upside-down by $389,774
--------------------------------------------------------------
Lexicon United Inc.'s consolidated balance sheet at March 31,
2007, showed $3.1 million in total assets and $3.5 million in
total liabilities, resulting in a $389,774 total stockholders'
deficit.
The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $1.0 million in total current
assets available to pay $3.2 million in total current liabilities.
Lexicon United Inc. reported a net loss of $175,166 on service
revenue of $639,192 for the first quarter ended March 31, 2007,
compared with a net loss of $34,562 on service revenue of $696,341
for the same period ended March 31, 2006.
Revenues decreased $57,149 or 8.2% for the period primarily due to
loss of operating days as a result of the company's move to a new
location.
The decrease in net loss is primarily attributable to the decrease
in revenues, the increase in cost of services, and the increase in
interest expense.
Cost of services was $411,989 for the three months ended March 31,
2007, compared to $319,219 for the three months ended March 31,
2006. The increase of $92,770 of cost of services was primarily
due to increased salaries and mail expenses.
Interest expense for the three months ended March 31, 2007, was
$55,954 compared to $19,341 for the three months ended March 31,
2006. The increase of 36,613 is due to the increase of new
borrowings over the past year.
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?2155
Going Concern Doubt
Meyler & Company LLC, in Middletown, N.J., expressed substantial
doubt about Lexicon United Inc.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the years ended Dec. 31, 2006, and 2005. The
auditing firm reported that the company incurred net losses of
$1,264,576 and $463,902 for the years ended Dec. 31, 2006, and
2005, respectively, and has an accumulated deficit of $1,890,063
and negative working capital of $1,882,949 at Dec. 31, 2006.
About Lexicon United
Headquartered in Austin, Texas, Lexicon United Inc. was a "blank
check" company and had no operations other than organizational
matters and conducting a search for an appropriate acquisition
target until Feb. 27, 2006, when the company completed an
acquisition transaction with ATN Capital E Participacoes Ltda., a
Brazilian limited company that had commenced business in April
1997. ATN, which is 80% owned by the company, is engaged in the
business of managing and servicing accounts receivables for large
financial institutions in Brazil. ATN derives its revenues
primarily from collection of distressed debt by entering into non
binding agreements with financial institutions to collect their
debt.
LYONDELL CHEMICAL: Earns $176 Million in Quarter Ended June 30
--------------------------------------------------------------
Lyondell Chemical Company disclosed on Thursday its results for
the second quarter ended June 30, 2007.
The company reported net income of $176 million on sales and other
operating revenues of $7.48 billion for the second quarter 2007,
compared with net income of $160 million on sales and other
operating revenues of $4.71 billion for the second quarter 2006.
Income from continuing operations for the second quarter 2007 was
$271 million, compared to income from continuing operations of
$129 million for the second quarter 2006.
For the first six months of 2007, net income was $195 million on
sales and other operating revenues of $13.27 billion, compared
with net income of $450 million on sales and other operating
revenues of $9.13 billion for the first six months of 2006.
Forthe first six months of 2007, net income from continuing
operations was $277 million, compared with $415 million for the
first six months of 2006.
Second-quarter 2007 results from continuing operations of
$271 million improved versus income from continuing operations of
$6 million for the first quarter 2007 primarily due to record
refining segment results coupled with strong fuels (MTBE/ETBE)
performance. Ethylene segment results continued to reflect good
volumes and operating rates with modest margin improvement. In
the propylene oxide segment, chemical product results declined
primarily due to increased raw material costs; however, these were
more than offset by the strength in fuels (MTBE/ETBE).
The inorganic chemicals business is accounted for as a
discontinued operation as it was sold midway through the quarter
for a total transaction value of approximately $1.3 billion.
After-tax cash proceeds of approximately $1.05 billion were used
to repay debt.
"The strength in our refining operations was quite clear during
the quarter and demonstrated the way in which the segment
complements our chemical operations and provides balance within
our portfolio. While our refining and fuel products benefited
from the strong fuel markets, similar dynamics within the energy
markets pressured our chemical products. In fact, ethylene
segment raw material costs on average increased by approximately
20 percent. Consequently, despite a relatively strong market and
several price increases, margin improvement in this segment was
quite modest," said Dan F. Smith, chairman, president and chief
executive officer of Lyondell Chemical Company. "The strong
refining results were complemented by the sale of our inorganics
business, which enabled us to accelerate our debt repayment
program providing additional value to our investors."
Debt Reduction
During the second quarter, debt repayment, including scheduled
amortization of term loans and debt of discontinued operations,
totaled $1.3 billion. Millennium debt repayment was $436 million,
Equistar repaid $600 million, and LCC repaid $274 million.
As of June 30, 2007, Lyondell's receivable facility was unutilized
and Equistar's receivable facility was utilized by $155 million.
At June 30, 2007, the company's unaudited balance sheet showed
$16.79 billion in total assets, $13.34 billion in total
liabilities, $117 million in minority interests, and $3.33 billion
in total stockholders' equity.
About Lyondell Chemical
Headquartered in Houston, Texas, Lyondell Chemical Company (NYSE:
LYO) -- http://www.lyondell.com/-- is a leading global producer
of petrochemicals and plastics, and owns a refinery with the
unique ability to process 100% heavy sour crude oil from
Venezuela. Lyondell produces propylene oxide, MTBE, ETBE
and butanediol, as well as co-product styrene.
Equistar Chemicals LP and Millennium Chemicals Inc. are wholly
owned subsidiaries of Lyondell. Equistar is a leading North
American producer of commodity petrochemicals and plastics.
Millennium Chemicals is a single-site producer of acetic acid and
vinyl acetate monomer and small producer of turpenes.
* * *
As reported in the Troubled Company Reporter on July 19, 2007,
Moody's Investors Service placed the ratings of Lyondell Chemical
Company, Equistar Chemical Company LP and Millennium Chemicals
Inc. (Corporate Family Ratings of Ba3) under review for possible
downgrade following the announcement that Lyondell agreed to be
acquired by Basell AF SCA (Ba3 CFR under review for possible
downgrade) in a transaction worth roughly $19 billion including
the assumption of debt.
MAPS CLO: Moody's Rates $16 Million Class D Notes at Ba2
--------------------------------------------------------
Moody's Investors Service assigned these ratings to Notes and
Combination Securities issued by MAPS CLO Fund II, Ltd:
-- Aaa to the $186,250,000 Class A-1 Senior Secured Floating
Rate Notes due 2022;
-- Aaa to the $50,000,000 Class A-1R Senior Secured
Revolving Floating Rate Notes due 2022;
-- Aaa to the $25,000,000 Class A-1S Senior Secured Floating
Rate Notes due 2022;
-- Aaa to the $18,750,000 Class A-1J Senior Secured Floating
Rate Notes due 2022;
-- Aa2 to the $18,000,000 Class A-2 Senior Secured Floating
Rate Notes due 2022;
-- A2 to the $26,000,000 Class B Senior Secured Deferrable
Floating Rate Notes due 2022;
-- Baa2 to the $22,000,000 Class C Senior Secured Deferrable
Floating Rate Notes due 2022;
-- Ba2 to the $16,000,000 Class D Secured Deferrable
Floating Rate Notes due 2022; and
-- Baa3 to the $3,000,000 Composite Notes due 2022.
The Moody's ratings of the naddress the ultimate cash receipt of
all required interest and principal payments, as provided by the
notes' governing documents, and are based on the expected loss
posed to noteholders, relative to the promise of receiving the
present value of such payments. The Moody's rating of the
Composite Notes addresses only the ultimate receipt of the "Rated
Balance."
The ratings reflect the risks due to the diminishment of cash flow
from the underlying portfolio - consisting of Loans, High Yield
Debt Securities, Participation Interests, Synthetic Securities and
Structured Finance Securities - due to defaults, the transaction's
legal structure and the characteristics of the underlying assets.
Callidus Capital Management, LLC will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.
MEGA BRANDS: Moody's Downgrades Corporate Family Rating to B1
-------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating
of MEGA Brands, Inc. to B1 from Ba3 and affirmed the speculative
grade liquidity rating of SGL-3. The outlook is stable. This
concludes the review for downgrade initiated on April 19, 2007.
The downgrade was the result of:
i. a deterioration in financial metrics that resulted from
significant additional charges reported in 2006 and the
first quarter of 2007 primarily related to Magnetix product
safety issues for the recall, redesign, repackaging and
restocking of the product as well as payments made to settle
related consumer litigation and
ii. the uncertainties that still exist concerning the Rose Art
business and its Magnetix brand.
MEGA Brands' B1 rating is based primarily on:
i. weak leverage and coverage ratios resulting from the debt-
financed acquisition of Rose Art in 2005 and the recent
Magnetix charges and
ii. the recent and potential future impact on revenues,
profitability and operating cash flows due to the issues
with Magnetix and the Rose Art litigation.
These issues are partially offset by:
i. the company's leading market position in a limited number of
narrow categories and strong second positions in larger
categories dominated by much larger players,
ii. a growing product portfolio with some well-known brands in
attractive categories due in large part to a robust R&D
program consistently producing innovative products,
iii. healthy levels of organic growth in most product lines, and
iv. certain long-term benefits expected from the Rose Art
acquisition including customer, category, and market
diversification as well as annual integration synergies.
It appears that the Magnetix product issues are now fully scoped
and largely resolved and management has fully reserved for the
Rose Art earn-out litigation. Moody's notes however, that a
number of uncertainties remain which could result in further
unplanned costs or unfavorable results and these uncertainties
contributed to the downgrade.
Relating to Magnetix, uncertainties include:
i. the exposure for one full year of self-insured long-tail
product liability,
ii. the ability to recover about $12.5 million in
litigation settlements from insurance proceeds, and
iii. the impact of the Magnetix product safety issues on the
company's brand value and expected revenue growth.
Relating to Rose Art, these include:
i. the impact of the loss of the former owners/operators,
ii. the unresolved litigation related to the $51 million
disputed earn-out,
iii. the ability to realize the synergies and growth planned from
the acquisition, and
iv. the risk of higher taxes in the future should there be an
impairment in the $300 million of tax-deductible goodwill
recorded in connection with the acquisition.
Other factors posing a challenge to the company include risks
specific to the toy industry including, changing play patterns of
children, fashion risk of toys, extreme seasonality, and weak
retailer leverage with sales concentrated with a few large
customers.
The application of Moody's global packaged goods rating
methodology yields a B1 rating for MEGA Brands which is the same
level as the current rating.
The stable outlook assumes no further material unplanned costs or
unfavorable results from product safety issues and litigation and
solid operating performance in core brands. This will be evident
in improving leverage and coverage ratios going forward, and these
expectations are incorporated into the stable outlook.
The company's speculative grade liquidity rating of SGL-3 reflects
the reliance on external sources to fund its operations and
capital expenditures, which is due in part to the highly seasonal
nature of its operational cash flows which will likely be negative
in some quarters over the next 12 months.
The company's recent tight liquidity has been improved through an
amendment to the terms of its loans which provides immediate
covenant relief as well as a significant increase expected in
availability on the company's $120 revolver from an infusion of
$72 million in equity as of July 25, 2007. Absent unexpected
costs the company should have sufficient availability under its
revolver to fund its peak seasonal needs in 2007 and 2008 with a
reasonable cushion.
These ratings were downgraded:
MEGA Brands, Inc.
-- Corporate Family Rating to B1 from Ba3;
-- Probability of Default to B2 from B1;
-- $120 million 5-year revolving credit facility maturing July
2010 to Ba3 (LGD 2, 26%) from Ba2 (LGD 2, 24%);
-- $40 million, 5-year term loan A facility to Ba3 (LGD-2, 26%)
from Ba2 (LGD 2, 24%)
MEGA Brands Finco
-- $260 million 7-year term loan B facility to Ba3 (LGD 2, 26%)
from Ba2 (LGD 2, 24%)
MEGA Brands manufactures and markets a broad line of toys and
stationery and activities products. It is based in Montreal,
Canada and had sales of over $547 million.
MEDTRONIC INC: $3.9BB Kyphon Deal Cues Moody's to Review Ratings
----------------------------------------------------------------
Moody's Investors Service placed Medtronic, Inc.'s ratings
(A1/Prime-1) under review for possible downgrade following the
company's announcement that it plans to acquire Kyphon Inc. for
$3.9 billion including current debt. At the same time, Moody's
affirmed Kyphon's ratings (B1 Corporate Family Rating) but expects
that at the closing of this transaction, based on "change of
control" language in its existing revolver agreement, Kyphon's
ratings would be withdrawn.
Ratings placed under review for possible downgrade:
Medtronic, Inc.:
-- A1 senior unsecured notes
-- A1 senior unsecured bank facility
-- Prime-1 short term debt rating
Ratings affirmed:
Kyphon, Inc.
-- B1 Corporate Family Rating
-- Ba1, LGD2, 15% Secured Bank Revolver
-- B1 PDR
Although Moody's recognizes the strategic benefits of this
transaction, the rating review will consider whether Medtronic's
capital structure may change materially.
Diana Lee, a Senior Credit Officer at Moody's said, "Kyphon's
unique spinal products bring growth prospects and potential
synergies to Medtronic. However, until financing plans are
clearly articulated, Moody's assumes that Medtronic's debt could
increase to levels that no longer meet our expectations for an A1
rating."
Moody's rating review will primarily focus on:
i. the form of financing for the Kyphon acquisition;
ii. any potential changes to Medtronic's financial policies; and
iii. the potential synergies and integration issues related to
the acquisition.
Moody's anticipates the closing of this transaction may not occur
for another 6-9 months.
Medtronic, Inc., based in Minneapolis, Minnesota, is a leading
manufacturer of medical technology, specializing in implantable
and interventional therapies.
MENNONITE GENERAL: Fitch Lifts Rating on $43.2MM Bonds to BB-
-------------------------------------------------------------
Fitch upgrades to 'BB-' from 'B+' the rating on approximately
$43.2 million Puerto Rico Industrial, Tourist, Educational,
Medical, and Environmental Control Facilities Financing Authority
hospital revenue bonds (Mennonite General Hospital Project),
series 1996A and series 1997. The Rating outlook is stable.
The upgrade to 'BB-' from 'B+' is primarily due to Mennonite's
stabilization of operating performance and completion of a major
facility upgrade which has led to increased utilization.
Mennonite ended fiscal year 2007 with positive income from
operations of $4.9 million (4.2% operating margin), the third
consecutive year of positive operating earnings after 5 years of
operating losses. These trends are driven by increasing patient
volume and management initiatives, such as reductions in length of
stay for Medicare patients, developed with the assistance of a
consultant team. Through the first three months of fiscal 2008
ended May 31, 2007, Mennonite's operating margin was a robust
10.7%. Coverage of maximum annual debt service by earnings before
interest, tax, depreciation and amortization was 3.3 times at
fiscal 2007. Ongoing credit strength is Mennonite's dominant
market share.
Credit concerns include extremely low liquidity levels, a high
debt burden and reliance on top admitting physicians.
Unrestricted cash and investments grew to $5 million at the five
months ended May 31, 2007, equating to weak 18.2 days cash on hand
and 9.8% cash to debt. This is still well below Fitch's below
investment grade medians of 54.1 and 38.0% respectively. Despite
an expectation of continued solid cash flow, further liquidity
improvements are unlikely given Mennonite's stated commitment to
expansion and upgrades going forward. Mennonite's debt to
capitalization ratio was a high 61.9% at the five months ended May
31, 2007. The top 10 admitting physicians continue to account for
a very high percentage of total admissions at Mennonite's two
hospitals, New Cayey and Aibonito at 54% and 65.6% respectively,
exposing Mennonite to reductions in volumes due to physician
departures.
The stable rating outlook reflects the expectation that
utilization growth and positive operating performance should
continue over the short term. Further, leverage indicators are
expected to improve as management has no plans to use significant
debt to fund capital expenditures in foreseeable future.
Mennonite General Hospital is a two hospital system with a
combined 266 licensed beds, located in Cayey and Aibonito Puerto
Rico. Mennonite had total operating revenues of $115.3 million in
fiscal 2007. Mennonite's disclosure to both Fitch and bondholders
has been excellent in terms of timeliness and accuracy and
consists of balance sheet, income statement, management discussion
and analysis, and various operating statistics but not the
statement of cash flows.
MIRANT CORP: Mirant Lovett Wants Confirmation Hearing Recommenced
-----------------------------------------------------------------
Mirant Lovett, LLC, and Mirant Corporation, as co-proponent to
Mirant Lovett's Chapter 11 Plan of Reorganization, asks the Hon.
D. Michael Lynn of the U.S. Bankruptcy Court for the Northern
District of Texas to establish procedures to recommence the
adjourned Confirmation Hearing so that the Court may consider
confirmation of the Mirant Lovett Plan.
Specifically, Mirant Lovett and Mirant Corp. ask the Court to
issue an order:
(a) approving a proposed form of notice of recommencement of
confirmation in connection with Mirant Lovett's Chapter 11
case;
(b) finding that the Mirant Lovett Plan does not alter in any
respect the treatment of the holders of unsecured claims
against Mirant Lovett; therefore, all votes cast by the
unsecured claimholders in respect of the confirmed Joint
Plan of Reorganization filed by the New Mirant Entities
will be deemed votes cast in respect of the Mirant Lovett
Plan;
(c) finding that the Mirant Lovett Plan fully incorporates
the settlement agreement between Mirant Lovett, Mirant New
York, Inc., and Mirant Bowline, LLC, on the one hand,
and Haverstraw, Stony Point, Rockland County, the
Haverstraw-Stony Point School District and Haverstraw
Village, on the other hand -- the New York Settlement --
and that, therefore, Tax Jurisdictions with claims against
Mirant Lovett are unimpaired under the Mirant Lovett Plan;
and
(d) setting a status conference on the Mirant Lovett Plan and
establishing a deadline to file objections to the Plan.
Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, in Miami,
Florida, states that the proposed Recommencement Notice
establishes September 19, 2007, as the date on which the
Confirmation Hearing will recommence, and September 12, 2007, as
the last day for filing objections to the Mirant Lovett Plan.
Mirant Lovett will serve the Recommencement Notice on all of
their creditors. The Recommencement Notice will also be
published in (i) The Wall Street Journal, and (ii) The
Journal News, no less than 25 days prior to the recommencement of
the Confirmation Hearing.
Mr. Prostok asserts that no further disclosure is required in
connection with the Mirant Lovett Plan because the Plan treats
holders of unsecured claims against Mirant Lovett as if they were
"MAG Debtor Class 5 - General Unsecured Claims" or "MAG Debtor
Class 7 - Convenience Claims," as appilcable under the Mirant
Plan. As a result, the treatment of holders of unsecured claims
against Mirant Lovett under its Plan is identical to the
treatment the holders would have received under the confirmed
Mirant Plan.
Under these circumstances, Mr. Prostok continues, there is no
need for holders of unsecured claims to receive any disclosures
over and above what was received under the Original Disclosure
Statement. The votes cast by the holders in respect of the
confirmed Mirant Plan should also be deemed votes cast in favor
of the Mirant Lovett Plan, he adds.
Mr. Prostok reminds the Court that Section 1124 of the Bankruptcy
Code provides that a class of claims or interests is unimpaired
if the plan "leaves unaltered the legal, equitable, and
contractual rights to which such claim of interest entitles the
holder of such claim or interest." Section 1126(f) further
provides that a class of claims that is unimpaired under a plan
is conclusively presumed to have accepted the plan.
The Mirant Lovett Plan classifies all claims against Mirant
Lovett arising from the New York Settlement as "Class 1 - Tax
Jurisdiction Settlement Claims," which are unimpaired since the
the Claims will "receive the treatment specified in the New York
Settlement."
The Class 1 Claimholders will receive all their legal, equitable
and contractual rights under the New York Settlement without
modification, and should conclusively be deemed to have accepted
the Mirant Lovett Plan, Mr. Prostok asserts.
The Court will convene a hearing on the Debtors' request on
August 8, 2007. Objections are due August 3, at 4:00 p.m.
About Mirant Corp.
Based in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is an energy company that
produces and sells electricity in North America, the Caribbean,
and the Philippines. Mirant's investments in the Caribbean
include three integrated utilities and assets in Jamaica, Grand
Bahama, Trinidad and Tobago and Curacao. Mirant owns or leases
more than 18,000 megawatts of electric generating capacity
globally.
Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring. When the Debtors
filed for protection from their creditors, they listed
$20,574,000,000 in assets and $11,401,000,000 in debts. The
Debtors emerged from bankruptcy on Jan. 3, 2006. On March 7,
2007, the Court entered a final decree closing 46 Mirant cases.
Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant
New York Inc., and Hudson Valley Gas Corporation, were not
included. On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11
Plan of Reorganization and on Feb. 22 filed a Disclosure Statement
explaining that Plan. The Court approved the adequacy of Mirant
NY-Gen's Disclosure Statement on March 22, 2007, and confirmed the
Amended Plan on May 7, 2007. Mirant NY-Gen emerged from chapter
11 on May 7, 2007.
On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of
Reorganization. (Mirant Bankruptcy News, Issue No. 127 Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
* * *
The ratings of Mirant Corp. (Issuer Default Rating of 'B+') and
its subsidiaries remain on Fitch's Rating Watch Negative following
the company's announced plans to pursue alternative strategic
options including a possible purchase of Mirant by a third party.
MORGAN STANLEY: S&P Holds Low-B Ratings on 7 Certificate Classes
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the class
B commercial mortgage pass-through certificates from Morgan
Stanley Capital I Trust 2004-IQ7. Concurrently, S&P affirmed its
ratings on 17 other classes from the same series. In addition,
S&P affirmed its ratings on the class OEA-B1 and OEA-B2 raked
certificates from Greenwich Capital Commercial Funding Corp.'s
series 2004-GG1.
The raised and affirmed Morgan Stanley Capital I Trust 2004-IQ7
ratings reflect credit enhancement levels that provide adequate
support through various stress scenarios. The affirmed ratings on
the raked certificates in Greenwich Capital Commercial Funding
Corp.'s series 2004-GG1 reflect S&P's analysis of the 111 Eighth
Avenue loan.
As of the July 16, 2007, remittance report, the collateral pool
for the Morgan Stanley Capital I transaction consisted of 125
loans with an aggregate trust balance totaling $800.2 million,
down from 128 loans totaling $863 million at issuance. The master
servicer, Wells Fargo Commercial Mortgage Servicing, reported
primarily full-year 2006 financial information for 95% of the
pool. Based on this information, Standard & Poor's calculated a
weighted average debt service coverage of 1.86x, up from 1.59x at
issuance. The current DSC figure excludes the defeased loans
($113 million, 14%) and the National Consumer Cooperative Bank
cooperative loan grouping ($134.5 million, 17%). There is
currently one 30-day delinquent loan ($2.3 million) in the pool;
details regarding the delinquency were not available. There are
no loans with the special servicer. To date, the trust has
sustained one loss totaling $1.2 million.
The top 10 loans secured by real estate have an aggregate
outstanding balance of $272.0 million (34%) and a weighted average
DSC of 1.83x, up from 1.80x at issuance. Standard & Poor's
reviewed property inspections provided by the master servicer for
all of the assets underlying the top 10 loans. All of the
collateral was characterized as "good."
Credit characteristics for two of the loans in the pool, the
Beverly Center loan and the 111 Eighth Avenue loan, are consistent
with those of investment-grade obligations. Details of these
loans are:
-- The largest exposure in the pool, the Beverly Center
loan, has a trust balance of $59.8 million (7%) and a
whole-loan balance of $340.8 million. The pari passu
loan is secured by the leasehold interest in an 855,015-
sq.-ft. regional mall in Los Angeles, California. For
the nine months ended Sept. 30, 2006, the DSC was 2.06x
and occupancy was 93%. Standard & Poor's adjusted net
cash flow is comparable to its expected level at
issuance.
-- The second-largest exposure in the pool, the 111 Eighth
Avenue loan, has a trust balance of $59.1 million (7%)
and a whole-loan balance of $493 million. The whole loan
consists of a $442 million A note, which was split into
four pari passu pieces, and one $50 million B note. The
B note was split into two pari passu pieces. One of the
subordinate B notes, totaling $25 million, is represented
by the OEA-B1 and OEA-B2 nonpooled certificates in the
Greenwich transaction. The OEA-B1 and OEA-B2
certificates' cash flow is derived from the junior
participation interest secured by the property. The
whole loan is secured by the fee interest in a 2,941,646-
sq.-ft. office property in New York, N.Y. For the year
ended Dec. 31, 2006, the DSC was 2.07x and occupancy was
99%. Standard & Poor's adjusted NCF is comparable to its
level at issuance.
Wells Fargo reported a watchlist of two loans ($9.2 million, 1%).
Standard & Poor's stressed the loans on the watchlist and the
other loans with credit issues as part of its analysis. The
resultant credit enhancement levels support the raised and
affirmed ratings.
Ratings Raised
Morgan Stanley Capital I Trust 2004-IQ7
Commercial mortgage pass-through certificates
series 2004-IQ7
Rating
------
Class To From Credit enhancement
----- -- ---- ----------------
B AA+ AA 9.15%
Ratings Affirmed
Morgan Stanley Capital I Trust 2004-IQ7
Commercial mortgage pass-through certificates
series 2004-IQ7
Class Rating Credit enhancement
----- ------ -----------------
A-1 AAA 12.79%
A-2 AAA 12.79%
A-3 AAA 12.79%
A-4 AAA 12.79%
C A 6.32%
D A- 5.48%
E BBB+ 4.30%
F BBB 3.62%
G BBB- 3.09%
H BB+ 2.41%
J BB 1.87%
K BB- 1.60%
L B+ 1.33%
M B 1.06%
N B- 0.79%
X-1 AAA N/A
X-Y AAA N/A
Greenwich Capital Commercial Funding Corp.
Commercial mortgage pass-through certificates
series 2004-GG1
Class Rating Credit enhancement
----- ------ ----------------
OEA B1 BBB- N/A
OEA B2 BB+ N/A
N/A — Not applicable.
NEW RIVER: Want to Hire Charles Nichols as Accountant
-----------------------------------------------------
New River Dry Dock Inc. asks the United States Bankruptcy Court
for the Southern District of Florida for permission to employ
Charles A. Nichols, C.P.A., P.A., as its accountant.
As the Debtor's accountant, Mr. Nichols will make adjustments to
the Debtor's general ledger accounts to prepare the tax returns
for 2006.
For his initial services, Mr. Nichols charges the Debtor a $1,600
fee.
Mr. Nichols assures the Court that he does not hold any interest
adverse to the Debtor's estate and is a “disinerested person" as
defined in Section 101(14) of the Bankruptcy Code.
Mr. Nichols can be reached at:
Charles A. Nihcols, C.P.A.
Charles A. Nihcols, C.P.A., P.A.
1650 Northeast 26th Street, Suite 103
Fort lauderdale, Florida 33306
Tel: (954) 564-4333
New River Dry Dock, Inc., filed for chapter 11 protection on
July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274). James H.
Fierberg, Esq., at Berger Singerman, P.A., represents the
Debtor in its restructuring efforts. Mindy A. Mora, Esq., at
Bilzin Sumberg Baena Price & Axelrod LLP represents the Official
Committee of Unsecured Creditors. When the Debtor filed for
protection from its creditors, it estimated assets between
$10 million and $50 million and its debts between $1 million
to $10 million.
NYLSTAR INC: Files Schedules of Assets & Liabilities
----------------------------------------------------
Nylstar, Inc. filed with the U.S. Bankruptcy Court for the Western
District of Virginia, its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $1,000,000
B. Personal Property $17,505,922
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $44,700,000
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $15,011,886
----------- -----------
TOTAL $18,505,922 $59,711,886
Based in Ridgeway, Virginia, Nylstar Inc. --
http://www.nylstar.com/-- manufactures nylon fibers.
The company filed for Chapter 11 protection on July 5, 2007
(Bankr. W.D. Va. Case No. 07-61227). Richard C. Maxwell, Esq., at
Woods, Rogers & Hazlegrove, P.L.C., represents the Debtor. No
Official Committee of Unsecured Creditors has been appointed to
date on this case. In its schedules of assets and liabilities,
the Debtor listed total assets of $18,505,922 and total
liabilities of $59,711,886.
The company's parent, Nysltar France, was placed into voluntary
administration or redressement judiciaire on July 6, 2007, by the
President of the Arras Commercial Court. This is the French
equivalent of the United States' Chapter 11 process.
OGLEBAY NORTON: S&P Revises Watch to Negative from Developing
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch
implications to negative from developing on Oglebay Norton Co.,
which has a 'B' corporate credit rating. The action followed the
announcement that Harbinger Capital Partners, an approximately 18%
shareholder, had launched a $31-per-share cash tender offer for
Oglebay's shares outstanding. The offer represents about a 30%
premium over the trading price of the shares over the past 30
days. The offer followed the announcement a few days ago by
Oglebay that it was pursuing strategic alternatives to enhance
shareholder value. A CreditWatch with negative implications means
the ratings may be lowered or affirmed following the completion of
Standard & Poor's review.
"As a result of the premium attached to the unsolicited offer, it
is our assessment that a higher likelihood now exists that a debt-
financed transaction could result," said Standard & Poor's credit
analyst Marie Shmaruk, "potentially causing a material negative
impact on the company's financial profile."
In resolving the CreditWatch listing, S&P will monitor Oglebay's
pursuit of strategic alternatives, including the Harbinger tender
offer, and its ultimate impact on the company's business and
financial objectives.
ONEIDA LTD: S&P Holds 'B' Corporate Credit Rating
-------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Oneida, New York-based Oneida, Ltd. At the same
time, Standard & Poor's withdrew the 'B+' and '2' recovery ratings
on Oneida's proposed senior secured bank loan due 2014.
"This action follows the company's announcement that the deal had
been terminated due to market conditions," said Standard & Poor's
credit analyst Bea Chiem.
The outlook is negative.
The ratings reflect Oneida's high leverage, aggressive financial
policy, weak operating history, and vulnerability to changes in
consumer preference and potential declines in the foodservice
and/or leisure industries. Leverage following the canceled
refinancing and proposed leveraged dividend remains high in the 4x
area. S&P expect the company to continue to pursue a more
aggressive financial policy over the near to intermediate term and
remain concerned with the company's ability to improve operating
margins and cash flow.
OPPENHEIMER HOLDINGS: Moody's Lifts Outlook to Positive
-------------------------------------------------------
Moody's Investors Service raised to positive from stable the
rating outlook on Oppenheimer Holdings, Inc. and E.A. Viner
Internation Co., Oppenheimer's US subsidiary. According to the
rating agency, the positive outlook recognizes the improvements in
Oppenheimer's operating performance over the last twelve months.
Oppenheimer has demonstrated a healthy level of growth in revenue
and profitability as its retail brokerage and investment banking
units benefited from the strength of the equity markets. Although
Oppenheimer's profitability continues to trail that of its larger
competitors, Moody's notes the improvements in advisor
productivity and retention levels.
Additionally, the company's proprietary trading activities and
attendant risks continue to be limited, relative to both its
larger competitors and the firm's equity capital base.
Also contributing to today's positive rating action was
Oppenheimer's pay-down of $25 million of its outstanding bank
facility, including a $15 million voluntary payment. As a result,
Oppenheimer's cash-flow leverage and interest coverage are quite
strong for its rating category.
Over the last several years, Oppenheimer's regulatory track record
has included a number of problems that Moody's considered to be
indicative of a sub-optimal control and compliance environment and
procedures at the company. In part, the regulatory issues, some
of which dated back to the period of Oppenheimer's rapid growth
through acquisitions, reflected an under-investment in technology
and resources necessary to fulfill the demanding compliance
requirements of a regulated retail brokerage firm.
Although a few outstanding regulatory issues remain, while some
have also been settled, Moody's notes that Oppenheimer has
recently made tangible investments in both staff and technology,
and implemented personnel and policy changes to tighten and
improve its compliance and regulatory inquiry response procedures.
This demonstrates that management's commitment to enhancing its
compliance responsibilities has improved as well.
Yet, while progress has been made, the rating agency said that it
will take the resolution of existing regulatory issues, and the
absence of new occurrences, before the rating is upgraded.
Although Oppenheimer's fundamental profile has improved, Moody's
considers the regulatory theme to be a critical one, as regulatory
issues can inflict serious damage, both financial and
reputational, on a retail brokerage franchise.
Moody's maintains these ratings to Oppenheimer and its
subsidiaries:
Oppenheimer Holdings, Inc.:
-- Foreign Currency Corporate Family Rating -- B1
E.A. Viner International Co.:
-- $125 million seven year bank facility -- B1
The outlook on all the ratings is now positive.
Oppenheimer Holdings, Inc. is a Canadian holding company that
operates a regulated U.S. broker-dealer and reported net income of
$45 million in 2006.
ORLANDO CITYPLACE: Section 341(a) Meeting Scheduled on August 20
----------------------------------------------------------------
Felicia S. Turner, the U.S. Trustee for Region 21, will convene a
meeting of Orlando CityPlace LLC and its debtor-affiliates'
creditors on Aug. 20, 2007, 1:00 p.m., at the U.S. Trustee's
Office, 6th Floor, Suite 600, 135 West Central Boulevard, in
Orlando, Florida.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases. All
creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Based in Orlando, Florida, Orlando CityPlace LLC and its
affiliates -- http://www.lexingtonorlando.com/-- develop real
estate property. The Debtors own the Lexington Hotel and District
Five Restaurant on Orlando.
The company and its affiliates filed for Chapter 11 protection on
July 23, 2007 (Bankr. M.D. Fla. Lead Case No. 07-03159). Jimmy D.
Parrish, Esq., Mariane L. Dorris, Esq., and R. Scott Shuker, Esq.,
at Latham, Shuker, Eden & Beaudine, LLP, represent the Debtors in
their restructuring efforts. When the Debtors filed for
protection from their creditors, Orlando CityPlace, LLC listed
total assets of $55,000,000, and total debts of $44,000,000, while
O.C.P. Corner, LLC listed total assets of $2,000,000 and total
debts of $1,700,000. Orlando CityPlace II, LLC listed total
assets and debts of $1 million to $100 million.
PAYLESS SHOESOURCE: Poor Cash Flow Cues S&P to Cut Rating to B+
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Payless
ShoeSource Inc. to 'B+' from 'BB-'. At the same time, the rating
on the Topeka, Kansas-based company's $200 million senior
subordinated notes was lowered to 'B-' from 'B'. All ratings have
been removed from CreditWatch, where they were placed with
negative implications on May 23, 2007. The outlook is stable.
S&P also assigned its bank loan and recovery ratings to Payless'
proposed $750 million senior secured term loan maturing 2014. The
facility is rated 'BB-', one notch higher than the corporate
credit rating on the company, with a recovery rating of '2',
reflecting the expectation of substantial recovery (70%-90%) of
principal in the event of default. Proceeds from the term loan
will be used to fund the acquisition of The Stride Rite Corp. The
company will also have a $350 million asset-based revolver
maturing in 2012, which is unrated.
"The downgrade reflects the deterioration of cash flow protection
measures as both the Stride Rite and Collective Licensing
International acquisitions add significant debt to the company's
balance sheet," explained Standard & Poor's credit analyst David
Kuntz. There is also execution risk in integrating both
acquisitions over the medium term.
PEOPLE'S CHOICE: Seeks Sept. 28 Extension of Plan Filing Period
---------------------------------------------------------------
People's Choice Financial Corp. and its debtor-affiliates ask the
U.S. Bankruptcy Court for the Central District of California to
extend their Exclusive Plan Proposal Period to Sept. 28, 2007.
The Debtors also want their Exclusive Solicitation Period to
Nov. 30, 2007.
The Debtors relate that prior to the expiration of their exclusive
period to file a plan on July 18, 2007, they sought an extension
of their exclusive plan filing period and the corresponding
deadline to solicit acceptance of the plan, the Debtors sought an
extension as to all parties, except the Official Committee of
Unsecured Creditors, for a period of approximately two months.
Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl Young Jones &
Weintraub LLP, in Los Angeles, California, relates the Debtors
commenced their Chapter 11 cases for the purpose of preserving
their core assets so that their value could be maximized for the
benefit of creditors and all other stakeholders to the estates.
The Debtors, with the Creditors Committee, have expeditiously
marketed their assets for sale and sold these in a number of
transactions.
In April and May 2007, the Debtors sold their contractual loan
servicing rights and residual interests to highest and best
bidders after an auction, which took place during April 17 and
18, 2007. In July 2007, the Debtors sold their loan servicing
and loan origination platforms. The Debtors have also sold
various loan portfolios, as well as miscellaneous assets.
That combined, the sales have yielded approximately $45,000,000
in gross proceeds to the Debtors' estates and resulted in the
elimination of thousands of dollars in potential claims of
employees and vendors, Mr. Dulberg relates.
The Debtors have timely filed their schedules of assets and
liabilities, and statements of financial affairs and have
submitted all monthly operating reports with the Office of the
United States Trustee. The Debtors also negotiated terms for the
rejection of major leases of real property; negotiated an
adequate protection stipulation with various parties-in-interest;
responded to various motions for elief from stay; and engaged in
informal discovery with the Creditors Committee, Mr. Dulberg
tells the Court.
Mr. Dulberg assures the Court that the Debtors are not seeking an
extension of the Exclusivity Expiration Dates to extract any
improper concessions from creditors. The Debtors, he says, have
worked closely with the Creditors Committee in the prosecution of
the case, he says. Given the good working relationship that the
Debtors share with the Creditor Committee, the Debtors are not
seeking to extend the Exclusivity Expiration Dates as to the
Creditors Committee.
Instead, the Debtors' statutory plan exclusivity will terminate
as to the Creditors Committee. The Debtors and the Creditors
Committee fully expect to negotiate and prepare a joint plan of
liquidation, Mr. Dulberg discloses. The Debtors simply require
additional time to pursue their liquidation strategy for the
benefit of all stakeholders and believe that no party other than
the Debtors and the Creditors Committee could file a viable plan
in this instance, he states.
The Debtors reserve the right to seek further extensions.
About People's Choice
Headquartered in Irvine, California, People's Choice Financial
Corp. -- http://www.pchl.com/-- is a residential mortgage banking
company, through its subsidiaries, originates, sells, securitizes
and services primarily single-family, non-prime, residential
mortgage loans.
The company and two of its affiliates, People's Choice Home Loan,
Inc., and People's Choice Funding, Inc., filed for chapter 11
protection on March 20, 2007 (Bankr. C.D. Calif. Case No. 07-
10772). J. Rudy Freeman, Esq., at Pachulski Stang Ziehl Young
Jones & Weintraub LLP, represents the Debtors. Winston &
Strawn LLP represents the Official Committee of Unsecured
Creditors. At March 31, 2006, the Debtors' balance sheet showed
total assets of $4,711,747,000 and total debts of $4,368,966,000.
(People's Choice Bankruptcy News, Issue No. 13; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).
PINE RIVER: Exclusive Plan Filing Date Extended Until Aug. 31
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan
extended, until 11:00 a.m., on Aug. 31, 2007, the exclusive period
wherein Pine River Plastics Inc. can file a plan of
reorganization.
Additionally, as a result of the Debtor's failure to file a
combined plan and disclosure statement on June 1, 2007, the Court
set Aug. 31, 2007 as the deadline for the Debtor to show cause on
why its bankruptcy case should not be dismissed or converted.
Based in Saint Clair, Michigan, Pine River Plastics, Inc. --
http://www.prplastics.com/-- manufactures plastic injection
moldings. The company filed for Chapter 11 protection
Feb. 1, 2007 (Bankr. E.D. Mich. Case No. 07-42051). Brendan G.
Best, Esq. and Ronald L. Rose, Esq., at Dykema Gossett PLLC,
represent the Debtor in its restructuring efforts. When the
Debtor filed for protection from its creditors, it listed
estimated assets and liabilities of $1 million to $100 million.
POINT THERAPEUTICS: Discloses Additional Mgt. Staff Reductions
--------------------------------------------------------------
Point Therapeutics Inc. disclosed further reductions in its
management staff. As part of this headcount reduction, effective
July 25, 2007, the company has terminated the employment of:
-- Donald Kiepert, chairman and chief executive officer;
-- Richard Small, senior vice president and chief financial
officer;
-- Michael Duffy, senior vice president and general counsel;
and
-- Barry Jones, PhD., senior vice president and chief
scientific officer.
These individuals were paid in accordance with the company's base
severance policy of two weeks of salary plus an additional week of
salary for each full year of service, and these payments do not
reflect any additional amounts that may, under certain
circumstances, be paid to these employees in the future under
their existing employment agreements.
The company estimates that the total aggregate charge for the base
severance payments associated with this work force reduction is
approximately $285,000.
The company plans to utilize some or all of these terminated
employees as part of a more variable-cost consulting team to help
the company as it seeks a buyer or partner for its technology and
related intellectual property and other assets, in bankruptcy or
otherwise. In addition, the company will be relocating next week
to a smaller, temporary suburban space.
Headquartered in Boston, Point Therapeutics, Inc. (NASDAQ: POTP) -
- http://www.pther.com/-- is a biopharmaceutical company
dedicated to developing a family of dipeptidyl peptidase
inhibitors. Point is currently studying its lead product
candidate, talabostat, in two Phase 3 double blind placebo-
controlled trials in metastatic non-small cell lung cancer and in
a Phase 2 trial in combination with gemcitabine in metastatic
pancreatic cancer. Point has also studied talabostat in several
Phase 2 trials, including as a single-agent in metastatic
melanoma, in combination with cisplatin in metastatic melanoma and
in combination with rituximab in advanced chronic lymphocytic
leukemia.
Going Concern
Ernst & Young LLP raised substantial doubt about the company's
ability to continue as a going concern. The company has incurred
recurring operating losses and negative cash flows from operating
activities in each of the last five years and has an accumulated
deficit of $91,734,000 as of Dec. 31, 2006, and will be required
to obtain additional funding or alternative means of financial
support, prior to Dec. 31, 2007.
PORTRUSH PETROLEUM: Posts CDN$73,191 Net Loss in 1st Qtr. 2007
--------------------------------------------------------------
Portrush Petroleum Corp. reported a net loss of CDN$73,191 for the
first quarter ended March 31, 2007, compared with net income of
CDN$7,868 for the same period ended March 31, 2006.
During the three month period ended March 31, 2007, the company
recorded gross oil and gas revenues of CDN$135,169 compared with
CDN$150,811 in 2006.
The net loss for the current quarter is mainly as result of the
decrease in oil and gas revenues, the increase in direct costs and
the increase in general and administration expenses.
Well operating expenses were CDN$65,330 compared with CDN$33,176
for the same period in 2006 and the company recorded depletion
expenses of $54,215 compared with CDN$23,880 for the same period
in 2006.
General and administration expenses were CDN$91,367 compared with
CDN$87,908 for the same period in 2006. General and
administrative expenses increased due to the higher investor
relations and travel and promotion costs.
At March 31, 2007, the company's consolidated balance sheet showed
CDN$1.54 million in total assets, CDN$73,551 in total liabilities,
and CDN$1.46 million in total stockholders' equity.
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?21df
Going Concern Doubt
Davidson & Company LLP's audit report on Portrush Petroleum
Corp.'s consolidated financial statements for the years ended
Dec. 31, 2006, and 2005, is expressed in accordance with Canadian
reporting standards which do not permit a reference to events and
conditions which cast substantial doubt on the company's ability
to continue as a going concern, when these are adequately
disclosed in the financial statements.
At Dec. 31, 2006, Portrush Petroleum Corp. has an accumulated
deficit of CDN$12.5 million. The company has a history of losses:
CDN$435,117, CDN$160,248 and CDN$766,320 in fiscal years 2006,
2005, and 2004. Continued operations of the company are dependent
on the company's ability to receive continued financial support,
complete public equity financing, or generate profitable
operations in the future. These factors raise substantial doubt
about the company's ability to continue as a going concern.
At March 31, 2007, the company's accumulated deficit has increased
to CDN$12.5 million, from CDN$12.0 million at Dec. 31, 2006.
About Portrush Petroleum
Based in Vancouver, Canada, Portrush Petroleum Corp. (OTC BB:
PRRPF.OB) (CDNX: PSH.V) -- http://www.portrushpetroleum.com/-- is
in the business of acquiring, exploring, and developing oil/gas
properties. The company maintains a 22.5% working interest in the
Lenox Prospects, a producing oil/gas property in Michigan, and a
10% working interest (7.5% net revenue interest) in the Mission
River Development Project, a producing oil/gas property in Texas.
PROMETRIC: Thomson Deal Cues Moody's Ba3 Secured Facilities Rating
------------------------------------------------------------------
Moody's Investors Service assigned Ba3 ratings to Prometric's
proposed senior secured facilities in conjunction with the
company's acquisition from Thomson Corporation by Educational
Testing Service for a purchase price of $435 million, which
represents a multiple of 8.4 times estimated adjusted EBITDA for
the period ended June 30, 2007. Concurrently, Moody's assigned B2
Corporate Family Rating and Probability-of-Default ratings. The
outlook for the ratings is stable.
The proposed transaction will be financed through a combination of
$190 million senior secured term loan, a $125 million 6% Thomson
note (with a PIK toggle feature at 6.75%) and $147 million of
common equity, or 32% of total capitalization. The purchase price
is subject to downward only adjustments. The $25 million revolver
is expected to be unfunded at close.
The ratings are constrained by the high proposed initial leverage,
low interest coverage, the company's relatively small size, and
reliance on relatively large contracts. Rating constraints also
include a competitive environment for what are otherwise annuity
contracts and a high percentage of intangibles on the balance
sheet comprising over 50% of assets.
The ratings benefit from the company's leading position in the
niche area of scaleable testing solutions, its technological
knowledge-base and a configuration of assets that enable the
company to deliver global testing solutions. The ratings are also
supported by long-standing client relationships, a stable
underlying business and a geographically diverse revenue stream.
Moody's believes that the terms of the transaction also provide
significant credit support as they allow for downward adjustments
to the purchase price under certain conditions.
Moody's took these rating actions:
-- Assigned a B2 Corporate Family Rating;
-- Assigned a B2 Probability of Default Rating;
-- Assigned Ba3 (LGD 2, 27%) to the $25 million senior secured
revolver due 2012;
-- Assigned Ba3 (LGD 2, 27%) to the $190 million senior secured
term loan due 2013;
The outlook for the ratings is stable.
Headquartered in Baltimore, Maryland, Prometric is a leading
provider of technology-based assessment solutions including test
development and delivery for government entities, professional
organizations, academic institutions, corporations and information
technology clients. Solutions are customized based on customer
needs and include the development of testing materials, test
registration, the (typically electronic) delivery of the tests and
management of test scores. The company is being purchased by ETS
from Thomson. ETS is a tax-exempt organization based in
Princeton, New Jersey and is Prometric's largest client
(about 23% of Prometric's 2006 revenues). ETS had 2006 revenues
of about $837 million. Prometric has about 2,600 employees
worldwide and revenues in 2006 were $317 million.
ROSEDALE CLO: Moody's Rates $12.5 Million Class E Notes at Ba2
--------------------------------------------------------------
Moody's Investors Service assigned these ratings to Notes issued
by Rosedale CLO II Ltd:
-- Aaa to the $5,000,000 Class X Floating Rate Installment Notes
due 2011;
-- Aaa to the $218,000,000 Class A First Priority Senior Secured
Floating Rate Term Notes due 2022;
-- Aa2 to the $26,000,000 Class B Second Priority Senior Secured
Floating Rate Notes due 2022;
-- A2 to the $15,000,000 Class C Third Priority Senior Secured
Deferrable Floating Rate Notes due 2022;
-- Baa2 to the $13,400,000 Class D Fourth Priority Mezzanine
Deferrable Floating Rate Notes due 2022; and
-- Ba2 to the $12,500,000 Class E Fifth Priority Mezzanine
Deferrable Floating Rate Notes due 2022.
The Moody's ratings of the notes address the ultimate cash receipt
of all required interest and principal payments, as provided by
the notes' governing documents, and are based on the expected loss
posed to noteholders, relative to the promise of receiving the
present value of such payments.
Princeton Advisory Group, Inc. will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.
RURAL/METRO CORP: Moody's Affirms B2 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service confirmed the ratings of Rural/Metro
Corporation and those of its subsidiary, Rural/Metro LLC,
concluding a rating review initiated on March 6, 2007. Following
this rating action, the outlook is negative.
Moody's Investors Service confirmed the Corporate Family Rating of
Rural at B2 and assigned the negative outlook. The ratings and
outlook primarily reflects increasing levels of uncompensated care
that are unfavorably impacting margins, weak free cash flow,
rising leverage and an unfavorable payor mix.
Qualitative factors that provide upward support for the ratings
include the fact that the company is a leading provider in the
fragmented market for medical transportation services that will
increasingly benefit from the aging of the U.S. population. In
addition, the incidence of public/private EMS partnerships as
exemplified by Rural is expected to increase as reimbursement
claim complexities continue to grow.
The outlook is negative, reflecting Moody's concern that the level
of uncompensated care could continue to rise despite actions taken
by the company to tighten billing and case management practices
and technology improvements made to reduce payment denials. Until
this issue is brought under control, Moody's believes that the
company's ability to drive sound top-line revenue growth and
generate free cash flow for incremental debt repayment could be
impaired.
The ratings could be downgraded if adjusted free cash flow to
adjusted debt weakens to below 3% or if adjusted debt to EBITDA
rises above 6 times on a sustained basis. The ratings could also
be downgraded in the event that the level of uncompensated care as
a percentage of revenues continues to rise or if substantial
increases in labor costs materialize that cannot be recovered
through contract price escalations. Upward pressure on the
ratings could arise if free cash flow to adjusted debt improves to
a level of 5% or if adjusted debt to EBITDA declines below 4.5
times on a sustained basis.
This summarizes the rating actions taken:
Ratings confirmed:
Rural/Metro LLC
-- $20 million senior secured revolving credit facility, due
2010, at Ba2 (to LGD2, 12% from LGD2, 15%)
-- $35 million senior secured letter of credit facility, due
2011 at Ba2 (to LGD2, 12% from LGD2, 15%)
-- $88 million (originally $135 million) senior secured term loan
B, due 2011, at Ba2 (to LGD2, 12% from LGD2, 15%)
-- $125 million, 9.875%, Senior Subordinated Notes, due 2015, at
B3 (to LGD4, 59% from LGD4, 63%)
Rural/Metro Corporation
-- $55.6 million ($93.5 million at maturity), 12.75% senior
discount notes, due 2016, at Caa1 (to LGD6, 91% from LGD6,
92%)
-- Corporate Family Rating, at B2
-- Probability of Default Rating, at B2
-- The ratings outlook is negative.
Rural/Metro Corporation provides emergency and non-emergency
medical transportation, fire protection and other safety services
in 23 states and about 400 communities throughout the United
States. Revenue for the twelve months ended March 31, 2007 was
about $435 million.
SACO I: Poor Collateral Performance Prompts S&P to Lower Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class B-2, B-3, and B-4 mortgage-backed notes from SACO I Trust
2005-GP1. At the same time, S&P placed its ratings on classes
B-1 and B-2 on CreditWatch with negative implications, and removed
the rating on class B-3 from CreditWatch negative. Finally, S&P
affirmed its ratings on the remaining classes from the same
transaction.
The downgrades reflect the continuing deterioration of collateral
performance. The transaction is backed primarily by second-lien
mortgage loans, which usually incur losses when they become more
than 180 days delinquent and are subsequently charged-off.
Realized losses have been outpacing excess interest spread, which
has reduced credit enhancement to levels that are not sufficient
to support the previous ratings on the downgraded classes. As of
the June 2007 remittance period, the overcollateralization for the
pool was completely depleted. S&P lowered its rating on class B-4
to 'D' due to a $130,000 principal write-down during the June
remittance period. Cumulative realized losses total $4.52
million, or 1.31% of the original pool balance. Total and severe
(90-plus days, foreclosures, and REOs) delinquencies constituted
5.86% and 3.23% of the current pool balance, respectively.
Standard & Poor's will continue to closely monitor the performance
of class B-1 and B-2 from series 2005-GP1. If the delinquent
loans cure to a point at which monthly excess interest begins to
outpace monthly net losses, thereby allowing O/C to build and
provide sufficient credit enhancement, S&P will affirm the ratings
and remove them from CreditWatch. Conversely, if delinquencies
cause substantial realized losses in the coming months and
continue to erode credit enhancement, S&P will take further
negative rating actions on these classes.
S&P removed the rating on class B-3 from CreditWatch because they
lowered it to 'CCC'. According to Standard & Poor's surveillance
practices, ratings lower than 'B-' on classes of certificates or
notes from RMBS transactions are not eligible to be on CreditWatch
negative.
The affirmations are based on credit support percentages that are
sufficient to maintain the current ratings.
Credit support for this deal is derived from a combination of
subordination, excess interest, and O/C. Senior certificates also
benefits from a bond insurance policy from Assured Guaranty Corp.
('AAA'). This transaction was initially backed by either subprime
or Alt-A home equity lines of credit. The guidelines used in the
origination process generally employed standards intended to
assess the credit risk of borrowers with imperfect credit
histories or relatively high ratios of monthly mortgage payments
to income.
Rating Lowered
SACO I Trust 2005-GP1
Rating
------
Class To From
----- -- ----
B-4 D CCC
Rating Lowered and Placed on Creditwatch Negative
SACO I Trust 2005-GP1
Rating
------
Class To From
----- -- ----
B-2 B/Watch Neg BB
Rating Lowered and Removed from Creditwatch Negative
SACO I Trust 2005-GP1
Rating
------
Class To From
----- -- ----
B-3 CCC BB-/Watch Neg
Rating Placed on Creditwatch Negative
SACO I Trust 2005-GP1
Rating
------
Class To From
----- -- ----
B-1 BB+/Watch Neg BB+
Ratings Affirmed
SACO I Trust 2005-GP1
Class Rating
----- ------
A-1, A-2, M-1 AAA
M-2 BBB-
SAINT VINCENT'S: Wants to Obtain $55MM Financing from MPA Lender
----------------------------------------------------------------
Saint Vincent's Catholic Medical Centers of New York and its
debtor-affiliates, in consultation with the Official Committee of
Unsecured Creditors and the Official Committee of Tort Claimants,
undertook strategic analyses of their real estate assets and
businesses for the formulation of a strategy to exit bankruptcy.
One of the assets the Debtors considered selling was the St.
Vincent's Hospital Manhattan to Rudin Development, LLC, and to
maximize the value of the Manhattan Property, the Debtors decided
to build a new hospital adjacent to the current campus.
To solicit bids for the Manhattan Campus, CIT Capital USA, Inc.,
the Debtors' real estate advisor, distributed requests to bid to
several potential development partners.
The requests also sought bids for the Martin Payne Building, a
13-story residential building located adjacent to the Manhattan
Campus, which houses majority of the doctor-employees at the St.
Vincent Hospital. The Debtors received five proposals to buy
Martin Payne, ranging from $45,000,000 to $60,000,000.
The Debtors need to immediately monetize Martin Payne because
their ability to perform under their Chapter 11 Plan is premised
on it, Andrew M. Troop, Esq., at Cadwaler, Wickersham & Taft,
LLP, in New York, tells the U.S. Bankruptcy Court for the Southern
District of New York.
The Plan, according to Mr. Troop, is premised on the assumption
that approximately $55,000,000 attributable to the monetization
of Martin Payne would be available to fund required effective
date payments.
However, the Debtors have determined that they still need to use
Martin Payne for several years and that an immediate sale of the
Building may entail substantial costs to their estates. Mr.
Troop contends that an immediate sale of Martin Payne would force
the Debtors to expel their doctor-employees living in the
building, which action may adversely impact the Debtors'
relationship with their employees.
Thus, the Debtors and CIT explored other options for extracting
value from Martin Payne while maintaining the Debtors' ability to
use the Building for the next several years. The Debtors and CIT
approached several interested parties but ultimately decided to
enter into discussions with MPA Lender, LLC.
After engaging in negotiations, MPA Lender agreed to loan the
Debtors $55,000,000 to be used to:
-- discharge any existing Liens on the Martin Payne Building;
-- pay closing costs for the Loan and fund certain insurance
deposits; and
-- fund any working capital requirements for the Martin Payne
Building.
The Loan will expire three years after the Closing Date.
The parties also agreed that on the Closing Date, the Debtors
will create a single-purpose, bankruptcy remote, Delaware limited
liability company of which Saint Vincents Catholic Medical
Centers of New York will be the sole member and which will enjoy
not-for-profit and tax-exempt status.
The Debtors will transfer their rights, titles to, and interests
in Martin Payne to the Affiliate, free and clear of all liens.
The Affiliate will in turn lease back to the Debtors all of
Martin Payne for the term of the Master Lease.
The Affiliate will pay interest MPA $275,000 in monthly
installments throughout the term of the Loan. At the expiration
of the Loan, the Affiliate will pay MPA the outstanding principal
balance on the Loan and any unpaid accrued interest on the
amount. Interest will accrue at a rate of 6% per year. In the
event of a default, the interest rate will increase to the Prime
Rate plus 6% for as long as the default remains uncured.
If the Loan is repaid, either at the expiration of its term or
on acceleration of the Loan after a default, the Affiliate will
pay to pay MPA an exit fee equal to $12,000,000.
The Loan is non-recourse to the Affiliate, and will be secured by
a first priority mortgage on Martin Payne, assignment to MPA of
the Leases, and a pledge of the Debtors' ownership interest in
the Affiliate.
The Affiliate will lease Martin Payne to the Debtors for two
years or until Martin Payne is conveyed by foreclosure or a deed
in lieu of foreclosure by any mortgage. The Debtors will pay
$275,000 in monthly installments. The Debtors will also pay, as
additional rent:
-- amounts related to real estate and other taxes,
-- charges, taxes, and rents for utilities,
-- licenses and permit fees, and
-- fines or penalties.
The Debtors will keep and maintain Martin Payne at their own cost
and expense. The Debtors may not make any improvements to
Martin Payne that is more than $350,000 without the Affiliate's
prior consent.
Because Martin Payne shares utilities and other services with the
Manhattan Campus, the Debtors and the Affiliate will enter into
other agreements as may be necessary to afford the Affiliate
perpetual use of those shared utilities and other services, and,
if desired, an orderly separation of these utility services.
Accordingly, the Debtors seek the Court's authority to obtain
financing from MPA Lender.
About Saint Vincent's
Based in New York City, Saint Vincent's Catholic Medical Centers
of New York -- http://www.svcmc.org/-- the healthcare provider in
New York State, operates hospitals, health centers, nursing homes
and a home health agency. The hospital group consists of seven
hospitals located throughout Brooklyn, Queens, Manhattan, and
Staten Island, along with four nursing homes and a home health
care agency.
The company and six of its affiliates filed for chapter 11
protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945
through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst,
Esq., at McDermott Will & Emery, LLP, filed the Debtors' chapter
11 cases. On Sept. 12, 2005, John J. Rapisardi, Esq., at Weil,
Gotshal & Manges LLP took over representing the Debtors in their
restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid &
Priest LLP, represents the Official Committee of Unsecured
Creditors. As of Apr. 30, 2005, the Debtors listed $972 million
in total assets and $1 billion in total debts. The Debtors filed
their Chapter 11 Plan of Reorganization accompanying a disclosure
statement explaining that Plan on Feb. 9, 2007. On June 1, 2007,
the Debtors filed an Amended Plan & Disclosure Statement. The
Court confirmed the Debtors' Amended Plan on July 27, 2007.
(Saint Vincent Bankruptcy News, Issue No. 60 Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
SYMBION INC: Second Quarter 2007 Earnings Down to $3.9 Million
--------------------------------------------------------------
Symbion Inc. had revenues that increased 4% to $76.7 million for
the second quarter ended June 30, 2007, compared with
$73.5 million for the second quarter ended June 30, 2006. Net
income for the second quarter of 2007 decreased to $3.9 million
compared with $5.9 million for the second quarter of 2006.
Previously issued results have been reclassified to present
certain facilities as discontinued operations, two of which were
reclassified in 2006 and four of which were reclassified during
the first quarter of 2007.
For the six months ended June 30, 2007, revenues increased 9% to
$153.9 million compared with $141 million for the first half of
2006. Net income for the first half of 2007 decreased to
$8 million compared with $10.5 million for the same period in
2006. Same store net patient service revenues for the six months
ended June 30, 2007, increased 1% compared with the same period in
2006.
The company had total assets of $517.4 million, total liabilities
of $220.9 million, and total stockholders' equity of
$296.5 million. At June 30, 2007, the company's outstanding
indebtedness was $129.2 million with a ratio of debt to total
capitalization of 30%.
On June 30, 2007, the company acquired an additional 55% equity
interest in a surgical facility located in Cape Coral, Florida, in
which the company already owned 10%. Subsequent to the additional
interest purchase, the company began consolidating the operations
of the Cape Coral facility on July 1, 2007.
Proposed Merger
The company announced on April 24, 2007, that it had entered into
a merger agreement with a newly formed subsidiary of Crestview
Partners, L.P., a New York-based private equity firm. Under the
terms of the Merger Agreement, holders of Symbion common stock
will receive $22.35 per share in cash for their shares. The
transaction is expected to close in the third quarter of 2007,
subject to satisfaction of the closing conditions set forth in the
Merger Agreement.
About Symbion, Inc.
Symbion Inc., headquartered in Nashville, Tennessee, owns and
operates a network of 57 short stay surgical facilities in 23
states. The company's facilities provide non-emergency surgical
procedures across many specialties.
* * *
As reported in the Troubled Company Reporter on July 20, 2007,
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Symbion Inc. The rating outlook is stable.
At the same time, Standard & Poor's assigned its loan and recovery
ratings to Symbion's proposed $350 million senior secured credit
facility. The credit facility is rated 'B' with a recovery rating
of '3', indicating the expectation of meaningful (50%-70%)
recovery in the event of a payment default. In addition, Standard
& Poor's assigned its 'CCC+' rating to the company's $175 million
proposed senior unsecured PIK toggle notes due in 2015.
UNIVERSITY HEIGHTS: Has Until Nov. 27 to File Chapter 11 Plan
-------------------------------------------------------------
The Honorable Robert E. Littlefield Jr. of the United States
Bankruptcy Court for the Norther District of New York further
extended University Heights Association Inc.'s exclusive periods
to:
a. file a Chapter 11 plan until Nov. 27, 2007; and
b. solicit acceptances of that plan until Jan. 4, 2008.
The Debtor's exclusive plan filing period expired on July 30,
2007.
As reported in the Troubled Company Reporter on May 28, 2007,
the Debtor told the Court that all its efforts are directed to
working out on its dispute with the Silverman Foundation, since a
plan of reorganization will not be possible if the issue of
conveying property will not be resolved.
Headquartered in Albany, New York, University Heights Association
Inc. -- http://www.universityheights.org/-- is composed of four
educational institutions that aim to enhance the economic vitality
and quality of life of its immediate community. The company filed
for chapter 11 protection on Feb 13, 2006 (Bankr. N.D.N.Y. Case
No. 06-10226). Judge Littlefield dismissed the Debtor's chapter
11 case due to bad faith filing. On Oct. 12, 2006, the Debtor
filed a chapter 22 petition (Bankr. N.D.N.Y. Case No. 06-12672).
Francis J. Smith, Esq., at McNamee, Lochner, Titus & Williams, PC,
represents the Debtor in its second chapter 11 bankruptcy
proceeding. No Official Committee of Unsecured Creditors has been
appointed in the Debtor's chapter 11 case. When the Debtor filed
its second bankruptcy, it estimated assets and liabilities
between $10 million and $50 million.
VENTAS INC: Unit Amends $600 Million Unsec. Bank Credit Facility
----------------------------------------------------------------
Ventas Inc.'s subsidiary, Ventas Realty Limited Partnership,
has amended its $600 million unsecured bank credit facility to
provide the company with improved terms, including the addition of
a $150 million "accordion" feature that permits the company to
expand its borrowing capacity to a total of $750 million
upon satisfaction of certain conditions.
Current pricing under the credit facility remains at 75 basis
points over LIBOR, and the company said it does not expect to
record any material expenses or charges in connection with the
amendment.
"With the acquisition this year of Sunrise Senior Living REIT and
its 77 high-quality private pay communities, we have succeeded in
transforming our company," Debra A. Cafaro, Ventas chairman,
president and chief executive officer, said. "We have
substantially increased our enterprise value, improved the quality
of our diverse healthcare and seniors housing portfolio, expanded
our footprint into the attractive Canadian market and gained
proprietary access to a development pipeline of Sunrise Senior
Living assets. The changes to our credit facility are designed to
reflect these positive developments. We appreciate the continued
support of our lender group."
Bank of America N.A. is the administrative agent for the credit
facility.
About Ventas Inc.
Headquartered in Louisville, Kentucky, Ventas Inc. (NYSE:VTR) --
http://www.ventasreit.com/-- is a healthcare real estate
investment trust that is the nation's largest owner of seniors
housing and long-term care assets. Its portfolio of properties
located in 43 states two Canadian provinces includes independent
and assisted living facilities, skilled nursing facilities,
hospitals and medical office buildings.
* * *
Moody's Investor Services rated Ventas Inc.'s senior unsecured
debt Ba2 on December 2006.
Standard and Poor's assigned the company's long term foreign and
local issuer credit rating BB+ on December 2005.
W.R. GRACE: Judge Fitzgerald Terminates Exclusive Periods
---------------------------------------------------------
The Hon. Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware notes that despite more than six years of
exclusivity, W.R. Grace & Co. and its 61 debtor affiliates have
not been able to forge an agreement to achieve a consensus with
respect to asbestos personal injury liabilities and certain
asbestos-related property damage claims, notwithstanding their
filing of a disclosure statement and a plan of reorganization on
November 13, 2004.
The Plan and Disclosure Statement were amended on January 13,
2005, after vehement opposition by representatives of Personal
Injury Claimants, the Future Claims Representative, and other
constituents, Judge Fitzgerald relates.
The Plan amendments resolved certain issues but failed to resolve
some issues relating to Asbestos Personal Injury Liabilities, the
Court points out. Those issues remain unresolved and litigation
is ongoing regarding PI Liabilities estimation and there are
numerous discovery disputes, including, but not limited to, those
concerning the PI Questionnaires propounded by the Debtors, the
reliability of x-rays and B-reads, confidentiality and sources of
information, evidentiary matters, and Daubert issues.
No further amendments to the Plan and Disclosure Statement have
been filed since January 2005.
In their latest request, the Debtors emphasized to the Court that
the estimation trial for their PI Liabilities must first be
concluded so that the results can be incorporated into the Plan.
Various counsel have argued, and Judge Fitzgerald finds, that
without an agreement as to the Asbestos PI Liabilities, the PI
Estimation Trial must conclude and rulings must be issued before
a plan of reorganization can be confirmed. The PI Estimation
Trial is currently set for January through April 2008.
"The Debtors have had sufficient exclusive time to control
negotiations with creditors and to propose and confirm a feasible
plan," Judge Fitzgerald holds. "[Yet they] have failed to
establish that extending exclusivity will result in advancing
their case towards resolution."
Accordingly, Judge Fitzgerald terminates the period by which the
Debtors may exclusively file a plan and solicit votes of that
plan.
Termination of the Debtors' exclusivity will facilitate moving
their bankruptcy cases toward conclusion by changing the dynamics
for negotiation while permitting the Debtors to continue to
operate their business, resolve claims, and participate in
negotiations, Judge Fitzgerald opines.
Termination of exclusivity will not prejudice any party or
adversely affect the progress of the case pending estimation, the
Court adds.
In light of the Court's ruling, any creditor now has the right to
file a competing plan in the Debtors' cases.
"Grace is disappointed in the ruling, but was happy to see Judge
Fitzgerald reaffirms her commitment to the estimation process and
endorse the way the company is being run," Grace spokesman Greg
Euston told Bloomberg News.
About W.R. Grace
Headquartered in Columbia, Md., W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.
The Company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
James H.M. Sprayregen, Esq., at Kirkland & Ellis, and Laura Davis
Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub,
P.C., represent the Debtors in their restructuring efforts. The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.
Stroock & Stroock & Lavan LLP represent the Official Committee of
Unsecured Creditors. The Creditors Committee tapped Capstone
Corporate Recovery LLC for financial advice. David T. Austern,
the legal representative of future asbestos personal injury
claimants, is represented by Orrick Herrington & Sutcliffe LLP and
Phillips Goldman & Spence, PA. Anderson Kill & Olick, P.C.,
represent the Official Committee of Asbestos Personal Injury
Claimants. The Asbestos Committee of Property Damage Claimants
tapped Martin W. Dies, III, Esq., at Dies & Hile L.L.P., and C.
Alan Runyan, Esq., at Speights & Runyan,to represent it. Lexecon,
LLP, provided asbestos claims consulting services to the Official
Committee of Equity Security Holders.
The Debtors' filed their Chapter 11 Plan and Disclosure Statement
on Nov. 13, 2004. On Jan. 13, 2005, they filed an Amended Plan
and Disclosure Statement. The hearing to consider the adequacy of
the Debtors' Disclosure Statement began on Jan. 21, 2005. The
Debtors' exclusive period to file a chapter 11 plan expired on
July 23, 2007.
At Dec. 31, 2006, the W.R. Grace's balance sheet showed total
assets of $3,620,400,000 and total debts of $4,189,100,000. (W.R.
Grace Bankruptcy News, Issue No. 135; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).
WCI COMMUNITIES: Impeded Sale Cues S&P to Junk Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on WCI Communities Inc. to 'CCC+' from 'B+' following the
announcement that deteriorating housing market conditions and
uncertainty in the credit markets have impeded the potential sale
of this luxury homebuilder. Concurrently, S&P lowered its rating
on $650 million of subordinated notes to 'CCC-' from 'B-'. The
ratings remain on CreditWatch with negative implications, where
they were placed March 16, 2007.
The downgrades reflect worsening trends in WCI's key Florida
housing markets and anticipate that the same negative macro
pressures that have hampered efforts to sell the company outright
will make it increasingly difficult for the company to market its
homes. As a consequence, S&P expect that weaker-than-anticipated
GAAP earnings and operating cash flow will exacerbate liquidity
pressures and make it unlikely that WCI will achieve its
previously announced leverage targets.
Bonita Springs, Florida-based WCI is a mid-sized regional
homebuilder offering luxury high-rise and single-family homes to
affluent and active adult homebuyers in Florida (93% of closings)
and the Northeast and mid-Atlantic regions. WCI's narrow
geographic scope and customer focus have contributed to weaker
sales and share price performance, which in turn increased
pressure from activist shareholders such as Carl Icahn. Earlier
this year, WCI began a formal sales process with the assistance of
Goldman Sachs. More recently, however, WCI announced that it had
not received a definitive offer and that it would pursue other
alternatives.
The ratings on WCI remain on CreditWatch with negative
implications in part because of a pending proxy fight.
Shareholders will have the opportunity to elect a new slate of
directors previously nominated by Mr. Icahn at the company's
annual shareholder meeting, which was adjourned until Aug. 30,
2007. A new board of directors would constitute a change of
control and trigger the repurchase of the company's senior
subordinated notes. Given the current volatility in the debt
markets, there is no assurance that WCI would have the capacity to
fund the repurchase of those notes before they mature.
Ratings Lowered and Remaining on Creditwatch Negative
WCI Communities Inc. Rating
------
To From
-- ----
Corporate credit CCC+/Watch Neg/-- B+/Watch Neg/--
Senior subordinated CCC-/Watch Neg B-/Watch Neg
WERNER LADDER: Disclosure Statement Hearing Moved to Aug. 23
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware
adjourned to August 23, 2007, the hearing to consider approval
of the Disclosure Statement describing the Plan of Liquidation
filed by the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Werner Holding Co. (DE) Inc. and its
debtor-affiliates.
The adjournment is in light of the Creditors Committee's filing
on July 18 of its motion to convert the Debtors' Chapter 11 cases
to a case under Chapter 7 of the Bankruptcy Code.
The Liquidating Plan and its accompanying Disclosure Statement
contemplate the complete liquidation of the Debtors' assets and
distribution of all proceeds. The Plan also provides for the
creation of a Liquidation Trust and the appointment of a
liquidation trustee to administer the Liquidation Trust and the
Liquidation Trust Assets.
Union Central Life Insurance Company and Grand Central Asset
Trust, PNT Series, previously objected to the Disclosure
Statement, arguing that it is devoid of any mention of second
lien claims other than Levine Leichtman Capital Partners III,
L.P.'s second lien claim, which arose from the same loan
documents and same set of circumstances as their second lien
super-priority claims.
Union Central and Grand Central are proposing that the Disclosure
Statement should be revised, at a minimum, to (i) reflect the
existence and priority of those second lien super-priority
claims, and their treatment under the Plan, and (ii) include
references to the allowance and amounts of the Union Central,
Grand Central and other second lien super-priority claims that
are not part of the LLCP Second Lien Claim.
Rothschild Inc., financial advisor to the Debtors, also wants the
approval of the Disclosure Statement denied, asserting that the
Liquidating Plan is patently unconfirmable because it failed to
satisfy Section 1129(a)(9) of the Bankruptcy Code.
The Creditors Committee has not yet filed with the Court its
response to the Disclosure Statement objections.
Proposed Plan
The Liquidating Plan filed by the Committee classifies and
treats certain Claims and Equity Interests into five classes:
1. Class 1 Other Priority Claims;
2. Class 2 Other Secured Claims;
3. Class 3 LLCP Second Lien Claims;
4. Class 4 General Unsecured Claims; and
5. Class 5 Equity Interests.
Joseph Galzerano, co-chair of the Committee, states that the
Administrative and Priority Tax Claims have not been classified
in the Liquidating Plan.
Mr. Galzerano relates that the Bankruptcy Code does not require
administrative and priority claims to be classified under a
Chapter 11 plan.
All requests for allowance and payment of an Administrative Claim
must be filed on or before the July 9, 2007 Administrative Claims
Bar Date. Each Holder of an Allowed Administrative Claim will be
paid on or after the Effective Date, in full and in cash.
Mr. Galzerano states that if an Allowed Administrative Claim
Holder agrees to have all or part of his Claim paid under the
Liquidation Trust, then that Claim will be paid senior to any
direct distributions made to the Allowed General Unsecured Claims
Holders, and will be paid junior to any distributions made on
account of the LLCP Second Lien Claim.
Each Holder of an Allowed Priority Tax Claim will be paid on or
after the Effective Date, in full and in cash.
If an Allowed Priority Tax Claim Holder agrees to have all or
part of his Claim paid under the Liquidation Trust, that Claim
will be paid senior to any direct distributions made to the
Allowed General Unsecured Claims Holders and will be paid junior
to any distributions made on account of the LLCP Second Lien
Claim.
Treatment of Classified Claims
and Equity Interests
Class Claims Treatment/Voting
----- ------ ----------------
1 Other Priority Claims Unimpaired; deemed to accept
To be paid in cash, in full
2 Other Secured Claims Unimpaired; deemed to accept
With legal, equitable and
contractual rights of the
holder unchanged
Holders will either:
* be paid from sale or disposition
proceeds of the collateral
securing each Allowed Class 2
Claim to the extent of the value
of the Holder's interest in the
property;
* receive all collateral securing
each Allowed Class 2 Claim
without representation or
warranty by or further recourse
against the relevant Debtor or
the Liquidation Trust; or
* receive treatment in any other
manner that will render the
Allowed Class 2 Claim otherwise
unimpaired.
3 LLCP Second Lien Impaired; entitled to vote
Claim To be paid in full from the
proceeds of the Liquidation Trust
Assets, to be shared with Allowed
General Unsecured Claims other
than the LLCP Unsecured Claim
4 General Unsecured Impaired; entitled to vote
Claims To be paid in full from the
proceeds of the Liquidation Trust
Assets, to be shared with Allowed
Class 3 Claim, provided that there
will be no distribution accruing or
made on account of the LLCP
Unsecured Claim until the LLCP
Second Lien Claim is paid in full,
in cash.
5 Equity Interests Impaired; deemed to reject
To be cancelled on the Effective
Date; holders will receive no
distribution on account of their
interests.
A full-text copy of the Committee's Plan of Liquidation is
available at no charge at http://researcharchives.com/t/s?2146
A full-text copy of the Committee's Disclosure Statement is
available at no charge at http://researcharchives.com/t/s?2147
About Werner Holding Co.
Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.
aka Werner Ladder Co. -- http://www.wernerladder.com/--
manufactures and distributes ladders, climbing equipment and
ladder accessories. The company and three of its affiliates filed
for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case
No. 06-10578).
The Debtors are represented by the firm of Willkie Farr &
Gallagher LLP as lead counsel and the firm of Young, Conaway,
Stargatt & Taylor LLP as co-counsel. Rothschild Inc. is the
Debtors' financial advisor. The Official Committee of Unsecured
Creditors is represented by the firm of Winston & Strawn LLP as
lead counsel and the firm of Greenberg Traurig LLP as co-counsel.
Jefferies & Company serves as the Creditor Committee's financial
advisor. At March 31, 2006, the Debtors reported total assets of
$201,042,000 and total debts of $473,447,000. (Werner Ladder
Bankruptcy News, Issue No. 35; Bankruptcy Creditors' Service
Inc. http://bankrupt.com/newsstand/or (215/945-7000).
* Large Companies with Insolvent Balance Sheets
-----------------------------------------------
Total
Shareholders Total Working
Equity Assets Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------------ ------- --------
Abraxas Petro ABP (22) 118 (4)
AFC Enterprises AFCE (25) 162 4
Alaska Comm Sys ALSK (22) 562 22
Alliance Imaging AIQ (4) 678 50
Authentic Inc. AUTH (6) 26 0
Bare Escentuals BARE (189) 184 91
Bearingpoint Inc. BE (177) 1,939 166
Blount International BLT (98) 448 135
CableVision System CVC (5,349) 9,654 (638)
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 (71) 332 (40)
Cincinnati Bell CBB (773) 1,951 27
Claymont Stell PLTE (50) 150 67
Compass Minerals CMP (46) 691 157
Corel Corp. CRE (16) 261 (31)
Crown Holdings CCK (388) 6,793 428
Crown Media HL CRWN (519) 759 64
CV Therapeutics CVTX (90) 356 263
Cyberonics CYBX (16) 137 (28)
Dayton Superior DSUP (99) 336 95
Deluxe Corp DLX (0) 1,410 (164)
Denny's Corporation DENN (221) 444 (67)
Domino's Pizza DPZ (1,434) 474 86
Dun & Bradstreet DNB (458) 1,392 (238)
Echostar Comm DISH (30) 9,066 1,150
Eisntein Noah Re BAGL (131) 135 (9)
Emeritus Corp. ESC (112) 953 (55)
Enzon Pharmaceutical ENZN (55) 369 180
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 (50) 1,033 52
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
IDEARC Inc IAR (8,755) 1,508 171
IMAX Corp IMX (33) 243 84
Incyte Corp. INCY (120) 325 261
Indevus Pharma IDEV (144) 76 36
Intermune Inc ITMN (55) 249 195
Ista Pharmaceuticals ISTA (15) 48 18
ITC Deltacom Inc. ITCD (33) 421 18
Jazz Pharmaceuticals JAZZ (195) 201 47
Koppers Holdings KOP (70) 671 177
Life Sciences LSR (1) 237 25
Linear Tech Corp. LLTC (708) 1,215 681
Lodgenet Entertainment LNET (54) 274 8
McMoran Exploration MMR (50) 446 (1)
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
PRG-Schultz Intl. PRGX (91) 157 3
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)
Resverlogix Corp. RVX (2) 17 10
Riviera Holdings RIV (28) 221 13
RSC Holdings Inc RRR (129) 3,430 (2,949)
Rural Cellular RCCC (587) 1,362 183
Sealy Corp. ZZ (144) 1,017 49
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 (108) 2,734 726
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 (2) 3,832 40
Weight Watchers WTW (1,053) 1,019 (82)
Western Union WU (86) 5,328 945
Westmoreland Coal WLB (108) 759 (55)
Worldspace Inc. WRSP (1,641) 527 85
WR Grace & Co. GRA (390) 3,706 794
XM Satellite XMSR (445) 1943 (76)
*********
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
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related conferences are encouraged. Send announcements to
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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
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Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
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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.
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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*** End of Transmission ***